NKT Holding issues share warrants

4 Jan, 2013 14:04 CET

NKT Holding A/S
Company Announcement

NKT Holding issues share warrants

NASDAQ OMX Copenhagen
Nikolaj Plads 6
DK-1007 Copenhagen K


4 January 2013
Release No. 1



With reference to authorisation granted at the Company’s general meeting on 23
March 2011 (Article 3 B of the Articles of Association) the Board of Directors
of NKT Holding A/S has decided to grant 242,000 share warrants to the
management and employees of NKT Holding A/S. The issuance also takes place in
accordance with the remuneration policy approved by the general meeting in
March 2011. 

Recipients, exercise periods and subscription price

The warrants have been issued to a total of 23 persons at NKT Holding A/S:
186,800 to the management, 29,700 to senior executives  and 25,500 to other
employees. Warrants and options will not be issued to the Board of Directors of
NKT Holding A/S. 

The warrants may be exercised during a two-week period following publication of
the annual financial statements in the years 2016, 2017 and 2018, respectively
and during a two-week period following publication of the half-year report in
the years 2016 and 2017, respectively. 

Each warrant conveys the right to subscribe for one share of nominally 20 DKK
at a fixed subscription price of 231.28 DKK. The subscription price is adjusted
for dividends paid to the shareholders until the time of exercise. 

Purpose

The purpose of the allocation of warrants is to create a link between the
efforts of employees and the company's long-term value creation. 

Conditions for exercise

The principal condition for exercise of the warrants is that the employee has
not terminated his/her employment with the company prior to 4 January 2016. If
the employee is given notice of employment termination by the company for any
reason except misconduct, the employee is entitled to retain and exercise
his/her warrants. 

Allocated warrants are covered by the rules of taxes under section 28 of the
Danish Tax Act and are taxable as normal taxable income. 

The terms governing the warrants are further described in the enclosed Exhibit
I. The full text of the amendments made to the Company's Articles of
Association by virtue of the warrant allocation is contained in the attached
Articles of Association. 

Market value

The subscription price is set on the basis of the average NKT share price for a
four week period after the latest financial statement plus an annual hurdle
rate of 8% for each of the years 2013, 2014 and 2015. Based on a price per
share of 231.28 DKK and including the expected dividend payments during the
term of the warrant, the value of the allocated warrants is calculated using
the Black-Scholes formula as 5 mDKK assuming that the share warrants are
exercised at the earliest possible time. The calculation assumes volatility of
30% and a risk-free interest rate of 0.8%. 

The value of the warrants constitutes an average of 18% of the annual salary
expenditure relating to the persons who are granted warrants. 

Further information

Please address questions regarding the above to the undersigned on telephone
+45 4348 2000. 

Yours faithfully,
NKT Holding A/S,
Thomas Hofman-Bang,
President and CEO


Exhibit:
Exhibit I - Issue and grant of warrants
Exhibit II - Amendments to the Articles of Association in connection with issue
and grant of warrants