The Board of Directors of Comptel Corporation Resolved Conditionally on Key Personnel Incentive Plan


Comptel Corporation          Stock Exchange Release, 27 February 2012 at 3.00 pm

The Board of Directors of Comptel Corporation (the Company) has resolved on a new share-based incentive plan for the Group key personnel and for people whose work performances in any company belonging to the Group are based on permanent contractual relations (contractual relation) (jointly target person/people). The decision on the plan by the Board of Directors is conditional. The prerequisite for the decision’s entry into force is that the Annual General Meeting of Shareholders of the Company to be held on 26 March 2012 will decide to issue stock options 2012.

The aim of the new plan is to combine the objectives of the shareholders and the target people in order to increase the value of the Company, to commit the target people to the Company, and to offer them a competitive reward plan based on long-term shareholding in the Company. In addition to this Matching Share Plan, a Stock Option Plan 2012 proposed by the Board of Directors to the Annual General Meeting of Shareholders, is included in the Group’s incentive and commitment program. The Stock Option Plan 2012 differs from ordinary stock option plans in such a way that the shareholding of a stock option recipient affects the number of stock options to be offered, and that the beginning of the share subscription period with the stock options requires attainment of certain operational and financial targets determined by the Board of Directors.

The new Matching Share Plan (the Plan) includes two performance periods, both beginning on 2 May 2012. The performance periods will end on 2 May 2015 and on 2 May 2016. The prerequisite for participation in the Plan and receipt of reward from the performance periods provides that a target person owns the Company’s shares or acquires them up to the number predetermined by the Board of Directors. Furthermore, the potential reward from the Plan is tied to the validity of the target person’s employment or service or contractual relation. Rewards from the Plan will be paid partly in the Company’s shares and partly in cash in 2015 and in 2016. The cash proportion is intended to cover taxes and tax-related costs arising from the reward to a target person. No reward will generally be paid if a target person’s employment or service ends before the reward payment. The Board of Directors will decide on procedures upon termination of a target person’s contractual relation.

The target group of the Plan consists of approximately 45 people. The total amount of rewards to be paid on the basis of the Plan is an approximate maximum of 1,050,000 Comptel Corporation shares and a cash payment corresponding to the value of the shares, multiplied by 1.5, in the maximum.

COMPTEL CORPORATION
Juhani Hintikka
President and CEO

Further information: Mr. Juhani Hintikka, President and CEO, tel. +358 9 700 1131

Distribution:
NASDAQ OMX Helsinki
Major Media

 

Comptel software solutions and services enable telecom operators to deliver services flexibly and charge them effectively. Comptel's wide expertise in service fulfillment, mediation and charging empowers customers to focus on delivering innovative services. Comptel has provided solutions to over 280 service providers with more than one billion subscribers in 85 countries. The Group has over 600 employees worldwide, and net sales were EUR 77 million in 2011. www.comptel.com