NEW YORK. - Tuesday, April 21st 2015 [ME NewsWire]
(BUSINESS
WIRE) Coty (NYSE: COTY) (the “Company”) announced today, pursuant to
NYSE Rule 303A.08, that it has granted employment inducement awards to
Elio Leoni Sceti and Camillo Pane, who have been announced as the
Company’s new Chief Executive Officer and EVP of Category Development,
respectively. Their appointments are anticipated to be effective in
July.
Consistent with the Company’s philosophy to
encourage significant levels of executive ownership, the Company has
created a new class of Series A Preferred Stock (the “Series A Preferred
Stock”) that is designed to further align management with shareholders.
Under
the Company’s Long Term Incentive Plans, annual awards typically vest
after five years following the grant date and stock option grants can be
exercised for stock or cash. Similarly, the 5,493,894 shares of Series A
Preferred Stock that will be issued to Mr. Leoni Sceti and the 645,921
shares that will be issued to Mr. Pane vest only after five years,
subject to certain exceptions and conditions (the “Vested Series A
Preferred Stock”) and can be exchanged into cash or stock in an amount
not to exceed one share of the Company’s Class A Common Stock (the
“Common Stock”) for each issued share of Vested Series A Preferred
Stock. The Vested Series A Preferred Stock is exchangeable at the option
of holder into, at the sole election of the Company, either: (i) an
amount in U.S. dollars per share equal to (A) the fair market value of a
share of Common Stock on the date of conversion minus (B) $3 plus the
fair market value of a share of such Common Stock on the date of grant,
subject to customary adjustments (such difference, the “Preferred Net
Value”), or (ii) the number of shares of Common Stock whose aggregate
value, as measured by the fair market value of a share of such stock on
the conversion date, is equal to the Preferred Net Value. Vested Series A
Preferred Stock is also automatically exchangeable into cash or
redeemable under certain circumstances.
The Board of
Directors of the Company and a subcommittee of the Board unanimously
approved the awards. The awards did not require shareholder approval,
and this press release is being issued pursuant to NYSE listing
standards.
Forward-Looking Statements
Certain
statements in this press release are forward-looking statements. These
forward-looking statements reflect Coty’s current views with respect to
its management and compensation plans. These forward-looking statements
are generally identified by words or phrases such as “opportunity,”
“potential,” “could,” “intend,” “will,” “would”, “continue” and similar
words or phrases. Actual results may differ materially from the results
predicted due to various risks and uncertainties, including our ability
to retain key personnel and difficulties in implementing our strategies,
including any inaccuracies in assumptions regarding such strategies.
More information about potential risks and uncertainties that could
affect Coty’s business and financial results is included under “Risk
Factors” and “Management’s Discussion and Analysis of Financial
Condition and Results of Operations” in Coty’s Annual Report on Form
10-K for the fiscal year ended June 30, 2014, and other periodic reports
Coty has filed and may file with the Securities and Exchange Commission
from time to time. Coty assumes no responsibility to update
forward-looking statements made herein or otherwise.
About Coty Inc.
Coty
is a leading beauty company with net revenues of $4.6 billion for the
fiscal year ended June 30, 2014. Founded in Paris in 1904, Coty is a
pure play beauty company with a portfolio of well-known fragrances,
color cosmetics and skin & body care products sold in over 130
countries and territories. Coty’s product offerings include such global
brands as adidas, Calvin Klein, Chloé, DAVIDOFF, Marc Jacobs, OPI,
philosophy, Playboy, Rimmel and Sally Hansen.
Contacts
Coty
Investor Relations
Kevin Monaco, 212-389-6815
Media
Jessica Baltera, 212-389-7584
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