Incentive programs

Warrants program 2018-2021

At an extraordinary general meeting of myTaste AB (publ) ("the Company") on February 13, 2018, with the required majority, in accordance with proposals from the shareholders Jonas Söderqvist and Andreas Friis ("the Shareholders"), decided to introduce a share-related incentive program consisting of warrants. The incentive program means that the Company issued warrants to a wholly-owned subsidiary, which transfers the warrants to the participants in the program. The decision means that a maximum of 624,000 warrants may be issued within the framework of the incentive program. If the warrants are fully exercised, the share capital can be increased by SEK 312,000. The warrants are issued free of charge to the subsidiary. 

The right to acquire warrants from the subsidiary is added to the Board (excluding the Shareholders), Group Management and other key employees in the Group. The warrants shall be transferred on market terms at a price determined based on the estimated market value for the warrants using the Black & Scholes valuation model, calculated by independent valuation institutes. Notification of an acquisition of warrants shall take place during the period from February 26, 2018, until March 2, 2018.

Each warrant entitles the holder to subscribe for one (1) new share in the Company during the period December 1, 2020, through March 5, 2021. The subscription price for shares shall amount to an amount corresponding to 150 percent of the volume weighted for the Company's shares on Nasdaq First North Premier. The average price paid during the period from February 19, 2018, to February 23, 2018 (however, the lowest quota value of the share). Upon full subscription with the support of all warrants, 624,000 new shares may be issued, corresponding to a dilution of approximately 2.8 percent of the total number of shares and votes in the Company.


Warrants program 2019-2022 

The Annual General Meeting on 13 May 2019 resolved, in accordance with the major shareholders’ proposal, to implement the Incentive Program 2019/2022 A by issuance of not more than 240,000 warrants of series 2019/2022 A. The right to subscribe for the warrants shall, with deviation from the shareholders’ preferential rights, belong to the wholly-owned subsidiary Mytaste Brands AB who shall transfer the warrants to certain members of the board of directors in accordance with the proposal. The warrants are issued to the subsidiary without consideration and subscription for the warrants shall be made during the period commencing on 17 May 2019 up to and including 24 May 2019. Subscription for shares through exercise of the warrants shall be made from the period commencing on 23 July 2022 up to and including 31 August 2022. Each warrant entitles the holder to subscribe for one (1) share in the Company at an exercise price corresponding to 150 percent of the volume-weighted average price for the Company’s share on Nasdaq First North Premier during the period commencing on 24 April 2019 up to and including 15 May 2019. However, the exercise price may not be less than the share’s quota value. Day without price quotation shall not be included in the assessment. If the price for the Company's shares at the exercise of warrants exceeds 200 percent of the average price during the period 24 April 2019 through 15 May 2019, then the exercise price will increase SEK by SEK by the amount of more than 200 percent. Upon exercise of all warrants in the Incentive Program 2019/2022 A, a maximum of 240,000 shares may be issued, which is equivalent to approximately 0.78 percent of the total number of outstanding shares and votes in the Company. The calculation is based on the maximum number of shares and votes which can be issued divided with the total number of shares and votes after such issue. Upon full exercise of the warrants, the Company’s share capital will increase with SEK 120,000.

The Annual General Meeting on 13 May 2019 also resolved, in accordance with the major shareholders’ proposal, to implement the Incentive Program 2019/2022 B by issuance of not more than 695,000 warrants of series 2019/2022 B. The right to subscribe for the warrants shall, with deviation from the shareholders’ preferential rights, belong to the wholly-owned subsidiary Mytaste Brands AB who shall transfer the warrants to certain members of the board of directors in accordance with the proposal. The warrants are issued to the subsidiary without consideration and subscription for the warrants shall be made during the period commencing on 17 May 2019 up to and including 24 May 2019. Subscription for shares through exercise of the warrants shall be made from the period commencing on 1 October 2022 up to and including 30 November 2022. Each warrant entitles the holder to subscribe for one (1) share in the Company at an exercise price corresponding to 150 percent of the volume-weighted average price for the Company’s share on Nasdaq First North Premier during the period commencing on 6 September 2019 up to and including 27 September 2019. However, the exercise price may not be less than the share’s quota value. Day without price quotation shall not be included in the assessment. If the price for the Company's shares at the exercise of warrants exceeds 200 percent of the average price during the period 6 September 2019 through 27 September 2019, then the exercise price will increase SEK by SEK by the amount of more than 200 percent. Upon exercise of all warrants in the Incentive Program 2019/2022 A, a maximum of 695,000 shares may be issued, which is equivalent to approximately 2.2 percent of the total number of outstanding shares and votes in the Company. The calculation is based on the maximum number of shares and votes which can be issued divided with the total number of shares and votes after such issue. Upon full exercise of the warrants, the Company’s share capital will increase with SEK 347,500.