Sanoma Corporation, Stock Exchange Release, 7 February 2014 at 8:45 CET+1

The Board of Directors of Sanoma Corporation has approved the commencement of new share-based plans as part of the long-term incentive programme.

Performance Share Plan 2014-2016 is a new plan under the annual share-based long-term incentive programme announced on 7 February 2013.

As a new structural element of the share-based long-term incentive programme, the Board of Directors has approved the establishment of a Restricted Share Plan which is, besides the executives, offered to selected key employees of Sanoma and its subsidiaries.

The Restricted Share Plan consists of annually commencing new plans subject to the approval of the Board of Directors in each case. Each new Restricted Share Plan offers a possibility to receive Sanoma shares as a long-term incentive reward, provided that the condition of continued employment is fulfilled at the time of the delivery of the share reward.

Following the introduction of the Restricted Share Plan element in the share-based long-term incentive programme, the share incentive programme of Sanoma is based on the combination of the Performance Share Plan and the Restricted Share Plan.

The Performance Share Plan and the Restricted Share Plan form the long-term part of the remuneration and commitment programme for the executives and other selected key employees of Sanoma and its subsidiaries. The purpose of the Performance Share Plan and the Restricted Share Plan is to encourage the executives and the selected key employees to work on a long-term basis to increase shareholder value and to commit to the company.

Performance Share Plan 2014-2016

The duration of the Performance Share Plan commencing at the beginning of 2014 is three years and the share rewards payable based on the Performance Share Plan 2014–2016, subject to the achievement of the performance measures set by the Board of Directors, will be delivered to the participants in the spring 2017.

The Performance Share Plan 2014-2016 will comprise a maximum of 260,000 shares (gross, before the deduction of payroll tax). The Board of Directors has decided to allocate a total of 207,600 shares to 33 executives and other selected key employees of Sanoma. The remaining 52,400 shares (gross) are left unallocated for potential use at a later stage.

The estimated cost for the total Performance Share Plan 2014-2016 volume for the company at target level is around EUR 1.2 million.

The performance measures for the Performance Share Plan commencing at the beginning of 2014 are based on the earnings per share (excluding non-recurring items) and the development of digital and other new media sales.

Restricted Share Plan 2014-2015

The duration of the Restricted Share Plan commencing at the beginning of 2014 is two years and the share rewards payable based on the Restricted Share Plan 2014-2015, subject to the condition of continued employment, will be delivered to the participants in the spring 2016.

The Restricted Share Plan 2014-2015 will comprise a maximum of 710,000 shares (gross). The Board of Directors has decided to allocate a total of 678,725 shares (gross) to 331 executives and other selected key employees of Sanoma and its subsidiaries. The remaining 31,275 shares (gross) are left unallocated for potential use at a later stage.

The estimated cost for the total Restricted Share Plan 2014-2015 volume for the company is around EUR 4.8 million.

Additional information
Sanoma's Investor Relations, Olli Turunen, tel. +358 40 552 8907 or ir@sanoma.com

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Sanoma is a front running consumer media and learning company in Europe. In Finland and the Netherlands we are the market leading media company with a broad presence across multiple media platforms. Our operating markets in Learning are Belgium, Finland, the Netherlands, Poland and Sweden. In 2013, Sanoma’s net sales totalled EUR 2.2 billion. Sanoma is listed on the NASDAQ OMX Helsinki stock exchange.