REG - B&M European - Board appointment

B&M European Value Retail SAAnnouncement

05/07/2022 07:00

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RNS Number : 2829R  B&M European Value Retail S.A.  05 July 2022

 

 

 

5 July 2022

B&M European Value Retail S.A.

 

Appointment of CFO

 

 

B&M European Value Retail S.A. ("the Group"), the UK's leading variety
goods value retailer, is pleased to announce that Mike Schmidt is to be
appointed as an Executive Director and Chief Financial Officer ("CFO") of the
Group.  He will join the Group on a mutually agreed start date to be
announced shortly and which is expected to be no later than 3 January 2023.

 

Mike is currently Executive Director and Group CFO of DFS Furniture plc,
having been in that role for the last 3 years.  He initially joined the
business in March 2014 as a senior member of the finance team, later becoming
Chief Development Officer. DFS is the UK's leading retailer of living room and
upholstered furniture and is listed on the London Stock Exchange. Prior to
joining DFS, Mike spent 13 years in corporate finance roles at leading
investment banks including Citi and UBS, where he gained experience advising a
wide range of consumer focused companies.

 

Mike will succeed Alex Russo as Group CFO, who will be stepping up to Group
Chief Executive Officer, as previously announced on 31 May 2022. Further
information relating to the timing of the management transition will be
provided in due course.

 

Peter Bamford, Chairman, said,

"I am delighted that Mike has agreed to join B&M as Group CFO.  His
previous roles in both retail and investment banking will bring valuable
experience and insight to the Board alongside the continuity provided by Alex
Russo's appointment as future CEO.  I look forward to working closely with
Mike over the coming years."

 

Mike Schmidt, said,

"I am excited by the opportunity to join B&M.  It is a business that has
experienced a period of rapid growth over recent years and has a clearly
defined growth strategy for the future.  I am very much looking forward to
contributing to its ongoing success."

 

Remuneration

Mike Schmidt will be paid as follows in accordance with the Company's
Directors' Remuneration Policy approved by shareholders and as set out in the
Company's Annual Report:

 

·      Base Salary: He will receive a base salary of £450,000 per
annum.

·      Pension and other benefits: He will receive pension payments
(cash allowance or contribution) equal to 3% of base salary, plus other
standard contractual benefits.

·      Bonus: He will be eligible for participation in the B&M
Annual Incentive Plan ("AIP") with a maximum bonus opportunity per annum of
150% of base salary. As his appointment will commence part way through a
financial year his participation will be pro-rated on a time basis relative to
the actual period of employment in that year. Bonuses are paid half in cash
and half in nil-cost options deferred for 3 years.

·      Long Term Incentive Plan ("LTIP"): He will be eligible for
participation in the B&M Share Option Long Term Incentive Plan. The annual
grant of share options under the LTIP will ordinarily be based on 175% of base
salary. Currently awards are made with a 3 year vesting period, together with
a further 2 year holding period. Subject to the discretion of the Remuneration
Committee, it is intended that Mike will be eligible to be awarded a grant
under the LTIP whose performance period commenced on 27 March 2022, with
pro-rating of the normal 175% of base salary award size to reflect the
remaining performance period at the point of appointment.  Full details of
the current LTIP policy and shareholding guidelines are set out in the
Directors' Remuneration Report in the Company's Annual Report.  AIP and LTIP
awards are non-contractual awards made in the discretion of the Remuneration
Committee of B&M and any payments are generally contingent on continued
employment and not being under notice.

·      Notice period: The notice period will be 12 months by B&M or
by Mike Schmidt.

·      Buy-out: The Company has also agreed the following buy-out
arrangements to compensate for the forfeiture of incentive compensation from
Mike Schmidt's current employment. The recruitment provisions of the
Directors' Remuneration Policy approved by shareholders allow the Company to
compensate a new Executive Director for amounts foregone from the individual's
former employer, taking account of the amount forfeited, the extent of any
performance conditions, the nature of the award and the time period to
vesting.  Accordingly, following the commencement of Mike Schmidt's
appointment with B&M, share based buy-out awards will be granted to him by
B&M, as follows:

o  An award of nil-cost options with a face value of £250,000 to be granted
on or shortly after appointment, with 50% vesting after 1 year from grant and
50% vesting after 2 years from grant;

o  Vesting of the award is contingent on continued employment and on Mike
Schmidt performing satisfactorily up to each vesting date;

o  Malus and clawback provisions will apply to the award; and

o  Any shares realised from the exercise of options will be subject to the
shareholding requirement under the prevailing Directors' Remuneration Policy.

The value of the buyout awards is no higher than the expected value of the
awards being forfeited and the timing of vesting is expected to be similar to
the case for the awards being forfeited.

·      Travel and accommodation: He will also receive a non-pensionable
payment of up to a maximum of £50,000 for the first twelve months of
employment for travel and overnight accommodation.

 

Details of Mike Schmidt's remuneration will be disclosed in the Company's
Directors' Remuneration Report for the year ending March 2023.

 

This announcement contains inside information which is disclosed in accordance
with the Market Abuse Regulation. There is no further information to be
disclosed in accordance with Listing Rule 9.6.13.

 

B&M European Value Retail S.A.

For further information please contact +44 (0) 151 728 5400 ext. 5763

Simon Arora, Chief Executive

Alex Russo, Chief Financial Officer

Jonny Armstrong, Head of Investor Relations

Investor.relations@bandmretail.com

 

Media

For media please contact +44 (0) 207 379 5151

Sam Cartwright, Maitland

bmstores-maitland@maitland.co.uk (mailto:bmstores-maitland@maitland.co.uk)

 

 

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