Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

SAMSONITE INTERNATIONAL S.A.

新秀麗國際有限公司

13-15 Avenue de la Liberté, L-1931 Luxembourg

R.C.S. LUXEMBOURG: B 159.469

(Incorporated in Luxembourg with limited liability)

(Stock code: 1910)

GRANT OF SHARE OPTIONS AND RESTRICTED SHARE UNITS

PURSUANT TO THE SHARE AWARD SCHEME

On June 17, 2019, the Company granted Options and Restricted Share Units pursuant to the Share Award Scheme to certain directors and employees of the Group, including the Connected Participants. Details of the grants of Options and RSUs are set out in this announcement. This announcement is made pursuant to Rule 17.06A of the Listing Rules.

  1. Introduction
    Samsonite International S.A. (the "Company") refers to (i) the announcement issued by the
    Company on April 15, 2019, (ii) the circular issued by the Company on April 16, 2019 (the
    "Circular") and (iii) the poll results announcement of the annual general meeting of the Company issued by the Company on June 6, 2019 where Shareholders approved, among other things, the grant of a mandate to the directors of the Company (the "Directors") to grant awards of restricted share units (the "RSUs") under the Share Award Scheme and the grant of RSUs to the Connected Participants, including to Mr. Kyle Francis Gendreau, the Executive Director and Chief Executive Officer of the Company. Unless otherwise defined, capitalized terms used in this announcement shall have the same meanings ascribed to them in the Circular.
    The board of directors of the Company (the "Board") announces that on June 17, 2019 (the
    "Grant Date"), pursuant to the Share Award Scheme, the Company granted share options (the "Options") and RSUs to certain directors and employees (the "Grantees") of the Company and its subsidiaries (the "Group"), including the Connected Participants, subject to acceptance by the Grantees.
    The Options granted entitle the Grantees to subscribe for a total of 10,462,500 new Shares at an exercise price of HK$16.04 per Share.
    The RSUs granted comprise:
    1. a total of 4,074,414 Shares underlying the time-based RSUs (the "TRSUs"); and

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  1. a total of initially 1,455,327 Shares underlying the performance RSUs (the "PRSUs"), assuming target level achievement of the performance conditions applicable to the PRSU grants.
    As explained in the Circular, the final number of Shares which vest under the PRSUs will vary depending on the level of achievement of the performance conditions applicable to the PRSU grants made to the relevant Grantees, thereby ensuring that the actual payout is linked to the Company's performance. The maximum number of Shares underlying the PRSUs is 2,910,654 Shares.

As explained in the Circular, the Remuneration Committee's policy is to ensure that the Equity Dilution resulting from LTIP awards granted in each financial year does not exceed 1.25% of the then existing issued share capital of the Company. The aggregate Equity Dilution from the Options, TRSUs and PRSUs granted on June 17, 2019 is approximately 1.22% (assuming maximum level achievement of the performance conditions applicable to the PRSU grants) and approximately 1.12% (assuming target level achievement of the performance conditions applicable to the PRSU grants). The grants for each Participant were pro-rated in order to ensure that the aggregate Equity dilution from all grants made on June 17, 2019 is less than 1.25%.

Details of the grants of Options and RSUs made are set out below.

  1. Details of the Grants of Options

Grant Date

Number of Shares issuable under the

Options granted:

Exercise price of the Options granted:

Closing price of the Shares on the Grant Date:

Validity period of the Options granted:

Vesting dates of the Options granted:

June 17, 2019

10,462,500

HK$16.04

HK$15.80

10 years from the Grant Date and the Options will lapse on June 17, 2029

25% of the Options granted will vest on each of June 17, 2020, June 17, 2021, June 17, 2022 and June 17, 2023

Details of the Option grants made to Mr. Kyle Francis Gendreau, the Executive Director and the Chief Executive Officer of the Company, are set out below.

C.

Details of the Grant of TRSUs

Grant Date:

June 17, 2019

Number of Shares underlying the TRSUs

4,074,414

granted:

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Vesting dates of the TRSUs granted:

One-third of the TRSUs granted will vest on each of June 17, 2020, June 17, 2021 and June 17, 2022

Details of the TRSU grants made to the Connected Participants, including Mr. Kyle Francis Gendreau, the Executive Director and the Chief Executive Officer of the Company, are set out below.

D.

Details of the Grant of PRSUs

Grant Date:

June 17, 2019

Initial or target number of Shares

1,455,327

underlying the PRSUs granted(1):

Threshold number of Shares underlying the

363,832

PRSUs granted(1):

Maximum number of Shares underlying the

2,910,654

PRSUs granted(1):

Performance conditions:

Please refer to pages 20 to 22 of the Circular

for details.

Vesting date of the PRSUs granted:

June 17, 2022, subject to achievement of the

performance conditions

Note:

(1) As explained in the Circular, the final number of Shares which vest under the PRSUs will vary depending on the level of achievement of the performance conditions applicable to the PRSU grants made to the relevant Grantees, thereby ensuring that the actual payout is linked to the Company's performance.

Details of the PRSU grants made to the Connected Participants, including Mr. Kyle Francis Gendreau, the Executive Director and the Chief Executive Officer of the Company, are set out below.

  1. Details of the Grant of Options and RSUs to Mr. Kyle Francis Gendreau
    Details of the grant of Options and RSUs made to Mr. Kyle Francis Gendreau on June 17, 2019, t he Executive Director and Chief Executive Officer of the Company, are set out below:

Option Grant

Number of Shares

issuable under

Exercise price of

Validity Period

Vesting dates of the

Options granted

Options granted

of Options granted

Options granted

1,544,980

HK$16.04

10 years from the

25% of the Options

Grant Date and the

granted will vest on each of

Options will lapse

June 17, 2020,

on June 17, 2029

June 17, 2021,

June 17, 2022 and

June 17, 2023

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The grant of the Options to Mr. Kyle Francis Gendreau has been approved by the Independent Non-executive Directors of the Company as required under Rule 17.04(1) of the Listing Rules.

RSU Grants

Number of Shares

Initial or target number

underlying TRSUs

of Shares underlying the

Number of Shares

granted(1)

PRSUs granted(2)

underlying the PRSUs granted(2)

Threshold

Maximum

302,475

604,945

151,236

1,209,890

Notes:

    1. One-thirdof the TRSUs granted will vest on each of June 17, 2020, June 17, 2021 and June 17, 2022.
    2. As explained in the Circular, the final number of Shares which vest under the PRSUs will vary depending on the level of achievement of the performance conditions applicable to the PRSU grants made, thereby ensuring that the actual payout is linked to the Company's performance. Please refer to pages 20 to 22 of the Circular for details of the performance conditions applicable to the PRSUs.
  2. Grants to Other Connected Participants
    Details of the grant of RSUs made to the Other Connected Participants on June 17, 2019 are set out below:

Number of

Initial or target

Shares

number of Shares

Number of Shares

underlying

underlying the

underlying the PRSUs granted(2)

Name / Position

TRSUs granted(1)

PRSUs granted(2)

Threshold

Maximum

Mr. Reza Taleghani

72,468

144,935

36,234

289,870

Chief Financial

Officer

Mr. Patrick Baele

78,324

-

-

-

Vice President of

Finance/ Chief

Financial Officer

(Europe)

Ms. Lynne Berard

53,121

106,237

26,559

212,474

President of North

America

Mr. Robert W.

53,121

106,237

26,559

212,474

Cooper

General Manager of

North America for

Tumi

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Number of

Initial or target

Shares

number of Shares

Number of Shares

underlying

underlying the

underlying the PRSUs granted(2)

Name / Position

TRSUs granted(1)

PRSUs granted(2)

Threshold

Maximum

Mr. Subrata Dutta

47,142

94,280

23,570

188,560

President of Asia

Pacific and Middle

East

Mr. J. Roberto

42,483

84,963

21,241

169,926

Guzman

President of Latin

America

Mr. Richard Andrew

31,371

-

-

-

Lamb

Vice President of

Intellectual Property

Mr. John Bayard

53,034

106,066

26,517

212,132

Livingston

Executive Vice

President, General

Counsel and Joint

Company Secretary

Mr. Rui Guo

78,459

-

-

-

Ma (Frank)

President of Greater

China

Mrs. Anushree

6,975

-

-

-

Tainwala

Executive Director of

Marketing (India)

Total

516,498

642,718

160,680

1,285,436

Notes:

    1. One-thirdof the TRSUs granted will vest on each of June 17, 2020, June 17, 2021 and June 17, 2022.
    2. As explained in the Circular, the final number of Shares which vest under the PRSUs will vary depending on the level of achievement of the performance conditions applicable to the PRSU grants made, thereby ensuring that the actual payout is linked to the Company's performance. Please refer to pages 20 to 22 of the Circular for details of the performance conditions applicable to the PRSUs.
  2. FURTHER GRANTS
    The Board also announces that the Remuneration Committee has approved further offers of grants of options and/or RSUs (the "Further Grants") pursuant to the Share Award Scheme for newly hired and/or promoted executive directors, managers or employees of the Group to

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Samsonite International SA published this content on 17 June 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 June 2019 15:13:03 UTC