[41] KION management partnership plan (MPP)

In 2007, the former sole shareholder, Superlift Holding S.à r.l., gave managers in the KION Group the opportunity to invest in what is now KION GROUP AG through KION Management Beteiligungs GmbH & Co. KG by way of a co-invest agreement. This scheme is known as the KION management partnership plan (MPP). More managers joined the MPP in 2007, 2008, 2010 and 2011. At the time of the IPO, the KION Group’s Executive Board plus around 300 executives around the world had invested in KION GROUP AG through KION Management Beteiligungs GmbH & Co. KG.

KION Management Beteiligungs GmbH & Co. KG held an equity interest of 3.7 per cent in KION GROUP AG at the time of the IPO. After the IPO, individual managers used the option open to them as a result of the IPO to withdraw the shares attributable to them from KION Management Beteiligungs GmbH & Co. KG or to sell the shares through KION Management Beteiligungs GmbH & Co. KG. As a result, the equity interest of KION Management Beteiligungs GmbH & Co. KG fell to below 3 per cent. Only the shares held by members of the KION Executive Board and some members of the Management Boards of Linde Material Handling GmbH and STILL GmbH remain subject to a lock-up period of one year following the IPO. Of those shares, 881,471 are held by Executive Board members, equating to an equity interest in KION GROUP AG of 0.89 per cent. The Executive Board’s equity interest has remained unchanged since the IPO.

The shares in what is now KION GROUP AG were purchased by managers in the KION Group through KION Management Beteiligungs GmbH & Co. KG at fair value, and shareholdings are divided into virtual ‘A’, ‘B’, and ‘C’ shares. Different terms and conditions concerning payment of the purchase price and rights to purchase attach to these virtual shares. The purchase price for ‘A’ shares became payable when participants joined the programme, while KION Management Beteiligungs GmbH deferred payment of the purchase price of the ‘B’ and ‘C’ shares, subject to an interest charge. In 2010, the performance-related vesting conditions for the ‘C’ shares relating to the 2009-2012 plan years were adjusted to take account of the revised long-term KION business plan. The change in vesting conditions affected a total of 1,034 ‘C’ shares with an expected exercise price of €16 thousand each. The total fair value of the adjustment of the performance-related vesting conditions for the ‘C’ shares was €1,044 thousand. The 1,034 purchase options outstanding as at 1 January 2013 were all exercised in 2013. The fair value attributable to the adjustment at the exercise date in 2013 differed only insignificantly from the corresponding pro-rata exercise price. No expenses were recognised in respect of the MPP in 2013 (2012: €0.16 million).