OMAHA, Neb.--(BUSINESS WIRE)--Today Boston
Omaha Corporation (NASDAQ:BOMN) (the “Company”) announced that its
Compensation Committee has approved changes to the Company’s Management
Incentive Bonus Plan (the “Plan”), including placing certain caps on the
total payments under the Plan through December 2032 and additional
annual caps thereafter. Previously, there were no caps on the amounts
payable under the Plan.
Amounts to be paid under the Plan provide for an incentive payment of up
to 20% of the increase in adjusted stockholders equity in excess of a 6%
increase in adjusted stockholders’ equity determined on a per share
basis and measured annually. Any increase in adjusted stockholders’
equity per share associated with the sale of the Company’s securities
for cash is excluded in calculating adjusted stockholders’ equity per
share.
The key limitations added into the Plan are as follows:
-
A cap on total payments under the Plan in an amount not to exceed $15
million in total for the entire 15 year period (calendar years
2018-2032)
-
An annual cap on payments under the Plan thereafter; and
-
The establishment of a high water mark under the Plan so that any
decrease in book value in any prior year must first be recouped before
the 6% hurdle test is applied.
These changes to the Plan reduce senior management’s total available
compensation relative to the previous system, while maintaining an
appropriate and aligned incentive structure. As an illustration, if book
value per share grows at 6% or less in any year, management would
receive no bonus under the Plan. If book value per share growth exceeds
6% in any year, the Plan will pay out according to the formula that is
now capped with specific dollar limits and in any event subject to the
requirement that the Company’s adjusted stockholders’ equity now exceed
the additional high water mark test before the 6% hurdle is applied. As
previously mentioned, any increase in book value resulting from the sale
of Company securities for cash is disregarded in calculating adjusted
stockholders’ equity.
The current Plan participants include Adam Peterson and Alex Rozek, the
Company’s Co-Chief Executive Officers. In the future, other senior
officers of the Company may be eligible to participate in the Plan.
Each of Mr. Peterson and Mr. Rozek have significant amounts of their net
worth invested in Boston Omaha through their respective partnerships.
Management believes these personal investments and this Plan align
their interests with shareholders.
The Company will file a copy of the Amended and Restated Management
Incentive Bonus Plan on Form 8-K with the Securities and Exchange
Commission.
About Boston Omaha Corporation
Boston Omaha Corporation is a public company primarily engaged in
several lines of business, including outdoor advertising and surety
insurance, and also maintains investments in commercial real estate and
residential homebuilding businesses.
Forward-Looking Statements
Any statements in this press release about the Company’s future
expectations, plans and prospects, including statements about our
financing strategy, future operations, future financial position and
results, market growth, total revenue, as well as other statements
containing the words “anticipate,” “believe,” “continue,” “could,”
“estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,”
“predict,” “project,” “should,” “target,” “will,” or “would” and similar
expressions, constitute forward-looking statements within the meaning of
the safe harbor provisions of The Private Securities Litigation Reform
Act of 1995. The Company may not actually achieve the plans, intentions
or expectations disclosed in the Company’s forward-looking statements,
and you should not place undue reliance on the Company’s forward-looking
statements. Actual results or events could differ materially from the
plans, intentions and expectations disclosed in the forward-looking
statements the Company make as a result of a variety of risks and
uncertainties, including risks related to the Company’s estimates
regarding the potential market opportunity for the Company’s current and
future products and services, the Company’s expectations regarding the
Company’s sales, expenses, gross margins and other results of
operations, and the other risks and uncertainties described in the “Risk
Factors” sections of the Company’s public filings with the Securities
and Exchange Commission. In addition, the forward-looking statements
included in this press release represent the Company’s views as of the
date hereof. The Company anticipates that subsequent events and
developments may cause the Company’s views to change. However, while the
Company may elect to update these forward-looking statements at some
point in the future, the Company specifically disclaim any obligation to
do so. These forward-looking statements should not be relied upon as
representing the Company’s views as of any date subsequent to the date
hereof.