Investa Share Options Key Features Document (KFD)
Introduction
This document provides you with key information about Investa Share Options ("Reward Options"). It is not marketing material. The information is intended to help you understand the nature, risks, costs, potential gains, and losses of this product and to help you compare it with other products.
You are reading this as you are eligible for a program which grants Reward Options to you. You may accept or reject this grant, and it is important that you understand the features. Please read the below in full prior to accepting.
What is this product?
Type: A private, non-transferable, non-tradeable call option on the ordinary shares of Investa Markets LTD, a company registered in England and Wales (Company number: 14238584) and authorised and regulated by the Financial Conduct Authority (FRN: 1037289).
Share Entitlement: One Reward Option entitles the holder to acquire one ordinary share of Investa Markets LTD.
Objective: To provide long-term alignment between Investa and its clients by offering a potential financial reward linked to the future growth and "Liquidity Event" of the company.
A Liquidity Event is defined as an Initial Public Offering (“IPO”) or acquisition of Investa Markets LTD.
Term: This is a long-term instrument with an expiration date of 1st January 2050.
How does it work?
You are granted the right to benefit from the growth in value of Investa’s shares above a set "Strike Price", which is the nominal value of Investa’s share (£0.00025 per share).
The Grant: You receive Reward Options as a reward and you do not pay for these.
The Wait: Reward Options remain "unvested" until a Liquidity Event occurs and cannot be used, sold, or exchanged.
The Trigger: An "Auto-Exercise" happens if Investa is either listed on a public stock exchange (IPO) or acquired by another company.
The Payout:
If an IPO occurs: Your Reward Options convert into listed Investa shares. You can then choose to hold or sell these shares on the open market, subject to any IPO restrictions.
If an acquisition occurs: You receive a cash payment equal to the difference between the acquisition price and the strike price per Reward Option.
The "Floor": If the company's value at the time of the event is lower than the nominal strike price, the Reward Options expire with no value. You lose nothing because you paid nothing to participate.
What are the specific restrictions?
No Secondary Market: You cannot sell Reward Options to anyone else. They have no "cash-in" value today.
No Shareholder Rights: Holding Reward Options does not make you a shareholder. You have no voting rights and are not entitled to dividends.
Expiration: If no Liquidity Event occurs by the expiration date, the Reward Options will expire worthless and you will receive nothing.
What are the risks?
Liquidity Risk: You may have to wait until 1st January 2050 to see any value. There is a possibility that a Liquidity Event never occurs.
Market Risk: The value of the reward depends entirely on the valuation of Investa Markets LTD at a future date, which is not guaranteed and can fluctuate. It is also possible that Investa Markets LTD ceases trading and you lose the potential value of the options.
Tax Risk: Tax laws can change. You are responsible for any tax due related to the Reward Options and should consult a tax advisor prior to accepting.
What are the costs?
Entry Cost: £0. There is no charge to receive Reward Options.
Ongoing Costs: £0. There are no management or platform fees for holding the option.
Exit Costs: Standard brokerage commissions may apply if you choose to sell the resulting shares following an IPO. There may be transaction costs associated with the facilitation of the cash payment following an acquisition.
Questions and Complaints
If you are unhappy with the program or have questions, please contact our Compliance Team at compliance@investa.co.uk. Please see our website for more information on the complaints process.