Compensation Agreements for the Senior Management
Buenos Aires, June 5, 2017. Pampa Energía S.A. (‘Pampa’ or the ‘Company’; NYSE: PAM; BCBA: PAMP) informs that, with the objective of efficiently align the senior management’ interests with the Company’s shareholders and therefore, to create value for them only if there is also value created for the shareholders, on June 2, 2017 the Board of Directors of the Company approved the execution of compensation agreements with the Company’s senior management, Messrs. Marcelo Mindlin, Gustavo Mariani, Damián Mindlin and Ricardo Torres. The aforementioned agreements mainly consider:
- An annual, variable and contingent compensation, in aggregated basis, equivalent to 3% over the increase of Pampa’s market capitalization;
- For 2017 fiscal year, the calculation period began when the compensation agreements were approved by the Board, last Friday June 2;
- The annual cashable limit is set to 50% of the accrued amount and 1.5% of the operating income before interests, taxes and other non-cash items (‘Adjusted EBITDA’) of the period to be remunerated;
- The amounts that were accrued but not paid by the Company will be cashable by its beneficiaries only if at the moment of realization Pampa’s market capitalization is higher than the maximum amount registered (‘High-Water Mark’ provision) and the total annual amount to be disbursed by the Company does not exceed 1.5% of the Adjusted EBITDA registered in the remunerating year; and
- The payment of the annual compensation will be subject to the prior approval of the Shareholders’ Meeting, to be held every fiscal year.
The compensation agreements’ guidelines were based on a report prepared by Spencer Stuart, an international well-known consulting firm specialized in the matter, following domestic and United States’ standards.
Moreover, said agreements were subject to the prior consideration of the Audit Committee, which ruled favorably regarding its reasonability. The aforementioned Audit Committee report is available to the shareholders, uploaded at the Argentine Securities Commission (‘CNV’) website.
For further information, contact:
Gustavo Mariani – Vice-President
Ricardo Torres – Vice-President
Mariano Batistella -Planning, Strategy and Affiliates Executive Director
Lida Wang – Investor Relations Officer
Maipú 1, (C1084ABA), Buenos Aires, Argentina
Phone: +54 (11) 4344 6000