NEWS3 September 2009

$3m bonus earmarked for Cossette senior executives

M&A North America

CANADA— Senior executives of marketing services group Cossette could share a bonus pot worth C$3.5m if an acquisition of the group goes ahead.

Advisers for the firm are currently seeking alternative takeover proposals following an unsolicited bid from Cosmos Capital, a group headed by Cossette co-founder and former vice chairman François Duffar.

In order to address concerns senior executives may have “at this time of uncertainty and maintain stability”, Cossette said its board of directors has implemented a retention programme.

The programme includes the signing of new agreements with executives, providing for severance payments if their contracts are terminated under certain circumstances following a change of control at the company.

Retention bonuses worth a total of C$3.5m will also be payable six months after any takeover. But even in the absence of any change of control, Cossette said its board of directors “may also decide, depending on the circumstances, to pay the retention bonuses”.

Cossette provides strategic planning and research services through its agencies Nucleus and Impact Research in Canada, Cossette in the US and Miles Calcraft Briginshaw Duffy in the UK.

The group said talks with alternative bidders are progressing, having executed confidentiality and standstill agreements with “a number of these parties” to provide them with the opportunity to conduct “a thorough due diligence process on the company”.