JumpTV
AIM : JTV
TSX : JTV

October 15, 2007 04:31 ET

JumpTV Inc. 'JumpTV' or the 'Company'-The Company Announces the Following Changes to Its Outstanding Incentive Compensation Securities: Appointment of Jordan Banks as Chief Executive Officer, Gra

TORONTO--(Marketwire - October 15, 2007) - On October 12, 2007, the Board of Directors of JumpTV (AIM: JTV) (TSX: JTV) appointed Jordan Banks, a director of the Company to the position of Chief Executive Officer, effective as of November 12, 2007.

G. Scott Paterson, current Chairman and Chief Executive, will become Executive Chairman as of November 12, 2007.

In connection with the appointment of Mr. Banks as CEO, the Board granted to Mr. Banks 1,325,000 stock appreciation rights (SARS) on October 12, 2007 with an exercise price of US$3.00, a further 350,000 SARs to be issued on November 12, 2008 and the remaining 150,000 SARs to be issued on November 12, 2009 all of which are granted as at October 12, 2007 (unless the Company is in a close period on either of such latter two dates, in which case the SARs shall be issued two business days after the close period ends, in each case the exercise price being the market price as of the date of issue). The grant of such SARs is subject to the receipt of all required stock exchange, regulatory and shareholder approvals.

The SARs are exercisable for a period of up to 5 years from the date of issuance. The SARs vest monthly on the basis of 1/48 per month for a period of 48 months.

Following the grant of the above SARs, the Company will have 22,840 shares reserved for issuance pursuant to its stock appreciation rights plan.

Stock Options

A total of 225,000 options ('the Options') exercisable to acquire common shares of the Company were granted on 12 October 2007 of which 100,000 were granted to Mark Amin, a director, exercisable at $3 and 100,000 exercisable at $3.86 per share and 12,500 were granted to Curt Marvis, a director, exercisable at $3 and 12,500 exercisable at $3.86 per share.





$3.00 112,500
$3.86 112,500
-------
225,000
=======




The options are exercisable for a period of up to 5 years from the date of grant. The Options vest monthly on the basis of 1/48 per month for a period of 48 months.

In addition, Mr. Kaleil Isaza Tuzman, President and COO, has agreed to modify the consulting contract with his consulting company, KIT Capital Ltd., such that previously granted unvested stock options and restricted shares will be subject to accelerated vesting, such that a total of 769,063 previously unvested stock options have now vested and are exercisable until December 31, 2008 and a total of 142,210 previously unvested restricted share units have vested and are issuable by the Company on January 8, 2008 or earlier in certain circumstances.

Re-pricing of stock options, SARs,

On October 12, 2007, subject to the receipt of all required stock exchange, regulatory and shareholder approvals, the Board of Directors resolved to re-price certain stock options and SARs previously granted to directors, officers, employees and consultants with an exercise price of US$5.80 or more whereby each such grantee may elect to (i) continue with the status quo with respect to their stock options and/or SARs; or (ii) elect to forfeit 25% of their current holdings of stock options and/or SARs, with any unvested stock options and/or SARs being cancelled prior to any vested stock options and/or SARs being cancelled, in exchange for 50% of their remaining stock options and/or SARs being re-priced at $3 with any such stock options and/or SARs that have currently vested being re-priced before any unvested stock options and/or SARs being re-priced.

The following directors have elected to accept the re-price their stock options and/or SARs, as the case may:





Stock options/ Stock options/
Name SARS forfeited SARS remaining
---- -------------- --------------
G. Scott Paterson 162,500 1,487,500
Kaleil Isaza Tuzman 100,000 1,195,000
Curt Marvis 10,000 130,000
Jordan Banks 25,000 75,000
Gary Slaight 25,000 75,000




The re-pricing of stock options and SARs is available to all staff of the Company. At this time, the Company has not received responses from its staff in this regard.

Following the grant of the above options and the forfeiture of the stock options by the persons set out above, the Company will have 277,128 shares reserved for issuance pursuant to its incentive stock option plan.

Contact Information

  • Enquiries:
    or
    G. Scott Paterson
    Chariman & CEO
    JumpTV Inc.
    +1-416-368-6464
    paterson@jumptv.com
    or
    Chris Bowman/Andrew Chubb
    Canaccord Adams Limited
    +44 207 050 6500