ShareSave 2020

WELCOMETO SHARESAVE

Dear Colleagues,

I am writing to tell you all that we are now opening this year’s ShareSave scheme. This is a great opportunity for our employees to benefit from the future success of our company as we work towards our vision to develop Pioneering trusted medical solutions to improve the lives we touch.

The scheme is designed to make it easy for you to buy shares in ConvaTec at a discount, with no risk to the savings that you make and potentially for you to benefit from any future rise in the share price as a shareholder.

Please look closely at the brochure about the ConvaTec 2020 ShareSave scheme. If we are successful in achieving our plans to pivot to sustainable and profitable growth, I hope that many of you will share in our success through ShareSave 2020. This simple brochure contains all the information that you will need, so please read on!

With best wishes,Natalia Kozmina

Welcome to ShareSave

Share in our future

HOW DOES SHARESAVE

WORK?

How does ShareSave work?

Step 1 – You Save

• You can choose to save between £5 and £500 per month, for 3 years. Please note that if you are currently saving in other ShareSave contracts, your overall monthly total must not exceed £500 per month.

• Your savings are taken directly from your net pay; i.e. after Income Tax and National Insurance Contributions.

• You cannot change your monthly savings amount, but you can:

o close your ShareSave account at any time and your money will be returned to you. You will, however, lose the right to buy shares.

o delay making up to twelve monthly payments. If you do, the end date of your Scheme (known as the Maturity Date) will be postponed by 1 month for each missed payment. If you miss more than 12 monthly payments, your ShareSave account will need to be closed and your savings will be returned to you. You will also lose the right to buy shares.

ShareSave can be explained in two simple steps.You Save, then You Choose.

ShareSave can be explained in two simple steps.You Save, then You Choose.

HOW DOES SHARESAVE

WORK?

How does ShareSave work? Continued

Buy ConvaTec shares at the 15% discounted price set at the start of the scheme. This price is known as the Option Price.• The Option Price is calculated by taking

the average market value of our shares between 15, 16 and 17 June and applying a 15% discount.

• Whatever happens to the ConvaTec share price in the next 3 years, the Option Price will stay the same, even if the share price goes up.

• If the ConvaTec share price is higher than the Option Price after the 3 year term, you can sell your shares and take the profit, or keep them and become a ConvaTec shareholder.

Take back the money you’ve saved.

If the ConvaTec share price is below the Option Price after the 3 year term, you can simply withdraw all the money you have paid in. Remember – you can take your savings back at any point during the 3 years, but you will lose your right to purchase shares at the Option Price.OR

After 3 years you can either:

Step 2 – You Choose

SHARESAVE CALCULATOR

ShareSave Calculator

How much could your savings be worth?

See what your monthly contributions could be worth at different Convatec share prices.

Try it now >>

Option price

£1.7595

KEY DATES

Key Dates

18June 2020Invitation to join

Invitations will be sent by email or

post with details on how to apply.

August 2020

First payment made

You make your first payment directly

from your pay.

1Sept 2020

Contract start date

Your first payment is added to your

ShareSave Account.

1Sept 2023Maturity Date

Unless you have missed any payments,

you will now have the choice to buy

ConvaTec shares or take back the money

you have saved.

8July 2020Invitation closes

You must make your application by

5pm (UK Time) on this date.

5pm

HOW DO I JOIN?

How do I join?

Please read the terms and conditions for participating in the ConvaTec ShareSave Scheme 2019. They can be found at www.computershare.com/convatec under ‘Plan Documentation’ or alternatively by calling the helpline on +44 (0) 370 703 6219† to request a copy. You will be deemed to have read these documents and that you agree to all terms and conditions if you apply.

OnlineVisit: www.computershare.com/convatec If you already have an existing ShareSave account then you can log-in with these details. If this is your first invitation to join the ShareSave, you will need your Employee Number and Date of Birth (DOB) in the format DDMMYY to complete your initial log in. (The DOB will act as the default PIN for the first log in only) e.g. 2 June 1980 will be 020680.When you log in for the first time you will be asked to:1. Accept the Terms and Conditions of the website service 2. Change the PIN when prompted 3. Provide answers to three security questions 4. Enter a valid e-mail address. You will then be taken through to your portfolio pages where you can apply to join ShareSave. Please read the Terms & Conditions* for participating in the ConvaTec ShareSave Scheme 2020 before you apply. To join, click on the ‘Apply’ link and follow the onscreen instructions.

Please note that there is a limit to the number of shares available. If the maximum number of shares available to grant is exceeded, then all applications will be reduced proportionately until the limit has been met. This is known as a scaleback. If we have to do this we’ll let you know at the start of the scheme.

FREQUENTLY ASKED

QUESTIONS

Frequently Asked Questions

What happens if …

l want to cancel my ShareSave scheme?

You can stop saving into ShareSave at any time and get back all the money you have saved. But remember, once you cancel, you can’t restart ShareSave and will lose the right to your Options. You can do this by logging into your account and selecting “close”. If Payroll hold your savings, they will return the funds to you. If you wish to cancel your savings contract for the previous year’s ShareSave in order to save this year, or increase your savings limit for this year, you will need to submit your cancellation request online prior to joining this year and no later than close of business on 8 July 2020.

I am unable to make a payment

If you find you are unable to make a payment, or if you miss a payment one month, don’t worry. Computershare Plan Managers will delay your Maturity Date (the date your savings contract comes to an end) by a month for each month missed to allow you to make the payment(s) up. The most you can miss is the equivalent of twelve monthly payments (these can be separate periods of one or more months or a single twelve month period). If you wish to miss any payments please contact your Local Payroll Coordinator. If you miss more than twelve monthly payments your option to purchase shares will lapse and Computershare will write to you to confirm that your options have lapsed. You will then need to contact Computershare to arrange for the return of your savings.

What happens if you leave the Company due to...

...disability, retirement or redundancy or the company or business for which you work is sold?

You will have the opportunity to buy shares in ConvaTec to the value of your savings within 6 months of leaving. You may increase the number of shares you can buy by continuing to save during this 6 month period unless your ShareSave matures before the end of this 6 month period.

...resignation?

If you resign you will lose the opportunity to buy shares in the Company. However, you can continue to make payments into your ShareSave Account by standing order by making the appropriate arrangements with Computershare.

...taking maternity leave?

You can continue to make payments into your ShareSave Account by standing order during maternity leave by making the appropriate arrangements with Computershare.

FREQUENTLY ASKED

QUESTIONS

Frequently Asked Questions

And what would happen if you died?

Your personal representatives would have up to 12 months following your death to use the proceeds of your ShareSave Account to buy ConvaTec shares on behalf of your beneficiaries. Alternatively, your savings will be paid to your estate.

Where are my savings held?

Your savings will be held in a ShareSave Account set up for you with the Bank of Scotland. Computershare handles all the administration of the ConvaTec ShareSave Scheme and they will send you a statement each year showing how much money you have saved. You can find out more about Computershare here. You should note that no interest or bonus is payable on the savings contract. The interest/bonus rate is set by HMRC.

Am I eligible to join ShareSave?

You are eligible to join if you have been employed within ConvaTec continuously since 18 June 2020. You must also be employed on the date of grant of your option on 14 July 2020.

If I choose to cancel my ShareSave scheme, how are my savings returned to me?

Your funds will be returned to you directly from Computershare, not from your payroll department. Funds will be returned within 3-5 working days of you closing your account. If you close your account after your payroll cut off date then a further payment will be deducted from your salary, however, this will be returned to you by Computershare within the first week of the following month.

What will I receive after I have joined?

An option certificate will be sent to you in July confirming the number of shares you will have the opportunity to buy on completion of your savings contract, together with the price of the shares and your ShareSave Account number.

Will tax have to be paid on the shares?

Under normal circumstances you will not usually have to pay Income Tax or NICs on the exercise of your option to buy ConvaTec shares at the Option Price. However, the Option Price will be the base price for Capital Gains Tax (CGT) purposes and you will need to review your CGT position when exercising your Options or selling the resulting shares (by either contacting your local tax office or a professional tax adviser).

What will happen if the 2020 ConvaTec ShareSave Scheme is oversubscribed?

There is a limit to the number of shares available. If the total applications received mean that the maximum number of shares is exceeded, then all applications will be reduced proportionately until the total number of shares required is equal to, or just below, this limit. This is known as a scaleback. If we have to do this we’ll let you know at the start of the scheme, not at the end.

CONTACT US

Contact Us

If you have any questions, please get in touch with our specialist team at Computershare.

+44 (0) 370 703 6219†

convatec@computershare.com

www.computershare.com/convatec

Computershare Plan Managers, Bridgwater Road, Bristol, BS99 6AP†Calls from a BT line will be charged at standard daytime and evening rates plus network charges. Lines are open from 08.30 - 17.30 (UK Time) Monday – Friday (excluding UK public holidays).

About ComputershareThe ConvaTec ShareSave Scheme is administered by Computershare Plan Managers. Computershare is an award-winning, global provider of share schemes with over 20 years’ experience in the industry. You can find out more about them at www.computershare.com or by contacting them using any of the above methods.

Does this booklet tell me everything I need to know about ConvaTec ShareSave?This brochure is only a general guide to how ShareSave works. The scheme is governed by the ConvaTec ShareSave Scheme rules and, in respect of your savings contract, a prospectus (a copy of which can be found online at www.computershare.com/convatec under ‘Plan Documentation’).

In the event of any conflict between this brochure, the ShareSave Rules and any applicable legislation, the ShareSave Rules and applicable legislation will take precedence. Specific provisions in ShareSave mean that you waive any claim to compensation in respect of ShareSave when you leave employment. No financial or investment advice is provided in this booklet. If you are in any doubt as to whether or not you should participate in ShareSave you should seek advice from your own independent financial adviser. The value of shares may go down as well as up.

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