Enstar’s new contract with Silvester offers $34m windfall

Enstar Group has entered into an amended and restated employment agreement with CEO Dominic Silvester that proffers $34 million if a change of company control occurs during his employment.

The new CEO employment agreement has a three-year term beginning on January 21, 2020. Under the agreement, Silvester will receive an annual base salary of £76,870, be eligible for an annual performance bonus, be eligible for incentive compensation under the company’s incentive compensation programs and be entitled to certain employee benefits.

The CEO employment agreement provides that if a change of control of the company occurs during the term of Silvester's employment, he would be entitled to a lump sum amount equal to three times his annual base salary under the previous agreement; immediate vesting of each outstanding equity incentive award granted to him before January 21, 2023 other than with respect to his executive interest under the joint share ownership plan agreement; and, if his executive interest vests upon such change in control, a lump sum amount equal to either $34 million less any amount realised by him in respect of the executive interest, if the hurdle is met at the time of such change of control, or $27 million less any amount received by him in respect of the executive interest, if the hurdle is not met.

Silvester would also be entitled to continued medical benefits for him and his spouse and dependents for three years if he were to resign within 30 days of a change in control.