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Consolidated Financial Report |
EXPLANATORY NOTES
2014 Annual Report
Prysmian Group
228
Since the plan vested in full at 31 December 2013, no further
costs were recognised in 2014.
As at 31 December 2014, the options had vested and been
exercised as follows:
• 2,120,687 exercised for consideration (exercise price of
Euro 0.10);
• 1,411,552 exercised for no consideration.
Group employee share purchase plan (YES Plan)
On 16 April 2013, the shareholders approved a share purchase
plan reserved for employees of Prysmian S.p.A. and/or of
its subsidiaries, including some of the Company’s Directors,
and granted the Board of Directors the relevant powers to
establish and implement this plan.
The reasons behind the introduction of the Plan are:
• to strengthen the sense of belonging to the Group
by offering employees an opportunity to share in its
successes, through equity ownership;
• to align the interests of the Prysmian Group’s stakehol-
ders (its employees and shareholders), by identifying a
common goal of creating long-term value;
• to help consolidate the integration process started in
the wake of the Draka Group’s acquisition.
The Plan offers the opportunity to purchase Prysmian’s
ordinary shares on preferential terms, with a maximum
discount of 25% on the stock price, given in the form of
treasury shares, except for certain managers, for whom
the discount is 15%, and the executive Directors and key
management personnel, for whom the discount is 1% of the
stock price.
The Plan therefore qualifies as “of particular relevance”
within the meaning of art. 84-bis, par. 2 of the Issuer Re-
gulations.
A maximum number of 500,000 treasury shares have been
earmarked to serve the discounted purchases envisaged by
the Plan.
During the month of October 2013, the plan was presented
and explained to some 16,000 of the Group’s employees in
27 countries. Employees had until the end of December 2013
to communicate their wish to participate in the Plan, the
amount they intended to invest in the first purchase window
and the method of payment. The amount collected in the
month of April 2014, totalling Euro 6.4 million, was used to
make purchases of the Company’s ordinary shares on the
Milan Stock Exchange (MTA) over a period of 5 consecutive
business days during the month of May 2014. The number of
treasury shares allotted to each participant was determined
by taking into account the average share purchase price
(Euro 16.2629), the individual investment and the applicable
discount percentage.
All the plan’s participants also received an entry bonus of
six free shares, also taken from the Company’s portfolio of
treasury shares, only available at the time of first purchase.
The shares purchased by participants, as well as those
received by way of discount and entry bonus, are generally
subject to a retention period during which they cannot be
sold and the length of which varies according to local regu-
lations.
On 9 June 2014, an additional purchase window was opened
for plan participants in the “Manager” category who had
already bought shares in the purchase window in May and
who were so entitled under the plan’s regulations. Managers
opting to participate in this additional window were able to
buy an additional quantity of shares at a 25% discount. The
total of Euro 0.7 million collected in this additional window
was used to make purchases of the Company’s ordinary
shares on the Milan Stock Exchange over a period of 5
consecutive business days during the month of July 2014.
The number of treasury shares allotted to each participant
was determined by taking into account the average share
purchase price (Euro 16.3585), the individual investment and
the applicable discount.
During the month of December 2014, employees were
informed of the opening of the plan’s second cycle in 2015.
Employees had until the third week of February 2015 to sign
up for the second cycle and to communicate the amount
they intended to invest. The total amount collected will be
used to make purchases of the Company’s shares on the
Milan Stock Exchange (MTA) during the month of July 2015.