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317

These are detailed as follows:

17.

PERSONNEL COSTS

Share-based payments

At 31 December 2014 and 31 December 2013, Prysmian S.p.A.

had share-based compensation plans in place for managers

of Group companies and members of the Company's Board of

Directors. These plans are described below.

Long-term incentive plan 2011-2013

On 14 April 2011, the Ordinary Shareholders' Meeting of

Prysmian S.p.A. had approved, pursuant to art. 114-bis of Leg-

islative Decree 58/98, a long-term incentive plan for the period

2011-2013 for employees of the Prysmian Group, including

certain members of the Board of Directors of Prysmian S.p.A.,

and granted the Board of Directors the necessary authority

to establish and execute the plan. The plan's purpose was to

incentivise the process of integration following Prysmian's

acquisition of the Draka Group.

The plan involved 268 employees (*) of Group companies

and established that the number of options granted would

depend on the achievement of common business and

financial performance objectives for all the participants.

The plan was dependent upon achievement of a minimum

performance objective of at least Euro 1.75 billion in aggregate

Adj. EBITDA for the Group in the period 2011-2013 (the Target),

as well as upon continuation of a professional relationship

with the Group up until 31 December 2013. The plan also set

an upper limit for Adj. EBITDA as the Target plus 20% (i.e.

Euro 2.1 billion), that would determine the maximum number

of exercisable options granted to each participant.

Access to the plan was conditional upon each participant's

acceptance that part of their annual bonus would be co-in-

vested, if achieved and payable in relation to financial years

2011 and 2012.

The allotted options carried the right to receive or subscribe

to ordinary shares in Prysmian S.p.A., the Parent Company.

These shares partly comprised treasury shares and partly new

shares, obtained through a capital increase that excluded

pre-emptive rights under art. 2441, par. 8 of the Italian

Civil Code. Such a capital increase has involved the issue of

2,120,687 new ordinary shares of nominal value Euro 0.10

each, for a total nominal value of Euro 212,069, as approved

by the shareholders in the extraordinary session of their

meeting on 14 April 2011. The shares obtained from the

Company's holding of treasury shares were allotted for zero

consideration, while the shares obtained from the above

capital increase were allotted to participants upon payment

2014

2013

Wages and salaries

27,993

30,746

Social security

6,791

6,813

Retirement pension costs

1,860

1,737

Employee indemnity costs

117

156

Non-recurring personnel costs (income):

Company reorganisation

2,186

2,463

Total non-recurring personnel costs (income)

2,186

2,463

Other personnel costs

934

6,552

Total

39,881

48,467

(in thousands of Euro)