2013 Annual Report - page 210

CONSOLIDATED FINANCIAL STATEMENTS >
EXPLANATORY NOTES
210
| 2013 ANNUAL REPORT | PRYSMIAN GROUP
The following table provides additional details about the movements of the plan:
(*) The number of options shown has been determined based on cumulative EBITDA for the three years 2011-2013.
(In Euro)
For consideration
For no consideration
Number of options (*)
Exercise price Number of options (*)
Exercise price
Options at start of year
2,131,500
0.10
1,890,875
-
Granted
-
-
-
-
Variation for target remeasurement
-
-
(309,331)
-
Cancelled
-
-
(165,235)
-
Exercised
-
-
-
-
Options at end of year
2,131,500
0.10
1,416,309
-
of which vested at end of year
2,131,500
0.10
1,416,309
-
of which exercisable
-
-
-
-
of which not vested at end of year
-
-
-
-
As at 31 December 2013 the options were all fully vested; the
options will be exercisable in 2014, within the three months
following the anniversary of the grant date (2 September
2014). Options not exercised during this period will be deemed
forfeited and void.
The information memorandum, prepared under art. 114-bis of
Legislative Decree 58/98 and describing the characteristics of
the above incentive plan, is publicly available on the Company’s
website at
, from its
registered offices and from Borsa Italiana S.p.A.
Group employee share purchase plan (YES Plan)
On 16 April 2013, the shareholders approved a share ownership
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 stakeholders
(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, offered in the form of treasury shares, except
for the Chief Executive Officer, the Chief Financial Officer, the
Chief Strategy Officer and two key managers, for whom the
discount is equal to 1% of the stock price.
The shares purchased will be subject to a retention period,
during which they cannot be sold. The Plan envisages three
purchase windows: 2014, 2015 and 2016.
The Plan therefore qualifies as “of particular relevance” within
the meaning of art. 84-bis, par. 2 of the Issuer Regulations.
A maximum number of 500,000 treasury shares has 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 were free to express their readiness to
participate in the Plan by the end of December 2013 and have
accordingly communicated the amount they intended to invest
in the first purchase window and the method of payment. The
amount collected, totalling Euro 7.6 million, will be 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 shares
assigned to each participant will then be determined by taking
into account the average purchase price of the shares acquired
on behalf of participants, the individual investment and the
applicable discount percentage.
All those who have adhered to the plan will also receive an entry
bonus of six free shares, 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, will generally be subject
to a retention period during which they cannot be sold and the
length of which varies according to local regulations.
I...,200,201,202,203,204,205,206,207,208,209 211,212,213,214,215,216,217,218,219,220,...IV
Powered by FlippingBook