Page 341 - 2012 Annual Report

341
VIVENDI l 2012 l Annual Report
FINANCIAL REPORT – CONSOLIDATED FINANCIAL STATEMENTS – STATUTORY AUDITORS’ REPORT ON THE
CONSOLIDATED FINANCIAL STATEMENTS – STATUTORY AUDITORS’ REPORT ON THE FINANCIAL STATEMENTS –
STATUTORY FINANCIAL STATEMENTS 4
4
IV - VIVENDI SA 2012 STATUTORY FINANCIAL STATEMENTS
3. NOTES TO THE 2012 STATUTORY FINANCIAL STATEMENTS
Note 14 Share-based Compensation Plans
In respect of the last three fiscal years, dividends per share were distributed as follows:
Year 2011 2010 2009
Number of shares (a) 1,245,297,184 1,236,237,225 1,229,267,655
Dividend per share (in euros) 1.00 1.40 1.40
TOTAL DISTRIBUTION (in millions of euros) 1,245.3 1,730.7 1,721.0
(a) Number of shares entitled to dividend as of January 1, after elimination of treasury shares held at the dividend payment date.
Note 14. Share-based Compensation Plans
The main features of the plans granted during the current and prior fiscal
years are as follows (please refer to CRC Regulation no. 2008-15 on stock
purchase and subscription option plans and performance share plans
granted to employees):
The definitive grant of stock options for plans granted in 2012 will be
effective upon the satisfaction of the following performance conditions:
an internal indicator (70%) determined by an EBITA margin rate, which
will be recorded as of December 31, 2013 on a cumulative basis including
the 2012 and 2013 fiscal years; and external indicators (30%) determined
by the performance of Vivendi shares between January 1, 2012 and
December 31, 2013, as compared to two stock indices: Europe Stoxx 600
Telecommunications (70%) as well as the value of a portfolio of Media
stock (30%).
The definitive grant of stock options for 2011 will be effective upon
achievement of the performance conditions, as assessed over a two-year
period: for each year, 100% of one-half of the option grant will vest if the
weighted total of the three indicators reaches or exceeds 100%; 50% of
one-half of the option grant will vest if the weighted total of the indicators
reaches the applicable value thresholds; and no options will vest if the
weighted total of the three indicators is lower than the applicable value
thresholds.
The definitive grant of stock option for 2012 will be effective upon
achievement of the performance conditions, as assessed at the end of
a 2-year acquisition period: 100% of the option grant will vest if the
weighted total of the three indicators reaches or exceeds 100%; 50% of
the option grant will vest if the weighted total of the indicators reaches
the applicable value thresholds; and no options will vest if the weighted
total of the three indicators is lower than the applicable value thresholds.
14.1. STOCK SUBSCRIPTION OPTION PLANS
Grant date
Number of options granted
Option
exercise
start date Expiry date
Exercise
price in
euros after
adjustment
Value of
shares for the
calculation
of the social
contribution
Number of options
Total number of
of which granted
to members of
governing bodies (a)
exercised
in 2012
(a)
cancelled
in 2012
outstanding at
Dec. 31, 2012 beneficiaries options
Number of
beneficiaries
Number of
options
04/13/11 561 2,526,700 10 987,500 04/14/14 04/13/21 19.29 2.16 - 69,411 2,515,516
08/30/11 3 36,600 - - 08/31/14 08/30/21 19.29 2.16 - - 37,816
10/25/11 2 2,000 - - 10/26/14 10/25/21 19.29 2.16 - - 2,068
04/17/12 549 2,513,884 10 903,625 04/18/15 04/17/22 13.19 0.96 - 39,122 2,558,214
07/16/12 1 1,600 - - 07/17/15 07/16/22 14.36 2.09 - - 1,600
09/27/12 4 135,000 4 135,000 09/28/15 09/27/22 15.57 1.93 - - 135,000
TOTAL 108,533 5,250,214
(a) Adjustment following the grant of one bonus share per thirty shares held.