Page 342 - 2012 Annual Report

342 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
14.2. PERFORMANCE SHARE PLANS
Grant date
Number of performance share rights granted
Vesting date
(1)
Availability
date
Value of
shares for the
calculation
of the social
contribution
Number of performance share rights
Total number
Of which granted to members
of governing bodies
Number of
performance
share rights
cancelled in
2012
Number
of shares
created at
the end of
the vesting
period
Number of
performance
share rights
outstanding
at Dec. 31,
2012 after
adjustments Beneficiaries
Performance
share rights
Number of
beneficiaries
Number of
performance
share rights
04/13/11 793 1,679,200 11 300,900 04/15/13 04/16/15 16.84 74,979 1,110
(a, b)
1,625,521
04/21/11 1 75,000 1 75,000 04/22/13 04/23/15 16.79 - - (c) 77,514
08/30/11 3 11,780 - - 09/02/13 09/03/15 12.91 - - 12,174
10/25/11 2 2,220 - - 10/28/13 10/29/15 13.90 - - 2,296
04/17/12 799 1,818,477 11 276,007 04/18/14 04/19/16 9.80 35,289 -
(d, e)
1,843,071
07/16/12 1 1,780 - - 07/17/14 07/18/16 12.40 - - 1,780
09/27/12 5 97,500 5 97,500 09/29/14 09/30/16 12.42 - - 97,500
TOTAL 110,268 1,110 3,659,856
(1) First day of quotation at the end of a 2-year acquisition period.
(a) Includes 25,836 rights to performance shares, after adjustments, granted to US resident beneficiaries to be registered in an account in 2015.
(b) Includes 262,571 rights to performance shares, after adjustments, granted to US, British and Brazilian resident beneficiaries to be registered in an
account in 2015.
(c) Includes 77,514 rights to performance shares, after adjustments, granted to US resident beneficiaries to be registered in an account in 2015.
(d) Includes 50,215 rights to performance shares, after adjustments, granted to US and Brazilian resident beneficiaries to be registered in an account in
2016.
(e) Includes 303,744 rights to performance shares, after adjustments, granted to US, British and Brazilian resident beneficiaries to be registered in an
account in 2016.
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 %): EBITA margin rate which will be recorded as
of December 31, 2013 on the basis of cumulative 2012 and 2013 fiscal
years; and on external indicators (30%): the performance of Vivendi share
between January 1, 2012 and December 31, 2013, compared to two stock
indices: Europe Stoxx 600 Telecommunications (70%) and a panel of
Media values (30%).
The definitive grant of performance shares for 2011 will be effective upon
achievement of the performance conditions, as assessed at the end of
a two-year period: for each year, 100% of one-half of the performance
share grant will be definitively granted if the weighted total of the three
indicators reaches or exceeds 100%; 50% of one-half of the performance
share grant will be definitely granted if the weighted total of the indicators
reaches the applicable values thresholds; and no shares will be granted
if the weighted total of the three indicators is lower than the applicable
value thresholds. Performance shares must be retained by their holders for
an additional two-year period following the definitive grant date.
The definitive grant of performance shares 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 performance share grant will be
definitively granted if the weighted total of the three indicators reaches
or exceeds 100%; 50% of the performance share grant will be definitely
granted if the weighted total of the indicators reaches the applicable value
thresholds; and no shares will be granted if the weighted total of the three
indicators is lower than the applicable value thresholds. Performance
shares must be retained by their holders for an additional two-year period
following the definitive grant date.