Solvay Annual Report 2010

Page 109

Financial

(22) Capital increase / redemption As in 2009, the Solvay group reimbursed in 2010 to minority shareholders a portion of the capital of our natural carbonate activities in the United States (EUR -26 million).

(23) Options and acquisition / sale of treasury shares At the end of December 2009, the Group held 2 460 818 treasury shares to cover the share options offered to Group executives. At the end of 2010, the Group held 3 635 584 treasury shares (of which 880 766 shares in the treasury share investment program – see 23a below), which have been deducted from consolidated shareholders’ equity.

(23a) Treasury share investment program Solvay started a treasury share investment program in February 2010. The extraordinary shareholders’ meeting of May 12, 2009 authorized the Board of Directors for a period of five years to acquire on the stock exchange up to a maximum of 16 940 000 of the Group’s own shares, at a price between EUR 20 and EUR 150. Within this framework, the Board of Directors decided to initiate an investment program of maximum EUR 5.1 million (6% of the issued capital) of the Group’s own shares. A credit institution has been mandated for a period of one year starting on January 16, 2010 to execute this investment program, which is currently intended as a temporary investment of the cash resulting from the sale of the Pharmaceutical activities before reinvestment in industrial assets. On December 31, 2010, the investment in Solvay shares since the launch of the program totaled 880 766 shares. This program has been renewed by the Board of Directors up to the end of 2011 for further purchases of up to 1.65 million treasury shares.

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(23b) Stock options plan program As it has in every year since 1999, the Board of Directors renewed the share option plan offered to executive staff (around 215 persons) with a view to involving them more closely in the long-term development of the Group. The majority of the managers involved subscribed the options offered them in 2010 with an exercise price of EUR 76.49, representing the average stock market price of the share for the 30 days prior to the offer. The 3-year vesting period is followed by a 5-year exercise period, at the end of which any unexercised options expire. The settlement method is in equity. Share options plans granted in 2005, 2006 and 2007 have been modified by the decision of the General Shareholders’ Meeting of May 12, 2009. For the 3 plans the exercise period of the options granted to beneficiaries in Belgium has been increased by 5 years. Beneficiaries had the right to accept or refuse the modification until June 30, 2009. As there is a ceiling, some beneficiaries could accept the increase on only part of the options initially granted and accepted. The modification date taken into account for the re-pricing of options is the date the decision was made to extend the exercise period of certain shares (May 12, 2009). The extension of the exercise period results in an additional charge of EUR 0.3 million in 2010 (EUR 1 million in 2009). The fair value of this extension amounts to EUR 1.3 million.

Solvay Annual Report 2010


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