annual report 2005 - Pumpkin Patch investor relations
annual report 2005 - Pumpkin Patch investor relations
annual report 2005 - Pumpkin Patch investor relations
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<strong>Pumpkin</strong> <strong>Patch</strong> Limited & Subsidiaries notes to and forming part of the financial statements<br />
for the 12 months ended 31 July <strong>2005</strong><br />
B class shares<br />
31 July <strong>2005</strong> 31 July 2004<br />
Opening balance - 68,700<br />
Issue of B Class shares under pre-listing employee ownership plans - 2,161<br />
Conversion to ordinary shares pre-listing - (70,861)<br />
Closing balance - -<br />
C class shares<br />
31 July <strong>2005</strong> 31 July 2004<br />
Opening balance - 47,350<br />
Issue of C Class shares under pre-listing employee ownership plans - 63,008<br />
Conversion to ordinary shares pre-listing - (110,358)<br />
31 July <strong>2005</strong> 31 July 2004<br />
Total shares on issue 166,513,00 166,513,000<br />
employee share ownership scheme – DF7 scheme<br />
Prior to listing in 2004 the Company established an employee share ownership scheme under DF7 of the Income Tax<br />
Act 1994. Under the Scheme the Company issued 2,000,000 shares (1.2% of total ordinary shares) to the Scheme’s<br />
trustee, <strong>Pumpkin</strong> <strong>Patch</strong> Nominees Limited, to be held on behalf of employees who elect to participate in the Scheme.<br />
During the period 522,690 shares were offered to New Zealand employees under the DF7 Scheme at $0.94 per<br />
share, being 25% less than the final listing price of $1.25. The value of shares offered was limited to a maximum of<br />
$2,340 per employee. The qualifying period between grant and vesting dates is 3 years. Dividends paid during the<br />
qualifying period on shares allocated to employees are paid to the employees. Voting rights on shares not allocated<br />
under the Scheme are exercisable by the trustees.<br />
The shares are allocated under the condition that should the employee leave the Company before the qualifying period<br />
ends, their shares will be repurchased by the Scheme at the lesser of market value and the price at which the shares<br />
were originally allocated to the employees, subject to the repayment of the original loan. Any such shares are reallocated<br />
to other employees by the Scheme. During the period 17,423 shares were repurchased by the Scheme as a<br />
result of employees ceasing employment with the Company.<br />
The Company, prior to listing, gave the Trustee an interest free loan to enable it to purchase the shares issued to it for<br />
this Scheme. The Company has agreed that the Trustee is, in turn, entitled to novate a portion of that loan to individual<br />
employees to assist them to purchase shares under the Scheme. As at 31 July <strong>2005</strong> the balance of this loan outstanding<br />
was $1,740,326 (2004: $1,875,000).<br />
The Company intends to implement similar schemes for its employees in the United Kingdom and in Australia in 2006.<br />
The Company believes the 1,494,733 shares held by the Trustee but unallocated as at 31 July <strong>2005</strong> will be sufficient<br />
to provide for the estimated number of United Kingdom and Australian employees likely to elect to join the schemes.<br />
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