Annual Report - Sonova Holding AG
Annual Report - Sonova Holding AG Annual Report - Sonova Holding AG
Executive Equity Award Plan (EEAP) (granted 2005 and 2006) The Executive Equity Award Plan is offered annually to the Board of Directors, to the Management Board, as well as to management and senior employees of Group companies, which entitles them to receive options and/or shares free of charge. The amount of options and/or shares granted varies depending on the degree of management responsibility held. Both options and shares granted as part of the EEAP are split into four equal tranches. For the options, one tranche vests each year over four years, starting one year after the grant date. The shares are blocked over four years, one tranche being released each year, starting one year after the grant date. Options – Executive Equity Award Plan (granted 2005 and 2006) The exercise price of the options is generally equal to the market price of the Phonak share at the SWX Swiss Stock Exchange (closing price) on the date the options are granted. The fair value of the options granted is estimated at the grant date and recorded as an expense over the vesting period. The options may be exercised after expiration of the vesting period during the term of the options, which is 5 years from the date the options are granted. When the options are exercised, shares are issued from the conditional share capital. The following table shows the assumptions on which the valuation of share options granted during the period was based: Executive Equity Award Plan Valuation date Expiration date Share price on grant date Exercise price Volatility Expected dividend yield Weighted risk free interest rate Fluctuation rate Weighted average fair value of options issued Outstanding Options – Key People Program and Executive Equity Award Plan Changes in outstanding options Outstanding options at April 1 Granted Exercised 1) Expired/forfeited Outstanding options at March 31 Exercisable at March 31 1) Total consideration from exercise of options amounted to CHF 6.4 million (previous year CHF 7.5 million) Number of options 1,852,250 420,818 (338,525) (91,850) 1,842,693 37,000 2005/06 2006 01.02.2006 31.01.2011 CHF 63.25 CHF 63.25 20.6% 0.75 1.9% 4.3% CHF 10.22 Weighted average exercise price CHF 29.94 63.25 19.04 31.53 39.90 39.20 2005 01.02.2005 31.01.2010/30.09.2010 CHF 39.00 CHF 39.00 22.2% 0.80 1.1% 1.9% CHF 6.55 Number of options 2,060,950 712,000 (560,200) (360,500) 1,852,250 217,300 2004/05 Weighted average exercise price Consolidated Financial Statements CHF 26.15 39.00 13.50 51.50 29.94 13.88 81
Summary of outstanding and exercisable options at March 31, 2006 Exercise price range CHF 13.00 28.00 39.00 40.50 56.00 63.25 13.00 – 63.25 Share Purchase Plan (granted 2005 and 2006) The Share Purchase Plan is offered annually to all permanent employees of the Group, having completed their probationary period. A participant may purchase up to a maximum number of shares. For every two shares purchased, the participant receives one additional share free of charge. The purchase price of the shares will generally be equal to the market price on the SWX Swiss Stock Exchange on the date the shares are purchased and the free shares are accepted. The shares under this plan are subject to a blocking period commencing on the expiry date of the offer. The duration of the blocking period may be up to 24 months. All shares under this plan (the shares purchased by the participant and the share offered for free) are repurchased by Phonak on the open stock market. The cost of the shares offered as part of the SPP program is charged pro rata temporis over the blocking period to the income statement. 33. Contingent liabilities At March 31, 2006 and 2005, there were no pledges given to third parties other than in relation to mortgages of CHF 12.6 million (previous year CHF 19.8 million) secured by properties (Note 25). The net book value of these properties amounts to CHF 42.3 million at March 31, 2006 (previous year CHF 52.7 million). Guarantees given to third parties amounted to CHF 10.4 million (previous year CHF 0.3 million). There were no recourse liabilities in respect of discounted bills of exchange at March 31, 2006 and 2005. Open purchase orders as of March 31, 2006 and 2005 were related to recurring business activities. 82 Consolidated Financial Statements Number 43,500 686,450 679,425 5,000 7,500 420,818 1,842,693 Outstanding options Exercisable options Average Weighted Number Weighted remaining life average average exercise price exercise price years 1.8 2.8 2.6 0.4 1.4 2.3 2.6 CHF 13.00 28.00 39.00 40.50 56.00 63.25 39.90 32,000 5,000 Shares – Executive Equity Award Plan (granted 2005 and 2006) The shares are subject to a blocking period, which starts on the date the shares are granted. The shares delivered under this plan are shares repurchased by Phonak on the open stock market. The cost of the shares granted as part of the EEAP program is expensed pro rata temporis over the vesting period of 1 to 4 years. 37,000 CHF 13.00 28.00 39.00 40.50 56.00 63.25 39.20
- Page 34 and 35: Highest total compensation The high
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Summary of outstanding and exercisable options at March 31, 2006<br />
Exercise<br />
price range<br />
CHF<br />
13.00<br />
28.00<br />
39.00<br />
40.50<br />
56.00<br />
63.25<br />
13.00 – 63.25<br />
Share Purchase Plan (granted 2005 and 2006)<br />
The Share Purchase Plan is offered annually to all permanent employees of the Group, having completed their probationary period.<br />
A participant may purchase up to a maximum number of shares. For every two shares purchased, the participant receives one additional<br />
share free of charge. The purchase price of the shares will generally be equal to the market price on the SWX Swiss Stock Exchange<br />
on the date the shares are purchased and the free shares are accepted. The shares under this plan are subject to a blocking period<br />
commencing on the expiry date of the offer. The duration of the blocking period may be up to 24 months. All shares under this<br />
plan (the shares purchased by the participant and the share offered for free) are repurchased by Phonak on the open stock market. The<br />
cost of the shares offered as part of the SPP program is charged pro rata temporis over the blocking period to the income statement.<br />
33. Contingent liabilities<br />
At March 31, 2006 and 2005, there were no pledges given to third parties other than in relation to mortgages of CHF 12.6 million<br />
(previous year CHF 19.8 million) secured by properties (Note 25). The net book value of these properties amounts to CHF 42.3 million<br />
at March 31, 2006 (previous year CHF 52.7 million).<br />
Guarantees given to third parties amounted to CHF 10.4 million (previous year CHF 0.3 million). There were no recourse liabilities<br />
in respect of discounted bills of exchange at March 31, 2006 and 2005. Open purchase orders as of March 31, 2006 and 2005 were<br />
related to recurring business activities.<br />
82 Consolidated Financial Statements<br />
Number<br />
43,500<br />
686,450<br />
679,425<br />
5,000<br />
7,500<br />
420,818<br />
1,842,693<br />
Outstanding options Exercisable options<br />
Average<br />
Weighted<br />
Number<br />
Weighted<br />
remaining life<br />
average<br />
average<br />
exercise price<br />
exercise price<br />
years<br />
1.8<br />
2.8<br />
2.6<br />
0.4<br />
1.4<br />
2.3<br />
2.6<br />
CHF<br />
13.00<br />
28.00<br />
39.00<br />
40.50<br />
56.00<br />
63.25<br />
39.90<br />
32,000<br />
5,000<br />
Shares – Executive Equity Award Plan (granted 2005 and 2006)<br />
The shares are subject to a blocking period, which starts on the date the shares are granted. The shares delivered under this plan are<br />
shares repurchased by Phonak on the open stock market. The cost of the shares granted as part of the EEAP program is expensed pro<br />
rata temporis over the vesting period of 1 to 4 years.<br />
37,000<br />
CHF<br />
13.00<br />
28.00<br />
39.00<br />
40.50<br />
56.00<br />
63.25<br />
39.20
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