Page 28 - FlexigroupAR10

This is a SEO version of FlexigroupAR10. Click here to view full version

« Previous Page Table of Contents Next Page »
AS AT 30 JUNE 2011
26
Directors’ Report (continued)
Details of the performance rights
The details of the performance rights issued to J DeLano are set out below:
Instrument
Each performance right represents an entitlement to one ordinary share.
Exercise price
Nil
Vesting conditions
Vesting will occur on the achievement of one of the following conditions:
• EPS of the Company for a fnancial year ending on or before 30 June 2011 is at least
24.6 cents per share. The EPS target number may be adjusted as the Board reasonably
determines. The actual EPS for a fnancial year will be that set out in the Company’s
annual audited accounts for the relevant fnancial year;
• The Company’s market capitalisation before 30 June 2011 is at least $1.2 billion for
a continuous period of six months based on the existing capital structure. The market
capitalisation target will be adjusted for any new share issues (excluding any shares
issued for the exercise of these performance rights); or
• A change of control of the Company occurs before 30 June 2011 under a transaction that
implies a market capitalisation value of the Company greater than $1.2 billion based on
the existing capital structure. The market capitalisation target will be adjusted for any new
share issues (excluding any shares issued for the exercise of these performance rights).
The Board will confrm in writing to the performance rights holders when any of the above
conditions have been satisfed (‘’Confrmation Notice”).
Why vesting conditions
were chosen
The vesting conditions were chosen as performance conditions as they refect, at the date they
were granted, the generation of signifcant shareholder value.
Vesting date
Date the Company gives a Confrmation Notice.
If one of the vesting conditions is met, the performance rights will vest. Should the performance
rights holders cease to be employed on or prior to the performance rights vesting, all of the
performance rights will lapse immediately unless the Board makes a determination that those
performance rights have vested.
Any performance rights that do not vest following the measurements of performance against
the hurdles described above will lapse on the expiry date if not earlier.
Exercise period
Vesting date to expiry date
Expiry date
31 December 2012