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LISI 2016 FINANCIAL REPORT
meeting of December 17, 2015, the Board of Directors, acting under
the authorization of the Extraordinary General Meeting of December 1,
2015, decided to unconditionally award 5,030 free LISI shares to Gilles
Kohler.
The plan stipulates that shares thus allocated shall be held for two
years, during which period they may not be sold on.
b) Performance shares plan
The plans described below refer to the NAV criterion do measure the
Group’s performance. Group NAV refers to the Net Asset Value of the
LISI Group as defined by the following calculation:
Group NAV = Average of [(0.95 ´ Group sales revenue) + (6.5 ´ Group
EBITDA) + (10 ´ Group EBIT)] – Group Net Borrowings
And where:
Group
sales
revenue
is the consolidated sales revenue exclusive of VAT
as stated in the “Income Statement” of the “Consolidated
financial statements” in this financial report.
Group
EBITDA
is the Gross Current Operating Profit as stated in the “Income
Statement” of the “Consolidated financial statements” in this
financial report.
Group
EBIT
is the Current Operating Profit as stated in the
“Income Statement” of the “Consolidated financial
statements” in this financial report.
Group Net
Borrowings
is the Net Borrowings of the Group as recognized
in this financial report.
2014 plan:
On October 23, 2014, on the proposal of the Compensation Committee,
and under the authorization of the Extraordinary General Meeting of
April 23, 2014, LISI’s Board of Directors decided to award performance
shares to the members of the Executive Committee and to the
members of the main Management Committees of the LISI Group’s
three divisions, subject to the achievement of all or part of the following
performance criteria: Net Asset Value (NAV) of at least €1,100 million
at December 31, 2016. If the Net Asset Value is between €1,100 million
and €1,365 million, the shares would be allocated in part. If the Net
Asset Value is higher than €1,365 million, the shares would be allocated
in full. The maximum allocated number of shares is 173,250 shares
and concerns 165 employees in France.
The plan also stipulates that shares thus allocated shall be held for two
years, during which period they may not be sold on.
As far as the corporate officers are concerned, the Board of Directors
decided:
1) In order to receive at maturity all or part of the performance shares
to which they are entitled, each of the corporate officer directors
shall, at the end of the acquisition period, acquire 600 Company
shares.
2) The corporate officer directors shall retain 600 of any free shares
that may have been allocated to them registered in their own
name, and until the termination of their employment.
52 employees outside of France will benefit from bonuses based on the
principles and conditions, but in the form of pay and salaries.
2015 plan:
On December 17, 2015, on the proposal of the Compensation
Committee, and under the authorization of the Extraordinary General
Meeting of December 1, 2015, LISI’s Board
of Directors
decided to award
performance shares to the members of the Executive Committee and
to the members of the main Management Committees of the LISI
Group’s three divisions, subject to the achievement of all or part of
the following performance criteria: Net Asset Value (NAV) of at least
€1,147 million at December 31, 2017. If the Net Asset Value is between
€1,147 million and €1,610 million, the shares would be allocated in part.
If the Net Asset Value is higher than €1,610 million, the shares would be
allocated in full. The maximum allocated number of shares is 137,770
shares and concerns 207 employees in France.
As far as the corporate officers are concerned, the Board of Directors
decided:
1) In order to receive at maturity all or part of the performance shares
to which they are entitled, each of the corporate officer directors
shall, at the end of the acquisition period, acquire 600 Company
shares.
2) The corporate officer directors shall retain 500 of any free shares
that may have been allocated to them registered in their own
name, and until the termination of their employment.
52 employees outside of France will benefit from bonuses based on the
principles and conditions, but in the form of pay and salaries.
2016 plan:
On December 20, 2016, on the proposal of the Compensation
Committee, and under the authorization of the Extraordinary General
Meeting of December 1, 2015, LISI’s Board of Directors decided to award
performance shares to the members of the Executive Committee and
to the members of the main Management Committees of the LISI
Group’s three divisions, subject to the achievement of all or part of
the following performance criteria: Net Asset Value (NAV) of at least
€1,416 million at December 31, 2018. If the Net Asset Value is between
€1,416 million and €1,730 million, the shares would be allocated in part.
If the Net Asset Value is higher than €1,730 million, the shares would be
allocated in full. The maximum allocated number of shares is 185,260
shares and concerns 233 employees in France and abroad.
As far as the corporate officers are concerned, the Board of Directors
decided that:
–
–
the corporate officer directors shall retain 20% of any free shares
which may have been allocated to them, i.e. 1,000 shares, registered
in their own name, and until the termination of their employment.
c) Information on the award of performance shares as at December
31, 2016
Information regarding the company and corporate governance
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