NOTE F35 Share-based payments
- Index
- 21 NOTE F21 Intangible assets
- 22 NOTE F22 Goodwill and business combinations
- 23 NOTE F23 Property, plant, and equipment
- 24 NOTE F24 Leases
- 25 NOTE F25 Assets held for sale
- 26 NOTE F26 Investments in associates and joint ventures
- 27 NOTE F27 Other investments
- 28 NOTE F28 Impairment of property, plant, and equipment, intangible assets, and equity method investees
- 29 NOTE F29 Inventories
- 30 NOTE F30 Other receivables (current)
- 31 NOTE F31 Provisions
- 32 NOTE F32 Financial instruments and financial risk management
- 33 NOTE F33 Net indebtedness
- 34 NOTE F34 Other liabilities (current)
- 35 NOTE F35 Share-based payments
Accounting policy
Solvay has set up compensation plans, including equity-settled and cash-settled share-based compensation plans.
In its equity-settled plans, the Group receives services as consideration for its own equity instruments (namely through the issuance of share options). The fair value of services rendered by employees in consideration of the granting of equity instruments represents an expense. This expense is recognized on a straight-line basis in the consolidated income statement over the vesting periods relating to these equity instruments with the recognition of a corresponding adjustment in equity. The fair value of services rendered is measured based on the fair value of the equity instruments on the grant date. It is not subsequently remeasured. At each reporting date, the Group re-estimates the number of share options likely to vest. The impact of the revised estimates is recognized in profit or loss against a corresponding adjustment in equity.
In its cash-settled plans, the Group acquires services by incurring a liability to transfer to its employees rendering those services amounts that are based on the price (or value) of equity instruments (including shares or share options) of the Group. The fair value of services rendered by employees in consideration of the granting of share-based payments represents an expense. This expense is recognized on a straight-line basis in the consolidated income statement over the vesting periods relating to these share-based payments with the recognition of a corresponding adjustment in liabilities. At each reporting date, the Group re-estimates the number of options likely to vest, with the impact of the revised estimates recognized in profit or loss. The Group measures the services acquired and the liability incurred at the fair value of the liability. Until the liability is settled, the Group remeasures the fair value of the liability at the end of each reporting period and at the date of settlement, with any changes in fair value recognized in profit or loss for the period.
Stock Option Plan
As every year since 1999, in 2017 the Board of Directors renewed the share option plan offered to executive staff (54 beneficiaries) with a view to involving them more closely in the long-term development of the Group. The plan is an equity-settled share-based plan. The majority of the managers involved subscribed to the options offered to them in 2017 with an exercise price of €111.27 representing the average stock market price of the share for the 30 days prior to the offer. The three-year vesting period is followed by a five-year exercise period, at the end of which any unexercised options expire. The settlement method is in equity.
At the end of December 2017, the Group held 2,557,895 treasury shares, which have been deducted from consolidated shareholders’ equity.
Share options |
2017 |
2016 |
2015 |
2014 |
2013 |
2012 |
2011 |
2010 |
2009 |
2007 |
2006 |
2005 |
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Number of share options granted and still outstanding at December 31, 2016 |
|
759,023 |
346,617 |
380,151 |
427,943 |
741,325 |
139,485 |
133,514 |
134,332 |
86,111 |
95,761 |
68,522 |
||||||||||||
Granted share options |
316,935 |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Forfeitures of rights and expiries |
|
|
|
|
|
|
|
|
(7,292) |
|
|
|
||||||||||||
Share options exercised |
|
|
|
(1,645) |
(56,782) |
(284,976) |
(48,321) |
(51,089) |
(127,040) |
(16,989) |
(28,338) |
(21,461) |
||||||||||||
Number of share options at December 31, 2017 |
316,935 |
759,023 |
346,617 |
378,506 |
371,161 |
456,349 |
91,164 |
82,425 |
|
69,122 |
67,423 |
47,061 |
||||||||||||
Share options exercisable at December 31, 2017 |
|
|
|
378,506 |
371,161 |
456,349 |
91,164 |
82,425 |
|
69,122 |
67,423 |
47,061 |
||||||||||||
Exercise price (in €) |
111.27 |
75.98 |
114.51 |
101.14 |
104.33 |
83.37 |
61.76 |
71.89 |
67.99 |
90.97 |
102.53 |
91.45 |
||||||||||||
Fair value of options at measurement date (in €) |
23.57 |
17.07 |
24.52 |
22.79 |
20.04 |
21.17 |
12.73 |
14.64 |
18.66 |
17.56 |
19.92 |
10.77 |
|
2017 |
2016 |
||||||
Number of share options |
Weighted average exercise price |
Number of share options |
Weighted average exercise price |
|||||
At January 1 |
3,312,784 |
93.30 |
2,753,270 |
96.45 |
||||
Granted during the year |
316,935 |
111.27 |
759,023 |
75.98 |
||||
Forfeitures of rights and expiries during the year |
(7,292) |
67.99 |
(19,907) |
85.51 |
||||
Exercised during the year |
(635,577) |
80.97 |
(179,602) |
69.30 |
||||
At December 31 |
2,986,850 |
97.90 |
3,312,784 |
93.30 |
||||
Exercisable at December 31 |
1,563,211 |
|
1,399,050 |
|
The share options resulted in a charge in 2017 of €10 million calculated by third parties according to the Black-Scholes model and recognized in the consolidated income statement under commercial and administrative costs.
The value of the option 2017 is based on:
- the price of the underlying asset (Solvay share): €115.20 at February 23, 2017,
- the time outstanding until the option maturity: exercisable from January 1, 2021 until February 23, 2025, taking into account the fact that some of them will be exercised before the option maturity,
- the option exercise price: €111.27,
- the risk-free return: 0.26% (on average),
- the volatility of the underlying yield, inferred from option price: 24.26%, and
- a dividend yield of 2.07%.
Weighted average remaining contractual life:
In years |
2017 |
2016 |
||
Share option plan 2005 |
1.0 |
2.0 |
||
Share option plan 2006 |
2.0 |
3.0 |
||
Share option plan 2007 |
3.0 |
4.0 |
||
Share option plan 2009 |
0.0 |
0.9 |
||
Share option plan 2010 |
1.0 |
2.0 |
||
Share option plan 2011 |
1.9 |
3.0 |
||
Share option plan 2012 |
2.1 |
3.1 |
||
Share option plan 2013 |
3.2 |
4.2 |
||
Share option plan 2014 |
4.2 |
5.2 |
||
Share option plan 2015 |
5.2 |
6.2 |
||
Share option plan 2016 |
6.2 |
7.2 |
||
Share option plan 2017 |
7.2 |
|
Performance Share Units Plan (PSU)
Since 2013, the Board of Directors renewed a yearly Performance Share Unit Plan, offered to executive staff with the objective of involving them more closely in the development of the Group, making this part of the long-term incentive policy. All the managers involved subscribed the PSU offered them in 2017 with a grant price of €114.70. The Performance Share Units Plan is a cash-settled share-based plan through which beneficiaries will obtain cash benefit based upon the Solvay share price, as well performance conditions.
Each plan has a three-year vesting period, after which a cash settlement will take place, if vesting conditions are met.
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Performance share units |
Plan 2017 |
Plan 2016 |
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Number of PSU |
232,256 |
348,990 |
||
Grant date |
02/23/2017 |
02/24/2016 |
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Acquisition date |
01/01/2020 |
01/01/2019 |
||
Vesting period |
03/31/2017 to 12/31/2019 |
03/31/2016 to 12/31/2018 |
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Performance conditions |
40% of the initial granted PSU are subject to the Underlying EBITDA YoY growth % over 3 years (2017, 2018, 2019) |
50% of the initial granted PSU are subject to the Underlying EBITDA YoY growth % over 3 years (2016, 2017, 2018) |
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40% of the initial granted PSU are subject to the CFROI YoY % variation over 3 years (2017, 2018, 2019) |
50% of the initial granted PSU are subject to the CFROI YoY % variation over 3 years (2016, 2017, 2018) |
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20% of the initial granted PSU are subject to the GHG Intensity reduction target at the end of the accounting period ending 31 December 2019 |
|
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Validation of performance conditions |
By the Board of Directors |
By the Board of Directors |
In 2017 the impact on the consolidated income statement regarding PSU (net of hedging) amounts to €21 million, as against €32 million in 2016. The carrying amount of the PSU liability at the end of 2017 amounts to €58 million, as against €62 million at the end of 2016.