94 | FINANCIAL STATEMENTS | Notes to the Consolidated Financial Statements
26. Share-based payments continued At 31 December 2011 the following EDRP Deferred Share Awards were outstanding:
Grant date 8 July 2009
No. of awards outstanding
2,188,992 Earliest
exercise date 8 July 2012
Exercise price
0.0p The awards outstanding at 31 December 2011 have a weighted average outstanding term of 0.5 years (31 December 2010: 1.1 years).
(c) F&C REIT variable non-controlling interests SBP In accordance with the F&C REIT Partnership Agreement, the F&C REIT minority partners (Kendray Properties Limited, Leo Noé and Ivor Smith) have the potential to increase their stake in F&C REIT Asset Management LLP (F&C REIT) collectively from 30% to 40%.
A variable NCI was granted as an incentive to achieve increased levels of profit including realisation of future performance fees in return for a potential increased stake in the business. This variable NCI is therefore accounted for under IFRS 2: Share-based Payment. The fair value of the “award” at date of acquisition reflected the value assessed as part of the acquisition valuation. The fair value of the award is reassessed at each reporting date and this fair value is spread over the relevant vesting period.
The minority partners have the potential to increase their stake in F&C REIT by 3.33% for every year in which the EBITDA performance target of £45.0m is achieved, up to a maximum of 10%. The variable NCI performance criteria could be achieved in any year of the six calendar years ending 31 December 2014. At 31 December 2011 the Directors have assessed that the performance target is unlikey to be achieved in any of the remaining performance measurement periods. The cumulative charge previously recognised has been reversed at 31 December 2011, but would be reinstated to the extent that any performance criteria were met.
(d) F&C REIT Long-Term Remuneration Plan (F&C REIT LTRP) During 2010, a new scheme was introduced to incentivise F&C REIT employees.
There are two elements to the Plan: (i) Deferred Award with no performance conditions; and (ii) Restricted Awards with performance conditions.
Participants are awarded notional units in the F&C REIT Asset Management LLP Group (F&C REIT), each equal to 0.00005% of the market value of F&C REIT. The market value of F&C REIT is determined annually by an independent valuation.
The Deferred Awards vest at the end of a pre-determined period from grant date (normally three years), subject to the continued employment of the participant. On vesting, the awards are settled by a cash payment based on the market value of each unit at the end of the vesting period.
No Restricted Awards have been granted under the performance element of this Plan to date. The number of F&C REIT LTRP Deferred Awards is as follows:
2011 Units
Outstanding at 1 January Granted during the year Forfeited during the year Expired during the year
Outstanding at 31 December At 31 December 2011 the following F&C REIT LTRP Deferred Awards were outstanding:
Grant date 1 May 2010
1 May 2010 1 May 2011
No. of units outstanding
15,891.47 12,216.77 15,500.00
Earliest
exercise date 1 April 2012
1 May 2013 1 May 2014
The awards outstanding at 31 December 2011 have a weighted average outstanding term of 1.3 years (31 December 2010: 1.7 years). The intrinsic value of a unit at 31 December 2011 was £75.50 (31 December 2010: £90.00).
Exercise price
0.0p 0.0p 0.0p
28,859.60 15,833.33 (219.53) (865.16)
43,608.24
2010 Units
–
28,859.60 – –
28,859.60
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