Fortis decides each year whether or not to offer options to its employees. In recent years Fortis has offered options on Fortis shares to senior managers in order to strengthen their commitment to Fortis and to align their interests. The features of the option plans may vary from country to country depending on local-tax regulations. There is a difference between conditional and unconditional options. Unconditional options are granted to employees who work in countries where options are subject to taxation directly upon being granted. Conditional options are granted to employees in countries where the options are taxed upon exercise. Conditional options become vested if the employee is still employed after a period of five years. In general, options may not be exercised until five years after they are granted, regardless of whether they are conditional or unconditional.
The following option plans, including options granted to members of the Executive Committee, were outstanding as at 31 December 2007. The exercise prices in the tables below are expressed in EUR.
|
|
|
|
2007 |
|
Outstanding |
|
|
|
|
options |
Weighted average |
Highest |
Lowest |
|
(in '000) |
exercise price |
exercise price |
exercise price |
Lapsing year |
|
|
|
|
2008 |
1,549 |
27.27 |
29.05 |
21.08 |
2009 |
11,441 |
24.28 |
26.98 |
12.44 |
2010 |
6,182 |
28.32 |
29.05 |
15.31 |
2011 |
798 |
19.08 |
21.08 |
18.65 |
2012 |
1,125 |
22.17 |
26.58 |
21.08 |
2013 |
3,692 |
14.30 |
28.62 |
12.17 |
2014 |
3,295 |
15.09 |
15.31 |
14.78 |
2015 |
3,351 |
18.55 |
18.65 |
18.41 |
2016 |
4,403 |
24.60 |
24.68 |
24.49 |
2017 |
4,983 |
28.03 |
28.62 |
27.23 |
Total |
40,819 |
23.22 |
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
Outstanding |
|
|
|
|
options |
Weighted average |
Highest |
Lowest |
|
(in '000) |
exercise price |
exercise price |
exercise price |
Lapsing year |
|
|
|
|
2007 |
2,369 |
28.45 |
31.45 |
15.57 |
2008 |
1,635 |
27.28 |
29.05 |
21.08 |
2009 |
13,455 |
24.38 |
32.15 |
12.44 |
2010 |
5,920 |
28.62 |
29.05 |
15.31 |
2011 |
813 |
19.12 |
21.08 |
18.65 |
2012 |
1,712 |
22.74 |
26.58 |
21.08 |
2013 |
3,320 |
12.33 |
12.17 |
12.44 |
2014 |
3,336 |
15.09 |
15.31 |
14.78 |
2015 |
3,369 |
18.55 |
18.65 |
18.41 |
2016 |
4,404 |
24.60 |
24.68 |
24.49 |
Total |
40,333 |
22.97 |
|
|
The changes in outstanding options were as follows:
|
|
2007 |
|
2006 |
|
2005 |
|
Number of |
Weighted |
Number of |
Weighted |
Number of |
Weighted |
|
options |
average |
options |
average |
options |
average |
|
(in '000) |
exercise price |
(in '000) |
exercise price |
(in '000) |
exercise price |
|
|
|
|
|
|
|
Balance at 1 January |
40,333 |
22.97 |
38,729 |
27.34 |
38,247 |
23.98 |
Options granted to Executive Committee members |
311 |
28.62 |
280 |
24.68 |
325 |
18.65 |
Options granted to other employees |
4,983 |
28.62 |
4,575 |
24.60 |
3,699 |
18.55 |
Exercised options |
(2,507) |
|
(2,656) |
|
(43) |
|
Lapsed |
(2,301) |
|
(595) |
|
(3,499) |
|
Balance at 31 December |
40,819 |
23.22 |
40,333 |
22.97 |
38,729 |
22.89 |
|
|
|
|
|
|
|
On existing Fortis shares |
3,309 |
|
3,303 |
|
2,966 |
|
On new Fortis shares |
37,510 |
|
37,030 |
|
35,763 |
|
Of which are conditional |
13,918 |
|
13,354 |
|
5,857 |
|
Of which are unconditional |
26,901 |
|
26,979 |
|
32,872 |
|
Exercisable in the money |
309 |
12.44 |
15,155 |
24.36 |
346 |
14.79 |
Exercisable out of the money |
19,497 |
25.91 |
8,868 |
29.21 |
23,267 |
26.70 |
In 2007, Fortis recorded EUR 19 million as Staff expenses with respect to the option plans (2006: EUR 16 million; 2005: EUR 7 million). As long as the options are not exercised, they do not have any impact on Shareholders’ equity, as the expenses recorded in the income statement are offset by a corresponding increase in Shareholders’ equity. When the options are exercised, Shareholders’ equity is increased by the exercise price.
The options granted by Fortis are ten-year American at-the-money call options with a five-year vesting period, the value is based on the Simple-Cox model.
The parameters below were used to calculate the fair value of the options granted.
|
2007 |
2006 |
2005 |
|
|
|
|
Date of grant of options |
31 March 2007 |
31 March 2006 |
11 April 2005 |
First exercise date |
02 April 2012 |
03 April 2011 |
11 April 2010 |
Final maturity |
02 April 2017 |
03 April 2016 |
10 April 2015 |
Dividend yield |
5.82% |
5.13% |
5.00% |
10-year interest rate |
4.08% |
3.74% |
3.80% |
Share price on date of grant |
32.53 |
29.48 |
21.84 |
Volatility |
26.04% |
24.80% |
23.27% |
Fair value of options as % of exercise price |
15.31% |
16.01% |
15.36% |
All option plans and restricted share plans (see below) are settled by the delivery of Fortis shares rather than in cash. Some option plans and restricted share plans specifically state that existing shares must be delivered upon exercise. New shares may be issued in other cases.




