---------------------------------------- Select here ----------------------------------------
(Amounts in thousands of Brazilian reais – R$, unless otherwise stated)
The Extraordinary Shareholders' Meeting held on September 22, 2008, approved the Company's common stock option plan. This plan was confirmed by the Extraordinary Shareholders' Meeting held on June 1st, 2009, and is effective for ten years from the date the first benefits were granted.
Stock options may be granted provided that capital dilution does not exceed, at any time during the effectiveness of the plan, 0.3% per year. Options granted to beneficiaries will be subject to a five-year vesting period from the grant date approved by the Board of Directors. The Board of Directors will define the beneficiaries eligible for the stock option plan annually or at the frequency considered appropriate.
At meetings held on July 1st and September 23, 2009, the Board of Directors approved the first and second grants of options for the purchase of common shares, respectively, as shown in the chart below, without any option for the settlement of options in cash.
Under the Stock Option Plan, the first portion of the stock options granted, equivalent to 1/3 of the total, will vest after one year.
| Grant date |
Number |
Exercise
price R$ |
Vesting
period |
Fair value of options –
R$ per share |
| Granted |
Cancelled |
Balance |
| |
|
|
|
|
|
|
| 07/01/09 |
2,848,700 |
(242,900) |
2,605,800 |
11.25 (a) |
5 anos |
3.86 |
| 09/23/09 |
551,200 |
- |
551,200 |
16.84 (b) |
5 anos |
4.55 |
| Total |
3,399,900 |
(242,900) |
3,157,000 |
|
|
|
(a) Equivalent to 75% of the share price for the Company's IPO.
(b) Equivalent to the weighted average of trading sessions between August 7 and September 18, 2009.
The fair value of options was measured using the Black & Scholes pricing model, based on the following economic assumptions:
| |
July 2009 grant |
September 2009 grant |
| |
|
|
| Dividend yield |
6.66% |
6.66% |
| Share price volatility |
36.67% |
36.67% |
| Vesting period |
4 years |
4 years |
The fair value is allocated to net income with a contra entry in the capital reserve on a straight-line basis over a term of up to 36 months. An expense of R$3,699 was recognized for the year ended December 31, 2009, in "Other operating (expenses) revenue, net."