Cincinnati Bell 2010 Annual Report Download - page 51

The EBITDA and revenue results and targets for 2010, as adjusted by the Compensation Committee for
changes in business direction or unanticipated events, were as follows:
•Actual EBITDA (excluding the results of Cyrus Networks, LLC (“CyrusOne”)) was $474.0 million,
which was 103% of the target goal of $460.0 million.
•Actual revenue (excluding the results of CyrusOne) was $1,332.0 million, which was 100% of the target
goal of $1,332.0 million.
CyrusOne results were excluded by the Compensation Committee when determining the payout percentages
as the CyrusOne acquisition occurred after the 2010 targets were established, and therefore the effect of the
CyrusOne acquisition was not considered in the target EBITDA and revenue goals.
After the determination of the amount an executive has earned pursuant to the EBITDA and revenue criteria,
the Compensation Committee then considers that executive’s individual performance. The Chief Executive
Officer provides the Compensation Committee with his assessment of each executive officer’s individual
performance. The Chief Executive Officer is given discretion by the Compensation Committee in assessing
performance, but, in general, the Chief Executive Officer reviews, for each executive officer, the performance of
the executive’s department, the quality of the executive’s advice and counsel on matters within the executive’s
purview, qualitative peer feedback and the effectiveness of the executive’s communication with the organization
and with the Chief Executive Officer on matters of topical concern. These factors are evaluated subjectively and
are not assigned specific individual weight. The Chief Executive Officer then recommends an award for the
individual performance-based portion for each of the other named executive officer’s annual incentive, which
generally range from 0% to 200% of the target award for such portion. For 2010, for the individual performance
component, the Compensation Committee awarded 150% of target for Ms. Khoury, 200% of target for
Mr. Torbeck, 200% of target for Mr. Wilson and 200% of target for Mr. Wojtaszek.
The total amounts of annual incentives awarded for 2010 to the named executive officers, also shown in the
Summary Compensation Table, are as follows:
Tara L. Khoury ............................. $241,000, or 125% of target
Theodore H. Torbeck ........................ $966,000, or 138% of target
Christopher J. Wilson ........................ $282,762, or 138% of target
Gary J. Wojtaszek .......................... $531,300, or 138% of target
In addition, the Committee approved a special additional bonus of $238,700 for Mr. Wojtaszek to recognize
his instrumental role in the successful acquisition of CyrusOne and initial implementation of the data center
strategy.
The Compensation Committee meets in executive session to consider the Chief Executive Officer’s
individual performance. The Compensation Committee evaluates the information obtained from the other
directors concerning the Chief Executive Officer’s individual performance, based on a discussion led by the
Chairman of the Board. Factors considered include: operational and financial performance, succession planning,
development of the Company leadership team, development of business opportunities and community
involvement/relationships. The Compensation Committee has discretion in evaluating the Chief Executive
Officer’s performance and may recommend to the full Board a discretionary increase or decrease to the Chief
Executive Officer’s final incentive award as the Compensation Committee believes is warranted. The
Compensation Committee recommended to the full Board that Mr. Cassidy be awarded a bonus for 2010 of
$1,335,840, which was 138% of the Chief Executive Officer’s target bonus for 2010. This bonus reflects the
Company’s level of attainment of the revenue and EBITDA goals and the Compensation Committee’s and full
Board’s assessment of the Chief Executive Officer’s individual performance, which was 200% of target. Further,
the Committee also recommended a special additional bonus of $600,160 for Mr. Cassidy to recognize his role in
the successful acquisition of CyrusOne and the initial implementation of the data center strategy. The full Board
approved both bonus awards.
To recognize Mr. Cassidy’s contributions to the Company over the years, particularly his leadership as
Chief Executive Officer, and to ensure his retention during the next few years of transformative growth in the
Technology Solutions/Data Center segment, the Compensation Committee recommended and the Board
approved a retention bonus payment of $2,100,000 in January 2010. If Mr. Cassidy retires, resigns or is
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Proxy Statement