Starwood 2004 Annual Report Download - page 104

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STARWOOD HOTELS & RESORTS WORLDWIDE, INC.
AND STARWOOD HOTELS & RESORTS
NOTES TO FINANCIAL STATEMENTS Ì (Continued)
under the Share Repurchase Program. During the year ended December 31, 2004, the Company purchased
7.0 million shares at a total cost of $310 million. Pursuant to the Share Repurchase Program, through
December 31, 2004, Starwood has repurchased 33.7 million Shares in the open market for an aggregate cost of
$1.2 billion. As of December 31, 2004, approximately $296 million remains available under the Share
Repurchase Program.
Exchangeable Units and Preferred Shares. During 1998, 6.3 million shares of Class A EPS, 5.5 million
shares of Class B EPS and approximately 800,000 limited partnership units of the Realty Partnership and
Operating Partnership (""Exchangeable Units'') were issued by the Trust in connection with the acquisition of
Westin Hotels & Resorts Worldwide, Inc. and certain of its aÇliates. Class A EPS have a par value of
$0.01 per share and are convertible on a one-for-one basis (subject to certain adjustments) to Shares.
Exchangeable Units and Class B EPS have a liquidation preference of $38.50 per share and provide the
holders with the right, for a one year period, from and after the Ñfth anniversary of the closing date of the
Westin Merger, which expired on January 3, 2004, to require the Trust to redeem such shares for cash at a
price of $38.50 per share. Subsequent to January 3, 2004, the Company may choose to settle Class B EPS
redemptions in cash at $38.50 per share or shares of Class A EPS at the equivalent of $38.50 per share.
Exchangeable Units may be converted to Class B EPS or Shares on a one-for-one basis (subject to certain
adjustments). Through December 31, 2004, in accordance with the terms of the Class B EPS discussed above,
approximately 567,000 shares of Class B EPS and Exchangeable Units were redeemed for approximately
$22 million in cash. Also during 2004, 109,000 shares of Class B EPS were converted into 119,000 Class A
EPS. No shares of Class A EPS were exchanged for Shares in 2004. At December 31, 2004, the Trust had
150 million preferred shares authorized and approximately 598,000 of Class A EPS and 126,000 Exchangea-
ble Units and Class B EPS outstanding.
Note 17. Stock Incentive Plans
In 2004, the Company adopted the 2004 Long-Term Incentive Compensation Plan (""2004 LTIP''),
which superseded the 2002 Long Term Incentive Compensation Plan (the ""2002 LTIP'') and provides for the
purchase of Shares by Directors, oÇcers, employees, consultants and advisors, pursuant to equity award
grants. Although no additional awards will be granted under the 2002 LTIP, the Company's 1999 Long Term
Incentive Compensation Plan (the ""1999 LTIP'') or the Company's 1995 Share Option Plan (the ""1995
LTIP''), the provisions under each of the previous plans will continue to govern awards that have been granted
and remain outstanding under those plans. The aggregate number of Shares subject to non-qualiÑed or
incentive stock options, performance shares, restricted stock or any combination of the foregoing which are
available to be granted under the 2004 LTIP at December 31, 2004 was approximately 57.5 million.
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