Starwood 2005 Annual Report Download - page 103

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STARWOOD HOTELS & RESORTS WORLDWIDE, INC.
AND STARWOOD HOTELS & RESORTS
NOTES TO FINANCIAL STATEMENTS Ì (Continued)
December 31, 2005, Starwood has repurchased 37.7 million Shares in the open market for an aggregate cost of
$1.5 billion. As of December 31, 2005, approximately $1.0 billion remains available under the Share
Repurchase Program.
Exchangeable 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 (the ""Westin Merger''). Class A EPS have a par
value of $0.01 per share and the Company may choose to settle Class A EPS redemptions in Shares on a one-
for-one basis (subject to certain adjustments) or in cash. 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 Shares on a one-for-one basis
(subject to certain adjustments). In the year ended December 31, 2005, in accordance with the terms of the
Class B EPS discussed above, approximately 28,000 shares of Class B EPS were redeemed for approximately
$1 million in cash. In addition, during the year ended December 31, 2005, approximately 36,000 shares of
Class A EPS were redeemed for approximately $2 million in cash. At December 31, 2005, there were
approximately 562,000 shares of Class A EPS, 25,000 shares of Class B EPS, and 68,000 Exchangeable Units
outstanding.
On February 21, 2006, the Company began the process to redeem the Class B EPS for $38.50 per share.
The redemption is expected to be completed at the end of the Ñrst quarter.
Note 19. 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which superseded the 2002 Long Term Incentive Compensation Plan (the ""2002 LTIP'') and provides for the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 or the Company's 1995 Share Option Plan, 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, 2005 was approximately 53.8 million.
F-40