Virgin Media 2013 Annual Report Download - page 69

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VIRGIN MEDIA INC.
(See note 1)
Notes to Consolidated Financial Statements — (Continued)
December 31, 2013, 2012 and 2011
II - 44
(10) Share-based Compensation
Our share-based compensation expense after the LG/VM Transaction represents amounts allocated to our company by Liberty
Global. The amounts allocated by Liberty Global to our company represent share-based compensation associated with the Liberty
Global share-based incentive awards held by certain employees of our subsidiaries. Share-based compensation expense allocated
to our company by Liberty Global is reflected as an increase to shareholders equity and is offset by any amounts recharged to us
by Liberty Global, as further described in note 11. Share-based compensation expense prior to the LG/VM Transaction includes
amounts for options, shares and performance shares related to the common stock of Old Virgin Media. Incentive awards are
denominated in U.S. dollars. As discussed in note 1, the Liberty Global share and share-based amounts set forth below have not
been adjusted to give effect to the 2014 Share Dividend.
The following table summarizes our share-based compensation expense, which is included in SG&A expense in our
consolidated statements of operations (in millions):
Successor Predecessor
Period from
June 8 to
December 31,
2013
Period from
January 1 to
June 7, 2013
Year ended
December 31,
2012
Year ended
December 31,
2011
Performance-based incentive awards ....................................... £ 3.0 £ 10.0 £ 7.2 £ 10.7
Other share-based incentive awards ......................................... 82.5 12.1 18.6 16.3
Total (a) ................................................................................ £ 85.5 £ 22.1 £ 25.8 £ 27.0
______________
(a) In connection with the LG/VM Transaction, the Virgin Media Replacement Awards (as defined and described below) were
remeasured as of June 7, 2013, resulting in an aggregate estimated fair value attributable to the post-transaction period of
£123.8 million. During the 2013 period following the LG/VM Transaction, £51.1 million of the June 7, 2013 estimated
fair value of the Virgin Media Replacement Awards was charged to expense in recognition of the Virgin Media Replacement
Awards that were fully vested on June 7, 2013 or for which vesting was accelerated pursuant to the terms of the LG/VM
Transaction Agreement on or prior to December 31, 2013. The remaining June 7, 2013 estimated fair value will be amortized
over the remaining service periods of the unvested Virgin Media Replacement Awards, subject to forfeitures and the
satisfaction of performance conditions.
The following table provides certain information related to share-based compensation not yet recognized for share incentive
awards held by Virgin Media employees related to Liberty Global ordinary shares as of December 31, 2013:
Liberty
Global
ordinary
shares (a)
Liberty
Global
performance-
based awards
Total compensation expense not yet recognized (in millions)...................................................... £ 39.4 £ 10.3
Weighted average period remaining for expense recognition (in years)....................................... 1.8 2.1
______________
(a) Amounts relate to awards granted or assumed by Liberty Global under (i) the Virgin Media Inc. 2010 Stock Incentive Plan
(as amended and restated effective June 7, 2013) (the VM Incentive Plan), (ii) certain other incentive plans of our company
pursuant to which awards may no longer be granted, and (iii) certain other incentive plans of Liberty Global as further
described below.