Logitech 2005 Annual Report Download - page 139

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LOGITECH INTERNATIONAL S.A., APPLES
NOTES TO SWISS STATUTORY FINANCIAL STATEMENTS—(Continued)
In October 2003, the Board of Directors authorized the repurchase of up to CHF 40,000,000 of the Holding
Company’s registered shares/ADSs. This program expired in March 2004 upon completion of the purchase of
665,000 registered shares. A similar program approved in February 2003 was completed in September 2003
when the Holding Company repurchased 1,772,236 registered shares for approximately CHF 75,000,000.
In April 2004, the Company announced a new buyback program of up to CHF 250,000,000 of the Holding
Company’s registered shares. The program expires at the Company’s 2006 Annual General Meeting. In June
2004, the Company’s shareholders approved a proposal authorizing the number of share repurchases to exceed
10% of the Company’s share capital. At March 31, 2005, the Company had repurchased 2,775,000 registered
shares, under this program, for approximately CHF 167,670,000.
Treasury shares are recorded as a long-term asset at the lower of cost or market value in the event the
market value is deemed to represent a permanent diminution in value. The disposal of treasury shares during the
period was to the Company’s directors and employees under the Holding Company’s share option and share
purchase plans. The gain or loss on the disposal of repurchased treasury shares is recorded in the statement of
income.
Note 5 — Authorized and Conditional Share Capital Increases:
Authorized capital
In June 2004, the Company’s shareholders renewed their approval of 10,000,000 authorized registered
shares for use in acquisitions, mergers and other similar transactions, valid through the period ending June 2006.
Conditional capital
In June 1996 and June 1995, the Company’s shareholders approved the availability of 8,000,000 and
6,000,000 conditional registered shares. In June 2002, the shareholders approved the continued availability of the
aforementioned amounts and approved an additional 6,000,000 conditional registered shares. The remaining
number of conditional registered shares at March 31, 2005 was 15,165,465, which are available for issuance
upon the exercise of employee stock options and the issuance of shares under the Company’s employee share
purchase plans. During fiscal years 2005 and 2004, no shares were issued from the aforementioned amounts of
conditional shares available. In fiscal years 2005 and 2004, all stock options and purchase plan commitments
were satisfied from treasury shares held by the Holding Company.
In addition to the aforementioned, the shareholders in June 2001 approved the creation of an additional
2,725,000 conditional registered shares to cover the conversion rights associated with the issue of a convertible
bond by Logitech Jersey Ltd, a subsidiary of the Holding Company. At March 31, 2005, none of the
aforementioned conditional registered shares had been issued.
Note 6 — Significant Shareholders:
The Holding Company’s share capital consists of registered shares. To the knowledge of the Holding
Company, the only beneficial owner holding more than 5% of the voting rights of the Holding Company at
March 31, 2005 is Mr. Daniel Borel, a founder of the Company and its Chairman of the Board, who holds
3,146,000 shares or approximately 6.6%.
LISA-6