Peachtree 2012 Annual Report Download - page 133

Overview
Performance
Governance
9
9.1 Called up share capital
Authorised
2012
£m
2011
£m
1,860,000,000 (2011: 1,860,000,000) ordinary shares of 1p each 18.6 18.6
Issued and fully paid
2012
shares
2012
£m
2011
shares
2011
£m
At 1 October 1,323,837,836 13.2 1,317,360,582 13.2
issued/proceeds 5,679,734 0.1 6,477,254 –
At 30 September 1,329,517,570 13.3 1,323,837,836 13.2
Potential issues of ordinary shares
Certain senior executives hold options to subscribe for shares in the Company at prices ranging from 134.00p to 270.00p under the share option schemes
approved by shareholders. Details of the number of shares subject to options, the periods in which they were granted and the periods in which they may be
exercised are given in note 14.1 of the Group financial statements.
Share-based payments
The grants and related accounting treatment adopted by the Company under FRS 20, “Share-based Payment”, are identical to those adopted by the Group
under IFRS 2, “Share-based Payment”. For details refer to note 14.2 in the Group financial statements.
9.2 Reserves
Treasury
shares
£m
Merger
reserve
£m
Total
other
reserves
£m
Share
premium
account
£m
Profit and
loss account
£m
Total
£m
At 1 October 2011 (9.5) 61.1 51.6 513.2 228.4 793.2
New shares issued – – – 11.3 – 11.3
Utilisation of treasury shares 8.6 – 8.6 – (8.6) –
Purchase of treasury shares (299.8) – (299.8) – – (299.8)
Expenses related to purchase of treasury shares – – – – (2.0) (2.0)
Close period share buyback programme – – – – (10.0) (10.0)
Profit for the financial year – – – – 574.0 574.0
Dividends paid to owners of the Company – – – – (136.5) (136.5)
Equity-settled transactions – – – – 1.2 1.2
At 30 September 2012 (300.7) 61.1 (239.6) 524.5 646.5 931.4
Treasury shares
Purchase of treasury shares
Shares purchased under the Group’s buyback programme are not cancelled but are retained in issue and represent a deduction from equity attributable to
owners of the parent. During the year the Group purchased 104,628,376 shares (2011: nil) at a cost of £299.8m (2011: £nil) representing 7.9% of issued share
capital. Shares were repurchased at a weighted average price of 273.60p per share, the highest and lowest prices paid for these shares were 325.00p per share
and 245.40p per share respectively.
Close period share buyback programme
The close period buyback programme for £60.0m (2011: £50.0m) relates to the purchase of the Company’s own shares. Deutsche Bank AG has been appointed
to manage the irrevocable buyback programme during the close period which commenced on 1 October 2012 and will run up until 5 December 2012.
Employee share trust
The Company holds treasury shares in a trust which was set up for the benefit of Group employees. The Trust purchases the Company’s shares in the market
or is gifted them by the Company for use in connection with the Group’s share-based payments arrangements. The Trust holds 710,403 ordinary shares in the
Company (2011: 3,689,182) at a cost of £0.9m (2011: £9.5m) and a nominal value of £7,104 (2011: £36,891).
The Trust originally purchased the shares in 2006, and further shares were acquired by the Trust in 2010 with the cost being reflected in retained earnings. These
shares were acquired by the Trust in the open market using funds provided by the Company. In February 2012 the Company gifted 3,500,000 shares from
purchased treasury shares to the trust. During the year, 6,478,779 shares were utilised to meet obligations under the Performance Share Plan.
The costs of funding and administering the scheme are charged to the profit and loss account of the Company in the period to which they relate. The market
value of the shares at 30 September 2012 was £2.2m (2011: £9.5m).
Financial statements
131
The Sage Group plc | Annual Report & Accounts 2012