Vistaprint 2006 Annual Report Download - page 80

Table of Contents VISTAPRINT LIMITED
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Years Ended June 30, 2006, 2005 and 2004
(in thousands, except share and per share data)
Company, which the Company received on October 5, 2005, were approximately $61,400 after deducting underwriting discounts. Upon the closing
of the IPO, all of the Company’s outstanding convertible preferred shares converted into an aggregate of 22,720,543 common shares.
10. Shareholders’ Equity
Share Options
The Company’s 2000−2002 Share Incentive Plan (the “2000−2002 Plan”) provided for employees, officers, non−employee directors,
consultants and advisors to receive restricted share awards or be granted options to purchase the Company’s common shares. Under the
2000−2002 Plan, the Company reserved an aggregate of 9,000,000 common shares for such awards. The Board of Directors determined that no
further grants of awards under the 2000−2002 Plan would be made after the IPO. As of June 30, 2006, there were options to purchase 4,738,488
common shares outstanding under the 2000−2002 Plan. Upon the IPO, all shares reserved for issuance but not yet granted under the 2000−2002
Plan were transferred to the Company’s 2005 Equity Incentive Plan (the “2005 Plan”) and 2005 Non−Employee Directors’ Share Option Plan (the
“Directors’ Plan”). Options previously granted to U.S. tax residents under the 2000−2002 Plan were either “Incentive Stock Options” or
“Nonstatutory Options” under the applicable provisions of the U.S. Internal Revenue Code.
The 2005 Plan, adopted by the Board of Directors in July 2005, provides for employees, officers, non−employee directors, consultants and
advisors to receive restricted share awards or other share−based awards or be granted options to purchase common shares. Under the 2005
Plan, as of June 30, 2006, the Company had reserved an aggregate of 2,420,383 shares for such awards. The number of shares available for
award may be increased by up to 500,000 shares on April 1st of each year, from 2006 until 2015, subject to an overall maximum of 2,000,000
shares. The number of shares available for grant was increased by 500,000 shares on April 1, 2006. In addition, in the event that an outstanding
award under the 2000−2002 Plan terminates without being exercised in full, the remaining unexercised shares subject to such award will be added
to the shares available for award under the 2005 Plan. As of June 30, 2006, there were options outstanding in the amount of 1,057,632 common
shares under the 2005 Plan.
While the Company may grant options to employees, officers, non−employee directors, consultants and advisors which become
exercisable at different times or within different periods, the Company has generally granted options to employees, officers, non−employee
directors, consultants and advisors that are exercisable on a cumulative basis, with 25% exercisable on the first anniversary of the date of grant,
and 6.25% quarterly thereafter. The requisite service period is normally four years. The contractual life of the options is ten years.
The Directors’ Plan provides for non−employee directors of the Company to receive option grants upon initial appointment as a director and
annually thereafter in connection with the Company’s annual general meeting of shareholders. Under the Directors’ Plan, the Company initially
reserved 250,000 shares for such awards. The number of shares available under the Directors’ Plan may be increased annually on July 1 st of each
year, from 2006 until 2015, by an amount equal to the number of shares granted during the Company’s prior calendar year under the Directors’
Plan. As of June 30, 2006, there were no options outstanding under the Directors’ Plan.
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