2007 Reference document (PDF) - Valeo

Change in stockholders’ equity
1. Stockholders’ equity
At December 31, 2007, stockholders’ equity including minority
interests increased by 30 million euros to 1,782 million euros,
compared to 1,752 million euros at December 31, 2006,
reflecting:
2. Share capital
2.1. Changes in share capital
The company’s share capital went from 77,580,617 shares with a par
value of 3 euros each at December 31, 2006 to 78,209,617 shares
with a par value of 3 euros each at December 31, 2007 following the
exercise of 622,738 stock subscription options granting entitlement
to 629,000 shares (4) .
At December 31, 2007, a potential maximum of 2,869,556 shares
could be issued upon exercise of stock options awarded to the
Group’s employees and corporate officers. At that date, all of the
OCEANE bonds were outstanding and were convertible and/or
exchangeable for 10,105,439 shares (5) .
2.2. Treasury shares
At year-end, Valeo held 1,432,804 of its own shares (1.83% of the
share capital) with a unit value (based on their purchase price) of
34.115 euros. At December 31, 2006, Valeo held 686,704 of its own
shares (0.89% of the share capital).
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Management Report
Change in stockholders’ equity
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deductions: the payment of 85 million euros in dividends relating
to 2006;
additions: net income for the year of 88 million euros and net
actuarial gains on pension plans and financial instruments totaling
47 million euros.
At December 31, 2007, the number of treasury shares to be
allocated upon exercise of stock options stood at 993,017, compared
to 617,704 shares at December 31, 2006. This increase reflects:
(i) 448,325 shares acquired on November 5, 2007 to cover the
implementation of the agreement for partial management of its
share buyback program entered into with an investment services
provider on August 31, 2007; and (ii) the exercise of 72,234 stock
options by Group employees granting entitlement to 73,012 shares
at a price of 38.06 euros each. Trading fees as well as the fees
relating to the management agreement entered into with the
investment services provider totaled 20,400 euros. All of these shares
have been allocated to cover the allotment of shares to employees
representing their participation in the proceeds of the company’s
expansion, and the implementation of stock option plans as well
as company savings plans, in accordance with certain objectives of
the share buyback program as ratified by the Combined Annual and
Extraordinary Shareholders’ Meeting held on May 21, 2007.
The remaining treasury shares (439,787 at December 31, 2007,
compared to 69,000 shares at December 31, 2006) are earmarked
(4) Following the public share buyback offer and simplified public tender offer carried out in May and June 2005, which resulted in Valeo purchasing its own
shares at an amount higher than the publicly quoted price, the allocation ratio for stock subscription and purchase options stood at 1.01 share per option.
(5) Following the public share buyback offer and simplified public tender, and in accordance with applicable regulations and the contract governing the
OCEANE bond issue, the conversion/exchange ratio applicable to the bonds was amended from 1 share per bond to 1.013 share per bond.
2007 Reference document - VALEO
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