2005 Annual report - Virbac

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42 Stock options The Virbac Executive board, in line with the authorisation of the general shareholders meeting, granted stock options in the company to certain employees and managers of Virbac SA and its subsidiaries. Each option gives the right to purchase one Virbac share at a fixed price and referred to as the exercise price. Beneficiaries are subject to a vesting period and may only exercise 50% of their options 2 years from the date of grant and the remaining 50% after 3 years. The options expire if they have not been exercised six years from the date on which they are granted or if the beneficiary leaves the Group during the lockout period. Shares purchased via options may not be disposed of until five years from the commencement date of the 2000 plan and four years from the commencement date of the following plans. The number and price of the purchase options changed as follows: 2005 2004 Options Average price Options Average price (in euros) (in euros) Options outstanding at the start of the period 357,900 21.94 384,900 21.85 Options granted during the period - - - - Options exercised -145,477 18.73 -3,000 19.98 Options cancelled -2,200 28.80 -24,000 20.75 Options outstanding at the end of the period 210,223 24.09 357,900 21.94 Of which exercisable options 124,423 181,700 Members of the Executive board benefited from the following stock option plans: 2000 Plan 2001 Plan 2002 Plan 2003 Plan Exercise price €16.61 Exercise price €21.66 Exercise price €32.88 Exercise price €22.87 Member of the Executive board Number Number Number Number Éric Marée 8,000 18,000 12,000 18,000 Pierre Pagès 8,000 8,000 6,000 8,000 Christian Karst 8,000 8,000 6,000 8,000 Michel Garaudet 4,000 3,200 2,000 6,000 No stock option plan commenced in 2004 or in 2005. Information on shareholders and stock market performance Virbac provides clear, consistent and transparent information to its individual and institutional shareholders and their advisers (financial analysts). The information is relayed by means of press releases and the publication of Group quarterly sales and half-yearly profits. The publication of the profits of the North American businesses is nevertheless subject to the rules with which Virbac Corporation must comply with regard to its own disclosures to the stock market on which it is listed: Virbac SA can thus only publish information on the position in the United States as often as Virbac Corporation can itself publish this information. Relations with individual investors The www.virbac.com website has an investor relations section that is regularly updated. It allows the Group’s financial information to be consulted and downloaded: press releases, annual and half-yearly financial statements, annual report…Internet users may also send questions pertaining to Group financial matters to the following address: finances@virbac.com. Relations with institutional investors ◆ Senior managers keep in close contact with investors and analysts, in particular meeting them throughout the year primarily in the Paris and London markets. ◆ Meetings and conference calls with analysts are organised to coincide with the publication of profits, acquisitions or other major events of significance for the Group.
43 ◆ Investors and analysts are welcome to contact the Financial affairs department for all questions on Group strategy, products and significant events. Stock market data and ratios Provisional financial communications timetable for 2006: ◆ first quarter sales 2006, 13 April 2006, ◆ second quarter sales 2006, 18 July 2006, ◆ first half profits 2006, 12 October 2006, ◆ third quarter sales 2006, 12 October 2006, ◆ annual sales 2006, 18 January 2007. (in euros) 2004 2005 At 31 March 2006* Price: High 31.95 41.50 42.75 Low 24.03 25.87 37.50 Average 27.99 33.11 40.40 Closing 26.10 39.80 41.80 Group price/earnings ratio: High 20.7 22.9 23.5 Low 15.6 14.2 20.7 Monthly average 18.2 18.2 22.3 Closing 16.9 21.9 23.0 Net rate of return: At average price 2.0% 2.0% 1.6% At closing price 2.1% 1.6% 1.6% Trading volumes 1,650,896 1,734,222 371,706 Average trading volume per session 6,374 6,774 5,719 Stock market capitalisation at end of period (€ million) 227.4 346.8 364.3 (*) Price/earnings ratio calculated on 2005 earnings Share capital distribution at 31 December 2005 The share capital distribution at 31 December 2005 was as follows: Shares Voting rights As a % As a % of share capital of voting rights Dick family Group 4,072,720 8,137,360 46.74% 64.34% Financière de l’Échiquier 665,770 665,770 7.64% 5.26% Company savings plan 76,519 153,038 0.88% 1.21% General public 3,667,784 3,691,199 42.09% 29.19% Treasury shares 231,559 - 2.66% 0.00% TOTAL 8,714,352 12,647,367 100.00% 100.00% Outlook for 2006 2006 is expected to be a transitional year for the Group’s expansion. We expect our above-mentioned bid in the US to be accepted, but also the completion of the acquisition of the Glaxo veterinary business in India, a deal that will propel us to leadership position in a market that is expected to grow significantly over the coming years and decades. Two deals prefigure the Group’s medium-term growth, which we hope to speed up in America and in Asia. Independently of these planned acquisitions, we expect growth in 2006 to match, if not slightly exceed, that in 2005 and operating profitability in line with that in 2005 as a percentage of sales, since we intend to invest the expected operating gains in increasing R&D budgets, in particular in the US.
Page 1 and 2: 2005 Annual report Passionate about
Page 3 and 4: Bringing our expertise and care to
Page 5 and 6: 1 Contents A message from the Chair
Page 7 and 8: 3 Éric Marée Chairman of the Exec
Page 9 and 10: 5 Breakdown of shareholders in term
Page 11 and 12: 7 In 2005, 30% of sales were genera
Page 13 and 14: 9 Cash flow (in € million) 39.9 2
Page 15 and 16: 11 • A new freeze-dryer with a ca
Page 17 and 18: 13 Finance and stock market Share p
Page 20 and 21: 2005 Annual Report 16 Innovation Mo
Page 22 and 23: 2005 Annual Report 18 The customer
Page 24 and 25: 20 2005 Annual Report The Virbac-Pa
Page 26 and 27: 2005 Annual Report 22 Industrial co
Page 28 and 29: 2005 Annual Report 24 Human resourc
Page 30: 2005 Annual Report 26
Page 33 and 34: 29 Management report 2005 Virbac sa
Page 35 and 36: 31 ❖ Equine Equine products close
Page 37 and 38: 33 ❖ In Portugal 2005 sales at Vi
Page 39 and 40: 35 Acquisitions and disposals Virba
Page 41 and 42: 37 Consolidated balance sheet and f
Page 43 and 44: 39 A resolution will be submitted f
Page 45: 41 - Member of the Management board
Page 49 and 50: 45 ◆ checking air emissions, ◆
Page 51 and 52: 47 Virbac in France Workforce Virba
Page 53 and 54: 49 Report of the Chairwoman of the
Page 55 and 56: 51 financial information, execution
Page 57 and 58: 53 This organisation, put in place
Page 59 and 60: 55 the recognition of transactions
Page 61 and 62: 57 The Industrial operations depart
Page 63 and 64: 59 Consolidated financial statement
Page 69 and 70: 65 Translation of financial stateme
Page 71 and 72: 67 Inventories and work-in-progress
Page 73 and 74: 69 In the case of exchange rate hed
Page 75 and 76: 71 Notes to the consolidated financ
Page 77 and 78: 73 Property, plant and equipment by
Page 79 and 80: 75 Note B7 - Deferred income tax As
Page 81 and 82: 77 Note B12 - Employee benefits (
Page 83 and 84: 79 Note R1 - Sales Sales breakdown
Page 85 and 86: 81 Note R6 - Breakdown of net incom
Page 87 and 88: 83 Note A4 - Composition of Virbac
Page 89 and 90: 85 Note A10 - Consolidation scope a
Page 91 and 92: 87 Transition to IFRS Consolidated
Page 93 and 94: 89 Transition to IFRS LIABILITIES A
Page 95 and 96: 91 Transition to IFRS Breakdown of
Page 97 and 98:
93 Supervisory board report The Exe
Page 99 and 100:
95 As required by law, details of t
Page 101 and 102:
97 ❖ to record the finalisation o
Page 103 and 104:
99 Index Page 5 ◆ Shareholder str
Page 105:
Virbac 13 ème rue LID - BP 27 0651
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2005 Annual report - Virbac

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