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GSK Annual Report 2002

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34 Employee share schemes continued<br />

Notes to the financial statements GlaxoSmithKline 121<br />

Employee Share Ownership Trusts<br />

The Group sponsors Employee Share Ownership Trusts to acquire and hold shares in GlaxoSmithKline plc to satisfy awards made under<br />

employee incentive plans and options granted under employee share option schemes. The trustees of the Employee Share Ownership Trusts<br />

purchase shares on the open market with finance provided by the Group by way of loan or contributions. The expected cost of the<br />

obligations to deliver shares under the schemes are normally spread over the periods of service in respect of which the awards and options<br />

are granted. An accelerated charge was made in 2000 in respect of the outstanding cost of providing shares for awards and options which<br />

became exercisable solely as a result of the merger.<br />

Shares held for share award schemes <strong>2002</strong> 2001<br />

Number of shares (000) 7,055 6,701<br />

£m £m<br />

Nominal value 2 2<br />

Cost less provision 75 58<br />

Market value 84 115<br />

Shares held for share option schemes <strong>2002</strong> 2001<br />

Number of shares (000) 174,256 180,708<br />

£m £m<br />

Nominal value 44 45<br />

Cost less provision 2,751 2,878<br />

Market value 2,077 3,114<br />

The Trusts also acquire and hold shares to meet notional dividends re-invested on deferred awards under the SmithKline Beecham<br />

Mid-Term Incentive Plan. The trustees have waived their rights to dividends on the shares held by the Employee Share Ownership Trusts.<br />

Option pricing<br />

For the purposes of valuing options to arrive at the stock-based compensation adjustment in the Reconciliation to US accounting principles in<br />

Note 37, the Black-Scholes option pricing model has been used. The assumptions used in the model for <strong>2002</strong> and 2001 are as follows:<br />

<strong>2002</strong> 2001<br />

Risk-free interest rate 4.2% – 5.4% 4.5% – 5.0%<br />

Dividend yield 1.9% 1.8% – 1.9%<br />

Volatility 33% 33%<br />

Expected lives of options granted under:<br />

Share option schemes 5 years 5 years<br />

Savings related share option schemes 3 years 3 years<br />

35 Related party transactions<br />

GlaxoSmithKline held a 23 per cent interest in Quest Diagnostics Inc. throughout <strong>2002</strong>. This holding was reduced to 21 per cent in February<br />

2003 following Quest’s acquisition of Unilab Corporation. In December <strong>2002</strong> GlaxoSmithKline and Quest amended the terms of their Global<br />

Trials Agreement, which is a long-term contractual relationship under which Quest is the primary provider of clinical laboratory testing to<br />

support the Group’s clinical trials testing requirements worldwide.<br />

In February <strong>2002</strong>, Mr Ingram, then a member of the CET, purchased a portion of land being part of a residential property owned by the<br />

Group that was adjacent to Mr Ingram’s own residence. The total sale price was $16,500 based on an independent valuation of the land.<br />

The Group subsequently determined that retention of the residential property no longer served its business needs and listed the property<br />

for sale. An independent valuation of the property on 3rd June <strong>2002</strong> valued it at $1,050,000 and the property was offered for sale through<br />

an estate agent. Mr Ingram made the highest offer for the property and purchased it from the Group for total consideration of<br />

$1,070,000.<br />

36 GlaxoSmithKline plc investment in subsidiary companies<br />

During <strong>2002</strong>, GlaxoSmithKline plc initiated an internal reorganisation, as a result of which the company acquired direct investments in<br />

subsidiary companies which had previously been held as indirect investments.

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