Annual Report 2006 ISS Global A/S

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1 January – 31 December. Amounts in DKK millions
4. Share-based payments
Warrant programmes
At 1 January 2006, certain members of Key Management and senior managers of ISS Global held warrants issued under two warrant
programmes.
1999 warrant programme
At 1 January 2006, 663,000 warrants were outstanding under the 1999 warrant programme. All of these warrants expired out-of-the
money on 6 May 2006.
2000 warrant programme
At 1 January 2006, 322,000 warrants were outstanding under the 2000 warrant programme. The subscription price ranged from DKK
514 to DKK 522 and the warrants were exercisable for a period of 30 days following the announcement of the annual results for the
years 2003-2006. The outstanding warrants are exercisable within a period of 30 days following the announcement of ISS’s Annual
Report 2006. The warrants expire on 10 May 2007. ISS Global believes that the value of the outstanding warrants under the 2000
warrant programme was insignificant at 31 December 2006.
FS Invest warrant programme
In July 2006, funds advised by EQT Partners and Goldman Sachs Capital Partners (the “Principal Shareholders”) established a
management participation programme. As part of the programme, Key Management and senior managers of ISS Global were
granted a total of 784,272 warrants in FS Invest S.à.r.l (“FS Invest”), ISS’s ultimate parent. The warrants were issued in two series, A
and B, both expiring on 1 June 2014. The estimated FS Invest share price at the time of the grant was DKK 1,019 per share. The
warrants entitle the holder to subscribe for FS Invest shares at an exercise price of DKK 2,039 and DKK 2,549 per share for warrants
in series A and series B, respectively, in a proportion which is determined by the exercise restrictions set out below. The warrants are
exercisable for a period of 30 business days prior to and ending on 1 June 2014.
The warrants under the above-mentioned programmes are non-transferable.
FS Invest warrants granted to Key Management and senior managers of ISS Global in 2006
Warrants granted in 2006 -
Warrants forfeited in 2006 -
Outstanding at 31 December 2006 -
Key Management Senior managers Total
Series A Series B Series A Series B Series A Series B
356,976
(231,552)
125,424
32,882
(1,515)
31,367
394,414
(8,839)
385,575
32,882
(1,515)
31,367
751,390
(240,391)
510,999
In total, 784,272 warrants were granted under series A and B, 241,906 warrants were forfeited in 2006 and at 31 December 2006, the
number of outstanding warrants was 542,366.
Accounting
In accordance with the provisions of IFRS 2 Share-based Payment, ISS applies IFRS 2 to grants of warrants that were granted after 7
November 2002, and had not yet vested at 1 January 2005.
Share-based payments not within the scope of IFRS 2
The outstanding warrants issued by ISS A/S are not within the scope of IFRS 2, and the fair value of these instruments has not been
expensed in the income statement.
Share-based payments within the scope of IFRS 2
The FS Invest warrants granted to Key Management and senior managers of ISS Global are within the scope of IFRS 2. The sharebased
payment transactions including FS Invest warrant grants to ISS Global officers are accounted for as equity-settled transactions
in the consolidated financial statements of ISS. In 2006, expenses of DKK 1 million were recognised in the consolidated financial
statements under Other income and expenses, net.
Continues
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ANNUAL REPORT 2006 / Consolidated Financial Statements
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