Annual Report 2010 - Enel.com

that of a specific benchmark index calculated as the average
of the performance of the MIBtel index (weight:
50%) – replaced with the FTSE Italia All Share index after
an analogous substitution by Borsa Italiana in 2009
– and the Bloomberg World Electric Index (weight:
50%); and
> for the remaining 50% of the basic number of units
granted, a comparison on a total shareholders’ return
basis – for the period from January 1, 2008 to December
31, 2010 – between the performance of ordinary
Enel shares on the electronic stock exchange of Borsa
Italiana SpA and the benchmark index calculated as
the average of the performance of the MIBtel index
(weight: 50%) – replaced in 2009 with the FTSE Italia
All Share index as indicated above – and the Bloomberg
World Electric Index (weight: 50%).
The number that can be exercised may vary up or down
with respect to the basic unit grant by a percentage
amount of between 0% and 120% as determined on the
basis of a specific performance scale.
If the hurdle target is not achieved in the first two-year
period, the first tranche of 50% of the units granted may
be recovered if the same hurdle target is achieved over the
longer three-year period indicated above. It is also possible
to extend the validity of the performance level registered
in the 2008-2010 period to the 2008-2009 period,
where performance was higher in the longer period, with
the consequent recovery of units that did not actually vest
in the first two-year period because of the lower performance
level and on the condition that the first 50% of the
basic unit grant has not yet been exercised.
Exercise procedures
Once achievement of the hurdle target and the performance
objectives has been verified, of the total number of
units granted, 50% may be exercised as from the second
year subsequent to the grant year and the remaining 50%
as from the third year subsequent to the grant year, with
the deadline for exercising all the units being the sixth
year subsequent to the grant year.
In any event, each year the units can only be exercised
during four time windows of ten business days each (to
be announced by Enel over the course of the plan) in the
months of January, April, July and October.
Developments in the 2008
restricted share units plan
240 Enel Annual Report 2010 Consolidated financial statements
The review conducted by the Board of Directors to verify
satisfaction of the exercise conditions found the following.
For the first 50% of the basic units granted, in 2008-2009
the hurdle target for Group EBITDA had been achieved
and Enel shares had slightly outperformed the benchmark
index, meaning that according to the performance scale
100% of the units originally granted had vested.
For the remaining 50% of the basic grant awarded, in
2008-2010 the hurdle target for Group EBITDA had been
achieved and Enel shares significantly outperformed the
benchmark index, meaning that according to the performance
scale an amount equal to 120% of the units originally
granted had vested.
In view of the fact that the level of achievement of the performance
targets over the 2008-2010 period was higher
than that achieved in 2008-2009, it is therefore possible to
recovery the units that did not vest in 2008-2009 as a result
of the lower level of achievement of the performance
targets for beneficiaries who had not yet exercised the
first 50% of the basic units granted.