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February 28, 2008 |
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FIAT SPA: Board Approves Incentive Plan for Key Employees The Board of Directors of Fiat S.p.A. met Tuesday to discuss a new incentive plan to be authorized by the Stockholders Meeting of March 31, 2008. According to a press release, the company says that on the basis of the recommendation of the Compensation Committee and in view of current capital market conditions, the Board approved an Incentive Plan to address attraction and retention of key employees. The plan – which will be submitted, pursuant to Article 114bis of the Consolidated Financial Act to the next Stockholders’ Meeting – will be fashioned similarly to the Nov. 3, 2006 stock option grant in terms of achievement of predetermined performance criteria, vesting period, and the period available to exercise (from 2011 through 2014). The plan, if approved, will give Fiat the flexibility to grant a maximum aggregate amount of 4 million financial instruments either in the form of stock options or of Stock Appreciation Rights (SARs) to be awarded periodically through the end of 2010. SARs, subject to the vesting condition being satisfied, entitle the beneficiaries to a cash compensation based on the increase in the company’s ordinary stock price. Each SAR will give right to a compensation (to be settled either in cash or in ordinary shares) equal the difference between the company’s ordinary stock official price at the exercise date and the strike price at the granting date. Such SAR strike price will be equal to the arithmetical average of the official prices posted on the Italian Stock Exchange in the thirty calendar days prior to the grant date. Similarly, under the plan the company will be authorized to grant up to a maximum of 4 million stock options on a maximum 4 million of underlying ordinary shares (in the event no SARs are granted) or a number which together with the number of SARs issued will not exceed 4 million. Such stock options will be offered at a strike price equal to the arithmetical average of the official prices posted on the Italian Stock Exchange in the thirty calendar days prior to the grant date. The Plan will be serviced through treasury shares without issuance of new shares. About Fiat S.p.A. Headquartered in Turin, Italy, Fiat S.p.A. -- http://www.fiatgroup.com/ -- is one of the largest industrial groups in Italy and the fourth largest European-based automobile manufacturer, with revenues of EUR33.4 billion in the first nine months of 2005. Fiat's creditors include Banca Intesa, Banca Monte dei Paschi di Siena, Banca Nazionale del Lavoro, Capitalia, Sanpaolo IMI, and UniCredito Italiano. * * * As reported on Nov. 6, 2007, Moody's Investors Service changed the outlook on Fiat S.p.A. and subsidiaries' Ba3 Corporate Family Rating to positive from stable and affirmed its Ba3 long- term senior unsecured ratings as well as the short-term non-Prime rating. On Oct. 4, 2007, Fitch Ratings affirmed Fiat S.p.A.'s Issuer Default and senior unsecured ratings at BB- and Short-term rating at B. The company carries Standard & Poor's Ratings Services' BB long- term corporate credit rating. The compay also carries B short- term rating. S&P said the outlook is stable. |
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