Share-based Payment Program


The vesting period for the 2006 share-based payment program expired on March 27, 2008. The share options allocated within the scope of the 2006 share option plan expired during the reporting period, without replacement or compensation, as the average price of Wincor Nixdorf shares remained below the exercise price of the 2006 share option plan during the exercise period.

As of April 8, 2008 Wincor Nixdorf granted 496,830 share options for an exercise price of €55.33 under another share-based payment program to its managers (share-based payment program 2008). The vesting period of the share options is two years. Each share option entitles the bearer to purchase one share in the company at the exercise price (strike price). There is no limit to the profit which can accrue upon purchase. In each case, the exercise price is equivalent to 110% of the average exchange price on the ten stock exchange trading days that immediately preceded the issue of stock options on April 8, 2008; it takes account of distributions made during the life of the options, such as dividend payments and any drawing rights or other special rights. The target criteria have not been subsequently lowered during the life of the program up to now. In order to sign up to acquire, and later exercise, share options employees must make a separate private investment in Company shares at a ratio of 1:10 (shares : share options), and such shares must be held by them for the entire holding period of two years. The share option must be exercised within the last ten stock exchange trading days prior to the conclusion of the vesting period, effective from the end of the final day of the vesting period. The Company is entitled to settle the options either in shares or cash. Basically, the holder of the option has to remain in the Company’s employ until the end of the vesting period.

The fair value of the option of €10.10 has been calculated by the application of the Black-Scholes-Merton formula by an external expert. The following inputs have been used (after capital increase):

 

 

Exercise price of the option

€55.33

Expected volatility

40.6%

Option life

2 years

Expected dividend

€4.36

Risk-free interest rate

4.638%

Fluctuation of employees

3.2%

Expected volatility is the average of the historic volatilities of the Wincor Nixdorf share for 1-month, 6-months and 1-year period.

The changes in the composition of share options are as follows (share-based payment program 2005–2008):

 

 

 

 

 

 

9 months 2007/2008

9 months 2006/2007

 

Number

Average
exercise
price

Number

Average
exercise
price

As of October 1

786,980

64.91

684,280

46.25

Granted during the period

496,830

55.33

474,480

69.40

Exercised during the period

0

321,040

34.57

Expired during the period

331,000

58.66

37,460

40.55

As of June 30

952,810

62.09

800,260

64.92

Exercisable as of June 30

0

0

The share-based payment programs 2005, 2006 and 2007 are described in detail in the Notes to the Group financial statements as of September 30, 2007.

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