Acquisition of shares on market
It is the Company’s intention to settle the vesting of employee Options and Performance Awards by way of on-market acquisition of the requisite number of
shares. Consequently, at the date of granting of Performance Awards a corresponding deferred tax asset is recognised which represents the temporary
difference, which will crystallise when the underlying shares are acquired on market. Following the introduction of the TranShare Plan Trust, the Company
has the ability to purchase shares in advance of vesting.
Dividend Reinvestment Plan (DRP)
Transfield Services Limited introduced a DRP effective from the interim dividend for the year ending 30 June 2009. The DRP shares are issued at the
Average Market Price which is the average of the daily volume weighted average sale price per share of shares sold on the ASX during the 10 day trading
period that commences on the second trading day after the record date for the relevant dividend, minus any discount the Board may declare.
The DRP has a potential dilutive effect on the weighted average number of shares used for calculating the diluted earnings per share as disclosed in Note
35. No adjustment has been made to the diluted earnings per share for the impact of the DRP as the number of shares resulting from the DRP is dependant
on the participation rate which is at the discretion of shareholders and the number of shares resulting from the DRP is also dependant on future market
prices of shares.
On 19 August 2010 the Board resolved to suspend the DRP for the 2010 final dividend.
Shares held by equity compensation plans (Treasury shares)
Treasury shares are shares in Transfield Services Limited held by TranShare Plan Trust for the purpose of awarding shares under the TranShare deferred
retention incentive scheme, TEPAP and to facilitate the employee share plan (TranShare Plan) (refer Note 40).
Movements in Treasury Shares:
N umber of
Date Details shares acquired $’000
16 October 2008 Acquisition of shares on market 52,000 263
15 December 2008 Acquisition of shares on market 19,828 32
22 May 2009 Acquisition of shares from Peter Watson* 117,905 309
At 30 June 2009 189,733 604
18 September 2009 Acquisition of shares on market 50,000 211
5 November 2009 Acquisition of shares on market 150,000 617
9 March 2010 Acquisition of shares on market 40,000 170
21 April 2010 Acquisition of shares on market 50,000 199
20 May 2010 Acquisition of shares on market 15,000 63
Various dates Shares transferred to employees (504,385) (1,864)
Various dates Shares recovered from employees on resignation 14,661 -
At 30 June 2010 5,009 -
* Peter Watson had been awarded shares under the ST-DRI plan and these shares were held in his name, on termination of his contract with the Company, the Board elected to
pay Peter Watson the market value of his ST-DRI shares. The shares were consequently released to Peter Watson , re-acquired by the TranShare Plan Trust and allocated to
different participants in the ST-DRI plan.
Share Purchase Plan (SPP)
During the year, the Board approved a Share Purchase Plan which was announced to shareholders on 26 August 2010. Under the SPP, eligible shareholders
will have an opportunity to purchase shares in Transfield Services to a value of A$1,000, A$5,000, A$10,000 or A$15,000 at a discount and free from
brokerage and transaction costs. The new shares issued under the SPP will be offered at a five per cent discount to the average of the daily volume
weighed average price of Transfield Services shares over the five trading days immediately preceding the announcement of the SPP, namely 19 August 2010
to 25 August 2010 inclusive.
Funds raised through the SPP will be used initially to repay debt which will further strengthen our financial metrics. This provides Transfield Services with
greater balance sheet flexibility and facilitates the continued focus on organic and acquisitive growth and other development opportunities. The SPP will
assist our strategy of providing consistency of earnings and the generation of solid and reliable returns for all shareholders.