Annexure B

for the year ended 31 December 2011
 

EQUITY COMPENSATION BENEFITS

1. Anglo American Platinum Share Option Scheme (equity-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
487,596
487,596
509,746 509,746
Granted during the year iro rights offer
53,142 53,142
Exercised during the year
(110,765)
(110,765)
(75,292) (75,292)
Lapsed during the year
(33)
(33)
Outstanding at 31 December
376,798
376,798
487,596 487,596
Exercisable at the end of the year
376,798
376,798
487,596 487,596
Number of share options exercised
110,765
110,765
75,292 75,292
Allocation price per share (R)
229 – 499
229 – 499
229 – 336 229 – 336
Weighted average share price at date of exercise (R)
592
592
739 739
 

Terms of the options outstanding at 31 December

  Allocation price
 R
2011
Number
2010
Number
Expiry date      
31 December 2011 287.06 – 312.75
5,108
31 December 2012 318.34 – 499.44
12,973
15,255
31 December 2013 201.20 – 350.88
214,622
244,223
31 December 2014 235.79 – 332.19
149,203
223,010
   
376,798
487,596
 
Options are exercisable as follows and the only vesting condition is remaining in the Group’s employ:
20% – two years after allocation
40% – three years after allocation
60% – four years after allocation
100% – five years after allocation

Subject to certain circumstances, which include, inter alia, the retrenchment or death of a participant, each option granted will remain in force for a period of 10 years from the date of the granting of such option. Where employees retire, options vest on date of retirement.

For purposes of IFRS 2, a binomial option-pricing model was applied and no options were granted during the year.
 

2. Anglo American Platinum Share Option Scheme (cash-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January 
130,179
130,179
174,467 174,467
Exercised during the year
(7,662)
(7,662)
(38,212) (38,212)
Lapsed during the year
(6,076) (6,076)
Outstanding at 31 December
122,517
122,517
130,179 130,179
Exercisable at the end of the year
122,517
122,517
130,179 130,179
Number of share appreciation
7,662
7,662
38,212 38,212
Allocation price per right (R)
214 – 425
214 – 425
214 – 320 214 – 320
Exercise price per right (R)
553 – 717
553 – 717
766 766
 

Terms of the options outstanding at 31 December

  Allocation price
   R
2011
Number
2010
Number
Expiry date      
31 December 2011 335 – 358
965
1,379
31 December 2012 303 – 425
5,269
13,316
31 December 2013 183 – 318
61,319
56,895
31 December 2014 220 – 320
54,964
58,589
   
122,517
130,179
 
Options are exercisable as follows and the only vesting condition is remaining in the Group’s employ:
20% – two years after allocation
40% – three years after allocation
60% – four years after allocation
100% – five years after allocation

Subject to certain circumstances, which include, inter alia, the retrenchment or death of a participant, each option granted will remain in force for a period of 10 years from the date of the granting of such option. Where employees retire, options vest on date of retirement.

For purposes of IFRS 2, a binomial option-pricing model is applied and no options were granted during the year.
 

3. Anglo American Platinum Employee Share-appreciation Scheme (cash-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
121,251
121,251
141,696 141,696
Exercised during the year
(10,152)
(10,152)
(17,683) (17,683)
Lapsed during the year
(2,882)
(2,882)
(2,762) (2,762)
Outstanding at 31 December
108,217
108,217
121,251 121,251
Exercisable at the end of the year
108,217
108,217
121,251 121,251
Number of share options exercised
10,152
10,152
17,683 17,683
Allocation price per share (R)
220 – 345
220 – 345
  230 – 368 230 – 368
Weighted average share price at date of exercise (R)
629
629
709 709
 

Terms of the options outstanding at 31 December

  Allocation price
R
2011
Number
2010
Number
Expiry date      
31 December 2014 220
7,370
7,370
31 December 2015 211 – 345
100,847
113,881
   
108,217
121,251
 
The share appreciation rights are exercisable as follows:

100% – three years after allocation if a US dollar headline earnings per share growth target is met. The growth target is remeasured in years four and five if not met earlier.

Subject to certain circumstances, which include, inter alia, the retrenchment or death of a participant, each right granted will remain in force for a period of 10 years from the date of the granting of such option. Where employees retire, options vest on date of retirement.

For purposes of IFRS 2, a binomial option-pricing model is applied and the proportion of shares that are expected to vest is based on management’s best estimate of US dollar headline earnings per share. No instruments were granted under this plan during the course of the year.
 

4. Anglo American Platinum Employee Share-ownership Scheme (equity-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
6,226
666,269
672,495
6,226 721,988 728,214
Exercised during the year
(11,183)
(11,183)
(32,337) (32,337)
Lapsed during the year
(84,381)
(84,381)
(23,382) (23,382)
Outstanding at 31 December
6,226
570,705
576,931
6,226 666,269 672,495
Exercisable at the end of the year
129,925
129,925
147,678 147,678
Number of share options exercised
11,183
11,183
32,337 32,337
Allocation price per share (R)
454 – 763
454 – 763
454 – 763 454 – 763
Weighted average share price at date of exercise (R)
639
639
725 725
 

Terms of the options outstanding at 31 December

Expiry date Allocation price
R
2011
Number
2010
Number
31 December 2016 453.90 – 762.73
129,925
147,678
31 December 2017 960.56 – 989.15
176,606
210,522
31 December 2018 707.92 – 1,275.46
270,400
314,295
   
576,931
672,495
 
The share ownership rights are exercisable as follows:

100% – three years after allocation if a US dollar headline earnings per share growth target is met. The growth target is remeasured in years four and five if not met earlier.

Should the growth target be met, the rights granted will remain in force for a period of 10 years from the date of granting of such options.

For purposes of IFRS 2, a binomial option-pricing model is applied and the proportion of shares that are expected to vest is based on management’s best estimate of US dollar headline earnings per share. No instruments were granted under this plan during the year.
 

5. Anglo American Platinum Long-term Incentive Plan (equity-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
37,197
89,186
126,383
22,362 184,117 206,479
Granted during the year
21,481
31,886
53,367
14,252 20,566 34,818
Granted during the year iro rights offer
583 2,037 2,620
Conditional forfeiture during the year1
(6,215)
(38,523)
(44,738)
(114,044) (114,044)
Lapsed
(10,394)
(10,394)
(3,490) (3,490)
Outstanding at 31 December
52,463
72,155
124,618
37,197 89,186 126,383
Exercisable at the end of the year
Number of awards allocated during the year
21,481
31,886
53,367
14,252 20,566 34,818
Expiry date
2014
2014
2014
2013 2013 2013
Allocation price per share (R)
n/a
n/a
n/a
n/a n/a n/a
1 The performance criteria were not met.
 
 
2011
Number
2010
Number
Expiry date    
31 December 2011
30,962
47,084
31 December 2012
40,289
44,481
31 December 2013
53,367
34,818
 
124,618
126,383
 
Options are exercisable as follows:

100% – three years after allocation. For grants prior to 2009, 50% of the grant is subject to a return on capital employed target being met and the other 50% on a total shareholder’s return target. From 2009 to 2010 onwards, 100% of the grant is subject to a total shareholder’s return target. In 2011, 50% of the grant is subject to a total shareholders’ return target and 50% of the grant is subject to an asset optimisation and supply chain target.

For purposes of IFRS 2, the grant price is discounted with the dividend yield and the proportion of shares that is expected to vest is based on management’s expectation of return on capital employed. The fair value of the market condition (total shareholder’s return) is measured using a Monte Carlo simulation. Expected volatility is based on historic volatility of 46.6% on average for 2011 (2010: 46.8%). The weighted average fair value of long-term incentive plan rights granted during the year is R228.46 (2010: R243.29). A risk-free rate of 7.06% (2010: 7.10%) and a dividend yield of 1.1% (2010: 0%) was applied.
 

6. Anglo American Platinum Non-conditional Long-term Incentive plans (equity-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
31,283
31,283
33,110 33,110
Granted during the year iro rights offer
847 847
Exercised during the year
(29,981)
(29,981)
(1,233) (1,233)
Lapsed
(1,302)
(1,302)
(1,441) (1,441)
Outstanding at 31 December
31,283 31,283
 
 
2011
Number
2010
Number
Expiry date    
31 December 2011 31,283
 
Awards are exercisable 100% on vesting and the only vesting condition is remaining in the Group’s employ.

For purposes of IFRS 2, the grant is valued using the grant date market value discounted by the dividend yield. No instruments were granted under this plan during the course of the year.
 

7. Anglo American Platinum Deferred Bonus Plan (equity-settled)

 
2011
2010
 
Directors
Others
Total
Directors Others Total
Outstanding at 1 January  
2,346
2,346
4,876 4,876
Granted during the year iro rights offer
59 59
Vested during the year
(2,107)
(2,107)
(2,589) (2,589)
Lapsed during the year
(239)
(239)
Outstanding at 31 December
2,346 2,346
Number of shares purchased during the year
2,107
2,107
1,692 1,692
Number of shares vested
2,107
2,107
2,589 2,589
 

Terms of the options outstanding at 31 December 

 
2011
Number
2010
Number
Expiry date    
1 March 2011
2,346
 
Under this plan, each share acquired by the participant is matched with a share by the employer subject to the participant being in employment and holding the share at the end of three years. The rights are valued using the grant date market value discounted by the dividend yield. No instruments were granted under this plan during the year.
 

8. Anglo American Platinum Bonus Share Plan (equity-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
28,163
656,475
684,638
15,235 387,780 403,015
Granted during the year
17,737
570,974
588,711
12,928 362,343 375,271
Released during the year
(10,850)
(10,850)
(69,737) (69,737)
Lapsed
(69,183)
(69,183)
(23,911) (23,911)
Outstanding at 31 December
45,900
1,147,416
1,193,316
28,163 656,475 684,638
Exercisable at the end of the year
Number of awards allocated during the year
17,737
570,974
588,711
12,928 362,343 375,271
Expiry date
12/05/2014
– 21/07/2014
21/04/2014
– 01/11/2014
21/04/2014
– 01/11/2014
06/05/2013 06/05/2013 06/05/2013
Allocation price per share (R)
n/a
n/a
n/a
n/a n/a n/a
 

Terms of the options outstanding at 31 December

 
2011
Number
2010
Number
Vesting date    
16 April 2012
305,725
338,229
6 May 2013
318,679
346,409
21 April 2014
28,410
12 May 2014
417,276
21 July 2014
111,799
1 November 2014
11,427
 
1,193,316
684,638
 
The Bonus Share Plan consists of a forfeitable award of Anglo American Platinum Limited shares based on the amount of the cash bonus received by an employee. The award will vest after three years, provided that the employee is still in the Group’s employ.

For purposes of IFRS 2, the grant is valued using the grant date fair market value. 
 

9. Unki Notional Bonus Share Plan (cash-settled)

 
2011
2010
 
Directors
Employees
and others
Total
Directors Employees
and others
Total
Outstanding at 1 January
Granted during the year
13,092
13,092
Outstanding at 31 December
13,092
13,092
Exercisable at the end of the year
Number of awards allocated during the year  
13,092
13,092
Expiry date
20/06/2014
20/06/2014
Allocation price per share (R)
n/a
n/a
n/a
n/a n/a n/a
 

Terms of the options outstanding at 31 December

 
2011
Number
2010
Number
Vesting date    
20 June 2014
13,092
 
The Unki Notional Bonus Share Plan consists of a forfeitable award of notional Anglo American Platinum Limited shares based on the amount of a cash bonus received by an employee. The award will vest after three years, provided that the employee is still in the Group’s employ.

For purposes of IFRS 2, the grant is valued using the grant date fair market value. 
 

10. The Group Employee Share Participation Scheme (equity-settled)

Anglo American Platinum Limited (Amplats) decided to implement the Employee Share Participation Scheme, the Anglo Platinum Kotula ESOP (the Scheme) to incentivise its employees, and recognised that the Scheme will contribute to the alignment of shareholders' and employees' interests in respect of the value growth of the Company. Amplats is fully supportive of BEE as a strategic transformation objective and recognised the importance of the participation of its employees in its transformation initiatives. Amplats reached consensus with its recognised unions on the key terms and structure of the Scheme and the Scheme was approved at a combined general meeting of shareholders on 31 March 2008. The Scheme has empowered those Amplats employees who were not participating in any other Amplats share scheme to acquire approximately 1% of the issued ordinary share capital of the Company, subject to the provisions of the Kotula Trust (Trust).

To facilitate the Scheme, Amplats established the Trust for an eight-year duration. The number of shares subscribed for by the Trust was in the proportion of 60% ‘A’ ordinary shares (loan shares) to 40% scheme ordinary shares (fully facilitated shares).The Company allotted 1,008,519 ordinary shares and 1,512,780 ‘A’ ordinary shares to the Trust on 16 May 2008. The ‘A’ ordinary shares were created specifically to facilitate the implementation of the Scheme. The key terms of the ‘A’ ordinary shares are as follows:   
Amplats will have the right to repurchase and cancel all or some of the 'A' ordinary shares in accordance with the cancellation formula. 
The 'A' ordinary shares will not be listed but will be considered in determining a quorum and entitled to vote on any or all resolutions proposed at general/annual general meetings. 
The 'A' ordinary shares which are not repurchased and cancelled will be converted into ordinary shares. 
The 'A' ordinary shares will be entitled to receive an 'A' ordinary share dividend equal to one-sixth of the dividend per ordinary share declared by the Company from time to time and will rank pari passu with the ordinary dividends. 
 
The beneficiaries of the Scheme are all permanent employees of any member of the Group who are not participating in any other share option or share incentive plan implemented by any member of the Group.

The Scheme is unitised. The Trust will allocate 10,000,000 million 'Kotula units' to participants annually based on an employee's employment status on 31 March every year. On each vesting date, the beneficiaries will become entitled to receive their distribution shares and will correspondingly realise that portion of their Kotula units that corresponds to the distribution shares distributed by the Trust. Vesting will occur on the fifth, sixth and seventh anniversaries of the subscription date.

The Trust will pay dividends (after making provision for Trust expenses and liabilities) to the beneficiaries in proportion to the Trust interest number of Kotula units accumulated, annually in November of each year. 
 
   Free shares Loan shares
Ordinary shares 1,008,519  
‘A’ ordinary shares   1,512,780
Fair value at grant date    
Free shares R1,311.00  
Loan shares – tranche vesting in year 5   R429.25
Loan shares – tranche vesting in year 6   R415.52
Loan shares – tranche vesting in year 7   R408.58
IFRS 2 – Share-based payment charge R1,322,168,409 R632,014,271
The share-based payment charge was calculated using the Black-Scholes option-pricing model.    
The following key assumptions were made:    
Risk-free interest rate   10.1%
Expected volatility   40.1%
Expected dividend yield   4.0%
Funding rate   9.5%
Vesting dates May 2012, May 2013, May 2014