HSBC 2011 Annual Report Download - page 398

HSBC HOLDINGS PLC
Notes on the Financial Statements (continued)
39 – Called up share capital and other equity instruments / 40 – Notes on the statement of cash flows
396
HSBC Private Bank France plan
There were outstanding options over the shares of HSBC Private Bank France, a subsidiary of HSBC France. On
exercise of those options, the HSBC Private Bank France shares were exchangeable for HSBC Holdings ordinary
shares at the ratio of 2.099984 HSBC Holdings ordinary shares for each HSBC Private Bank France share.
On 31 October 2011, HSBC Private Bank France merged with HSBC France. Options held over shares of HSBC
Private Bank France were converted into options over shares of HSBC France, at an exchange ratio 7 HSBC France
shares for 45 HSBC Private Bank France shares. The options outstanding at 31 October 2011 have been adjusted to
reflect the option exchange ratio. On exercise of these options, HSBC France shares will be exchanged for HSBC
Holdings ordinary shares in the ratio of 13.499897 HSBC Holdings ordinary shares for each HSBC France share.
Before 31 October 2011, no (2010: 4,420) HSBC Private Bank France shares were issued and no (2010: 9,281)
shares were exchanged for HSBC Holdings ordinary shares. During 2011, 141,525 options over HSBC Private
Bank France shares lapsed (2010: nil).
From 31 October 2011, no employee share options were exercised and no HSBC France shares were issued and
exchanged for HSBC Holdings ordinary shares.
At 31 December 2011, The CCF Employee Benefit Trust 2001 (Private Banking France) held 989,502 (2010:
989,502) HSBC Holdings ordinary shares which will be exchanged for HSBC France shares received following
the exercise of these options.
HSBC France options effectively outstanding over HSBC Holdings ordinary shares
Number of HSBC
France shares
exchangeable for
HSBC Holdings
ordinary shares Period of exercise Exercise price
31 December 20111 ......................................................... 22,645 2012 €142.84
31 December 2010 ........................................................... 287,100 2011 to 2012 €20.80 – 22.22
31 December 2009 ........................................................... 291,520 2010 to 2012 €12.44 – 22.22
1 These options replaced the options over shares in HSBC Private Bank France which were outstanding on 31 October 2011 prior to the
merger taking place.
HSBC Finance
Upon the acquisition of HSBC Finance in 2003, all outstanding options over, and rights to receive, HSBC Finance
common shares were converted into options over, and rights to receive, HSBC Holdings ordinary shares in the same
ratio as the share exchange offer for the acquisition of HSBC Finance (2.675 HSBC Holdings ordinary shares for
each HSBC Finance common share). The exercise price payable for each option was adjusted using the same
exchange ratio. During 2011, no options (2010: 306,964) over HSBC Holdings ordinary shares were exercised and no
(2010: 306,964) HSBC Holdings ordinary shares were delivered from The HSBC (Household) Employee Benefit
Trust 2003. During 2011, options over 8,688,288 (2010: 6,681,169) HSBC Holdings ordinary shares lapsed. At 31
December 2011, The HSBC (Household) Employee Benefit Trust 2003 held a total of 2,335,315 (2010: 2,335,315)
HSBC Holdings ordinary shares and 1,455 (2010: 1,455) ADSs, which may be used to satisfy the exercise of
employee share options. Each ADS represents five HSBC Holdings ordinary shares.
Options outstanding over HSBC Holdings ordinary shares under the HSBC Finance share plan
Number of
HSBC Holdings
ordinary shares Period of exercise Exercise price
31 December 2011 .......................................................... 2,429,538 2012 US$9.29
31 December 2010 ........................................................... 11,117,826 2011 to 2012 US$9.29 – 18.62
31 December 20091 .......................................................... 18,105,959 2010 to 2012 US$9.29 – 18.62
1 During 2009, the number and prices of unexercised share options were adjusted for the rights issue.