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Whitehaven Coal Limited : Annual Report 2012
Whitehaven Coal Limited -- Annual Report 2012 53 What was the treatment on change of control? Under the LTI plan rules, a change of control was triggered when Nathan Tinkler and his associates made an offer to acquire a relevant interest in more than 20% of the issued shares of the Company. As a result, the testing date for the LTI grants for FY2012 and previous financial years was brought forward to 16 January 2012. For the FY2012 LTI grant, 64.5% of participants' SARs vested based on performance against the relative TSR hurdle up to the testing date. Details on the vesting levels for prior year LTI grants are set out in table 7.4.3 below. Upon final court approval of the Merger, the Board exercised its discretion under the LTI plan rules to waive the performance conditions for the remaining unvested portion of the LTI (both for the FY 2012 grant and prior year grants). The Board considered this appropriate in light of the treatment of Aston Resources and Boardwalk Resources employees' LTI, which vested in full as a result of the Merger, and in order to allow the Company to implement a new remuneration framework for all employees of the merged entity. Retention bonus In FY2011, the Company implemented a cash-based retention bonus scheme to a group of key senior employees in the Whitehaven Group, including all senior executives other than the Managing Director and Andy Plummer. The Board considered that such bonuses were appropriate given the uncertainty at the time regarding the future of the Company and the need to motivate and retain high-calibre employees in the face of strong competition for talented executives with resource and mining experience. Payment of the bonus was subject to participating executives remaining employed by the Company for a continuous period of 18 months, up until 1 February 2012. Under the scheme, retention amounts of an aggregate total of $6,258,120 were paid to the participating executives and senior employees who remained in the employment of the Company on 1 February 2012. The amounts of the retention bonuses paid to senior executives are included in the statutory remuneration table on page 58. A summary of the payments is also set out below. Senior executive Retention bonus (A$) Allan Davies 450,000 Austen Perrin 411,322 Timothy Burt 261,325 Tony Galligan 368,754
Annual Report 2011
Annual Report 2013