Notes (IFRS)

With regard to the movement in equity, please refer to the table “Additional Information: Reconciliation of Movement in Capital and Reserves (IFRS)” at the beginning of the Notes to the Consolidated Financial Statements.

The following table shows the development of the number of shares outstanding:

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Number of shares

2006

2005

 

 

 

Issued as at January 1,

817,743,130

809,579,069

Issued for GlossaryESOP

0

1,938,309

Issued for exercised options

4,845,364

7,562,110

Cancelled

(6,656,970)

(1,336,358)

Issued as at December 31,

815,931,524

817,743,130

Treasury shares as at December 31,

(13,800,531)

(20,602,704)

Outstanding as at December 31,

802,130,993

797,140,426

EADS’ shares are exclusively ordinary shares with a par value of 1.00 €. The authorised share capital consists of 3,000,000,000 shares.

The Shareholders’ General Meeting of EADS held on May 11th, 2005 renewed the authorisation given to the Board of Directors to repurchase shares of the Company, by any means, including derivative products, on any stock exchange or otherwise, as long as, upon such repurchase, the Company will not hold more than 5% of the Company’s issued share capital. The Group’s Board of Directors decided on June 3rd, 2005, to set up and implement plans for the repurchase of up to 1,012,500 shares related to ESOP 2005. On December 12th, 2005 the Group’s Board of Directors decided to set up and implement plans for the repurchase of up to 3,990,880 shares related to the 2005 Stock Option Plan (7th tranche).

Furthermore, the Shareholders’ General Meeting authorised both the Board of Directors and the Chief Executive Officers, with powers of substitution, to cancel up to a maximum of 1,336,358 shares. On July 25th, 2005, the Chief Executive Officers decided to cancel 1,336,358 treasury shares.

The Shareholders’ General Meeting also decided to pay a cash distribution related to the fiscal year 2004 for a gross amount of 0.50 € per share, which was paid on June 8th, 2005.

On May 4th, 2006, the Shareholders’ General Meeting of EADS renewed the authorisation given to the Board of Directors to issue shares of the Company, representing up to 1% of the Company’s authorised share capital for a period expiring at the Shareholders’ General Meeting to be held in 2007.

The Shareholders’ General Meeting on May 4th, 2006 also renewed the authorisation given to the Board of Directors for a new period of 18 months from the date of the Annual General Meeting, to repurchase shares of the Company, by any means, including derivative products, on any stock exchange or otherwise, as long as, upon such repurchase, the Company will not hold more than 10% of the Company’s issued share capital and at a price not less than the nominal value and not more than the higher of the price of the last independent trade and the highest current independent bid on the trading venues of the regulated market of the country in which the purchase is carried out. This authorisation supersedes and replaces the authorisation given by the Annual General Meeting of May 11th, 2005.

Furthermore, the Shareholders’ General Meeting authorised both the Board of Directors and the Chief Executive Officers, with power of substitution, to cancel up to a maximum of 6,656,970 shares. On July 20th, 2006, the Chief Executive Officers decided to cancel 6,656,970 treasury shares.

On May 4th, 2006 the Shareholders’ General Meeting also decided to pay a cash distribution related to the fiscal year 2005 for a gross amount of 0.65 € per share, which was paid on June 1st, 2006.

The 2006 Employee Stock Ownership Plan was cancelled (see Note 31 “Share-based Payment“), consequently EADS did not issue new shares (in 2005: 1,938,309 representing a nominal value of 1,938,309 €).

In total EADS sold in 2006 145,203 treasury shares (in 2005: purchase of 11,910,287 treasury shares) and cancelled 6,656,970 shares (in 2005: 1,336,358 shares), resulting in an amount of 13,800,531 treasury shares at December 31st, 2006 (in 2005: 20,602,704 treasury shares).

Capital stock comprises the nominal amount of shares outstanding. The addition to capital stock represents the contribution for exercised options of 4,845,364 € (in 2005: 7,562,110 €) in compliance with the implemented stock option plans and in 2005 1,938,309 € by employees under the 2005 Employee Stock Ownership Plan.

Share premium mainly results from contributions in kind in the course of the creation of EADS, cash contributions from the Initial Public Offering, capital increases and reductions due to the issuance and cancellation of shares as well as cash distributions to EADS N.V. shareholders. Other reserves include among others retained earnings, reduced by the recognition of actuarial gains and losses of pension obligations, net of deferred taxes. Accumulated other comprehensive income consists of all amounts recognised directly in equity resulting from changes in fair value of financial instruments that are classified as available-for-sale or that form part of hedging relationships in effective cash-flow hedges as well as from currency translation adjustments of foreign entities. Treasury shares represent the amount paid for own shares held in treasury.

Equity attributable to the equity holders of the parent as of December 31st, 2003 was adjusted due to the application of revised IAS 19 “Employee benefits” in the amount of (235) M € (please refer to Note 2 “Summary of significant accounting policies” and Note 21 b) “Provisions for retirement plans”).