 |
24 Share capital and
reserves
 |
| |
 |
Issued and
fully paid
ordinary
share
capital
£million
|
|
Issued
and
fully paid
B share
capital
£million
|
 |
Share
premium
account
£million
|
 |
Capital
redemption
reserve
£million
|
 |
Profit & loss
account
£million
|
 |
Total
£million
|
 |
| Group |
|
|
|
|
|
|
|
|
|
|
|
|
 |
| At 1 January 2001 |
|
21.6 |
|
2.0 |
|
1.1 |
|
20.4 |
|
366.1 |
|
411.2 |
 |
| Retained profit for
the year |
|
- |
|
- |
|
- |
|
- |
|
4.6 |
|
4.6 |
 |
| Goodwill on disposal
of business acquired prior to 1 January 1998 charged to profit and
loss account |
|
- |
|
- |
|
- |
|
- |
|
0.7 |
|
0.7 |
 |
| Currency translation
differences |
|
- |
|
- |
|
- |
|
- |
|
5.0 |
|
5.0 |
 |
| Taxation on currency
translation differences on foreign currency borrowings |
|
- |
|
- |
|
- |
|
- |
|
(1.0) |
|
(1.0) |
 |
| Share option scheme
allotments |
|
- |
|
- |
|
0.1 |
|
- |
|
- |
|
0.1 |
 |
| Issue of B shares |
|
- |
|
23.3 |
|
- |
|
- |
|
(23.4) |
|
(0.1) |
 |
| Redemption of B shares |
|
- |
|
(23.0) |
|
- |
|
23.0 |
|
(23.0) |
|
(23.0) |
 |
| At 31 December 2001 |
|
21.6 |
|
2.3 |
|
1.2 |
|
43.4 |
|
329.0 |
|
397.5 |
 |
|
At 31 December 2001, the cumulative amount of goodwill written off
to reserves for businesses acquired prior to 1 January 1998 amounted
to £55.3 million (2000: £56.0 million).
|
 |
| |
Issued and
fully paid
ordinary share capital
£million
|
|
Issued and
fully paid
B share
capital
£million
|

|
Share
premium
account
£million
|
|
Capital
redemption
reserve
£million
|
|
Other
reserves
£million
|
|
Profit &
loss account
£million
|
|
Total
£million
|
 |
| Company |
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
| At 1 January 2001 |
21.6 |
|
2.0 |
|
1.1 |
|
20.4 |
|
311.7 |
|
267.6 |
|
624.4 |
 |
| Retained loss for the
year |
- |
|
- |
|
- |
|
- |
|
- |
|
(112.2) |
|
(112.2) |
 |
| Impairment of investments |
- |
|
- |
|
- |
|
- |
|
(106.0) |
|
106.0 |
|
- |
 |
| Share option scheme
allotments |
- |
|
- |
|
0.1 |
|
- |
|
- |
|
- |
|
0.1 |
 |
| Issue of B shares |
- |
|
23.3 |
|
- |
|
- |
|
(23.4) |
|
- |
|
(0.1) |
 |
| Redemption of B shares |
- |
|
(23.0) |
|
- |
|
23.0 |
|
- |
|
(23.0) |
|
(23.0) |
 |
| At 31 December 2001 |
21.6 |
|
2.3 |
|
1.2 |
|
43.4 |
|
182.3 |
|
238.4 |
|
489.2 |
 |
|
The authorised share capital of the Company at 31 December 2001
was £32.0 million (2000: £32.0million) in 5 pence ordinary shares
and £125 million (2000: £125 million) in 1 penny redeemable B shares.
The allotted, called up and fully paid 5 pence ordinary ordinary
shares comprise:
|
 |
| |
|
Number
’000
|
|
Share capital
£million
|
 |
| At 1 January 2001 |
|
|
|
|
|
|
|
|
|
431,463 |
|
21.6 |
 |
| Share option scheme
allotments |
|
|
|
|
|
|
|
113 |
|
- |
 |
| At 31 December 2001 |
|
|
|
|
|
|
|
431,576 |
|
21.624
|
 |
|
The allotted, called up and fully paid 1 penny redeemable B shares
comprise:
|
 |
| |
|
Number
’000
|
|
B share
capital
£million
|
| |
|
 |
| At 1 January 2001 |
|
|
|
|
|
|
|
205,920 |
|
2.0 |
 |
| Issue of B shares |
|
|
|
|
|
|
|
2,330,526 |
|
23.3 |
 |
| Redemption of B shares |
|
|
|
|
|
|
|
(2,306,066) |
|
(23.0) |
 |
| At 31 December 2001 |
|
|
|
|
|
|
|
230,380 |
|
2.3 |
 |
On 2 May 2001, 1,424,208,409 redeemable B shares were issued to ordinary
shareholders at the rate of 3.3 redeemable B shares for every 1 ordinary
share held. On 2 November 2001, 906,318,079 redeemable B shares were issued
to ordinary shareholders at a rate of 2.1 redeemable B shares for every
1 ordinary share held. Holders of redeemable B shares are entitled, in
priority to holders of ordinary shares, to a non-cumulative preferential
dividend per share at a rate of 75 per cent of six month sterling LIBOR
payable six monthly in arrears. In the event of a winding up of the Company,
repayment is limited to the nominal value of the shares. Holders are not
entitled to vote at any general meeting except if a resolution to wind
up the Company is to be considered.
Holders of redeemable B shares were given the opportunity to redeem their
shares on 2 May 2001 and 2 November 2001. As a result, 2,306,065,918 redeemable
B shares were purchased for cash at their nominal value of 1 penny (£23.0
million in value) and cancelled.
At 31 December 2001, certain directors and employees held the following
options to subscribe for ordinary shares of 5 pence each.
 |
| |
Exercise
price per
share
|
 |
2001
Number
|
 |
2000
Number
|
 |
| Share option scheme 1987 normally exercisable
between: |
|
|
|
|
|
 |
| 30 April 1994 and 30 April 2001 |
153.7p |
|
- |
|
265,589 |
 |
| 1 May 1995 and 1 May 2002 |
119.1p |
|
182.902 |
|
249,969 |
 |
| 11 May 1996 and 11 May 2003 |
168.5p |
|
125,146 |
|
291,916 |
 |
| 13 September 1997 and 13 September 2004 |
184.8p |
|
149,263 |
|
399,852 |
 |
| 19 September 1998 and 19 September 2005 |
152.5p |
|
148,026 |
|
232,321 |
 |
| 5 November 1999 and 5 November 2006 |
132.8p |
|
160,657 |
|
259,456 |
 |
| |
|
|
765,994 |
|
1,699,103 |
 |
| Share option scheme 1998 normally exercisable
between: |
|
|
|
|
|
 |
| 6 April 2001 and 6 April 2008 |
137.0p |
|
129,403 |
|
202,950 |
 |
| 15 September 2001 and 15 September 2008 |
86.0p |
|
139,534 |
|
218,022 |
 |
| 1 April 2002 and 1 April 2009 |
92.8p |
|
286,604 |
|
490,666 |
 |
| 31 March 2003 and 31 March 2010 |
69.5p |
|
2,683,927 |
|
3,156,220 |
 |
| 7 March 2004 and 7 March 2011 |
97.9p |
|
2,751,343 |
|
- |
 |
| 10 September 2004 and 10 September 2011 |
56.5p |
|
2,545,264 |
|
- |
 |
| |
|
|
8,536,075 |
|
4,067,858 |
 |
| UK savings-related share option scheme 1989 exercisable
within six months of: |
|
|
|
|
|
 |
| 1 November 1998 or 1 November 2000 |
154.3p |
|
- |
|
605 |
 |
| 1 November 1999 or 1 November 2001 |
147.2p |
|
12,810 |
|
42,474 |
 |
| 1 January 2000 or 1 January 2002 |
111.4p |
|
35,968 |
|
107,980 |
 |
| 1 November 2000 or 1 November 2002 |
123.6p |
|
48,416 |
|
50,647 |
 |
| |
|
|
97,194 |
|
201,706 |
 |
| UK savings-related share option scheme 1998 exercisable
within six months of: |
|
|
|
|
|
 |
| 1 November 2001 or 1 November 2003 |
94.2p |
|
176,382 |
|
237,640 |
 |
| 1 December 2002 or 1 December 2004 |
93.4p |
|
115,053 |
|
190,644 |
 |
| 1 June 2003 or 1 June 2005 |
53.4p |
|
837,133 |
|
1,328,645 |
 |
| 1 May 2004 or 1 May 2006 |
78.3p |
|
231,570 |
|
- |
 |
| 1 December 2004 or 1 December 2006 |
45.2p |
|
801,467 |
|
- |
 |
| |
|
|
2,161,605 |
|
1,756,929 |
 |
| US savings-related share option scheme exercisable
within three months of: |
|
|
|
|
|
 |
| 10 April 2002 |
80.0p |
|
340,936 |
|
882,776 |
 |
| 1 March 2003 |
85.0p |
|
76,394 |
|
- |
 |
| 2 October 2003 |
34.0p |
|
1,105,816 |
|
- |
 |
| |
|
|
1,523,146 |
|
882,776 |
 |
| Performance Share Plan exercisable between: |
|
|
|
|
|
 |
| 1 January 2001 and 2 May 2005 |
1.0p |
|
- |
|
274,747 |
 |
| 1 January 2002 and 14 October 2006 |
1.0p |
|
479,600 |
|
694,476 |
 |
| 1 January 2003 and 11 April 2007 |
1.0p |
|
664,059 |
|
933,900 |
 |
| 1 January 2004 and 31 January 2008 |
1.0p |
|
1,006,258 |
|
- |
 |
| |
|
|
2,149,917 |
|
1,903,123 |
 |
|