Under the terms of the merger agreement, FBLB common shareholders will receive 3.0934 shares of Heartland common stock for each share of FBLB common stock (approximately 3,351,000 Heartland shares in the aggregate, subject to certain potential adjustments) and total cash of USD 17.5m, which includes the cash payable to holders of FBLB's stock appreciation rights
in the amount of approximately USD 11.5m, and certain other potential adjustments as set forth in the definitive merger agreement.
Circular 5 (2009) extended the preferential tax treatment of stock options to both stock appreciation rights
and restricted share units.
Under the new deal, the excessive options have been cancelled and Robinson and Sulzberger will get "stock appreciation rights
" that have the same value as the cancelled options.
But to compensate the two for the lost value, the board of directors' compensation committee drafted up a new plan granting "replacement" SARs, or stock appreciation rights
NQSOs may be granted in tandem with stock appreciation rights
or other devices.
HCSS now has a three-tier approach to employee ownership with annual cash profit sharing, Stock Appreciation Rights
and ESOR Through these tools, employees are rewarded financially for the positive impact they have on the company and are able to see how their work affects company performance.
The same roles apply to stock appreciation rights
, whether they are settled in cash or employer stock.
(2) Stock appreciation rights
are similar except the net benefit is paid in cash, not shares of stock.
IRS Notice 2005-1 provides guidelines to help tax practitioners transition their clients to full compliance by the end of this year, including some tricky deferred compensation issues such as stock options and stock appreciation rights
. Notice 2005-1 also provides some notable exceptions affecting short-term deferrals, partnerships and 401(k) plans that may be useful for taxpayers.
The number-one compensation vehicle of choice, this includes use of restricted stock, 83(b) elections, qualified, and nonqualified options, stock appreciation rights
(SARs), performance shares, and the like.
Specific exclusions include qualified employer plans (e.g., under section 401), bona fide vacation leave, sick leave, comp time, disability pay, death benefit plans, medical reimbursement arrangements, transfers of restricted stock and other property, most types of stock options, and certain stock appreciation rights
(SARs) of public companies.
* Stock options/SAR gains: Represents gains from exercised stock options and stock appreciation rights
realized during the year.