Today’s nose dive in Calpine’s stock price was a disaster for shareholders who began and ended the day owning its shares. But for shareholders yet to be? Manna from heaven.
Recall way back to yesterday when news surfaced of proposed equity “emergence” awards contained in a supplement to Calpine’s September reorganization plan that was filed Friday. (Puh-lease don’t call them bonuses — Calpine spokesman Mel Scott doesn’t like that, says Mercury News reporter Scott Duke Harris in his story about them today.)
Calpine’s chief executive, Robert May, is to be given $10.9 million worth of the Calpine’s post-bankruptcy shares. Calpine’s chief lawyer, Gregory Doody, will get $2 million worth of such shares. Executive and senior vice presidents are to get awards worth 300 percent of their “executive competitive Annual Award” (can we call those bonuses?) while managers, vice presidents and director-level employees get 200 percent of “manager’s competitive Annual Awards.”
The company will also give awards to yet-to-be-named executives in charge of operations, finance and administration. (Exactly who is running the shop these days?)
The “emergence awards” will be paid 25 percent in stock options, whose value depends on the stock price rising over time, and 75 percent in restricted stock grants that retain value even if the share price drops. (Unless, of course, it drops to zero.)
And the rank and file? They will each get a stock option award valued at $7,500 on the grant date. They would receive no restricted stock.
But the number of shares behind these stock awards are not spelled out. And there’s the rub.
Late Monday evening Calpine released the news that its financial adviser lowered its estimated value by, oh, some $900 million. Calpine shares lost more than 46 percent of their value after the news. Based on its current price, the number of shares in these so-called emergence awards would have doubled today.
The final terms of the awards, including the number of shares and their price, will be established once the company emerges from bankruptcy by its reorganized board of directors “no later than 90 days after the Effective Date.”
Calpine shares will no doubt be worth more once its debts are discharged after the company emerges from bankruptcy, but Calpine executives can’t help but hope that the lower the grant price for their future awards, the more shares they will get as a result.
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