STOCK COMPENSATION PLAN | 9 Months Ended |
Sep. 29, 2013 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
STOCK COMPENSATION PLANS | ' |
STOCK COMPENSATION PLANS |
The Hershey Company Equity and Incentive Compensation Plan (“EICP”) is the plan under which grants using shares for compensation and incentive purposes are made. The following table summarizes our stock compensation costs: |
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| For the Three Months Ended | | For the Nine Months Ended |
In millions of dollars | September 29, | | September 30, | | September 29, | | September 30, |
2013 | 2012 | 2013 | 2012 |
Total compensation amount charged against income for stock options, performance stock units (“PSUs”) and restricted stock units ("RSUs") | $ | 13.6 | | | $ | 12.8 | | | $ | 39.6 | | | $ | 37.4 | |
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Total income tax benefit recognized in the Consolidated Statements of Income for share-based compensation | $ | 4.5 | | | $ | 4.6 | | | $ | 13.6 | | | $ | 13.1 | |
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The increase in share-based compensation expense for the third quarter and first nine months of 2013 was driven primarily by an increase in the compensation amount upon which the number of stock-based awards granted in 2013 was based. |
Stock Options |
A summary of the status of our stock options as of September 29, 2013, and the change during 2013 is presented below: |
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| For the Nine Months Ended September 29, 2013 | | | | | | | | | | | |
Stock Options | Shares | Weighted-Average | Weighted-Average Remaining | | | | | | | | | | | |
Exercise Price | Contractual Term | | | | | | | | | | | |
Outstanding at beginning of the period | 10,553,914 | | $48.08 | 6.1 years | | | | | | | | | | | |
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Granted | 1,763,874 | | $81.86 | | | | | | | | | | | | |
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Exercised | (2,970,120 | ) | $45.09 | | | | | | | | | | | | |
Forfeited | (314,886 | ) | $64.42 | | | | | | | | | | | | |
Outstanding as of September 29, 2013 | 9,032,782 | | $55.11 | 6.4 years | | | | | | | | | | | |
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Options exercisable as of September 29, 2013 | 4,619,554 | | $46.41 | 4.7 years | | | | | | | | | | | |
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| For the Nine Months Ended | | | | | | | | | | | | |
| September 29, | | September 30, | | | | | | | | | | | | |
2013 | 2012 | | | | | | | | | | | | |
Weighted-average fair value of options granted (per share) | $14.48 | | $10.59 | | | | | | | | | | | | |
Intrinsic value of options exercised (in millions of dollars) | $117.50 | | $108.20 | | | | | | | | | | | | |
We estimated the fair value of each stock option grant on the date of the grant using a Black-Scholes option-pricing model and the weighted-average assumptions set forth in the following table: |
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| For the Nine Months Ended | | | | | | | | | | |
| September 29, | | September 30, | | | | | | | | | | |
2013 | 2012 | | | | | | | | | | |
Dividend yields | 2.2 | % | | 2.4 | % | | | | | | | | | | |
Expected volatility | 22.2 | % | | 22.4 | % | | | | | | | | | | |
Risk-free interest rates | 1.4 | % | | 1.5 | % | | | | | | | | | | |
Expected lives in years | 6.6 | | | 6.6 | | | | | | | | | | | |
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As of September 29, 2013, the aggregate intrinsic value of options outstanding was $334.8 million and the aggregate intrinsic value of options exercisable was $211.4 million. |
As of September 29, 2013, there was $26.6 million of total unrecognized compensation cost related to non-vested stock option compensation arrangements granted under our stock option plans. That cost is expected to be recognized over a weighted-average period of 2.3 years. |
Performance Stock Units and Restricted Stock Units |
A summary of the status of our PSUs and RSUs as of September 29, 2013, and the change during 2013 is presented below: |
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Performance Stock Units and Restricted Stock Units | For the Nine | Weighted-average grant date fair value for equity awards or market value for liability awards | | | | | | | | | | | | |
Months Ended | | | | | | | | | | | | |
29-Sep-13 | | | | | | | | | | | | |
Outstanding at beginning of year | 1,720,577 | | $56.71 | | | | | | | | | | | | |
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Granted | 371,695 | | $88.11 | | | | | | | | | | | | |
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Performance assumption change | 187,895 | | $83.40 | | | | | | | | | | | | |
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Vested | (733,178 | ) | $49.88 | | | | | | | | | | | | |
Forfeited | (120,533 | ) | $72.35 | | | | | | | | | | | | |
Outstanding as of September 29, 2013 | 1,426,456 | | $71.76 | | | | | | | | | | | | |
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The table above excludes PSU awards for 40,812 units as of December 31, 2012 and 29,422 units as of September 29, 2013 for which the measurement date has not yet occurred for accounting purposes. |
The following table sets forth information about the fair value of the PSUs and RSUs granted for potential future distribution to employees and directors during the year. In addition, the table provides assumptions used to determine the fair value of the market-based total shareholder return component of the PSU grants using a Monte Carlo simulation model on the date of grant: |
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| | For the Nine Months Ended | | | | | | | |
| | September 29, | | September 30, | | | | | | | |
2013 | 2012 | | | | | | | |
Units granted | | 371,695 | | | 445,892 | | | | | | | | |
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Weighted-average fair value at date of grant | | $ | 88.11 | | | $ | 64.07 | | | | | | | | |
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Monte Carlo simulation assumptions: | | | | | | | | | | | |
Estimated values | | $ | 55.49 | | | $ | 35.62 | | | | | | | | |
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Dividend yields | | 2 | % | | 2.5 | % | | | | | | | |
Expected volatility | | 17.1 | % | | 20 | % | | | | | | | |
As of September 29, 2013, there was $45.3 million of unrecognized compensation cost relating to non-vested PSUs and RSUs. We expect to recognize that cost over a weighted-average period of 2.1 years. |
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| For the Nine Months Ended | | | | | | | | |
| September 29, | | September 30, | | | | | | | | |
2013 | 2012 | | | | | | | | |
Intrinsic value of share-based liabilities paid, combined with the fair value of shares vested (in millions of dollars) | $ | 60.5 | | | $ | 36.2 | | | | | | | | | |
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The higher amount in 2013 was primarily due to the higher stock price at distribution in the first nine months of 2013 compared with first nine months of 2012. |
Deferred performance stock units, deferred restricted stock units, and directors’ fees and accumulated dividend amounts representing deferred stock units totaled 607,657 units as of September 29, 2013. Each unit is equivalent to one share of the Company’s Common Stock. |
No stock appreciation rights were outstanding as of September 29, 2013. |
For more information on our stock compensation plans, refer to the consolidated financial statements and notes included in our 2012 Annual Report on Form 10-K and our proxy statement for the 2013 annual meeting of stockholders. |