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STOCKHOLDERS' EQUITY: | 6 Months Ended
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Jun. 30, 2015
STOCKHOLDERS' EQUITY: |
STOCKHOLDERS' EQUITY: | NOTE 13 — STOCKHOLDERS´EQUITY: Treasury Stock: Activity in treasury stock in the six-month period ended June 30, 2015 and 2014 is as follows (in millions):
|  | 2015 |  | 2014 |
Southern Copper common shares |  |  |  |  |
Balance as of January 1, |  | $ | 1,693.5 |  | $ | 1,011.0 |
Purchase of shares |  | 414.6 |  | 65.5 |
Used for corporate purposes |  | (0.4 | ) | (0.3 | )
Balance as of June 30, |  | 2,107.7 |  | 1,076.2 |
Parent Company (Grupo Mexico) common shares |  |  |  |  |
Balance as of January 1, |  | 207.2 |  | 205.6 |
Other activity, including dividend, interest and currency translation effect |  | (2.5 | ) | 8.8 |
Balance as of June 30, |  | 204.7 |  | 214.4 |
Treasury stock balance as of June 30, |  | $ | 2,312.4 |  | $ | 1,290.6 |
The following table summarizes share distributions in the first six months of 2015 and 2014:
|  | 2015 |  | 2014 |
Southern Copper common shares |  |  |  |  |
Directors’ Stock Award Plan |  | 13,200 |  | 12,000 |
Parent Company (Grupo Mexico) common shares |  |  |  |  |
Employee stock purchase plan (shares in millions) |  | 0.2 |  | 0.7 |
Southern Copper Common Shares: At June 30, 2015 and 2014, there were in treasury 86,556,843 and 51,591,147 SCC’s common shares, respectively. SCC share repurchase program: In 2008, the Company’s Board of Directors (“BOD”) authorized a $500 million share repurchase program that has since been increased by the BOD and is currently authorized to $3 billion. Pursuant to this program, the Company purchased common stock as shown in the table below. These shares are available for general corporate purposes. The Company may purchase additional shares of its common stock from time to time, based on market conditions and other factors. This repurchase program has no expiration date and may be modified or discontinued at any time.
|  |  |  |  |  |  |  | Total Number of |  | Maximum Number |  |  |
|  |  |  |  |  | Average |  | Shares |  | of Shares that May |  |  |
|  |  |  | Total Number |  | Price |  | Purchased as |  | Yet Be Purchased |  |  |
Period |  | of Shares |  | Paid per |  | Part of Publicly |  | Under the Plan |  | Total Cost |
From |  | To |  | Purchased |  | Share |  | Announced Plan |  | @ $29.41 (*) |  | ($ in millions) |
2008 |  | 2012 |  | 46,914,486 |  | $ | 18.72 |  | 46,914,486 |  |  |  | $ | 878.1 |
2013 |  |  |  | 10,245,000 |  | 27.47 |  | 57,159,486 |  |  |  | 281.4 |
2014 |  |  |  | 22,711,428 |  | 30.06 |  | 79,870,914 |  |  |  | 682.8 |
2015 |  |  |  |  |  |  |  |  |  |  |  |  |
01/01/15 |  | 01/31/15 |  | 5,927,154 |  | 27.12 |  | 85,798,068 |  |  |  | 160.7 |
02/01/15 |  | 02/28/15 |  | 2,590,076 |  | 29.45 |  | 88,388,144 |  |  |  | 76.3 |
03/01/15 |  | 03/31/15 |  | 4,563,649 |  | 29.16 |  | 92,951,793 |  |  |  | 133.1 |
Total first quarter |  |  |  | 13,080,879 |  | 29.29 |  |  |  |  |  | 370.1 |
04/01/15 |  | 04/30/15 |  | 1,511,200 |  | 29.42 |  | 94,462,993 |  |  |  | 44.5 |
Total second quarter |  |  |  | 1,511,200 |  | 29.42 |  |  |  |  |  | 44.5 |
|  |  |  |  |  |  |  |  |  | 25,269,210 |  |  |
Total purchased |  |  |  | 94,462,993 |  | $ | 23.89 |  |  |  |  |  | $ | 2,256.9 |
(*) NYSE closing price of SCC common shares at June 30, 2015. As a result of the repurchase of shares of SCC’s common stock, Grupo Mexico’s direct and indirect ownership was 86.1% as of June 30, 2015. Directors’ Stock Award Plan: The Company established a stock award compensation plan for certain directors who are not compensated as employees of the Company. Under this plan, participants will receive 1,200 shares of common stock upon election and 1,200 additional shares following each annual meeting of stockholders thereafter. 600,000 shares of Southern Copper common stock have been reserved for this plan. The fair value of the award is measured each year at the date of the grant. The activity of the plan in the six-month period ended June 30, 2015 and 2014 was as follows:
|  | 2015 |  | 2014 |
Total SCC shares reserved for the plan |  | 600,000 |  | 600,000 |
Total shares granted at January 1, |  | (309,600 | ) | (297,600 | )
Granted in the period |  | (13,200 | ) | (12,000 | )
Total shares granted at June 30, |  | (322,800 | ) | (309,600 | )
Remaining shares reserved |  | 277,200 |  | 290,400 |
Parent Company common shares: At June 30, 2015 and 2014 there were in treasury 93,837,013 and 72,078,019 of Grupo Mexico’s common shares, respectively. Employee Stock Purchase Plan: 2007 Plan: In January 2007, the Company offered to eligible employees a stock purchase plan (the “Employee Stock Purchase Plan”) through a trust that acquires shares of Grupo Mexico stock for sale to its employees, employees of subsidiaries, and certain affiliated companies. The purchase price was established at the approximate fair market value on the grant date. Every two years employees were able to acquire title to 50% of the shares paid in the previous two years. The employees paid for shares purchased through monthly payroll deductions over the eight year period of the plan. At the end of the eight year period, the Company granted the participant a bonus of one share for every ten shares purchased by the employee. The participants were entitled to receive dividends in cash for dividends paid by Grupo Mexico for all shares that were fully purchased and paid by the employee as of the date that the dividend is paid. If the participant had only partially paid for shares, the entitled dividends were used to reduce the remaining liability owed for purchased shares. In the case of voluntary or involuntary resignation/termination of the employee, the Company paid to the employee the fair market sales price at the date of resignation/termination of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares was higher than the purchase price, the Company applied a deduction over the amount to be paid to the employee based on a decreasing schedule specified in the plan. In case of retirement or death of the employee, the Company rendered the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes. The stock based compensation expense for the first six months of 2014 was $1.1 million and the unrecognized compensation expense as of June 30, 2014 under the Employee Stock Purchase Plan was $1.0 million, which was recognized in the third and fourth quarter of 2014. This plan ended in January 2015 The following table presents the stock award activity of the Employee Stock Purchase Plan at the close of the plan and for the six months ended June 30, 2014:
|  | Shares |  | Unit Weighted Average Grant Date Fair Value |
Outstanding shares at January 1, 2015 |  | 4,298,612 |  | $ | 1.16 |
Granted |  | — |  | — |
Exercised |  | (4,128,970 | ) | 1.16 |
Forfeited |  | — |  | — |
Outstanding shares at June 30, 2015 |  | 169,642 |  | $ | 1.16 |
Outstanding shares at January 1, 2014 |  | 4,449,599 |  | $ | 1.16 |
Granted |  | — |  | — |
Exercised |  | (58,663 | ) | 1.16 |
Forfeited |  | — |  | — |
Outstanding shares at June 30, 2014 |  | 4,390,936 |  | $ | 1.16 |
2010 Plan: During 2010, the Company offered to eligible employees a stock purchase plan through a trust that acquires series B shares of Grupo Mexico stock for sale to its employees, employees of subsidiaries, and certain affiliated companies. The purchase price was established at 26.51 Mexican pesos (approximately $2.05) for the initial subscription. The terms of this plan are similar to the terms of the prior Employee Stock Purchase Plan. The stock based compensation expense for the first six months of 2015 and 2014 and the unrecognized compensation expense under this plan were as follows (in millions):
|  | 2015 |  | 2014 |
Stock based compensation expense |  | $ | 0.2 |  | $ | 0.1 |
Unrecognized compensation expense |  | $ | 1.9 |  | $ | 2.4 |
The unrecognized compensation expense under this plan is expected to be recognized over the remaining three year and six month period. The following table presents the stock award activity of this plan for the six months ended June 30, 2015 and 2014:
|  | Shares |  | Unit Weighted Average Grant Date Fair Value |
Outstanding shares at January 1, 2015 |  | 2,287,891 |  | $ | 2.05 |
Granted |  | — |  | — |
Exercised |  | (20,273 | ) | $ | 2.05 |
Forfeited |  | — |  | — |
Outstanding shares at June 30, 2015 |  | 2,267,618 |  | $ | 2.05 |
Outstanding shares at January 1, 2014 |  | 3,012,464 |  | $ | 2.05 |
Granted |  | — |  | — |
Exercised |  | (669,157 | ) | 2.05 |
Forfeited |  | — |  | — |
Outstanding shares at June 30, 2014 |  | 2,343,307 |  | $ | 2.05 |
2015 Plan: In January 2015, the Company offered to eligible employees a new stock purchase plan (the “New Employee Stock Purchase Plan”) through a trust that acquires series B of shares of Grupo Mexico stock for sale to its employees, and employees of subsidiaries, and certain affiliated companies. The purchase price was established at 38.44 Mexican pesos (approximately $2.63) for the initial subscription, which expires on January 2023. Every two years employees will be able to acquire title to 50% of the shares paid in the previous two years. The employees will pay for shares purchased through monthly payroll deductions over the eight year period of the plan. At the end of the eight year period, the Company will grant the participant a bonus of 1 share for every 10 shares purchased by the employee. Any future subscription will be at the average market price at the date of acquisition or the grant date. If Grupo Mexico pays dividends on shares during the eight year period, the participants will be entitled to receive the dividend in cash for all shares that have been fully purchased and paid as of the date that the dividend is paid. If the participant has only partially paid for shares, the entitled dividends will be used to reduce the remaining liability owed for purchased shares. In the case of voluntary resignation of the employee, the Company will pay to the employee the fair market sales price at the date of resignation of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares is higher than the purchase price, the Company will apply a deduction over the amount to be paid to the employee based on the following schedule.
If the resignation occurs during: |  | % Deducted |
1st year after the grant date |  | 90 | %
2nd year after the grant date |  | 80 | %
3rd year after the grant date |  | 70 | %
4th year after the grant date |  | 60 | %
5th year after the grant date |  | 50 | %
6th year after the grant date |  | 40 | %
7th year after the grant date |  | 20 | %
In the case of involuntary termination of the employee, the Company will pay to the employee the fair market sales price at the date of termination of employment of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares is higher than the purchase price, the Company will apply a deduction over the amount to be paid to the employee based on the following schedule.
If the termination occurs during: |  | % Deducted |
1st year after the grant date |  | 100 | %
2nd year after the grant date |  | 95 | %
3rd year after the grant date |  | 90 | %
4th year after the grant date |  | 80 | %
5th year after the grant date |  | 70 | %
6th year after the grant date |  | 60 | %
7th year after the grant date |  | 50 | %
In case of retirement or death of the employee, the Company will render the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes. The stock based compensation expense for the first six months of 2015 and the unrecognized compensation expense under this plan were as follows (in millions):
|  | 2015 |
Stock based compensation expense |  | $ | — |
Unrecognized compensation expense |  | $ | 4.8 |
The following table presents the stock award activity of this plan for the six months ended June 30, 2015:
|  | Shares |  | Unit Weighted Average Grant Date Fair Value |
Outstanding shares at January 1, 2015 |  | — |  |  | — |
Granted |  | 2,652,886 |  | $ | 2.63 |
Exercised |  | — |  | — |
Forfeited |  | — |  | — |
Outstanding shares at June 30, 2015 |  | 2,652,886 |  | $ | 2.63 |

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