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Share-based Payment Arrangement | 12 Months Ended
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Dec. 31, 2017
Text Block1 [Abstract] |
Share-based Payment Arrangement |
34. | SHARE-BASED PAYMENT ARRANGEMENT
| a. | SENAO share-based compensation plan (“SENAO Plan”) described as follows:
Effective Date |  | Grant Date |  | Stock Options Units |  |  | Exercise Price
|  |  |  | (In Thousands) |  |  | NT$
2012.05.28 |  | 2013.05.07 |  |  | 10,000 |  |  | $70.70 (Original price$93.00)
Each option is eligible to subscribe for one common share when exercisable. Under the terms of the SENAO Plan, the options are granted at an exercise price equal to the closing price of the SENAO’s common stocks listed on the TWSE on the higher of closing price or par value. The SENAO Plan have exercise price adjustment formula upon the changes in common stocks equity (including cash capital increase, new share issue through capitalization of earnings and additional paid-in capital, merger, spin off and new share issue for Global Depositary Shares, and so on) or distribution of cash dividends. The options of SENAO Plan are valid for six years and the graded vesting schedule for which 50% of option granted will vest two years after the grant date and another two tranches of 25%, each will vest three and four years after the grant date respectively. The compensation costs of stock options granted on May 7, 2013, were $35 million, $13 million and $4 million for the years ended December 31, 2015, 2016 and 2017, respectively. SENAO modified the plan terms of the outstanding stock options in August 2015, the exercise price changed from $84.30 to $81.40 per share. The modification did not cause any incremental fair value granted. SENAO modified the plan terms of the outstanding stock options in July 2016, the exercise price changed from $81.40 to $76.10 per share. The modification did not cause any incremental fair value granted. SENAO modified the plan terms of the outstanding stock options in July 2017, the exercise price changed from $76.10 to $70.70 per share. The modification did not cause any incremental fair value granted. Information about SENAO’s outstanding stock options for the years ended December 31, 2015, 2016 and 2017 was as follows:
|  | Year Ended December 31, 2015 |
|  | Granted on May 7, 2013 |
|  | Number of Options |  |  | Weighted- average Exercise Price |
|  | (In Thousands) |  |  | NT$ |
Employee stock options |  |  |  |  |  |  |  |
Options outstanding at beginning of the year |  |  | 9,027 |  |  | $ | 84.30 |
Options exercised |  |  | — |  |  |  | — |
Options forfeited |  |  | (1,240 | ) |  |  | — |
Options outstanding at end of the year |  |  | 7,787 |  |  |  | 81.40 |
Options exercisable at end of the year |  |  | 4,049 |  |  |  | 81.40 |
|  | Year Ended December 31, 2016 |
|  | Granted on May 7, 2013 |
|  | Number of Options |  |  | Weighted- average Exercise Price |
|  | (In Thousands) |  |  | NT$ |
Employee stock options |  |  |  |  |  |  |  |
Options outstanding at beginning of the year |  |  | 7,787 |  |  | $ | 81.40 |
Options exercised |  |  | — |  |  |  | — |
Options forfeited |  |  | (1,200 | ) |  |  | — |
Options outstanding at end of the year |  |  | 6,587 |  |  |  | 76.10 |
Options exercisable at end of the year |  |  | 4,947 |  |  |  | 76.10 |
|  | Year Ended December 31, 2017 |
|  | Granted on May 7, 2013 |
|  | Number of Options |  |  | Weighted- average Exercise Price |
|  | (In Thousands) |  |  | NT$ |
Employee stock options |  |  |  |  |  |  |  |
Options outstanding at beginning of the year |  |  | 6,587 |  |  | $ | 76.10 |
Options exercised |  |  | — |  |  |  | — |
Options forfeited |  |  | (661 | ) |  |  | — |
Options outstanding at end of the year |  |  | 5,926 |  |  |  | 70.70 |
Options exercisable at end of the year |  |  | 5,926 |  |  |  | 70.70 |
As of December 31, 2016 information about employee stock options outstanding was as follows:
Options Outstanding |  |  | Options Exercisable |
Range of Exercise Price |  |  | Number of Options |  |  | Weighted- average Remaining Contractual Life |  |  | Weighted- average Exercise Price |  |  | Number of Options |  |  | Weighted- average Exercise Price |
NT$ |  |  | (In Thousands) |  |  | (Years) |  |  | NT$ |  |  | (In Thousands) |  |  | NT$ |
$ | 76.10 |  |  |  | 6,587 |  |  |  | 2.35 |  |  | $ | 76.10 |  |  |  | 4,947 |  |  | $ | 76.10 |
As of December 31, 2017 information about employee stock options outstanding was as follows:
Options Outstanding |  |  | Options Exercisable |
Range of Exercise Price |  |  | Number of Options |  |  | Weighted- average Remaining Contractual Life |  |  | Weighted- average Exercise Price |  |  | Number of Options |  |  | Weighted- average Exercise Price |
NT$ |  |  | (In Thousands) |  |  | (Years) |  |  | NT$ |  |  | (In Thousands) |  |  | NT$ |
$ | 70.70 |  |  |  | 5,926 |  |  |  | 1.35 |  |  | $ | 70.70 |  |  |  | 5,926 |  |  | $ | 70.70 |
SENAO used the fair value method to evaluate the options using the Black-Scholes model and the related assumptions and the fair value of the options were as follows:
|  | Stock Options Granted on May 7, 2013 |
Grant-date share price (NT$) |  | $ | 93.00 |
Exercise price (NT$) |  | $ | 93.00 |
Dividends yield |  |  | — |
Risk-free interest rate |  |  | 0.91 | %
Expected life |  | 4.375 years |
Expected volatility |  |  | 36.22 | %
Weighted-average fair value of grants (NT$) |  | $ | 28.72 |
Expected volatility was based on the historical share price volatility of SENAO over the period equal to the expected life of SENAO Plan.
| b. | SENAO transferred the treasury stock
The Board of Directors of SENAO resolved to transfer treasury stock to specific employees in May and November 2017. The aforementioned treasury stock transferred to employees were measured at the fair value of the grant date. SENAO totally transfered 3,342 thousand shares of treasury stock and the compensation cost of $9 million was recognized for the year ended December 31, 2017. SENAO used the fair value method to evaluate share-based payment transaction using the Black-Scholes model and the related assumptions and the fair value of the option were as follows:
|  | Stock Options Granted on May 23 , 2017 |  |  | Stock Options Granted on November 17 , 2017 |
Grant-date share price (NT$) |  | $ | 53.60 |  |  | $ | 51.00 |
Exercise price (NT$) |  | $ | 49.28 |  |  | $ | 49.28 |
Dividends yield |  |  | — |  |  |  | — |
Risk-free interest rate |  |  | 0.59 | % |  |  | 0.59 | %
Expected life |  | 9 days |  |  | 14 days |
Expected volatility |  |  | 12.35 | % |  |  | 9.94 | %
Weighted-average fair value of grants (NT$) |  | $ | 4.33 |  |  | $ | 1.75 |
Expected volatility was based on the historical share price volatility of SENAO over three months before the grant date.
| c. | CHIEF share-based compensation plan (“CHIEF Plan”) described as follows:
Effective Date |  | Grant Date |  | Stock Options Units |  |  | Exercise Price
|  |  |  |  |  |  |  | NT$
2015.10.22 |  | 2015.10.22 |  |  | 2,000 |  |  | $34.40 (Original price$43.00)
2017.12.18 |  | 2017.12.19 |  |  | 950 |  |  | 147.00
Each option is eligible to subscribe for one thousand common stocks when exercisable. Under the terms of the CHIEF Plan, the options are granted at an exercise price equal to $147.00 and $43.00, respectively. The options are granted to specific employees that meet the vesting conditions. The CHIEF Plan has exercise price adjustment formula upon the changes in common stocks or distribution of cash dividends. The options of CHIEF Plan are valid for five years and the graded vesting schedule will vest two years after the grant date. The compensation costs recognized for stock options granted on October 22, 2015 were $1 million, $4 million and $3 million for the years ended December 31, 2015, 2016 and 2017, respectively. The compensation cost recognized for stock options granted on December 19, 2017 was $0.1 million for the year ended December 31, 2017. CHIEF modified the plan terms of the outstanding stock options in July 2016, the exercise price changed from $43.00 to $34.40 per share. The modification did not cause any incremental fair value granted. Information about CHIEF’s outstanding stock options for the years ended December 31, 2015, 2016 and 2017 was as follows:
|  | For the year ended December 31 |
|  | 2015 |  |  | 2016 |
|  | Granted on October 22, 2015 |  |  | Granted on October 22, 2015 |
|  | Number of Options |  |  | Weighted Average Exercise Price (NT$) |  |  | Number of Options |  |  | Weighted Average Exercise Price (NT$) |
Employee stock options |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Options outstanding at beginning of the year |  |  | — |  |  | $ | — |  |  |  | 2,000 |  |  | $ | 43.00 |
Options granted |  |  | 2,000 |  |  |  | 43.00 |  |  |  | — |  |  |  | — |
Options forfeited |  |  | — |  |  |  | — |  |  |  | (52 | ) |  |  | — |
Options outstanding at end of the year |  |  | 2,000 |  |  |  | 43.00 |  |  |  | 1,948 |  |  |  | 34.40 |
Option exercisable at end of the year |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
|  | For the year ended December 31 |
|  | 2017 |
|  | Granted on October 22, 2015 |  |  | Granted on December 19, 2017 |
|  | Number of Options |  |  | Weighted Average Exercise Price (NT$) |  |  | Number of Options |  |  | Weighted Average Exercise Price (NT$) |
Employee stock options |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Options outstanding at beginning of the year |  |  | 1,948 |  |  | $ | 34.40 |  |  |  | — |  |  | $ | — |
Options granted |  |  | — |  |  |  | — |  |  |  | 950 |  |  |  | 147.00 |
Options forfeited |  |  | (12 | ) |  |  | — |  |  |  | — |  |  |  | — |
Options outstanding at end of the year |  |  | 1,936 |  |  |  | 34.40 |  |  |  | 950 |  |  |  | 147.00 |
Option exercisable at end of the year |  |  | 968 |  |  |  | 34.40 |  |  |  | — |  |  |  | — |
As of December 31, 2016, information about employee stock options outstanding was as follows:
Granted on October 22, 2015 |
Options Outstanding |  |  | Options Exercisable |
Range of Exercise Price |  |  | Number of Options |  |  | Weighted Average Remaining Contractual Life |  |  | Weighted Average Exercise Price |  |  | Number of Options |  |  | Weighted Average Exercise Price |
NT$ |  |  |  |  |  |  | (Years) |  |  | NT$ |  |  |  |  |  |  | NT$ |
$ | 34.40 |  |  |  | 1,948 |  |  |  | 3.81 |  |  | $ | 34.40 |  |  |  | — |  |  | $ | — |
As of December 31, 2017, information about employee stock options outstanding was as follows:
Granted on October 22, 2015 |
Options Outstanding |  |  | Options Exercisable |
Range of Exercise Price |  |  | Number of Options |  |  | Weighted Average Remaining Contractual Life |  |  | Weighted Average Exercise Price |  |  | Number of Options |  |  | Weighted Average Exercise Price |
NT$ |  |  |  |  |  |  | (Years) |  |  | NT$ |  |  |  |  |  |  | NT$ |
$ | 34.40 |  |  |  | 1,936 |  |  |  | 2.81 |  |  | $ | 34.40 |  |  |  | 968 |  |  | $ | 34.40 |
Granted on December 19, 2017 |
Options Outstanding |  |  | Options Exercisable |
Range of Exercise Price |  |  | Number of Options |  |  | Weighted Average Remaining Contractual Life |  |  | Weighted Average Exercise Price |  |  | Number of Options |  |  | Weighted Average Exercise Price |
NT$ |  |  |  |  |  |  | (Years) |  |  | NT$ |  |  |  |  |  |  | NT$ |
$ | 147.00 |  |  |  | 950 |  |  |  | 4.96 |  |  | $ | 147.00 |  |  |  | — |  |  | $ | — |
CHIEF used the fair value method to evaluate the options using the Black-Scholes model and binomial option pricing model and the related assumptions and the fair value of the options were as follows:
|  | Stock Options Granted on October 22, 2015 |  |  | Stock Options Granted on December 19, 2017 |
Grant-date share price (NT$) |  | $ | 39.55 |  |  | $ | 95.92 |
Exercise price (NT$) |  | $ | 43.00 |  |  | $ | 147.00 |
Dividends yield |  |  | — |  |  |  | — |
Risk-free interest rate |  |  | 0.86 | % |  |  | 0.62 | %
Expected life |  | 5 years |  |  | 5 years |
Expected volatility |  |  | 21.02 | % |  |  | 17.35 | %
Weighted average fair value of grants (NT$) |  | $ | 4,863 |  |  | $ | 2,318 |
Expected volatility was based on the average annualized historical share price volatility of CHIEF’s comparable companies before the grant date.
| d. | New shares reserved for subscription by employees under cash injection of CHPT
| 1) | Capital Increase in March 2016
On December 8, 2015, the Board of Directors of CHPT approved the cash injection to issue 2,787 thousand shares and simultaneously reserved 418 thousand shares for subscription by employees according to the Company Act of the ROC. Furthermore, when the employees subscribed some shares or discarded their rights to subscribe shares, the Board of Directors of CHPT authorized the chairman of the Board of Directors to contact specific people or group to subscribe. The aforementioned options granted to employees are accounted for and measured at fair value. The compensation cost was $0.016 million for the year ended December 31, 2016. CHPT used the fair value method to evaluate the options granted to employees on March 10, 2016 using the Black-Scholes model and the related assumptions and the fair value of the options were as follows:
|  | Stock Options Granted on March 10, 2016 |
Grant-date share price (NT$) |  | $ | 302.46 |
Exercise price (NT$) |  | $ | 360.00 |
Dividends yield |  |  | — |
Risk-free interest rate |  |  | 0.37 | %
Expected life |  | 12 days |
Expected volatility |  |  | 37.43 | %
Weighted average fair value of grants (NT$) |  | $ | 0.04 |
Expected volatility was based on the average annualized historical share price volatility of CHPT’s comparable companies before the grant date.
| 2) | Capital Increase in September 2017
On February 8, 2017, the Board of Directors of CHPT approved the cash injection to issue 2,000 thousand shares and simultaneously reserved 300 thousand shares for subscription by employees according to the Company Act of the ROC. Furthermore, when the employees subscribed some shares or discarded their rights to subscribe shares, the Board of Directors of CHPT authorized the chairman of the Board of Directors to contact specific people or group to subscribe. The aforementioned options granted to employees are accounted for and measured at fair value. The compensation cost was $6 million for the year ended December 31, 2017. CHPT used the fair value method to evaluate the options granted to employees on September 18, 2017 using the Black-Scholes model and the related assumptions and the fair value of the options were as follows:
|  | Stock Options Granted on September 18, 2017 |
Grant-date share price (NT$) |  | $ | 1,295.00 |
Exercise price (NT$) |  | $ | 1,267.33 |
Dividends yield |  |  | — |
Risk-free interest rate |  |  | 0.35 | %
Expected life |  | 4 days |
Expected volatility |  |  | 28.30 | %
Weighted average fair value of grants (NT$) |  | $ | 31.60 |
Expected volatility was based on the historical share price volatility of CHPT over the period equal to the expected life.

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