ADT 2014 Annual Report Download - page 160

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FORM 10-K
2013
Dividend
Amount
Dividend
Declared Date
Dividend
Paid Date
To Stockholders on
Record as of
$0.125 November 26, 2012 December 18, 2012 December 10, 2012
$0.125 January 10, 2013 February 20, 2013 January 30, 2013
$0.125 March 14, 2013 May 15, 2013 April 24, 2013
$0.125 July 19, 2013 August 21, 2013 July 31, 2013
$0.125 September 20, 2013 November 20, 2013 October 30, 2013
Voting Rights—The holders of the Company’s common stock are entitled to one vote for each share held of
record on all matters submitted to a vote of the stockholders.
Other Rights—Subject to any preferential liquidation rights of holders of preferred stock that may be
outstanding, upon the Company’s liquidation, dissolution or winding-up, the holders of ADT common stock are
entitled to share ratably in the Company’s assets legally available for distribution to its stockholders.
Fully Paid—The issued and outstanding shares of the Company’s common stock are fully paid and non-
assessable. Any additional shares of common stock that the Company may issue in the future will also be fully
paid and non-assessable.
The holders of the Company’s common stock do not have preemptive rights or preferential rights to
subscribe for shares of its capital stock.
Preferred Stock
The Company’s certificate of incorporation authorizes its board of directors to designate and issue from
time to time one or more series of preferred stock without stockholder approval. The board of directors may fix
and determine the preferences, limitations and relative rights of each series of preferred stock. As of
September 26, 2014, there were 50,000,000 shares of $0.01 par value preferred stock authorized of which none
were outstanding. The Company does not currently plan to issue any shares of preferred stock.
Share Repurchase Program
On November 26, 2012, the Company’s board of directors approved $2 billion of share repurchases over a
period of three years. Pursuant to this approval, the Company may enter into accelerated share repurchase plans
as well as repurchase shares on the open market. During fiscal year 2013, the Company made open market
repurchases of 15.5 million shares of ADT common stock at an average price of $43.01 per share. The total cost
of open market repurchases for fiscal year 2013 was approximately $668 million, of which $635 million was paid
during the period.
On January 29, 2013, the Company entered into an accelerated share repurchase agreement under which it
repurchased 12.6 million shares of ADT’s common stock for $600 million at an average price of $47.60 per
share. This accelerated share repurchase program, which was funded with proceeds from the January 2013 Debt
Offering, was completed on April 2, 2013.
On November 18, 2013, the Company’s board of directors authorized a $1 billion increase to the $2 billion,
three-year share repurchase program that was previously approved on November 26, 2012. This repurchase
program expires November 26, 2015. During fiscal year 2014, the Company made open market repurchases of
14 million shares of ADT’s common stock at an average price of $35.72 per share. The total cost of open market
repurchases for fiscal year 2014 was $500 million, all of which was paid during the period.
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