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74
Off-Balance Sheet Arrangements and Aggregate Contractual Obligations
Our principal commitments as of November 30, 2012 consist of obligations under operating leases, capital leases, royalty
agreements and various service agreements. See Note 15 of our Notes to Consolidated Financial Statements for additional
information regarding our contractual commitments.
Contractual Obligations
The following table summarizes our contractual obligations as of November 30, 2012 (in millions):
Payment Due by Period
Total Less than
1 year 1-3 years 3-5 years More than
5 years
Notes......................................................................... $ 1,869.5 $ 62.3 $ 714.8 $ 85.5 $ 1,006.9
Operating lease obligations....................................... 246.1 47.3 73.0 46.7 79.1
Capital lease obligations ........................................... 13.2 11.4 1.8
Purchase obligations ................................................. 342.2 256.4 46.5 27.3 12.0
Total ........................................................................ $ 2,471.0 $ 377.4 $ 836.1 $ 159.5 $ 1,098.0
Senior Notes
In February 2010, we issued $600.0 million of 3.25% senior notes due February 1, 2015 and $900.0 million of 4.75% senior
notes due February 1, 2020. Interest on the Notes is payable semi-annually, in arrears on February 1 and August 1, commencing
on August 1, 2010. During fiscal 2012 interest payments totaled $62.3 million. At November 30, 2012, our maximum commitment
for interest payments under the Notes was $369.4 million.
Capital Lease Obligation
In June 2010, we entered into a sale-leaseback agreement to sell equipment totaling $32.2 million and leaseback the same
equipment over a period of 43 months. This transaction was classified as a capital lease obligation and was recorded at fair value.
Covenants
Our credit facility contains a financial covenant requiring us not to exceed a maximum leverage ratio. Our Almaden Tower
lease includes certain financial ratios as defined in the lease agreements that are reported to the lessors quarterly. As of November 30,
2012, we were in compliance with all of our covenants. We believe these covenants will not impact our credit or cash in the coming
fiscal year or restrict our ability to execute our business plan. Our Notes do not contain any financial covenants.
Under the terms of our credit agreement and lease agreements, we are not prohibited from paying cash dividends unless
payment would trigger an event of default or one currently exists. We do not anticipate paying any cash dividends in the foreseeable
future.
Accounting for Uncertainty in Income Taxes
The gross liability for unrecognized tax benefits at November 30, 2012 was $160.5 million, exclusive of interest and
penalties.
The timing of the resolution of income tax examinations is highly uncertain as are the amounts and timing of tax payments
that are part of any audit settlement process. These events could cause large fluctuations in the balance sheet classification of
current and non-current assets and liabilities. We believe that within the next 12 months, it is reasonably possible that either certain
audits will conclude or statutes of limitations on certain income tax examination periods will expire, or both. Given the uncertainties
described above, we can only determine a range of estimated potential decreases in underlying unrecognized tax benefits ranging
from $0 to approximately $5 million.
Royalties
We have certain royalty commitments associated with the shipment and licensing of certain products. Royalty expense is
generally based on a dollar amount per unit shipped or a percentage of the underlying revenue.
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