Black & Decker 2015 Annual Report Download - page 92

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78
COMMON STOCK ACTIVITY — Common stock activity for 2015, 2014 and 2013 was as follows:
2015 2014 2013
Outstanding, beginning of year..................................................... 157,125,450 155,479,230 159,952,027
Issued from treasury ..................................................................... 6,046,405 1,986,796 3,828,056
Returned to treasury...................................................................... (9,227,564)(340,576)(8,300,853)
Outstanding, end of year............................................................... 153,944,291 157,125,450 155,479,230
Shares subject to the forward share purchase contract................. (5,249,332)(1,603,822) —
Outstanding, less shares subject to the forward share purchase
contract ......................................................................................... 148,694,959 155,521,628 155,479,230
The Company repurchased a total of 6,623,709 shares of common stock in 2015. Additionally, the Company net-share settled
capped call options on its common stock and received 2,603,855 shares during 2015. For further detail on these transactions,
see "Other Equity Arrangements" below.
In December 2015, the Company issued 2,869,169 shares of common stock to settle the conversion feature of the Convertible
Preferred Stock issued and redeemed through a combination settlement. For further detail on these transactions, see "Other
Equity Arrangements" below.
In March 2015, the Company entered into a forward share purchase contract on its common stock. The contract obligates the
Company to pay $350.0 million, plus an additional amount related to the forward component of the contract, to the financial
institution counterparty not later than March 2017, or earlier at the Company’s option, for the 3,645,510 shares purchased. The
reduction of common shares outstanding was recorded at the inception of the forward share purchase contract and factored into
the calculation of weighted average shares outstanding at that time.
In October 2014, the Company entered into a forward share purchase contract on its common stock. The contract obligates the
Company to pay $150.0 million, plus an additional amount related to the forward component of the contract, to the financial
institution counterparty not later than October 2016, or earlier at the Company’s option, for the 1,603,822 shares purchased.
The reduction of common shares outstanding was recorded at the inception of the forward share purchase contract and factored
into the calculation of weighted average shares outstanding at that time.
In April 2013, the Company received 617,037 shares upon settlement of the capped call options purchased in November 2012.
In December 2012, upon executing an accelerated share repurchase contract, the Company received 9,345,794 shares. The
Company received an additional 1,608,695 shares upon settlement of the contract in April 2013. For further detail on these
transactions, see "Other Equity Arrangements" below.
In 2011, the Company entered into a forward share purchase contract on its common stock. The contract obligated the
Company to pay $350.0 million, plus an additional amount related to the forward component of the contract, to the financial
institution counterparty not later than August 2013, or earlier at the Company’s option, for the 5,581,400 shares purchased. The
reduction of common shares outstanding was recorded at the inception of the forward share purchase contract and factored into
the calculation of weighted average shares outstanding at that time. The Company elected to prepay the forward share purchase
contract for $362.7 million in January 2013. In August 2013, the Company physically settled the contract, receiving 5,581,400
shares and $18.8 million from the financial institution counterparty representing a purchase price adjustment. These shares
have been reflected as "Returned to treasury" in the table above.
COMMON STOCK RESERVED — Common stock shares reserved for issuance under various employee and director stock
plans at January 2, 2016 and January 3, 2015 are as follows:
2015 2014
Employee stock purchase plan.................................................................................... 2,104,326 2,286,365
Other stock-based compensation plans....................................................................... 7,994,342 10,164,264
Total shares reserved................................................................................................... 10,098,668 12,450,629
PREFERRED STOCK PURCHASE RIGHTS — Each outstanding share of common stock has a 1 share purchase right.
Each purchase right may be exercised to purchase one two-hundredth of a share of Series A Junior Participating Preferred Stock
at an exercise price of $220.00, subject to adjustment. The rights, which do not have voting rights, expire on March 10, 2016,