Blizzard 2011 Annual Report Download - page 83

Return of capital to Vivendi related to settlement of pre-Business Combination taxes
Prior to the Business Combination, Vivendi Games’ income taxes are presented in the financial statements as if
Vivendi Games were a stand-alone taxpayer even though Vivendi Games’ operating results are included in the consolidated
federal, certain foreign, and state and local income tax returns of Vivendi or Vivendi’s subsidiaries. Based on the subsequent
filing of these tax returns by Vivendi or Vivendi’s subsidiaries, we determined that the amount paid by Vivendi Games was
greater than the actual amount due (and settled) based upon filing of these returns. This difference between the amount paid and
the actual amount due (and settled) represents a return of capital to Vivendi which, in accordance with the terms of the Business
Combination agreement, occurred immediately prior to the close of the Business Combination.
Issuer Purchase of Equity Securities (amounts in millions, except number of shares and per share data)
The following table provides the number of shares purchased and average price paid per share during each quarter of
2011, the total number of shares purchased as part of our publicly announced share repurchase programs, and the approximate
dollar value of shares that could still be purchased under our $1.5 billion stock repurchase program as of the end of each relevant
period.
Period
Total number
of shares
purchased(1)(2)(3)
Average
price
paid
per share
Total number of
shares purchased as part
of publicly announced
plans or programs(1)(2)
Approximate dollar
value of shares that may
yet be purchased
under the plans or
programs
(in millions)
January 1, 2011—March 31, 2011 ......................................... 29,425,935 $10.95 29,425,935 $1,178,799,876
April 1, 2011—June 30, 2011 ................................................ 14,089,448 11.21 14,089,448 1,020,884,422
July 1, 2011—September 30, 2011 ........................................ 1,991,457 11.61 1,991,457 997,758,050
October 1, 2011—October 31, 2011 ...................................... 1,094,364 11.91 1,094,364 984,727,826
November 1, 2011—November 30, 2011 .............................. 2,625,000 11.89 2,625,000 953,520,526
December 1, 2011—December 31, 2011 ............................... 10,266,232 12.05 10,266,232 829,862,703
Subtotal for the fourth quarter of 2011 .................................. 13,985,596 12.00 13,985,596
Total ........................................................................................ 59,492,436 $11.28 59,492,436
(1) These purchases were made pursuant to the stock repurchase program (the “2011 Stock Repurchase Program”)
authorized by our Board of Directors on February 3, 2011 and announced on February 9, 2011 pursuant to which we
may repurchase up to $1.5 billion of our common stock from time to time on the open market or in private
transactions, including structured or accelerated transactions, on terms and conditions to be determined by the
Company, until the earlier of March 31, 2012 and a determination by the Board of Directors to discontinue the
repurchase program. In addition to the repurchases in the table, in January 2012, we settled the purchase of 1 million
shares of our common stock that we had committed to repurchase in December 2011 pursuant to the 2011 Stock
Repurchase Program for $12 million.
(2) In addition to purchases under the 2011 Stock Repurchase Program, included in this column are transactions under
the Company’s equity compensation plans involving the delivery to the Company of an aggregate of 94,550 shares of
our common stock, with an average value of $10.92 per share as of the date of delivery, to satisfy tax withholding
obligations in connection with the vesting of restricted stock awards to our employees.
(3) This table excludes a $22 million purchase of 1.8 million shares of our common stock that we had agreed to
repurchase in December 2010 pursuant to a stock repurchase program under which we were authorized to repurchase
up to $1 billion of the Company’s common stock until December 31, 2010.
On February 2, 2012, our Board of Directors authorized a stock repurchase program pursuant to which we may
repurchase up to $1 billion of the Company’s common stock from time to time on the open market or in private transactions,
including structured or accelerated transactions, on terms and conditions to be determined by the Company, during the period
between April 1, 2012 and the earlier of March 31, 2013 and a determination by the Board of Directors to discontinue the
repurchase program.
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