Crucial 2012 Annual Report Download - page 72

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Capped Calls
Issued and Outstanding Capped Calls: Concurrent with the offering of the 2032C and 2032D Notes, in April 2012, we
entered into capped call transactions (the "2012C Capped Calls" and "2012D Capped Calls," collectively the "2012 Capped
Calls") that have an initial strike price of approximately $9.80 and $10.16 per share, respectively, subject to certain
adjustments, which was set to be slightly higher than the initial conversion prices of approximately $9.63 for the 2032C Notes
and $9.98 for the 2032D Notes. The 2012C Capped Calls are in four tranches, with cap prices of $14.26, $14.62, $15.33 and
$15.69 per share, and cover, subject to anti-dilution adjustments similar to those contained in the 2032C Notes, an approximate
combined total of 56.3 million shares of common stock. The 2012C Capped Calls expire on various dates between May 2016
and November 2017. The 2012D Capped Calls are in four tranches, with cap prices of $14.62, $15.33, $15.69 and $16.04 per
share, and cover, subject to anti-dilution adjustments similar to those contained in the 2032D Notes, an approximate combined
total of 44.3 million shares of common stock. The 2012D Capped Calls expire on various dates between November 2016 and
May 2018. The 2012 Capped Calls are intended to reduce the potential dilution upon conversion of the 2032 Notes. The 2012
Capped Calls may be settled in shares or cash, at our election. Settlement of the 2012 Capped Calls in cash on their respective
expiration dates would result in us receiving an amount ranging from zero, if the market price per share of our common stock is
at or below $9.80, to a maximum of $551 million. We paid $103 million to purchase the 2012 Capped Calls, which was
charged to additional capital.
Concurrent with the offering of the 2031 Notes, in July 2011, we entered into capped call transactions (the "2011 Capped
Calls") that have an initial strike price of approximately $9.50 per share, subject to certain adjustments, which was set to equal
the initial conversion price of the 2031 Notes. The 2011 Capped Calls are in four equal tranches, with cap prices of $11.40,
$12.16, $12.67 and $13.17 per share, and cover, subject to anti-dilution adjustments similar to those contained in the 2031
Notes, an approximate combined total of 72.6 million shares of common stock. The 2011 Capped Calls expire on various dates
between July 2014 and February 2016. The 2011 Capped Calls are intended to reduce the potential dilution upon conversion of
the 2031 Notes. Settlement of the 2011 Capped Calls in cash on their respective expiration dates would result in us receiving
an amount ranging from zero if the market price per share of our common stock is at or below $9.50 to a maximum of $207
million. We paid $57 million to purchase the 2011 Capped Calls, which was charged to additional capital.
Concurrent with the offering of the 2013 Notes in April 2009, we entered into capped call transactions (the "2009 Capped
Calls") that have an initial strike price of approximately $5.08 per share, subject to certain adjustments, which was set to equal
the initial conversion price of the 2013 Notes. The 2009 Capped Calls have a cap price of $6.64 per share and cover, subject to
anti-dilution adjustments similar to those contained in the 2013 Notes, an approximate combined total of 45.2 million shares of
common stock, and are subject to standard adjustments for instruments of this type. The 2009 Capped Calls expire in October
2012 and November 2012. We elected to settle the 2009 Capped Calls in cash and the amount we will receive will depend on
the market price per share of our common stock on the expiration dates. We paid $25 million to purchase the 2009 Capped
Calls, which was charged to additional capital.
Settlement and Expiration of the 2007 Capped Calls: Concurrent with the offering of the 2014 Notes, we purchased
capped calls with a strike price of approximately $14.23 per share and various expiration dates between November 2011 and
December 2012 (the "2007 Capped Calls"). In the first six months of 2012, 2007 Capped Calls covering 30.4 million shares
expired according to their terms. In April 2012, we settled the remaining 2007 Capped Calls, covering 60.9 million shares, and
received a de minimis payment.
Accumulated Other Comprehensive Income (Loss)
As of 2012 2011
Accumulated translation adjustment, net $ 49 $ 65
Gain (loss) on derivatives, net 31 43
Gain (loss) on investments, net 1 25
Unrecognized pension liability (1)(1)
Accumulated other comprehensive income $ 80 $ 132