Famous Footwear 2012 Annual Report Download - page 24

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22 2012 BROWN SHOE COMPANY, INC. FORM 10-K
ITEM 3 LEGAL PROCEEDINGS
We are involved in legal proceedings and litigation arising in the ordinary course of business. In the opinion of management,
the outcome of such ordinary course business proceedings and litigation currently pending will not have a material adverse
eect on our results of operations or financial position.
We are involved in environmental remediation and ongoing compliance activities at several sites. We are remediating,
under the oversight of Colorado authorities, contamination at and beneath our owned facility in Colorado (also known
as the “Redfield” site) and groundwater and indoor air in residential neighborhoods adjacent to and near the property,
which have been aected by solvents previously used at the site and surrounding facilities. See Note 17 to the consolidated
financial statements for additional information related to the Redfield matter.
Our prior operations included numerous manufacturing and other facilities for which we may have responsibility under
various environmental laws to address conditions that may be identified in the future.
ITEM 4 MINE SAFETY DISCLOSURES
Not applicable.
PART II
ITEM 5 MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS
AND ISSUER PURCHASES OF EQUITY SECURITIES
Our common stock is listed on the New York Stock Exchange (“NYSE”) under the trading symbol “BWS.” As of February 2, 2013,
we had approximately 3,250 shareholders of record. The following table sets forth for each fiscal quarter during 2012 and 2011
the high and low sales prices per share of our common stock as reported on the NYSE and the dividends paid per share.
2012 2011
Dividends Dividends
Low High Paid Low High Paid
1st Quarter . . . . . . . . . . . . . . . . . $ 8.49 $11.30 $0.07 $10.39 $15.77 $0.07
2nd Quarter. . . . . . . . . . . . . . . . . 8.28 14.24 0.07 8.85 12.79 0.07
3rd Quarter . . . . . . . . . . . . . . . . . 13.22 16.88 0.07 5.85 10.31 0.07
4th Quarter . . . . . . . . . . . . . . . . . 14.76 19.64 0.07 7.51 9.72 0.07
Restrictions on the Payment of Dividends
Our Third Amended and Restated Credit Agreement (the “Credit Agreement”) and our 7.125% senior notes due in 2019
(the “2019 Senior Notes”) limit the amount of dividends that can be declared and paid. However, we do not believe this
limitation materially restricts the Board of Directors’ ability to declare or our ability to pay regular quarterly dividends to
our common stockholders.
In addition to this limitation, the declaration and payment of dividends and the amount of dividends will depend on our
results of operations, financial conditions, future prospects and other factors deemed relevant by our Board of Directors.
Issuer Purchases of Equity Securities
The following table represents issuer purchases of equity securities.
Total Number of Maximum Number
Total Number Shares Purchased of Shares that May
of Shares Average Price as Part of Publicly Yet Be Purchased
Fiscal Period Purchased Paid per Share Announced Program Under the Program (1)
October 28, 2012 – November 24, 2012 . . 658 (2) $16. 1 1 – 2,500,000
November 25, 2012 – December 29, 2012 . 7,456
(2) 18.54 – 2,500,000
December 30, 2012 – February 2, 2013 . . 533
(2) 17.54 – 2,500,000
Total . . . . . . . . . . . . . . . . . . . . . . 8,647 (2) $18.29 – 2,500,000
(1) On August 25, 2011, the Board of Directors approved a stock repurchase program authorizing the repurchase of up to 2.5 million shares of
our outstanding common stock. We can utilize the repurchase program to repurchase shares on the open market or in private transactions
from time to time, depending on market conditions. The repurchase program does not have an expiration date. Under this plan, no shares
were repurchased during 2012; therefore, there were 2.5 million shares authorized to be purchased under the program as of February 2, 2013.
Repurchases of common stock are limited under our debt agreements.
(2) Reflects shares that were tendered by employees related to certain share-based awards. These shares were tendered in satisfaction of the
exercise price of stock options and/or to satisfy minimum tax withholding amounts for non-qualified stock options, restricted stock and stock
performance awards. Accordingly, these share purchases are not considered a part of our publicly announced stock repurchase program.