Redbox 2013 Annual Report Download - page 26

17
Repurchases of Common Stock
Since 2010, our Board of Directors has on several occasions authorized programs for the Company to repurchase our common
stock. In January 2013, our Board of Directors authorized additional repurchases of up to $250.0 million plus the cash proceeds
received from the exercise of stock options by our officers, directors, and employees. Repurchases may be made through open
market purchases, negotiated transactions or other means, including accelerated share repurchases and 10b5-1 trading plans in
accordance with applicable securities laws and other restrictions. The share repurchase program will continue until the amount
of Outerwall common stock authorized is repurchased, the Board of Directors determines to discontinue or otherwise modify
the share repurchase program.
As of December 31, 2013, we were authorized to repurchase up to $201.3 million of our common stock under our share
repurchase programs. Repurchased shares become a part of treasury stock.
The following table summarizes information regarding shares repurchased during the quarter ended December 31, 2013:
Total Number of
Shares
Repurchased
Average Price
Paid per Share
Total Number of Shares
Purchased as Part of
Publicly Announced
Repurchase Plans or
Programs(2)
Maximum Approximate
Dollar Value of Shares
that May Yet be Purchased
Under the Plans or
Programs (3)
10/1/13 - 10/31/13. . . . . . . . . 2,000 $ 63.94 — $ 300,411
11/1/13 - 11/30/13. . . . . . . . . 757,166 $ 66.06 756,356 $ 200,769 (4)
12/1/13 - 12/31/13. . . . . . . . . 757,335 $ 66.06 757,335 $ 201,170 (4)
1,516,501 (1) 1,513,691 $ 201,291
(1) Includes 2,810 shares tendered for tax withholding on vesting of restricted stock awards, none of which are included
against the dollar value of shares that may be purchased under programs approved by our Board of Directors.
(2) Includes shares from our Discounted Share Buyback Agreement as described in Note 9: Repurchases of Common
Stock in our Notes to Consolidated Financial Statements
(3) Dollars in thousands
(4) The maximum dollar value of shares was reduced at the time of our $100.0 million prepayment under the Discounted
Stock Buyback Agreement. The shares are included in the total number of shares repurchased amounts in the time
period of delivery of the shares to us.
Unregistered Sales of Equity Securities
On October 26, 2011, we issued 100,000 shares of unregistered restricted common stock to Paramount as partial consideration
for licenses to content under a revenue sharing license agreement discussed in Note 10: Share-Based Payments in our Notes to
Consolidated Financial Statements. The issuance of the common stock was exempt from registration pursuant to the Securities
Act of 1933, as amended (the “Securities Act”) by virtue of Section 4(2) and/or Regulation D promulgated thereunder as a
transaction not involving a public offering. We believe that the issuance is exempt from the registration requirements of the
Securities Act on the basis that: (1) Paramount represented it was an accredited investor as defined under the Securities Act;
(2) there was no general solicitation; and (3) Paramount represented that it was purchasing such shares for its own account and
not with a view towards distribution. The shares of common stock carry a legend stating that the shares are not registered under
the Securities Act and therefore cannot be resold unless they are registered under the Securities Act or unless an exemption to
registration is available.
Securities Authorized for Issuance Under Equity Compensation Plans
For information regarding securities authorized for issuance under equity compensation plans, see Item 12. Security Ownership
of Certain Beneficial Owners and Management and Related Stockholder Matters, which incorporates by reference to the Proxy
Statement relating to our 2014 Annual Meeting of Stockholders.