Redbox 2014 Annual Report Download - page 28

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20
The following table summarizes information regarding shares repurchased during the quarter ended December 31, 2014:
Total Number of
Shares
Repurchased
Average Price
Paid per Share
Total Number of Shares
Purchased as Part of
Publicly Announced
Repurchase Plans or
Programs
Maximum Approximate
Dollar Value of Shares
that May Yet be
Purchased Under the Plans
or Programs (2)
10/1/14 - 10/31/14. . . . . . . . . 3,170 $ 56.92 — $ 162,863
11/1/14 - 11/30/14. . . . . . . . . 565 $ 70.28 — $ 163,385
12/1/14 - 12/31/14. . . . . . . . . 114 $ 70.98 — $ 163,655
3,849 (1) —
(1) The only shares repurchased in the quarter ended December 31, 2014 represented 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) Dollars in thousands
Unregistered Sales of Equity Securities
On October 1, 2014, we issued 25,000 shares of unregistered restricted common stock to Sony as partial consideration for the
extension of our existing content license agreement with Sony discussed in Note 9: Share-Based Payments and Note 17:
Commitments and Contingencies 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(a)(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) Sony represented it was an accredited
investor as defined under the Securities Act; (2) there was no general solicitation; and (3) Sony 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.
On November 20, 2014 Redbox announced a contract extension with Paramount Home Entertainment under the existing terms
of the revenue sharing license agreement discussed in Note 9: Share-Based Payments and Note 17: Commitments and
Contingencies in our Notes to Consolidated Financial Statements. The one-year extension requires us to issue 50,000 shares of
unregistered restricted common stock to Paramount during the first quarter of 2015.
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 2015 Annual Meeting of Stockholders.