US Cellular 2008 Annual Report Download - page 189

UNITED STATES CELLULAR CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
NOTE 16 COMMITMENTS AND CONTINGENCIES (Continued)
consolidated partnerships and LLCs on December 31, 2008, net of estimated liquidation costs. This
amount is being disclosed pursuant to the requirements of FSP No. FAS 150-3, Effective Date,
Disclosures, and Transition for Mandatorily Redeemable Financial Instruments of Certain Nonpublic
Entities and Certain Mandatorily Redeemable Noncontrolling Interests under SFAS 150. U.S. Cellular has
no current plans or intentions to liquidate any of the related partnerships or LLCs prior to their scheduled
termination dates. The corresponding carrying value of the minority interests in finite-lived consolidated
partnerships and LLCs at December 31, 2008 was $55.3 million, and was included in Minority interest in
the Consolidated Balance Sheet. The excess of the aggregate settlement value over the aggregate
carrying value of the mandatorily redeemable minority interests of $94.6 million was due primarily to the
unrecognized appreciation of the minority interest holders’ share of the underlying net assets in the
consolidated partnerships and LLCs. Neither the minority interest holders’ share, nor U.S. Cellular’s share
of the appreciation of the underlying net assets of these subsidiaries was reflected in the consolidated
financial statements. The estimate of settlement value was based on certain factors and assumptions
which are based on judgment. Changes in those factors and assumptions could result in a materially
larger or smaller settlement amount.
NOTE 17 COMMON SHAREHOLDERS’ EQUITY
Employee Benefit Plans
The following table summarizes Common Shares issued, including reissued Treasury Shares, for the
employee benefit plans:
Year Ended December 31, 2008 2007
Employee stock options and awards ...................... 253,390 871,493
Employee stock purchase plan .......................... 30,177 9,154
283,567 880,647
Tax-Deferred Savings Plan
U.S. Cellular has reserved 67,215 Common Shares for issuance under the TDS Tax-Deferred Savings
Plan, a qualified profit-sharing plan pursuant to Sections 401(a) and 401(k) of the Internal Revenue Code.
Participating employees have the option of investing their contributions in a U.S. Cellular Common Share
fund, a TDS Common Share fund, a TDS Special Common Share fund, or certain unaffiliated funds.
Series A Common Shares
Series A Common Shares are convertible on a share-for-share basis into Common Shares. In matters
other than the election of directors, each Series A Common Share is entitled to ten votes per share,
compared to one vote for each Common Share. The Series A Common Shares are entitled to elect 75%
of the directors (rounded down), and the Common Shares elect 25% of the directors (rounded up). As of
December 31, 2008, a majority of U.S. Cellular’s Common Shares and all of U.S. Cellular’s outstanding
Series A Common Shares were held by TDS.
Common Share Repurchase Program
Prior to November 18, 2008, the Board of Directors of U.S. Cellular had authorized the repurchase of up
to 1% of the outstanding U.S. Cellular Common Shares held by non-affiliates in each three month period,
primarily for use in employee benefit plans (the ‘‘Limited Authorization’’). On November 18, 2008, the
Board of Directors of U.S. Cellular amended the Limited Authorization to permit the repurchase of up to
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