Crucial 2013 Annual Report Download - page 86

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Shareholders' Equity
Repurchase of Common Stock
On July 26, 2011, we paid $150 million to repurchase 19.7 million shares of our common stock at $7.60 per share.
Capped Calls
Issued and Outstanding Capped Calls: In July 2011, we entered into capped call transactions (the "2031 Capped Calls")
that have an initial strike price which was set to equal, subject to certain adjustments, the initial conversion price of the 2031
Notes. The 2031 Capped Calls are in four equal tranches. In April 2012, we entered into capped call transactions (the "2032C
Capped Calls" and "2032D Capped Calls," collectively the "2032 Capped Calls") that have an initial strike price which was set
to be, subject to certain adjustments, slightly higher than the initial conversion prices of the 2032C Notes and the 2032D
Notes. The 2032C and 2032D Capped Calls are each in four tranches. On February 6, 2013 and February 12, 2013, we entered
into capped call transactions (the "2033E Capped Calls" and "2033F Capped Calls," collectively the "2033 Capped Calls") that
have an initial strike price which was set to equal, subject to certain adjustments, the initial conversion price of the 2033
Notes. We paid $57 million, $103 million and $48 million, to purchase the 2031, 2032 and 2033 Capped Calls, respectively.
The capped calls transactions are considered capital transactions and the related cost was recorded as a charge to additional
capital. The 2031, 2032 and 2033 Capped Calls are intended to reduce the effect of potential dilution upon conversion of the
2031, 2032 and 2033 Notes, respectively and may be settled in shares or cash, at our election.
The following table presents information related to the issued and outstanding capped calls as of August 29, 2013.
Capped
Calls Strike Price1
Cap Price Range Common
Shares
Covered
Value at Expiration2
Expiration Dates Low High Minimum Maximum
2031 Jul 2014 - Feb 2016 $ 9.50 $ 11.40 $ 13.17 72.6 $ — $ 207
2032C May 2016 - Nov 2017 9.80 14.26 15.69 56.3 — 307
2032D Nov 2016 - May 2018 10.16 14.62 16.04 44.3 — 244
2033E Jan 2018 - Feb 2018 10.93 14.51 14.51 27.5 — 98
2033F Jan 2020 - Feb 2020 10.93 14.51 14.51 27.5 — 98
228.2 $ — $ 954
1 Initial strike prices are subject to certain adjustments
2 Settlement in cash on the 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 the respective low strike price, to the respective maximum
amount if the market price per share of our common stock is at or above the respective high cap price. If share
settlement were elected, the number of shares repurchased would be determined by the value of the capped calls at the
time of settlement divided by the share price on the settlement date.
Settlement of Capped Calls: Concurrent with the issuance in April 2009 of our 4.25% Convertible Senior Notes due 2013,
we entered into capped call transactions (the "2013 Capped Calls") covering approximately 45.2 million shares of common
stock with an initial strike price of approximately $5.08 per share and a cap price of $6.64 per share. The 2013 Capped Calls
expired in October 2012 and November 2012. We elected cash settlement and received $24 million in 2013.
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 "2014 Capped Calls"). In the first six
months of 2012, 2014 Capped Calls covering 30.4 million shares expired according to their terms. In April 2012, we settled the
remaining 2014 Capped Calls, covering 60.9 million shares, and received a de minimis payment.