HR Block 2009 Annual Report Download - page 19

results are included in our consolidated financial statements, the amounts SCC may be required to pay in the
discharge or settlement of these claims in the event of unfavorable outcomes could have a material adverse impact
on our consolidated results of operations.
OTHER CLAIMS AND LITIGATION –We are from time to time party to investigations, claims and lawsuits not
discussed herein arising out of our business operations. These investigations, claims and lawsuits include actions
by state attorneys general, other state regulators, individual plaintiffs, and cases in which plaintiffs seek to
represent a class of others similarly situated. Some of these investigations, claims and lawsuits pertain to RALs,
the electronic filing of customers’ income tax returns, the POM guarantee program, wage and hour claims and
investment products. We believe we have meritorious defenses to each of these claims, and we are defending or
intend to defend them vigorously. The amounts claimed in these claims and lawsuits are substantial in some
instances, however the ultimate liability with respect to such litigation and claims is difficult to predict. In the
event of an unfavorable outcome, the amounts we may be required to pay in the discharge of liabilities or
settlements could be material.
In addition to the aforementioned types of cases, we are party to claims and lawsuits that we consider to be
ordinary, routine litigation incidental to our business, including claims and lawsuits (collectively, “Other Claims”)
concerning the preparation of customers’ income tax returns, the fees charged customers for various products and
services, relationships with franchisees, intellectual property disputes, employment matters and contract
disputes. While we cannot provide assurance that we will ultimately prevail in each instance, we believe the
amount, if any, we are required to pay in the discharge of liabilities or settlements in these Other Claims will not
have a material adverse effect on our consolidated operating results, financial position or cash flows.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the fourth quarter of fiscal year 2009.
PART II
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES
H&R Block’s common stock is traded on the New York Stock Exchange (NYSE) under the symbol HRB. On May 31,
2009, there were 24,835 shareholders of record and the closing stock price on the NYSE was $14.60 per share.
In October 2008, we sold 8.3 million shares of our common stock in a registered direct offering through
subscription agreements with selected institutional investors. See additional information in Item 8, note 11 to the
consolidated financial statements.
During the fiscal year ended April 30, 2009, we issued approximately 8,500 shares of our common stock as
purchase price consideration for acquisitions. These issuances were private offerings exempt from registration
pursuant to Section 4(2) of the Securities Act of 1933.
On March 4, 2009, we also issued a total of 8,604 shares of our common stock to former members of our Board of
Directors (4,302 shares each to Roger W. Hale and Henry F. Frigon) as compensation pursuant to the 2008 Deferred
Stock Unit Plan for Outside Directors, in reliance upon the administrative position set forth in SEC Release
No. 33-6188 (February 1, 1980) 17 C.F.R. 231.6188 (1989) and SEC Release No. 33-6281 (January 15, 1981) 17 C.F.R.
231.6281 (1989).
The information regarding H&R Block’s common stock regarding quarterly sales prices and dividends declared
appears in Item 8, note 21 to our consolidated financial statements.
A summary of our securities authorized for issuance under equity compensation plans as of April 30, 2009 is as
follows:
Number of securities
to be issued upon
exercise of options
warrants and rights
Weighted-average
exercise price of
outstanding options
warrants and rights
Number of securities remaining
available for future issuance under
equity compensation plans (excluding
securities reflected in the first column)
(in 000s, except per share amounts)
Equity compensation plans approved by
security holders 16,081 $21.83 11,540
Equity compensation plans not approved
by security holders – – –
Total 16,081 $21.83 11,540
The remaining information called for by this item relating to “Securities Authorized for Issuance under Equity
Compensation Plans” is reported in Item 8, note 12 to our consolidated financial statements.
H&R BLOCK 2009 Form 10K 15