Health Net 2004 Annual Report Download - page 38

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cash except to the extent permitted under the credit facility, which is described in “Management’s Discussion and Analysis of
Financial Condition and Results of Operations—Liquidity and Capital Resources.”
Stock Repurchase Program
In April 2002, our Board of Directors authorized us to repurchase up to $250 million (net of exercise proceeds and tax benefits
from the exercise of employee stock options) of our common stock under our stock repurchase program. In August 2003, our Board
of Directors authorized us to repurchase up to an additional $200 million (net of exercise proceeds and tax benefits from the exercise
of employee stock options) of our common stock under our stock repurchase program. Share repurchases are made under our stock
repurchase program from time to time through open market purchases or through privately negotiated transactions. As of December
31, 2004, we had repurchased an aggregate of 19,978,655 shares of our common stock under our stock repurchase program for
aggregate consideration of approximately $536.6 million before taking into account exercise proceeds and tax benefits from the
exercise of employee stock options. We repurchased 3,179,400 shares of common stock during the year ended December 31, 2004 for
$83.7 million. On September 13, 2004, we announced that, as a result of the ratings action taken with respect to our senior unsecured
debt rating, we would cease repurchases of shares of common stock under our stock repurchase program through the end of 2004. Our
stock repurchase program remains on hold. We will continue to reevaluate our position on stock repurchases as 2005 progresses. Our
decision to resume the repurchase of shares under our stock repurchase program will depend on a number of factors, including,
without limitation, any future ratings action taken by Moody’s or S&P.
During 2004, we received approximately $18 million in cash and recognized $2 million in tax benefits as a result of option
exercises. During 2003 and 2002, we received approximately $42 million and $48 million in cash, respectively, and recognized $15
million and $18 million in tax benefits, respectively, as a result of option exercises.
As a result of the $20 million (in 2004), $57 million (in 2003) and $66 million (in 2002) in realized and estimated benefits, our
total authority under our stock repurchase program is estimated at $593 million based on the authorization we received from our
Board of Directors to repurchase up to an aggregate of up to $450 million (net of exercise proceeds and tax benefits from the exercise
of employee stock options) of our common stock. The remaining authorization under our stock repurchase program as of December
31, 2004 was $57 million.
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