Seagate 2007 Annual Report Download - page 104

Table of Contents
SEAGATE TECHNOLOGY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
—
(
Continued)
Common shares —Holders of common shares are entitled to receive dividends when and as declared by the Company’s board of directors
(the “Board of Directors”). Upon any liquidation, dissolution, or winding up of the Company, after required payments are made to holders of
preferred shares, any remaining assets of the Company will be distributed ratably to holders of the preferred and common shares. Holders of
shares are entitled to one vote per share on all matters upon which the common shares are entitled to vote, including the election of directors.
Preferred shares —The Company is authorized to issue up to a total of 100,000,000 preferred shares in one or more series, without
shareholder approval. The Board of Directors is authorized to establish from time to time the number of shares to be included in each series, and
to fix the rights, preferences and privileges of the shares of each wholly unissued series and any of its qualifications, limitations or restrictions.
The Board of Directors can also increase or decrease the number of shares of a series, but not below the number of shares of that series then
outstanding, without any further vote or action by the shareholders.
The Board of Directors may authorize the issuance of preferred shares with voting or conversion rights that could harm the voting power or
other rights of the holders of the common shares. The issuance of preferred shares, while providing flexibility in connection with possible
acquisitions and other corporate purposes, could, among other things, have the effect of delaying, deferring or preventing a change in control of
the Company and might harm the market price of its common shares and the voting and other rights of the holders of common shares. As of
June 27, 2008, there were no preferred shares outstanding.
Issuance of Common Shares
During fiscal year 2008, the Company issued approximately 10 million of its common shares from the exercise of stock options, 0.9
million related to the issuance of performance shares, approximately 0.2 million of nonvested shares and approximately 3.6 million of its
common shares related to the Company’s employee stock purchase plan.
Repurchases of Equity Securities
On August 8, 2006, the Company announced that its board of directors authorized the use of up to $2.5 billion for the repurchase of the
Company’s outstanding common shares over a two-
year period. The Company also announced a new plan on February 4, 2008, to repurchase up
to an additional $2.5 billion of the Company’s outstanding common shares over a two-year period. During fiscal year 2008, the Company
repurchased approximately 65 million of its common shares, all of which were cancelled and are no longer outstanding, through open market
purchases at an average price of $22.89 for a total of approximately $1.5 billion. Of this amount, the Company repurchased approximately $974
million under the $2.5 billion August 2006 stock repurchase plan and approximately $505 million under the $2.5 billion February 2008 stock
repurchase plan. As of June 27, 2008, the Company had no amounts remaining under the August 2006 stock repurchase plan and had
approximately $2.0 billion remaining under the February 2008 stock repurchase plan.
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