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dd4c2e000 | part i item 1 entergy corporation , utility operating companies , and system energy louisiana parishes in which it holds non-exclusive franchises .
entergy louisiana's electric franchises expire during 2009-2036 .
entergy mississippi has received from the mpsc certificates of public convenience and necessity to provide electric service to areas within 45 counties , including a number of municipalities , in western mississippi .
under mississippi statutory law , such certificates are exclusive .
entergy mississippi may continue to serve in such municipalities upon payment of a statutory franchise fee , regardless of whether an original municipal franchise is still in existence .
entergy new orleans provides electric and gas service in the city of new orleans pursuant to city ordinances ( except electric service in algiers , which is provided by entergy louisiana ) .
these ordinances contain a continuing option for the city of new orleans to purchase entergy new orleans' electric and gas utility properties .
entergy texas holds a certificate of convenience and necessity from the puct to provide electric service to areas within approximately 24 counties in eastern texas , and holds non-exclusive franchises to provide electric service in approximately 65 incorporated municipalities .
entergy texas typically is granted 50-year franchises .
entergy texas' electric franchises expire during 2009-2045 .
the business of system energy is limited to wholesale power sales .
it has no distribution franchises .
property and other generation resources generating stations the total capability of the generating stations owned and leased by the utility operating companies and system energy as of december 31 , 2008 , is indicated below: .
company | owned and leased capability mw ( 1 ) total | owned and leased capability mw ( 1 ) gas/oil | owned and leased capability mw ( 1 ) nuclear | owned and leased capability mw ( 1 ) coal | owned and leased capability mw ( 1 ) hydro
----------------------------- | ------------------------------------------ | -------------------------------------------- | -------------------------------------------- | ----------------------------------------- | ------------------------------------------
entergy arkansas | 4999 | 1883 | 1839 | 1207 | 70
entergy gulf states louisiana | 3574 | 2240 | 971 | 363 | -
entergy louisiana | 5854 | 4685 | 1169 | - | -
entergy mississippi | 3224 | 2804 | - | 420 | -
entergy new orleans | 745 | 745 | - | - | -
entergy texas | 2543 | 2274 | - | 269 | -
system energy | 1139 | - | 1139 | - | -
total | 22078 | 14631 | 5118 | 2259 | 70
( 1 ) "owned and leased capability" is the dependable load carrying capability as demonstrated under actual operating conditions based on the primary fuel ( assuming no curtailments ) that each station was designed to utilize .
the entergy system's load and capacity projections are reviewed periodically to assess the need and timing for additional generating capacity and interconnections .
these reviews consider existing and projected demand , the availability and price of power , the location of new load , and the economy .
summer peak load in the entergy system service territory has averaged 21039 mw from 2002-2008 .
due to changing use patterns , peak load growth has nearly flattened while annual energy use continues to grow .
in the 2002 time period , the entergy system's long-term capacity resources , allowing for an adequate reserve margin , were approximately 3000 mw less than the total capacity required for peak period demands .
in this time period entergy met its capacity shortages almost entirely through short-term power purchases in the wholesale spot market .
in the fall of 2002 , the entergy system began a program to add new resources to its existing generation portfolio and began a process of issuing |
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dd4bd8100 | abiomed , inc .
and subsidiaries notes to consolidated financial statements 2014 ( continued ) note 3 .
acquisitions ( continued ) including the revenues of third-party licensees , or ( ii ) the company 2019s sale of ( a ) ecp , ( b ) all or substantially all of ecp 2019s assets , or ( c ) certain of ecp 2019s patent rights , the company will pay to syscore the lesser of ( x ) one-half of the profits earned from such sale described in the foregoing item ( ii ) , after accounting for the costs of acquiring and operating ecp , or ( y ) $ 15.0 million ( less any previous milestone payment ) .
ecp 2019s acquisition of ais gmbh aachen innovative solutions in connection with the company 2019s acquisition of ecp , ecp acquired all of the share capital of ais gmbh aachen innovative solutions ( 201cais 201d ) , a limited liability company incorporated in germany , pursuant to a share purchase agreement dated as of june 30 , 2014 , by and among ecp and ais 2019s four individual shareholders .
ais , based in aachen , germany , holds certain intellectual property useful to ecp 2019s business , and , prior to being acquired by ecp , had licensed such intellectual property to ecp .
the purchase price for the acquisition of ais 2019s share capital was approximately $ 2.8 million in cash , which was provided by the company , and the acquisition closed immediately prior to abiomed europe 2019s acquisition of ecp .
the share purchase agreement contains representations , warranties and closing conditions customary for transactions of its size and nature .
purchase price allocation the acquisition of ecp and ais was accounted for as a business combination .
the purchase price for the acquisition has been allocated to the assets acquired and liabilities assumed based on their estimated fair values .
the acquisition-date fair value of the consideration transferred is as follows : acquisition date fair value ( in thousands ) .
| total acquisition date fair value ( in thousands )
------------------------------- | --------------------------------------------------
cash consideration | $ 15750
contingent consideration | 6000
total consideration transferred | $ 21750 |
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dd4c4ae80 | we may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness , which may not be successful .
our ability to make scheduled payments on or to refinance our debt obligations depends on our financial condition , operating performance and our ability to receive dividend payments from our subsidiaries , which is subject to prevailing economic and competitive conditions , regulatory approval and certain financial , business and other factors beyond our control .
we may not be able to maintain a level of cash flows from operating activities sufficient to permit us to pay the principal and interest on our indebtedness .
if our cash flows and capital resources are insufficient to fund our debt service obligations , we may be forced to reduce or delay investments and capital expenditures , or to sell assets , seek additional capital or restructure or refinance our indebtedness .
these alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations .
in addition , the terms of existing or future debt instruments may restrict us from adopting some of these alternatives .
our ability to restructure or refinance our debt will depend on the condition of the capital markets and our financial condition at such time .
any refinancing of our debt could be at higher interest rates and may require us to comply with more onerous covenants , which could further restrict our business operations .
in addition , any failure to make payments of interest and principal on our outstanding indebtedness on a timely basis would likely result in a reduction of our credit rating , which could harm our ability to incur additional indebtedness .
if our cash flows and available cash are insufficient to meet our debt service obligations , we could face substantial liquidity problems and might be required to dispose of material assets or operations to meet our debt service and other obligations .
we may not be able to consummate those dispositions or to obtain the proceeds that we could realize from them , and these proceeds may not be adequate to meet any debt service obligations then due .
item 1b .
unresolved staff comments item 2 .
properties a summary of our significant locations at december 31 , 2012 is shown in the following table .
all facilities are leased , except for 165000 square feet of our office in alpharetta , georgia .
square footage amounts are net of space that has been sublet or part of a facility restructuring. .
location | approximate square footage
---------------------- | --------------------------
alpharetta georgia | 254000
jersey city new jersey | 107000
arlington virginia | 102000
menlo park california | 91000
sandy utah | 66000
new york new york | 39000
chicago illinois | 25000
all of our facilities are used by either our trading and investing or balance sheet management segments , in addition to the corporate/other category .
all other leased facilities with space of less than 25000 square feet are not listed by location .
in addition to the significant facilities above , we also lease all 30 e*trade branches , ranging in space from approximately 2500 to 8000 square feet .
we believe our facilities space is adequate to meet our needs in 2013. |
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dd497fd7c | humana inc .
notes to consolidated financial statements 2014 ( continued ) 15 .
stockholders 2019 equity dividends the following table provides details of dividend payments , excluding dividend equivalent rights , in 2015 , 2016 , and 2017 under our board approved quarterly cash dividend policy : payment amount per share amount ( in millions ) .
paymentdate | amountper share | totalamount ( in millions )
----------- | --------------- | ---------------------------
2015 | $ 1.14 | $ 170
2016 | $ 1.16 | $ 172
2017 | $ 1.49 | $ 216
on november 2 , 2017 , the board declared a cash dividend of $ 0.40 per share that was paid on january 26 , 2018 to stockholders of record on december 29 , 2017 , for an aggregate amount of $ 55 million .
declaration and payment of future quarterly dividends is at the discretion of our board and may be adjusted as business needs or market conditions change .
stock repurchases in september 2014 , our board of directors replaced a previous share repurchase authorization of up to $ 1 billion ( of which $ 816 million remained unused ) with an authorization for repurchases of up to $ 2 billion of our common shares exclusive of shares repurchased in connection with employee stock plans , which expired on december 31 , 2016 .
under the share repurchase authorization , shares may have been purchased from time to time at prevailing prices in the open market , by block purchases , through plans designed to comply with rule 10b5-1 under the securities exchange act of 1934 , as amended , or in privately-negotiated transactions ( including pursuant to accelerated share repurchase agreements with investment banks ) , subject to certain regulatory restrictions on volume , pricing , and timing .
pursuant to the merger agreement , after july 2 , 2015 , we were prohibited from repurchasing any of our outstanding securities without the prior written consent of aetna , other than repurchases of shares of our common stock in connection with the exercise of outstanding stock options or the vesting or settlement of outstanding restricted stock awards .
accordingly , as announced on july 3 , 2015 , we suspended our share repurchase program .
on february 14 , 2017 , we and aetna agreed to mutually terminate the merger agreement .
we also announced that the board had approved a new authorization for share repurchases of up to $ 2.25 billion of our common stock exclusive of shares repurchased in connection with employee stock plans , expiring on december 31 , 2017 .
on february 16 , 2017 , we entered into an accelerated share repurchase agreement , the february 2017 asr , with goldman , sachs & co .
llc , or goldman sachs , to repurchase $ 1.5 billion of our common stock as part of the $ 2.25 billion share repurchase program referred to above .
on february 22 , 2017 , we made a payment of $ 1.5 billion to goldman sachs from available cash on hand and received an initial delivery of 5.83 million shares of our common stock from goldman sachs based on the then current market price of humana common stock .
the payment to goldman sachs was recorded as a reduction to stockholders 2019 equity , consisting of a $ 1.2 billion increase in treasury stock , which reflected the value of the initial 5.83 million shares received upon initial settlement , and a $ 300 million decrease in capital in excess of par value , which reflected the value of stock held back by goldman sachs pending final settlement of the february 2017 asr .
upon settlement of the february 2017 asr on august 28 , 2017 , we received an additional 0.84 million shares as determined by the average daily volume weighted-average share price of our common stock during the term of the agreement of $ 224.81 , bringing the total shares received under this program to 6.67 million .
in addition , upon settlement we reclassified the $ 300 million value of stock initially held back by goldman sachs from capital in excess of par value to treasury stock .
subsequent to settlement of the february 2017 asr , we repurchased an additional 3.04 million shares in the open market , utilizing the remaining $ 750 million of the $ 2.25 billion authorization prior to expiration. |
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dd497a796 | december 31 , 2011 , the company recognized a decrease of $ 3 million of tax-related interest and penalties and had approximately $ 16 million accrued at december 31 , 2011 .
note 12 derivative instruments and fair value measurements the company is exposed to certain market risks such as changes in interest rates , foreign currency exchange rates , and commodity prices , which exist as a part of its ongoing business operations .
management uses derivative financial and commodity instruments , including futures , options , and swaps , where appropriate , to manage these risks .
instruments used as hedges must be effective at reducing the risk associated with the exposure being hedged and must be designated as a hedge at the inception of the contract .
the company designates derivatives as cash flow hedges , fair value hedges , net investment hedges , and uses other contracts to reduce volatility in interest rates , foreign currency and commodities .
as a matter of policy , the company does not engage in trading or speculative hedging transactions .
total notional amounts of the company 2019s derivative instruments as of december 28 , 2013 and december 29 , 2012 were as follows: .
( millions ) | 2013 | 2012
----------------------------------- | ------ | ------
foreign currency exchange contracts | $ 517 | $ 570
interest rate contracts | 2400 | 2150
commodity contracts | 361 | 320
total | $ 3278 | $ 3040
following is a description of each category in the fair value hierarchy and the financial assets and liabilities of the company that were included in each category at december 28 , 2013 and december 29 , 2012 , measured on a recurring basis .
level 1 2014 financial assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market .
for the company , level 1 financial assets and liabilities consist primarily of commodity derivative contracts .
level 2 2014 financial assets and liabilities whose values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability .
for the company , level 2 financial assets and liabilities consist of interest rate swaps and over-the-counter commodity and currency contracts .
the company 2019s calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the interest rate curve .
over-the-counter commodity derivatives are valued using an income approach based on the commodity index prices less the contract rate multiplied by the notional amount .
foreign currency contracts are valued using an income approach based on forward rates less the contract rate multiplied by the notional amount .
the company 2019s calculation of the fair value of level 2 financial assets and liabilities takes into consideration the risk of nonperformance , including counterparty credit risk .
level 3 2014 financial assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement .
these inputs reflect management 2019s own assumptions about the assumptions a market participant would use in pricing the asset or liability .
the company did not have any level 3 financial assets or liabilities as of december 28 , 2013 or december 29 , 2012. |
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dd4b8b3f0 | other taxes decreased in 2001 because its utility operations in virginia became subject to state income taxes in lieu of gross receipts taxes effective january 2001 .
in addition , dominion recognized higher effective rates for foreign earnings and higher pretax income in relation to non-conventional fuel tax credits realized .
dominion energy 2002 2001 2000 ( millions , except per share amounts ) .
( millions except pershare amounts ) | 2002 | 2001 | 2000
--------------------------------------- | ------ | ------ | ------
operating revenue | $ 5940 | $ 6144 | $ 4894
operating expenses | 4520 | 4749 | 3939
net income contribution | 770 | 723 | 489
earnings per share contribution | $ 2.72 | $ 2.86 | $ 2.07
electricity supplied* ( million mwhrs ) | 101 | 95 | 83
gas transmission throughput ( bcf ) | 597 | 553 | 567
* amounts presented are for electricity supplied by utility and merchant generation operations .
operating results 2014 2002 dominion energy contributed $ 2.72 per diluted share on net income of $ 770 million for 2002 , a net income increase of $ 47 million and an earnings per share decrease of $ 0.14 over 2001 .
net income for 2002 reflected lower operating revenue ( $ 204 million ) , operating expenses ( $ 229 million ) and other income ( $ 27 million ) .
interest expense and income taxes , which are discussed on a consolidated basis , decreased $ 50 million over 2001 .
the earnings per share decrease reflected share dilution .
regulated electric sales revenue increased $ 179 million .
favorable weather conditions , reflecting increased cooling and heating degree-days , as well as customer growth , are estimated to have contributed $ 133 million and $ 41 million , respectively .
fuel rate recoveries increased approximately $ 65 million for 2002 .
these recoveries are generally offset by increases in elec- tric fuel expense and do not materially affect income .
partially offsetting these increases was a net decrease of $ 60 million due to other factors not separately measurable , such as the impact of economic conditions on customer usage , as well as variations in seasonal rate premiums and discounts .
nonregulated electric sales revenue increased $ 9 million .
sales revenue from dominion 2019s merchant generation fleet decreased $ 21 million , reflecting a $ 201 million decline due to lower prices partially offset by sales from assets acquired and constructed in 2002 and the inclusion of millstone operations for all of 2002 .
revenue from the wholesale marketing of utility generation decreased $ 74 million .
due to the higher demand of utility service territory customers during 2002 , less production from utility plant generation was available for profitable sale in the wholesale market .
revenue from retail energy sales increased $ 71 million , reflecting primarily customer growth over the prior year .
net revenue from dominion 2019s electric trading activities increased $ 33 million , reflecting the effect of favorable price changes on unsettled contracts and higher trading margins .
nonregulated gas sales revenue decreased $ 351 million .
the decrease included a $ 239 million decrease in sales by dominion 2019s field services and retail energy marketing opera- tions , reflecting to a large extent declining prices .
revenue associated with gas trading operations , net of related cost of sales , decreased $ 112 million .
the decrease included $ 70 mil- lion of realized and unrealized losses on the economic hedges of natural gas production by the dominion exploration & pro- duction segment .
as described below under selected information 2014 energy trading activities , sales of natural gas by the dominion exploration & production segment at market prices offset these financial losses , resulting in a range of prices contemplated by dominion 2019s overall risk management strategy .
the remaining $ 42 million decrease was due to unfavorable price changes on unsettled contracts and lower overall trading margins .
those losses were partially offset by contributions from higher trading volumes in gas and oil markets .
gas transportation and storage revenue decreased $ 44 million , primarily reflecting lower rates .
electric fuel and energy purchases expense increased $ 94 million which included an increase of $ 66 million associated with dominion 2019s energy marketing operations that are not sub- ject to cost-based rate regulation and an increase of $ 28 million associated with utility operations .
substantially all of the increase associated with non-regulated energy marketing opera- tions related to higher volumes purchased during the year .
for utility operations , energy costs increased $ 66 million for pur- chases subject to rate recovery , partially offset by a $ 38 million decrease in fuel expenses associated with lower wholesale mar- keting of utility plant generation .
purchased gas expense decreased $ 245 million associated with dominion 2019s field services and retail energy marketing oper- ations .
this decrease reflected approximately $ 162 million asso- ciated with declining prices and $ 83 million associated with lower purchased volumes .
liquids , pipeline capacity and other purchases decreased $ 64 million , primarily reflecting comparably lower levels of rate recoveries of certain costs of transmission operations in the cur- rent year period .
the difference between actual expenses and amounts recovered in the period are deferred pending future rate adjustments .
other operations and maintenance expense decreased $ 14 million , primarily reflecting an $ 18 million decrease in outage costs due to fewer generation unit outages in the current year .
depreciation expense decreased $ 11 million , reflecting decreases in depreciation associated with changes in the esti- mated useful lives of certain electric generation property , par- tially offset by increased depreciation associated with state line and millstone operations .
other income decreased $ 27 million , including a $ 14 mil- lion decrease in net realized investment gains in the millstone 37d o m i n i o n 2019 0 2 a n n u a l r e p o r t |
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dd4c162a2 | troubled debt restructurings ( tdrs ) a tdr is a loan whose terms have been restructured in a manner that grants a concession to a borrower experiencing financial difficulty .
tdrs result from our loss mitigation activities , and include rate reductions , principal forgiveness , postponement/reduction of scheduled amortization , and extensions , which are intended to minimize economic loss and to avoid foreclosure or repossession of collateral .
additionally , tdrs also result from borrowers that have been discharged from personal liability through chapter 7 bankruptcy and have not formally reaffirmed their loan obligations to pnc .
in those situations where principal is forgiven , the amount of such principal forgiveness is immediately charged off .
some tdrs may not ultimately result in the full collection of principal and interest , as restructured , and result in potential incremental losses .
these potential incremental losses have been factored into our overall alll estimate .
the level of any subsequent defaults will likely be affected by future economic conditions .
once a loan becomes a tdr , it will continue to be reported as a tdr until it is ultimately repaid in full , the collateral is foreclosed upon , or it is fully charged off .
we held specific reserves in the alll of $ .4 billion and $ .5 billion at december 31 , 2014 and december 31 , 2013 , respectively , for the total tdr portfolio .
table 67 : summary of troubled debt restructurings in millions december 31 december 31 .
in millions | december 312014 | december 312013
------------------------ | --------------- | ---------------
total consumer lending | $ 2041 | $ 2161
total commercial lending | 542 | 578
total tdrs | $ 2583 | $ 2739
nonperforming | $ 1370 | $ 1511
accruing ( a ) | 1083 | 1062
credit card | 130 | 166
total tdrs | $ 2583 | $ 2739
( a ) accruing tdr loans have demonstrated a period of at least six months of performance under the restructured terms and are excluded from nonperforming loans .
loans where borrowers have been discharged from personal liability through chapter 7 bankruptcy and have not formally reaffirmed their loan obligations to pnc and loans to borrowers not currently obligated to make both principal and interest payments under the restructured terms are not returned to accrual status .
table 68 quantifies the number of loans that were classified as tdrs as well as the change in the recorded investments as a result of the tdr classification during 2014 , 2013 , and 2012 , respectively .
additionally , the table provides information about the types of tdr concessions .
the principal forgiveness tdr category includes principal forgiveness and accrued interest forgiveness .
these types of tdrs result in a write down of the recorded investment and a charge-off if such action has not already taken place .
the rate reduction tdr category includes reduced interest rate and interest deferral .
the tdrs within this category result in reductions to future interest income .
the other tdr category primarily includes consumer borrowers that have been discharged from personal liability through chapter 7 bankruptcy and have not formally reaffirmed their loan obligations to pnc , as well as postponement/reduction of scheduled amortization and contractual extensions for both consumer and commercial borrowers .
in some cases , there have been multiple concessions granted on one loan .
this is most common within the commercial loan portfolio .
when there have been multiple concessions granted in the commercial loan portfolio , the principal forgiveness concession was prioritized for purposes of determining the inclusion in table 68 .
for example , if there is principal forgiveness in conjunction with lower interest rate and postponement of amortization , the type of concession will be reported as principal forgiveness .
second in priority would be rate reduction .
for example , if there is an interest rate reduction in conjunction with postponement of amortization , the type of concession will be reported as a rate reduction .
in the event that multiple concessions are granted on a consumer loan , concessions resulting from discharge from personal liability through chapter 7 bankruptcy without formal affirmation of the loan obligations to pnc would be prioritized and included in the other type of concession in the table below .
after that , consumer loan concessions would follow the previously discussed priority of concessions for the commercial loan portfolio .
138 the pnc financial services group , inc .
2013 form 10-k |
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dd4b9ef54 | united kingdom .
bermuda re 2019s uk branch conducts business in the uk and is subject to taxation in the uk .
bermuda re believes that it has operated and will continue to operate its bermuda operation in a manner which will not cause them to be subject to uk taxation .
if bermuda re 2019s bermuda operations were to become subject to uk income tax , there could be a material adverse impact on the company 2019s financial condition , results of operations and cash flow .
ireland .
holdings ireland and ireland re conduct business in ireland and are subject to taxation in ireland .
available information .
the company 2019s annual reports on form 10-k , quarterly reports on form 10-q , current reports on form 8- k , proxy statements and amendments to those reports are available free of charge through the company 2019s internet website at http://www.everestre.com as soon as reasonably practicable after such reports are electronically filed with the securities and exchange commission ( the 201csec 201d ) .
item 1a .
risk factors in addition to the other information provided in this report , the following risk factors should be considered when evaluating an investment in our securities .
if the circumstances contemplated by the individual risk factors materialize , our business , financial condition and results of operations could be materially and adversely affected and the trading price of our common shares could decline significantly .
risks relating to our business fluctuations in the financial markets could result in investment losses .
prolonged and severe disruptions in the public debt and equity markets , such as occurred during 2008 , could result in significant realized and unrealized losses in our investment portfolio .
for the year ended december 31 , 2008 , we incurred $ 695.8 million of realized investment gains and $ 310.4 million of unrealized investment losses .
although financial markets significantly improved during 2009 and 2010 , they could deteriorate in the future and again result in substantial realized and unrealized losses , which could have a material adverse impact on our results of operations , equity , business and insurer financial strength and debt ratings .
our results could be adversely affected by catastrophic events .
we are exposed to unpredictable catastrophic events , including weather-related and other natural catastrophes , as well as acts of terrorism .
any material reduction in our operating results caused by the occurrence of one or more catastrophes could inhibit our ability to pay dividends or to meet our interest and principal payment obligations .
subsequent to april 1 , 2010 , we define a catastrophe as an event that causes a loss on property exposures before reinsurance of at least $ 10.0 million , before corporate level reinsurance and taxes .
prior to april 1 , 2010 , we used a threshold of $ 5.0 million .
by way of illustration , during the past five calendar years , pre-tax catastrophe losses , net of contract specific reinsurance but before cessions under corporate reinsurance programs , were as follows: .
calendar year: | pre-tax catastrophe losses
----------------------- | --------------------------
( dollars in millions ) |
2010 | $ 571.1
2009 | 67.4
2008 | 364.3
2007 | 160.0
2006 | 287.9 |
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dd4c1f924 | part i item 1 entergy corporation , domestic utility companies , and system energy employment litigation ( entergy corporation , entergy arkansas , entergy gulf states , entergy louisiana , entergy mississippi , entergy new orleans , and system energy ) entergy corporation and the domestic utility companies are defendants in numerous lawsuits that have been filed by former employees alleging that they were wrongfully terminated and/or discriminated against on the basis of age , race , sex , and/or other protected characteristics .
entergy corporation and the domestic utility companies are vigorously defending these suits and deny any liability to the plaintiffs .
however , no assurance can be given as to the outcome of these cases , and at this time management cannot estimate the total amount of damages sought .
included in the employment litigation are two cases filed in state court in claiborne county , mississippi in december 2002 .
the two cases were filed by former employees of entergy operations who were based at grand gulf .
entergy operations and entergy employees are named as defendants .
the cases make employment-related claims , and seek in total $ 53 million in alleged actual damages and $ 168 million in punitive damages .
entergy subsequently removed both proceedings to the federal district in jackson , mississippi .
entergy cannot predict the ultimate outcome of this proceeding .
research spending entergy is a member of the electric power research institute ( epri ) .
epri conducts a broad range of research in major technical fields related to the electric utility industry .
entergy participates in various epri projects based on entergy's needs and available resources .
the domestic utility companies contributed $ 1.6 million in 2004 , $ 1.5 million in 2003 , and $ 2.1 million in 2002 to epri .
the non-utility nuclear business contributed $ 3.2 million in 2004 and $ 3 million in both 2003 and 2002 to epri .
employees employees are an integral part of entergy's commitment to serving its customers .
as of december 31 , 2004 , entergy employed 14425 people .
u.s .
utility: .
entergy arkansas | 1494
-------------------------- | -----
entergy gulf states | 1641
entergy louisiana | 943
entergy mississippi | 793
entergy new orleans | 403
system energy | -
entergy operations | 2735
entergy services | 2704
entergy nuclear operations | 3245
other subsidiaries | 277
total full-time | 14235
part-time | 190
total entergy | 14425
approximately 4900 employees are represented by the international brotherhood of electrical workers union , the utility workers union of america , and the international brotherhood of teamsters union. |
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dd4ba8856 | zimmer holdings , inc .
2013 form 10-k annual report notes to consolidated financial statements ( continued ) fees paid to collaborative partners .
where contingent milestone payments are due to third parties under research and development arrangements , the milestone payment obligations are expensed when the milestone results are achieved .
litigation 2013 we record a liability for contingent losses , including future legal costs , settlements and judgments , when we consider it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated .
special items 2013 we recognize expenses resulting directly from our business combinations , employee termination benefits , certain r&d agreements , certain contract terminations , consulting and professional fees and asset impairment or loss on disposal charges connected with global restructuring , operational and quality excellence initiatives , and other items as 201cspecial items 201d in our consolidated statement of earnings .
201cspecial items 201d included ( in millions ) : .
for the years ended december 31, | 2013 | 2012 | 2011
-------------------------------------------------------------------------------- | ------- | ------------ | ------
impairment/loss on disposal of assets | $ 10.9 | $ 14.6 | $ 8.4
consulting and professional fees | 99.1 | 90.1 | 26.0
employee severance and retention including share-based compensation acceleration | 14.2 | 8.2 | 23.1
dedicated project personnel | 34.0 | 15.1 | 3.2
certain r&d agreements | 0.8 | 2013 | 2013
relocated facilities | 3.6 | 1.8 | 2013
distributor acquisitions | 0.4 | 0.8 | 2.0
certain litigation matters | 26.9 | 13.7 | 0.1
contract terminations | 3.9 | 6.6 | 6.3
contingent consideration adjustments | 9.0 | -2.8 ( 2.8 ) | 2013
accelerated software amortization | 6.0 | 4.5 | 2013
other | 7.9 | 2.8 | 6.1
special items | $ 216.7 | $ 155.4 | $ 75.2
impairment/ loss on disposal of assets relates to impairment of intangible assets that were acquired in business combinations or impairment of or a loss on the disposal of other assets .
consulting and professional fees relate to third-party consulting , professional fees and contract labor related to our quality and operational excellence initiatives , third-party consulting fees related to certain information system implementations , third-party integration consulting performed in a variety of areas such as tax , compliance , logistics and human resources for our business combinations , third-party fees related to severance and termination benefits matters and legal fees related to certain product liability matters .
our quality and operational excellence initiatives are company- wide and include improvements in quality , distribution , sourcing , manufacturing and information technology , among other areas .
in 2013 , 2012 and 2011 , we eliminated positions as we reduced management layers , restructured certain areas , announced closures of certain facilities , and commenced initiatives to focus on business opportunities that best support our strategic priorities .
in 2013 , 2012 and 2011 , approximately 170 , 400 and 500 positions , respectively , from across the globe were affected by these actions .
as a result of these changes in our work force and headcount reductions in connection with acquisitions , we incurred expenses related to severance benefits , redundant salaries as we worked through transition periods , share-based compensation acceleration and other employee termination-related costs .
the majority of these termination benefits were provided in accordance with our existing or local government policies and are considered ongoing benefits .
these costs were accrued when they became probable and estimable and were recorded as part of other current liabilities .
the majority of these costs were paid during the year they were incurred .
dedicated project personnel expenses include the salary , benefits , travel expenses and other costs directly associated with employees who are 100 percent dedicated to our operational and quality excellence initiatives or integration of acquired businesses .
certain r&d agreements relate to agreements with upfront payments to obtain intellectual property to be used in r&d projects that have no alternative future use in other projects .
relocated facilities expenses are the moving costs and the lease expenses incurred during the relocation period in connection with relocating certain facilities .
over the past few years we have acquired a number of u.s .
and foreign-based distributors .
we have incurred various costs related to the consummation and integration of those businesses .
certain litigation matters relate to costs and adjustments recognized during the year for the estimated or actual settlement of various legal matters , including royalty disputes , patent litigation matters , commercial litigation matters and matters arising from our acquisitions of certain competitive distributorships in prior years .
contract termination costs relate to terminated agreements in connection with the integration of acquired companies and changes to our distribution model as part of business restructuring and operational excellence initiatives .
the terminated contracts primarily relate to sales agents and distribution agreements .
contingent consideration adjustments represent the changes in the fair value of contingent consideration obligations to be paid to the prior owners of acquired businesses .
accelerated software amortization is the incremental amortization resulting from a reduction in the estimated life of certain software .
in 2012 , we approved a plan to replace certain software .
as a result , the estimated economic useful life of the existing software was decreased to represent the period of time expected to implement replacement software .
as a result , the amortization from the shortened life of this software is substantially higher than the previous amortization being recognized .
cash and cash equivalents 2013 we consider all highly liquid investments with an original maturity of three months or less to be cash equivalents .
the carrying amounts reported in the balance sheet for cash and cash equivalents are valued at cost , which approximates their fair value. |
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dd4b9cad8 | amount of commitment expiration per period other commercial commitments after millions total 2013 2014 2015 2016 2017 2017 .
other commercial commitmentsmillions | total | amount of commitment expiration per period 2013 | amount of commitment expiration per period 2014 | amount of commitment expiration per period 2015 | amount of commitment expiration per period 2016 | amount of commitment expiration per period 2017 | amount of commitment expiration per period after 2017
--------------------------------------- | ------ | ----------------------------------------------- | ----------------------------------------------- | ----------------------------------------------- | ----------------------------------------------- | ----------------------------------------------- | -----------------------------------------------------
credit facilities [a] | $ 1800 | $ - | $ - | $ 1800 | $ - | $ - | $ -
receivables securitization facility [b] | 600 | 600 | - | - | - | - | -
guarantees [c] | 307 | 8 | 214 | 12 | 30 | 10 | 33
standby letters of credit [d] | 25 | 24 | 1 | - | - | - | -
total commercialcommitments | $ 2732 | $ 632 | $ 215 | $ 1812 | $ 30 | $ 10 | $ 33
[a] none of the credit facility was used as of december 31 , 2012 .
[b] $ 100 million of the receivables securitization facility was utilized at december 31 , 2012 , which is accounted for as debt .
the full program matures in july 2013 .
[c] includes guaranteed obligations related to our headquarters building , equipment financings , and affiliated operations .
[d] none of the letters of credit were drawn upon as of december 31 , 2012 .
off-balance sheet arrangements guarantees 2013 at december 31 , 2012 , we were contingently liable for $ 307 million in guarantees .
we have recorded a liability of $ 2 million for the fair value of these obligations as of december 31 , 2012 and 2011 .
we entered into these contingent guarantees in the normal course of business , and they include guaranteed obligations related to our headquarters building , equipment financings , and affiliated operations .
the final guarantee expires in 2022 .
we are not aware of any existing event of default that would require us to satisfy these guarantees .
we do not expect that these guarantees will have a material adverse effect on our consolidated financial condition , results of operations , or liquidity .
other matters labor agreements 2013 approximately 86% ( 86 % ) of our 45928 full-time-equivalent employees are represented by 14 major rail unions .
during the year , we concluded the most recent round of negotiations , which began in 2010 , with the ratification of new agreements by several unions that continued negotiating into 2012 .
all of the unions executed similar multi-year agreements that provide for higher employee cost sharing of employee health and welfare benefits and higher wages .
the current agreements will remain in effect until renegotiated under provisions of the railway labor act .
the next round of negotiations will begin in early 2015 .
inflation 2013 long periods of inflation significantly increase asset replacement costs for capital-intensive companies .
as a result , assuming that we replace all operating assets at current price levels , depreciation charges ( on an inflation-adjusted basis ) would be substantially greater than historically reported amounts .
derivative financial instruments 2013 we may use derivative financial instruments in limited instances to assist in managing our overall exposure to fluctuations in interest rates and fuel prices .
we are not a party to leveraged derivatives and , by policy , do not use derivative financial instruments for speculative purposes .
derivative financial instruments qualifying for hedge accounting must maintain a specified level of effectiveness between the hedging instrument and the item being hedged , both at inception and throughout the hedged period .
we formally document the nature and relationships between the hedging instruments and hedged items at inception , as well as our risk-management objectives , strategies for undertaking the various hedge transactions , and method of assessing hedge effectiveness .
changes in the fair market value of derivative financial instruments that do not qualify for hedge accounting are charged to earnings .
we may use swaps , collars , futures , and/or forward contracts to mitigate the risk of adverse movements in interest rates and fuel prices ; however , the use of these derivative financial instruments may limit future benefits from favorable price movements .
market and credit risk 2013 we address market risk related to derivative financial instruments by selecting instruments with value fluctuations that highly correlate with the underlying hedged item .
we manage credit risk related to derivative financial instruments , which is minimal , by requiring high credit standards for counterparties and periodic settlements .
at december 31 , 2012 and 2011 , we were not required to provide collateral , nor had we received collateral , relating to our hedging activities. |
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dd496d15e | we have adequate access to capital markets to meet any foreseeable cash requirements , and we have sufficient financial capacity to satisfy our current liabilities .
cash flows millions 2014 2013 2012 .
cash flowsmillions | 2014 | 2013 | 2012
-------------------------------------- | -------------- | -------------- | --------------
cash provided by operating activities | $ 7385 | $ 6823 | $ 6161
cash used in investing activities | -4249 ( 4249 ) | -3405 ( 3405 ) | -3633 ( 3633 )
cash used in financing activities | -2982 ( 2982 ) | -3049 ( 3049 ) | -2682 ( 2682 )
net change in cash and cashequivalents | $ 154 | $ 369 | $ -154 ( 154 )
operating activities higher net income in 2014 increased cash provided by operating activities compared to 2013 , despite higher income tax payments .
2014 income tax payments were higher than 2013 primarily due to higher income , but also because we paid taxes previously deferred by bonus depreciation ( discussed below ) .
higher net income in 2013 increased cash provided by operating activities compared to 2012 .
in addition , we made payments in 2012 for past wages as a result of national labor negotiations , which reduced cash provided by operating activities in 2012 .
lower tax benefits from bonus depreciation ( as discussed below ) partially offset the increases .
federal tax law provided for 100% ( 100 % ) bonus depreciation for qualified investments made during 2011 and 50% ( 50 % ) bonus depreciation for qualified investments made during 2012-2013 .
as a result , the company deferred a substantial portion of its 2011-2013 income tax expense , contributing to the positive operating cash flow in those years .
congress extended 50% ( 50 % ) bonus depreciation for 2014 , but this extension occurred in december and did not have a significant benefit on our income tax payments during 2014 .
investing activities higher capital investments , including the early buyout of the long-term operating lease of our headquarters building for approximately $ 261 million , drove the increase in cash used in investing activities compared to 2013 .
significant investments also were made for new locomotives , freight cars and containers , and capacity and commercial facility projects .
capital investments in 2014 also included $ 99 million for the early buyout of locomotives and freight cars under long-term operating leases , which we exercised due to favorable economic terms and market conditions .
lower capital investments in locomotives and freight cars in 2013 drove the decrease in cash used in investing activities compared to 2012 .
included in capital investments in 2012 was $ 75 million for the early buyout of 165 locomotives under long-term operating and capital leases during the first quarter of 2012 , which we exercised due to favorable economic terms and market conditions. |
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dd4c32c9a | item 7 .
management 2019s discussion and analysis of financial condition and results of operations the following discussion and analysis is based primarily on the consolidated financial statements of welltower inc .
for the periods presented and should be read together with the notes thereto contained in this annual report on form 10-k .
other important factors are identified in 201citem 1 2014 business 201d and 201citem 1a 2014 risk factors 201d above .
executive summary company overview welltower inc .
( nyse : hcn ) , an s&p 500 company headquartered in toledo , ohio , is driving the transformation of health care infrastructure .
the company invests with leading seniors housing operators , post- acute providers and health systems to fund the real estate and infrastructure needed to scale innovative care delivery models and improve people 2019s wellness and overall health care experience .
welltowertm , a real estate investment trust ( 201creit 201d ) , owns interests in properties concentrated in major , high-growth markets in the united states , canada and the united kingdom , consisting of seniors housing and post-acute communities and outpatient medical properties .
our capital programs , when combined with comprehensive planning , development and property management services , make us a single-source solution for acquiring , planning , developing , managing , repositioning and monetizing real estate assets .
the following table summarizes our consolidated portfolio for the year ended december 31 , 2016 ( dollars in thousands ) : type of property net operating income ( noi ) ( 1 ) percentage of number of properties .
type of property | net operating income ( noi ) ( 1 ) | percentage of noi | number of properties
------------------------- | ---------------------------------- | ------------------ | --------------------
triple-net | $ 1208860 | 50.3% ( 50.3 % ) | 631
seniors housing operating | 814114 | 33.9% ( 33.9 % ) | 420
outpatient medical | 380264 | 15.8% ( 15.8 % ) | 262
totals | $ 2403238 | 100.0% ( 100.0 % ) | 1313
( 1 ) excludes our share of investments in unconsolidated entities and non-segment/corporate noi .
entities in which we have a joint venture with a minority partner are shown at 100% ( 100 % ) of the joint venture amount .
business strategy our primary objectives are to protect stockholder capital and enhance stockholder value .
we seek to pay consistent cash dividends to stockholders and create opportunities to increase dividend payments to stockholders as a result of annual increases in net operating income and portfolio growth .
to meet these objectives , we invest across the full spectrum of seniors housing and health care real estate and diversify our investment portfolio by property type , relationship and geographic location .
substantially all of our revenues are derived from operating lease rentals , resident fees and services , and interest earned on outstanding loans receivable .
these items represent our primary sources of liquidity to fund distributions and depend upon the continued ability of our obligors to make contractual rent and interest payments to us and the profitability of our operating properties .
to the extent that our customers/partners experience operating difficulties and become unable to generate sufficient cash to make payments to us , there could be a material adverse impact on our consolidated results of operations , liquidity and/or financial condition .
to mitigate this risk , we monitor our investments through a variety of methods determined by the type of property .
our proactive and comprehensive asset management process for seniors housing properties generally includes review of monthly financial statements and other operating data for each property , review of obligor/ partner creditworthiness , property inspections , and review of covenant compliance relating to licensure , real estate taxes , letters of credit and other collateral .
our internal property management division actively manages and monitors the outpatient medical portfolio with a comprehensive process including review of tenant relations , lease expirations , the mix of health service providers , hospital/health system relationships , property performance |
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dd4b94144 | recourse and repurchase obligations as discussed in note 3 loan sale and servicing activities and variable interest entities , pnc has sold commercial mortgage , residential mortgage and home equity loans directly or indirectly through securitization and loan sale transactions in which we have continuing involvement .
one form of continuing involvement includes certain recourse and loan repurchase obligations associated with the transferred assets .
commercial mortgage loan recourse obligations we originate , close and service certain multi-family commercial mortgage loans which are sold to fnma under fnma 2019s delegated underwriting and servicing ( dus ) program .
we participated in a similar program with the fhlmc .
under these programs , we generally assume up to a one-third pari passu risk of loss on unpaid principal balances through a loss share arrangement .
at december 31 , 2013 and december 31 , 2012 , the unpaid principal balance outstanding of loans sold as a participant in these programs was $ 11.7 billion and $ 12.8 billion , respectively .
the potential maximum exposure under the loss share arrangements was $ 3.6 billion at december 31 , 2013 and $ 3.9 billion at december 31 , 2012 .
we maintain a reserve for estimated losses based upon our exposure .
the reserve for losses under these programs totaled $ 33 million and $ 43 million as of december 31 , 2013 and december 31 , 2012 , respectively , and is included in other liabilities on our consolidated balance sheet .
if payment is required under these programs , we would not have a contractual interest in the collateral underlying the mortgage loans on which losses occurred , although the value of the collateral is taken into account in determining our share of such losses .
our exposure and activity associated with these recourse obligations are reported in the corporate & institutional banking segment .
table 152 : analysis of commercial mortgage recourse obligations .
in millions | 2013 | 2012
-------------------------------------------- | -------- | --------
january 1 | $ 43 | $ 47
reserve adjustments net | -9 ( 9 ) | 4
losses 2013 loan repurchases and settlements | -1 ( 1 ) | -8 ( 8 )
december 31 | $ 33 | $ 43
residential mortgage loan and home equity repurchase obligations while residential mortgage loans are sold on a non-recourse basis , we assume certain loan repurchase obligations associated with mortgage loans we have sold to investors .
these loan repurchase obligations primarily relate to situations where pnc is alleged to have breached certain origination covenants and representations and warranties made to purchasers of the loans in the respective purchase and sale agreements .
for additional information on loan sales see note 3 loan sale and servicing activities and variable interest entities .
our historical exposure and activity associated with agency securitization repurchase obligations has primarily been related to transactions with fnma and fhlmc , as indemnification and repurchase losses associated with fha and va-insured and uninsured loans pooled in gnma securitizations historically have been minimal .
repurchase obligation activity associated with residential mortgages is reported in the residential mortgage banking segment .
in the fourth quarter of 2013 , pnc reached agreements with both fnma and fhlmc to resolve their repurchase claims with respect to loans sold between 2000 and 2008 .
pnc paid a total of $ 191 million related to these settlements .
pnc 2019s repurchase obligations also include certain brokered home equity loans/lines of credit that were sold to a limited number of private investors in the financial services industry by national city prior to our acquisition of national city .
pnc is no longer engaged in the brokered home equity lending business , and our exposure under these loan repurchase obligations is limited to repurchases of loans sold in these transactions .
repurchase activity associated with brokered home equity loans/lines of credit is reported in the non-strategic assets portfolio segment .
indemnification and repurchase liabilities are initially recognized when loans are sold to investors and are subsequently evaluated by management .
initial recognition and subsequent adjustments to the indemnification and repurchase liability for the sold residential mortgage portfolio are recognized in residential mortgage revenue on the consolidated income statement .
since pnc is no longer engaged in the brokered home equity lending business , only subsequent adjustments are recognized to the home equity loans/lines indemnification and repurchase liability .
these adjustments are recognized in other noninterest income on the consolidated income statement .
214 the pnc financial services group , inc .
2013 form 10-k |
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dd4c02568 | the diluted earnings per share calculation excludes stock options , sars , restricted stock and units and performance units and stock that were anti-dilutive .
shares underlying the excluded stock options and sars totaled 10.3 million , 10.2 million and 0.7 million for the years ended december 31 , 2016 , 2015 and 2014 , respectively .
for the years ended december 31 , 2016 and 2015 , respectively , 4.5 million and 5.3 million shares of restricted stock and restricted stock units and performance units and performance stock were excluded .
10 .
supplemental cash flow information net cash paid for interest and income taxes was as follows for the years ended december 31 , 2016 , 2015 and 2014 ( in thousands ) : .
| 2016 | 2015 | 2014
------------------------------------ | ------------------ | -------- | --------
interest net of capitalized interest | $ 252030 | $ 222088 | $ 197383
income taxes net of refunds received | $ -39293 ( 39293 ) | $ 41108 | $ 342741
eog's accrued capital expenditures at december 31 , 2016 , 2015 and 2014 were $ 388 million , $ 416 million and $ 972 million , respectively .
non-cash investing activities for the year ended december 31 , 2016 , included $ 3834 million in non-cash additions to eog's oil and gas properties related to the yates transaction ( see note 17 ) .
non-cash investing activities for the year ended december 31 , 2014 included non-cash additions of $ 5 million to eog's oil and gas properties as a result of property exchanges .
11 .
business segment information eog's operations are all crude oil and natural gas exploration and production related .
the segment reporting topic of the asc establishes standards for reporting information about operating segments in annual financial statements .
operating segments are defined as components of an enterprise about which separate financial information is available and evaluated regularly by the chief operating decision maker , or decision-making group , in deciding how to allocate resources and in assessing performance .
eog's chief operating decision-making process is informal and involves the chairman of the board and chief executive officer and other key officers .
this group routinely reviews and makes operating decisions related to significant issues associated with each of eog's major producing areas in the united states , trinidad , the united kingdom and china .
for segment reporting purposes , the chief operating decision maker considers the major united states producing areas to be one operating segment. |
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dd4b9a36e | put options we currently have outstanding put option agreements with other shareholders of our air products san fu company , ltd .
and indura s.a .
subsidiaries .
the put options give the shareholders the right to sell stock in the subsidiaries based on pricing terms in the agreements .
refer to note 17 , commitments and contingencies , to the consolidated financial statements for additional information .
due to the uncertainty of whether these options would be exercised and the related timing , we excluded the potential payments from the contractual obligations table .
pension benefits we sponsor defined benefit pension plans that cover a substantial portion of our worldwide employees .
the principal defined benefit pension plans 2014the u.s .
salaried pension plan and the u.k .
pension plan 2014were closed to new participants in 2005 and were replaced with defined contribution plans .
over the long run , the shift to defined contribution plans is expected to reduce volatility of both plan expense and contributions .
for 2013 , the fair market value of pension plan assets for our defined benefit plans as of the measurement date increased to $ 3800.8 from $ 3239.1 in 2012 .
the projected benefit obligation for these plans as of the measurement date was $ 4394.0 and $ 4486.5 in 2013 and 2012 , respectively .
refer to note 16 , retirement benefits , to the consolidated financial statements for comprehensive and detailed disclosures on our postretirement benefits .
pension expense .
| 2013 | 2012 | 2011
-------------------------------------------------------------------- | -------------- | -------------- | --------------
pension expense | $ 169.7 | $ 120.4 | $ 114.1
special terminations settlements and curtailments ( included above ) | 19.8 | 8.2 | 1.3
weighted average discount rate | 4.0% ( 4.0 % ) | 5.0% ( 5.0 % ) | 5.0% ( 5.0 % )
weighted average expected rate of return on plan assets | 7.7% ( 7.7 % ) | 8.0% ( 8.0 % ) | 8.0% ( 8.0 % )
weighted average expected rate of compensation increase | 3.8% ( 3.8 % ) | 3.9% ( 3.9 % ) | 4.0% ( 4.0 % )
2013 vs .
2012 the increase in pension expense , excluding special items , was primarily attributable to the 100 bp decrease in weighted average discount rate , resulting in higher amortization of actuarial losses .
the increase was partially offset by a higher expected return on plan assets and contributions in 2013 .
special items of $ 19.8 primarily included $ 12.4 for pension settlement losses and $ 6.9 for special termination benefits relating to the 2013 business restructuring and cost reduction plan .
2012 vs .
2011 pension expense in 2012 , excluding special items , was comparable to 2011 expense as a result of no change in the weighted average discount rate from year to year .
2014 outlook pension expense is estimated to be approximately $ 140 to $ 145 , excluding special items , in 2014 , a decrease of $ 5 to $ 10 from 2013 , resulting primarily from an increase in discount rates , partially offset by unfavorable impacts associated with changes in mortality and inflation assumptions .
pension settlement losses of $ 10 to $ 25 are expected , dependent on the timing of retirements .
in 2014 , pension expense will include approximately $ 118 for amortization of actuarial losses compared to $ 143 in 2013 .
net actuarial gains of $ 370.4 were recognized in 2013 , resulting primarily from an approximately 65 bp increase in the weighted average discount rate as well as actual asset returns above expected returns .
actuarial gains/losses are amortized into pension expense over prospective periods to the extent they are not offset by future gains or losses .
future changes in the discount rate and actual returns on plan assets , different from expected returns , would impact the actuarial gains/losses and resulting amortization in years beyond 2014 .
pension funding pension funding includes both contributions to funded plans and benefit payments for unfunded plans , which are primarily non-qualified plans .
with respect to funded plans , our funding policy is that contributions , combined with appreciation and earnings , will be sufficient to pay benefits without creating unnecessary surpluses .
in addition , we make contributions to satisfy all legal funding requirements while managing our capacity to benefit from tax deductions attributable to plan contributions .
with the assistance of third party actuaries , we analyze the liabilities and demographics of each plan , which help guide the level of contributions .
during 2013 and 2012 , our cash contributions to funded plans and benefit payments for unfunded plans were $ 300.8 and $ 76.4 , respectively .
contributions for 2013 include voluntary contributions for u.s .
plans of $ 220.0. |
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dd4be2c5e | although many clients use both active and passive strategies , the application of these strategies differs greatly .
for example , clients may use index products to gain exposure to a market or asset class pending reallocation to an active manager .
this has the effect of increasing turnover of index aum .
in addition , institutional non-etp index assignments tend to be very large ( multi- billion dollars ) and typically reflect low fee rates .
this has the potential to exaggerate the significance of net flows in institutional index products on blackrock 2019s revenues and earnings .
equity year-end 2012 equity aum of $ 1.845 trillion increased by $ 285.4 billion , or 18% ( 18 % ) , from the end of 2011 , largely due to flows into regional , country-specific and global mandates and the effect of higher market valuations .
equity aum growth included $ 54.0 billion in net new business and $ 3.6 billion in new assets related to the acquisition of claymore .
net new business of $ 54.0 billion was driven by net inflows of $ 53.0 billion and $ 19.1 billion into ishares and non-etp index accounts , respectively .
passive inflows were offset by active net outflows of $ 18.1 billion , with net outflows of $ 10.0 billion and $ 8.1 billion from fundamental and scientific active equity products , respectively .
passive strategies represented 84% ( 84 % ) of equity aum with the remaining 16% ( 16 % ) in active mandates .
institutional investors represented 62% ( 62 % ) of equity aum , while ishares , and retail and hnw represented 29% ( 29 % ) and 9% ( 9 % ) , respectively .
at year-end 2012 , 63% ( 63 % ) of equity aum was managed for clients in the americas ( defined as the united states , caribbean , canada , latin america and iberia ) compared with 28% ( 28 % ) and 9% ( 9 % ) managed for clients in emea and asia-pacific , respectively .
blackrock 2019s effective fee rates fluctuate due to changes in aum mix .
approximately half of blackrock 2019s equity aum is tied to international markets , including emerging markets , which tend to have higher fee rates than similar u.s .
equity strategies .
accordingly , fluctuations in international equity markets , which do not consistently move in tandem with u.s .
markets , may have a greater impact on blackrock 2019s effective equity fee rates and revenues .
fixed income fixed income aum ended 2012 at $ 1.259 trillion , rising $ 11.6 billion , or 1% ( 1 % ) , relative to december 31 , 2011 .
growth in aum reflected $ 43.3 billion in net new business , excluding the two large previously mentioned low-fee outflows , $ 75.4 billion in market and foreign exchange gains and $ 3.0 billion in new assets related to claymore .
net new business was led by flows into domestic specialty and global bond mandates , with net inflows of $ 28.8 billion , $ 13.6 billion and $ 3.1 billion into ishares , non-etp index and model-based products , respectively , partially offset by net outflows of $ 2.2 billion from fundamental strategies .
fixed income aum was split between passive and active strategies with 48% ( 48 % ) and 52% ( 52 % ) , respectively .
institutional investors represented 74% ( 74 % ) of fixed income aum while ishares and retail and hnw represented 15% ( 15 % ) and 11% ( 11 % ) , respectively .
at year-end 2012 , 59% ( 59 % ) of fixed income aum was managed for clients in the americas compared with 33% ( 33 % ) and 8% ( 8 % ) managed for clients in emea and asia- pacific , respectively .
multi-asset class component changes in multi-asset class aum ( dollar amounts in millions ) 12/31/2011 net new business acquired market /fx app ( dep ) 12/31/2012 .
( dollar amounts in millions ) | 12/31/2011 | net new business | net acquired | market /fx app ( dep ) | 12/31/2012
------------------------------ | ---------- | ---------------- | ------------ | ---------------------- | ----------
asset allocation | $ 126067 | $ 1575 | $ 78 | $ 12440 | $ 140160
target date/risk | 49063 | 14526 | 2014 | 6295 | 69884
fiduciary | 50040 | -284 ( 284 ) | 2014 | 7948 | 57704
multi-asset | $ 225170 | $ 15817 | $ 78 | $ 26683 | $ 267748
multi-asset class aum totaled $ 267.7 billion at year-end 2012 , up 19% ( 19 % ) , or $ 42.6 billion , reflecting $ 15.8 billion in net new business and $ 26.7 billion in portfolio valuation gains .
blackrock 2019s multi-asset class team manages a variety of bespoke mandates for a diversified client base that leverages our broad investment expertise in global equities , currencies , bonds and commodities , and our extensive risk management capabilities .
investment solutions might include a combination of long-only portfolios and alternative investments as well as tactical asset allocation overlays .
at december 31 , 2012 , institutional investors represented 66% ( 66 % ) of multi-asset class aum , while retail and hnw accounted for the remaining aum .
additionally , 58% ( 58 % ) of multi-asset class aum is managed for clients based in the americas with 37% ( 37 % ) and 5% ( 5 % ) managed for clients in emea and asia-pacific , respectively .
flows reflected ongoing institutional demand for our advice in an increasingly |
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dd4bf241a | management 2019s discussion and analysis of financial condition and results of operations ( continued ) liquidity and capital resources snap-on 2019s growth has historically been funded by a combination of cash provided by operating activities and debt financing .
snap-on believes that its cash from operations and collections of finance receivables , coupled with its sources of borrowings and available cash on hand , are sufficient to fund its currently anticipated requirements for payments of interest and dividends , new loans originated by our financial services businesses , capital expenditures , working capital , restructuring activities , the funding of pension plans , and funding for additional share repurchases and acquisitions , if any .
due to snap-on 2019s credit rating over the years , external funds have been available at an acceptable cost .
as of the close of business on february 8 , 2013 , snap-on 2019s long-term debt and commercial paper were rated , respectively , baa1 and p-2 by moody 2019s investors service ; a- and a-2 by standard & poor 2019s ; and a- and f2 by fitch ratings .
snap-on believes that its current credit arrangements are sound and that the strength of its balance sheet affords the company the financial flexibility to respond to both internal growth opportunities and those available through acquisitions .
however , snap-on cannot provide any assurances of the availability of future financing or the terms on which it might be available , or that its debt ratings may not decrease .
the following discussion focuses on information included in the accompanying consolidated balance sheets .
as of 2012 year end , working capital ( current assets less current liabilities ) of $ 1079.8 million increased $ 132.9 million from $ 946.9 million at 2011 year end .
the following represents the company 2019s working capital position as of 2012 and 2011 year end : ( amounts in millions ) 2012 2011 .
( amounts in millions ) | 2012 | 2011
-------------------------------------------- | ---------------- | ----------------
cash and cash equivalents | $ 214.5 | $ 185.6
trade and other accounts receivable 2013 net | 497.9 | 463.5
finance receivables 2013 net | 323.1 | 277.2
contract receivables 2013 net | 62.7 | 49.7
inventories 2013 net | 404.2 | 386.4
other current assets | 166.6 | 168.3
total current assets | 1669.0 | 1530.7
notes payable | -5.2 ( 5.2 ) | -16.2 ( 16.2 )
accounts payable | -142.5 ( 142.5 ) | -124.6 ( 124.6 )
other current liabilities | -441.5 ( 441.5 ) | -443.0 ( 443.0 )
total current liabilities | -589.2 ( 589.2 ) | -583.8 ( 583.8 )
working capital | $ 1079.8 | $ 946.9
cash and cash equivalents of $ 214.5 million as of 2012 year end compared to cash and cash equivalents of $ 185.6 million at 2011 year end .
the $ 28.9 million increase in cash and cash equivalents includes the impacts of ( i ) $ 329.3 million of cash generated from operations , net of $ 73.0 million of cash contributions ( including $ 54.7 million of discretionary contributions ) to the company 2019s domestic pension plans ; ( ii ) $ 445.5 million of cash from collections of finance receivables ; ( iii ) $ 46.8 million of proceeds from stock purchase and option plan exercises ; and ( iv ) $ 27.0 million of cash proceeds from the sale of a non-strategic equity investment at book value .
these increases in cash and cash equivalents were partially offset by ( i ) the funding of $ 569.6 million of new finance originations ; ( ii ) dividend payments of $ 81.5 million ; ( iii ) the funding of $ 79.4 million of capital expenditures ; and ( iv ) the repurchase of 1180000 shares of the company 2019s common stock for $ 78.1 million .
of the $ 214.5 million of cash and cash equivalents as of 2012 year end , $ 81.4 million was held outside of the united states .
snap-on considers these non-u.s .
funds as permanently invested in its foreign operations to ( i ) provide adequate working capital ; ( ii ) satisfy various regulatory requirements ; and/or ( iii ) take advantage of business expansion opportunities as they arise ; as such , the company does not presently expect to repatriate these funds to fund its u.s .
operations or obligations .
the repatriation of cash from certain foreign subsidiaries could have adverse net tax consequences on the company should snap-on be required to pay and record u.s .
income taxes and foreign withholding taxes on funds that were previously considered permanently invested .
alternatively , the repatriation of such cash from certain other foreign subsidiaries could result in favorable net tax consequences for the company .
snap-on periodically evaluates opportunities to repatriate certain foreign cash amounts to the extent that it does not incur additional unfavorable net tax consequences .
44 snap-on incorporated |
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dd4c0c220 | illumina , inc .
notes to consolidated financial statements 2014 ( continued ) advertising costs the company expenses advertising costs as incurred .
advertising costs were approximately $ 440000 for 2003 , $ 267000 for 2002 and $ 57000 for 2001 .
income taxes a deferred income tax asset or liability is computed for the expected future impact of differences between the financial reporting and tax bases of assets and liabilities , as well as the expected future tax benefit to be derived from tax loss and credit carryforwards .
deferred income tax expense is generally the net change during the year in the deferred income tax asset or liability .
valuation allowances are established when realizability of deferred tax assets is uncertain .
the effect of tax rate changes is reflected in tax expense during the period in which such changes are enacted .
foreign currency translation the functional currencies of the company 2019s wholly owned subsidiaries are their respective local currencies .
accordingly , all balance sheet accounts of these operations are translated to u.s .
dollars using the exchange rates in effect at the balance sheet date , and revenues and expenses are translated using the average exchange rates in effect during the period .
the gains and losses from foreign currency translation of these subsidiaries 2019 financial statements are recorded directly as a separate component of stockholders 2019 equity under the caption 2018 2018accumulated other comprehensive income . 2019 2019 stock-based compensation at december 28 , 2003 , the company has three stock-based employee and non-employee director compensation plans , which are described more fully in note 5 .
as permitted by sfas no .
123 , accounting for stock-based compensation , the company accounts for common stock options granted , and restricted stock sold , to employees , founders and directors using the intrinsic value method and , thus , recognizes no compensation expense for options granted , or restricted stock sold , with exercise prices equal to or greater than the fair value of the company 2019s common stock on the date of the grant .
the company has recorded deferred stock compensation related to certain stock options , and restricted stock , which were granted prior to the company 2019s initial public offering with exercise prices below estimated fair value ( see note 5 ) , which is being amortized on an accelerated amortiza- tion methodology in accordance with financial accounting standards board interpretation number ( 2018 2018fin 2019 2019 ) 28 .
pro forma information regarding net loss is required by sfas no .
123 and has been determined as if the company had accounted for its employee stock options and employee stock purchases under the fair value method of that statement .
the fair value for these options was estimated at the dates of grant using the fair value option pricing model ( black scholes ) with the following weighted-average assumptions for 2003 , 2002 and 2001 : year ended year ended year ended december 28 , december 29 , december 30 , 2003 2002 2001 weighted average risk-free interest rate******* 3.03% ( 3.03 % ) 3.73% ( 3.73 % ) 4.65% ( 4.65 % ) expected dividend yield********************* 0% ( 0 % ) 0% ( 0 % ) 0% ( 0 % ) weighted average volatility ****************** 103% ( 103 % ) 104% ( 104 % ) 119% ( 119 % ) estimated life ( in years ) ********************** 5 5 5 .
| year ended december 28 2003 | year ended december 29 2002 | year ended december 30 2001
---------------------------------------------- | --------------------------- | --------------------------- | ---------------------------
weighted average risk-free interest rate | 3.03% ( 3.03 % ) | 3.73% ( 3.73 % ) | 4.65% ( 4.65 % )
expected dividend yield | 0% ( 0 % ) | 0% ( 0 % ) | 0% ( 0 % )
weighted average volatility | 103% ( 103 % ) | 104% ( 104 % ) | 119% ( 119 % )
estimated life ( in years ) | 5 | 5 | 5
weighted average fair value of options granted | $ 3.31 | $ 4.39 | $ 7.51 |
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dd4bcf42e | average age ( yrs. ) highway revenue equipment owned leased total .
highway revenue equipment | owned | leased | total | averageage ( yrs. )
------------------------------- | ----- | ------ | ----- | -------------------
containers | 26629 | 28306 | 54935 | 7.1
chassis | 15182 | 25951 | 41133 | 8.9
total highway revenue equipment | 41811 | 54257 | 96068 | n/a
capital expenditures our rail network requires significant annual capital investments for replacement , improvement , and expansion .
these investments enhance safety , support the transportation needs of our customers , and improve our operational efficiency .
additionally , we add new locomotives and freight cars to our fleet to replace older , less efficient equipment , to support growth and customer demand , and to reduce our impact on the environment through the acquisition of more fuel-efficient and low-emission locomotives .
2014 capital program 2013 during 2014 , our capital program totaled $ 4.1 billion .
( see the cash capital expenditures table in management 2019s discussion and analysis of financial condition and results of operations 2013 liquidity and capital resources 2013 financial condition , item 7. ) 2015 capital plan 2013 in 2015 , we expect our capital plan to be approximately $ 4.3 billion , which will include expenditures for ptc of approximately $ 450 million and may include non-cash investments .
we may revise our 2015 capital plan if business conditions warrant or if new laws or regulations affect our ability to generate sufficient returns on these investments .
( see discussion of our 2015 capital plan in management 2019s discussion and analysis of financial condition and results of operations 2013 2015 outlook , item 7. ) equipment encumbrances 2013 equipment with a carrying value of approximately $ 2.8 billion and $ 2.9 billion at december 31 , 2014 , and 2013 , respectively served as collateral for capital leases and other types of equipment obligations in accordance with the secured financing arrangements utilized to acquire or refinance such railroad equipment .
as a result of the merger of missouri pacific railroad company ( mprr ) with and into uprr on january 1 , 1997 , and pursuant to the underlying indentures for the mprr mortgage bonds , uprr must maintain the same value of assets after the merger in order to comply with the security requirements of the mortgage bonds .
as of the merger date , the value of the mprr assets that secured the mortgage bonds was approximately $ 6.0 billion .
in accordance with the terms of the indentures , this collateral value must be maintained during the entire term of the mortgage bonds irrespective of the outstanding balance of such bonds .
environmental matters 2013 certain of our properties are subject to federal , state , and local laws and regulations governing the protection of the environment .
( see discussion of environmental issues in business 2013 governmental and environmental regulation , item 1 , and management 2019s discussion and analysis of financial condition and results of operations 2013 critical accounting policies 2013 environmental , item 7. ) item 3 .
legal proceedings from time to time , we are involved in legal proceedings , claims , and litigation that occur in connection with our business .
we routinely assess our liabilities and contingencies in connection with these matters based upon the latest available information and , when necessary , we seek input from our third-party advisors when making these assessments .
consistent with sec rules and requirements , we describe below material pending legal proceedings ( other than ordinary routine litigation incidental to our business ) , material proceedings known to be contemplated by governmental authorities , other proceedings arising under federal , state , or local environmental laws and regulations ( including governmental proceedings involving potential fines , penalties , or other monetary sanctions in excess of $ 100000 ) , and such other pending matters that we may determine to be appropriate. |
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dd4980772 | the notional amount of these unfunded letters of credit was $ 1.4 billion as of december 31 , 2008 and december 31 , 2007 .
the amount funded was insignificant with no amounts 90 days or more past due or on a non-accrual status at december 31 , 2008 and december 31 , 2007 .
these items have been classified appropriately in trading account assets or trading account liabilities on the consolidated balance sheet .
changes in fair value of these items are classified in principal transactions in the company 2019s consolidated statement of income .
other items for which the fair-value option was selected in accordance with sfas 159 the company has elected the fair-value option for the following eligible items , which did not affect opening retained earnings : 2022 certain credit products ; 2022 certain investments in private equity and real estate ventures and certain equity-method investments ; 2022 certain structured liabilities ; 2022 certain non-structured liabilities ; and 2022 certain mortgage loans certain credit products citigroup has elected the fair-value option for certain originated and purchased loans , including certain unfunded loan products , such as guarantees and letters of credit , executed by citigroup 2019s trading businesses .
none of these credit products is a highly leveraged financing commitment .
significant groups of transactions include loans and unfunded loan products that are expected to be either sold or securitized in the near term , or transactions where the economic risks are hedged with derivative instruments such as purchased credit default swaps or total return swaps where the company pays the total return on the underlying loans to a third party .
citigroup has elected the fair-value option to mitigate accounting mismatches in cases where hedge accounting is complex and to achieve operational simplifications .
fair value was not elected for most lending transactions across the company , including where those management objectives would not be met .
the following table provides information about certain credit products carried at fair value: .
in millions of dollars | 2008 trading assets | 2008 loans | 2008 trading assets | loans
------------------------------------------------------------------------------------------------------------------- | ------------------- | ---------- | ------------------- | ----------
carrying amount reported on the consolidated balance sheet | $ 16254 | $ 2315 | $ 26020 | $ 3038
aggregate unpaid principal balance in excess of fair value | $ 6501 | $ 3 | $ 899 | $ -5 ( 5 )
balance on non-accrual loans or loans more than 90 days past due | $ 77 | $ 1113 | $ 186 | $ 1292
aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days pastdue | $ 190 | $ -4 ( 4 ) | $ 68 | $ 2014
in millions of dollars trading assets loans trading assets loans carrying amount reported on the consolidated balance sheet $ 16254 $ 2315 $ 26020 $ 3038 aggregate unpaid principal balance in excess of fair value $ 6501 $ 3 $ 899 $ ( 5 ) balance on non-accrual loans or loans more than 90 days past due $ 77 $ 1113 $ 186 $ 1292 aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due $ 190 $ ( 4 ) $ 68 $ 2014 in addition to the amounts reported above , $ 72 million and $ 141 million of unfunded loan commitments related to certain credit products selected for fair-value accounting were outstanding as of december 31 , 2008 and december 31 , 2007 , respectively .
changes in fair value of funded and unfunded credit products are classified in principal transactions in the company 2019s consolidated statement of income .
related interest revenue is measured based on the contractual interest rates and reported as interest revenue on trading account assets or loans depending on their balance sheet classifications .
the changes in fair value for the years ended december 31 , 2008 and 2007 due to instrument-specific credit risk totaled to a loss of $ 38 million and $ 188 million , respectively .
certain investments in private equity and real estate ventures and certain equity method investments citigroup invests in private equity and real estate ventures for the purpose of earning investment returns and for capital appreciation .
the company has elected the fair-value option for certain of these ventures , because such investments are considered similar to many private equity or hedge fund activities in our investment companies , which are reported at fair value .
the fair-value option brings consistency in the accounting and evaluation of certain of these investments .
as required by sfas 159 , all investments ( debt and equity ) in such private equity and real estate entities are accounted for at fair value .
these investments are classified as investments on citigroup 2019s consolidated balance sheet .
citigroup also holds various non-strategic investments in leveraged buyout funds and other hedge funds that previously were required to be accounted for under the equity method .
the company elected fair-value accounting to reduce operational and accounting complexity .
since the funds account for all of their underlying assets at fair value , the impact of applying the equity method to citigroup 2019s investment in these funds was equivalent to fair-value accounting .
thus , this fair-value election had no impact on opening retained earnings .
these investments are classified as other assets on citigroup 2019s consolidated balance sheet .
changes in the fair values of these investments are classified in other revenue in the company 2019s consolidated statement of income .
certain structured liabilities the company has elected the fair-value option for certain structured liabilities whose performance is linked to structured interest rates , inflation or currency risks ( 201cstructured liabilities 201d ) .
the company elected the fair- value option , because these exposures are considered to be trading-related positions and , therefore , are managed on a fair-value basis .
these positions will continue to be classified as debt , deposits or derivatives ( trading account liabilities ) on the company 2019s consolidated balance sheet according to their legal form .
for those structured liabilities classified as long-term debt for which the fair-value option has been elected , the aggregate unpaid principal balance exceeds the aggregate fair value of such instruments by $ 277 million as of december 31 , 2008 and $ 7 million as of december 31 , 2007 .
the change in fair value for these structured liabilities is reported in principal transactions in the company 2019s consolidated statement of income .
related interest expense is measured based on the contractual interest rates and reported as such in the consolidated income statement .
certain non-structured liabilities the company has elected the fair-value option for certain non-structured liabilities with fixed and floating interest rates ( 201cnon-structured liabilities 201d ) . |
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dd4b92402 | 2017 form 10-k | 115 and $ 1088 million , respectively , were primarily comprised of loans to dealers , and the spc 2019s liabilities of $ 1106 million and $ 1087 million , respectively , were primarily comprised of commercial paper .
the assets of the spc are not available to pay cat financial 2019s creditors .
cat financial may be obligated to perform under the guarantee if the spc experiences losses .
no loss has been experienced or is anticipated under this loan purchase agreement .
cat financial is party to agreements in the normal course of business with selected customers and caterpillar dealers in which they commit to provide a set dollar amount of financing on a pre- approved basis .
they also provide lines of credit to certain customers and caterpillar dealers , of which a portion remains unused as of the end of the period .
commitments and lines of credit generally have fixed expiration dates or other termination clauses .
it has been cat financial 2019s experience that not all commitments and lines of credit will be used .
management applies the same credit policies when making commitments and granting lines of credit as it does for any other financing .
cat financial does not require collateral for these commitments/ lines , but if credit is extended , collateral may be required upon funding .
the amount of the unused commitments and lines of credit for dealers as of december 31 , 2017 and 2016 was $ 10993 million and $ 12775 million , respectively .
the amount of the unused commitments and lines of credit for customers as of december 31 , 2017 and 2016 was $ 3092 million and $ 3340 million , respectively .
our product warranty liability is determined by applying historical claim rate experience to the current field population and dealer inventory .
generally , historical claim rates are based on actual warranty experience for each product by machine model/engine size by customer or dealer location ( inside or outside north america ) .
specific rates are developed for each product shipment month and are updated monthly based on actual warranty claim experience. .
( millions of dollars ) | 2017 | 2016
---------------------------------------- | ------------ | ------------
warranty liability january 1 | $ 1258 | $ 1354
reduction in liability ( payments ) | -860 ( 860 ) | -909 ( 909 )
increase in liability ( new warranties ) | 1021 | 813
warranty liability december 31 | $ 1419 | $ 1258
22 .
environmental and legal matters the company is regulated by federal , state and international environmental laws governing our use , transport and disposal of substances and control of emissions .
in addition to governing our manufacturing and other operations , these laws often impact the development of our products , including , but not limited to , required compliance with air emissions standards applicable to internal combustion engines .
we have made , and will continue to make , significant research and development and capital expenditures to comply with these emissions standards .
we are engaged in remedial activities at a number of locations , often with other companies , pursuant to federal and state laws .
when it is probable we will pay remedial costs at a site , and those costs can be reasonably estimated , the investigation , remediation , and operating and maintenance costs are accrued against our earnings .
costs are accrued based on consideration of currently available data and information with respect to each individual site , including available technologies , current applicable laws and regulations , and prior remediation experience .
where no amount within a range of estimates is more likely , we accrue the minimum .
where multiple potentially responsible parties are involved , we consider our proportionate share of the probable costs .
in formulating the estimate of probable costs , we do not consider amounts expected to be recovered from insurance companies or others .
we reassess these accrued amounts on a quarterly basis .
the amount recorded for environmental remediation is not material and is included in accrued expenses .
we believe there is no more than a remote chance that a material amount for remedial activities at any individual site , or at all the sites in the aggregate , will be required .
on january 7 , 2015 , the company received a grand jury subpoena from the u.s .
district court for the central district of illinois .
the subpoena requests documents and information from the company relating to , among other things , financial information concerning u.s .
and non-u.s .
caterpillar subsidiaries ( including undistributed profits of non-u.s .
subsidiaries and the movement of cash among u.s .
and non-u.s .
subsidiaries ) .
the company has received additional subpoenas relating to this investigation requesting additional documents and information relating to , among other things , the purchase and resale of replacement parts by caterpillar inc .
and non-u.s .
caterpillar subsidiaries , dividend distributions of certain non-u.s .
caterpillar subsidiaries , and caterpillar sarl and related structures .
on march 2-3 , 2017 , agents with the department of commerce , the federal deposit insurance corporation and the internal revenue service executed search and seizure warrants at three facilities of the company in the peoria , illinois area , including its former corporate headquarters .
the warrants identify , and agents seized , documents and information related to , among other things , the export of products from the united states , the movement of products between the united states and switzerland , the relationship between caterpillar inc .
and caterpillar sarl , and sales outside the united states .
it is the company 2019s understanding that the warrants , which concern both tax and export activities , are related to the ongoing grand jury investigation .
the company is continuing to cooperate with this investigation .
the company is unable to predict the outcome or reasonably estimate any potential loss ; however , we currently believe that this matter will not have a material adverse effect on the company 2019s consolidated results of operations , financial position or liquidity .
on march 20 , 2014 , brazil 2019s administrative council for economic defense ( cade ) published a technical opinion which named 18 companies and over 100 individuals as defendants , including two subsidiaries of caterpillar inc. , mge - equipamentos e servi e7os ferrovi e1rios ltda .
( mge ) and caterpillar brasil ltda .
the publication of the technical opinion opened cade 2019s official administrative investigation into allegations that the defendants participated in anticompetitive bid activity for the construction and maintenance of metro and train networks in brazil .
while companies cannot be |
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dd4bed046 | entergy corporation and subsidiaries management 2019s financial discussion and analysis imprudence by the utility operating companies in their execution of their obligations under the system agreement .
see note 2 to the financial statements for discussions of this litigation .
in november 2012 the utility operating companies filed amendments to the system agreement with the ferc pursuant to section 205 of the federal power act .
the amendments consist primarily of the technical revisions needed to the system agreement to ( i ) allocate certain charges and credits from the miso settlement statements to the participating utility operating companies ; and ( ii ) address entergy arkansas 2019s withdrawal from the system agreement .
the lpsc , mpsc , puct , and city council filed protests at the ferc regarding the amendments and other aspects of the utility operating companies 2019 future operating arrangements , including requests that the continued viability of the system agreement in miso ( among other issues ) be set for hearing by the ferc .
in december 2013 the ferc issued an order accepting the revisions filed in november 2012 , subject to a further compliance filing and other conditions .
entergy services made the requisite compliance filing in february 2014 and the ferc accepted the compliance filing in november 2015 .
in the november 2015 order , the ferc required entergy services to file a refund report consisting of the results of the intra-system bill rerun from december 19 , 2013 through november 30 , 2015 calculating the use of an energy-based allocator to allocate losses , ancillary services charges and credits , and uplift charges and credits to load of each participating utility operating company .
the filing shows the following payments and receipts among the utility operating companies : payments ( receipts ) ( in millions ) .
| payments ( receipts ) ( in millions )
------------------- | -------------------------------------
entergy louisiana | ( $ 6.3 )
entergy mississippi | $ 4
entergy new orleans | $ 0.4
entergy texas | $ 1.9
in the december 2013 order , the ferc set one issue for hearing involving a settlement with union pacific regarding certain coal delivery issues .
consistent with the decisions described above , entergy arkansas 2019s participation in the system agreement terminated effective december 18 , 2013 .
in december 2014 a ferc alj issued an initial decision finding that entergy arkansas would realize benefits after december 18 , 2013 from the 2008 settlement agreement between entergy services , entergy arkansas , and union pacific , related to certain coal delivery issues .
the alj further found that all of the utility operating companies should share in those benefits pursuant to the methodology proposed by the mpsc .
the utility operating companies and other parties to the proceeding have filed briefs on exceptions and/or briefs opposing exceptions with the ferc challenging various aspects of the december 2014 initial decision and the matter is pending before the ferc .
utility operating company notices of termination of system agreement participation consistent with their written notices of termination delivered in december 2005 and november 2007 , respectively , entergy arkansas and entergy mississippi filed with the ferc in february 2009 their notices of cancellation to terminate their participation in the system agreement , effective december 18 , 2013 and november 7 , 2015 , respectively .
in november 2009 the ferc accepted the notices of cancellation and determined that entergy arkansas and entergy mississippi are permitted to withdraw from the system agreement following the 96-month notice period without payment of a fee or the requirement to otherwise compensate the remaining utility operating companies as a result of withdrawal .
appeals by the lpsc and the city council were denied in 2012 and 2013 .
effective december 18 , 2013 , entergy arkansas ceased participating in the system agreement .
effective november 7 , 2015 , entergy mississippi ceased participating in the system agreement .
in keeping with their prior commitments and after a careful evaluation of the basis for and continued reasonableness of the 96-month system agreement termination notice period , the utility operating companies filed with the ferc in october 2013 to amend the system agreement changing the notice period for an operating company to |
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dd4c4a566 | a reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: .
| 2013 | 2012 | 2011
------------------------------------------------- | ------------ | ------------ | --------------
balance january 1 | $ 4425 | $ 4277 | $ 4919
additions related to current year positions | 320 | 496 | 695
additions related to prior year positions | 177 | 58 | 145
reductions for tax positions of prior years ( 1 ) | -747 ( 747 ) | -320 ( 320 ) | -1223 ( 1223 )
settlements | -603 ( 603 ) | -67 ( 67 ) | -259 ( 259 )
lapse of statute of limitations | -69 ( 69 ) | -19 ( 19 ) | 2014
balance december 31 | $ 3503 | $ 4425 | $ 4277
( 1 ) amounts reflect the settlements with the irs and cra as discussed below .
if the company were to recognize the unrecognized tax benefits of $ 3.5 billion at december 31 , 2013 , the income tax provision would reflect a favorable net impact of $ 3.3 billion .
the company is under examination by numerous tax authorities in various jurisdictions globally .
the company believes that it is reasonably possible that the total amount of unrecognized tax benefits as of december 31 , 2013 could decrease by up to $ 128 million in the next 12 months as a result of various audit closures , settlements or the expiration of the statute of limitations .
the ultimate finalization of the company 2019s examinations with relevant taxing authorities can include formal administrative and legal proceedings , which could have a significant impact on the timing of the reversal of unrecognized tax benefits .
the company believes that its reserves for uncertain tax positions are adequate to cover existing risks or exposures .
interest and penalties associated with uncertain tax positions amounted to a benefit of $ 319 million in 2013 , $ 88 million in 2012 and $ 95 million in 2011 .
these amounts reflect the beneficial impacts of various tax settlements , including those discussed below .
liabilities for accrued interest and penalties were $ 665 million and $ 1.2 billion as of december 31 , 2013 and 2012 , respectively .
in 2013 , the internal revenue service ( 201cirs 201d ) finalized its examination of schering-plough 2019s 2007-2009 tax years .
the company 2019s unrecognized tax benefits for the years under examination exceeded the adjustments related to this examination period and therefore the company recorded a net $ 165 million tax provision benefit in 2013 .
in 2010 , the irs finalized its examination of schering-plough 2019s 2003-2006 tax years .
in this audit cycle , the company reached an agreement with the irs on an adjustment to income related to intercompany pricing matters .
this income adjustment mostly reduced nols and other tax credit carryforwards .
the company 2019s reserves for uncertain tax positions were adequate to cover all adjustments related to this examination period .
additionally , as previously disclosed , the company was seeking resolution of one issue raised during this examination through the irs administrative appeals process .
in 2013 , the company recorded an out-of-period net tax benefit of $ 160 million related to this issue , which was settled in the fourth quarter of 2012 , with final resolution relating to interest owed being reached in the first quarter of 2013 .
the company 2019s unrecognized tax benefits related to this issue exceeded the settlement amount .
management has concluded that the exclusion of this benefit is not material to current or prior year financial statements .
as previously disclosed , the canada revenue agency ( the 201ccra 201d ) had proposed adjustments for 1999 and 2000 relating to intercompany pricing matters and , in july 2011 , the cra issued assessments for other miscellaneous audit issues for tax years 2001-2004 .
in 2012 , merck and the cra reached a settlement for these years that calls for merck to pay additional canadian tax of approximately $ 65 million .
the company 2019s unrecognized tax benefits related to these matters exceeded the settlement amount and therefore the company recorded a net $ 112 million tax provision benefit in 2012 .
a portion of the taxes paid is expected to be creditable for u.s .
tax purposes .
the company had previously established reserves for these matters .
the resolution of these matters did not have a material effect on the company 2019s results of operations , financial position or liquidity .
in 2011 , the irs concluded its examination of merck 2019s 2002-2005 federal income tax returns and as a result the company was required to make net payments of approximately $ 465 million .
the company 2019s unrecognized tax benefits for the years under examination exceeded the adjustments related to this examination period and therefore the company recorded a net $ 700 million tax provision benefit in 2011 .
this net benefit reflects the decrease of unrecognized tax benefits for the years under examination partially offset by increases to unrecognized tax benefits for years subsequent table of contents |
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dd4c3312c | item 1 .
business cna financial corporation 2013 ( continued ) unpredictability in the law , insurance underwriting is expected to continue to be difficult in commercial lines , professional liability and other specialty coverages .
the dodd-frank wall street reform and consumer protection act expands the federal presence in insurance oversight and may increase the regulatory requirements to which cna may be subject .
the act 2019s requirements include streamlining the state-based regulation of reinsurance and nonadmitted insurance ( property or casualty insurance placed from insurers that are eligible to accept insurance , but are not licensed to write insurance in a particular state ) .
the act also establishes a new federal insurance office within the u.s .
department of the treasury with powers over all lines of insurance except health insurance , certain long term care insurance and crop insurance , to , among other things , monitor aspects of the insurance industry , identify issues in the regulation of insurers that could contribute to a systemic crisis in the insurance industry or the overall financial system , coordinate federal policy on international insurance matters and preempt state insurance measures under certain circumstances .
the act calls for numerous studies and contemplates further regulation .
the patient protection and affordable care act and the related amendments in the health care and education reconciliation act may increase cna 2019s operating costs and underwriting losses .
this landmark legislation may lead to numerous changes in the health care industry that could create additional operating costs for cna , particularly with respect to workers 2019 compensation and long term care products .
these costs might arise through the increased use of health care services by claimants or the increased complexities in health care bills that could require additional levels of review .
in addition , due to the expected number of new participants in the health care system and the potential for additional malpractice claims , cna may experience increased underwriting risk in the lines of business that provide management and professional liability insurance to individuals and businesses engaged in the health care industry .
the lines of business that provide professional liability insurance to attorneys , accountants and other professionals who advise clients regarding the health care reform legislation may also experience increased underwriting risk due to the complexity of the legislation .
properties : the chicago location owned by ccc , a wholly owned subsidiary of cna , houses cna 2019s principal executive offices .
cna owns or leases office space in various cities throughout the united states and in other countries .
the following table sets forth certain information with respect to cna 2019s principal office locations : location ( square feet ) principal usage 333 s .
wabash avenue 763322 principal executive offices of cna chicago , illinois 401 penn street 190677 property and casualty insurance offices reading , pennsylvania 2405 lucien way 116948 property and casualty insurance offices maitland , florida 40 wall street 114096 property and casualty insurance offices new york , new york 1100 ward avenue 104478 property and casualty insurance offices honolulu , hawaii 101 s .
phillips avenue 83616 property and casualty insurance offices sioux falls , south dakota 600 n .
pearl street 65752 property and casualty insurance offices dallas , texas 1249 s .
river road 50366 property and casualty insurance offices cranbury , new jersey 4267 meridian parkway 46903 data center aurora , illinois 675 placentia avenue 46571 property and casualty insurance offices brea , california cna leases its office space described above except for the chicago , illinois building , the reading , pennsylvania building , and the aurora , illinois building , which are owned. .
location | size ( square feet ) | principal usage
----------------------------------------------- | -------------------- | ---------------------------------------
333 s . wabash avenuechicago illinois | 763322 | principal executive offices of cna
401 penn streetreading pennsylvania | 190677 | property and casualty insurance offices
2405 lucien waymaitland florida | 116948 | property and casualty insurance offices
40 wall streetnew york new york | 114096 | property and casualty insurance offices
1100 ward avenuehonolulu hawaii | 104478 | property and casualty insurance offices
101 s . phillips avenuesioux falls south dakota | 83616 | property and casualty insurance offices
600 n . pearl streetdallas texas | 65752 | property and casualty insurance offices
1249 s . river roadcranbury new jersey | 50366 | property and casualty insurance offices
4267 meridian parkwayaurora illinois | 46903 | data center
675 placentia avenuebrea california | 46571 | property and casualty insurance offices
item 1 .
business cna financial corporation 2013 ( continued ) unpredictability in the law , insurance underwriting is expected to continue to be difficult in commercial lines , professional liability and other specialty coverages .
the dodd-frank wall street reform and consumer protection act expands the federal presence in insurance oversight and may increase the regulatory requirements to which cna may be subject .
the act 2019s requirements include streamlining the state-based regulation of reinsurance and nonadmitted insurance ( property or casualty insurance placed from insurers that are eligible to accept insurance , but are not licensed to write insurance in a particular state ) .
the act also establishes a new federal insurance office within the u.s .
department of the treasury with powers over all lines of insurance except health insurance , certain long term care insurance and crop insurance , to , among other things , monitor aspects of the insurance industry , identify issues in the regulation of insurers that could contribute to a systemic crisis in the insurance industry or the overall financial system , coordinate federal policy on international insurance matters and preempt state insurance measures under certain circumstances .
the act calls for numerous studies and contemplates further regulation .
the patient protection and affordable care act and the related amendments in the health care and education reconciliation act may increase cna 2019s operating costs and underwriting losses .
this landmark legislation may lead to numerous changes in the health care industry that could create additional operating costs for cna , particularly with respect to workers 2019 compensation and long term care products .
these costs might arise through the increased use of health care services by claimants or the increased complexities in health care bills that could require additional levels of review .
in addition , due to the expected number of new participants in the health care system and the potential for additional malpractice claims , cna may experience increased underwriting risk in the lines of business that provide management and professional liability insurance to individuals and businesses engaged in the health care industry .
the lines of business that provide professional liability insurance to attorneys , accountants and other professionals who advise clients regarding the health care reform legislation may also experience increased underwriting risk due to the complexity of the legislation .
properties : the chicago location owned by ccc , a wholly owned subsidiary of cna , houses cna 2019s principal executive offices .
cna owns or leases office space in various cities throughout the united states and in other countries .
the following table sets forth certain information with respect to cna 2019s principal office locations : location ( square feet ) principal usage 333 s .
wabash avenue 763322 principal executive offices of cna chicago , illinois 401 penn street 190677 property and casualty insurance offices reading , pennsylvania 2405 lucien way 116948 property and casualty insurance offices maitland , florida 40 wall street 114096 property and casualty insurance offices new york , new york 1100 ward avenue 104478 property and casualty insurance offices honolulu , hawaii 101 s .
phillips avenue 83616 property and casualty insurance offices sioux falls , south dakota 600 n .
pearl street 65752 property and casualty insurance offices dallas , texas 1249 s .
river road 50366 property and casualty insurance offices cranbury , new jersey 4267 meridian parkway 46903 data center aurora , illinois 675 placentia avenue 46571 property and casualty insurance offices brea , california cna leases its office space described above except for the chicago , illinois building , the reading , pennsylvania building , and the aurora , illinois building , which are owned. |
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dd4ba898c | future minimum lease commitments for office premises and equipment under non-cancelable leases , along with minimum sublease rental income to be received under non-cancelable subleases , are as follows : period rent obligations sublease rental income net rent .
period | rent obligations | sublease rental income | net rent
------------------- | ---------------- | ---------------------- | --------
2008 | $ 323.9 | $ -40.9 ( 40.9 ) | $ 283.0
2009 | 300.9 | -37.5 ( 37.5 ) | 263.4
2010 | 267.7 | -31.0 ( 31.0 ) | 236.7
2011 | 233.7 | -25.7 ( 25.7 ) | 208.0
2012 | 197.9 | -20.2 ( 20.2 ) | 177.7
2013 and thereafter | 871.0 | -33.1 ( 33.1 ) | 837.9
total | $ 2195.1 | $ -188.4 ( 188.4 ) | $ 2006.7
guarantees we have certain contingent obligations under guarantees of certain of our subsidiaries ( 201cparent company guarantees 201d ) relating principally to credit facilities , guarantees of certain media payables and operating leases .
the amount of such parent company guarantees was $ 327.1 and $ 327.9 as of december 31 , 2007 and 2006 , respectively .
in the event of non-payment by the applicable subsidiary of the obligations covered by a guarantee , we would be obligated to pay the amounts covered by that guarantee .
as of december 31 , 2007 , there are no material assets pledged as security for such parent company guarantees .
contingent acquisition obligations we have structured certain acquisitions with additional contingent purchase price obligations in order to reduce the potential risk associated with negative future performance of the acquired entity .
in addition , we have entered into agreements that may require us to purchase additional equity interests in certain consolidated and unconsolidated subsidiaries .
the amounts relating to these transactions are based on estimates of the future financial performance of the acquired entity , the timing of the exercise of these rights , changes in foreign currency exchange rates and other factors .
we have not recorded a liability for these items since the definitive amounts payable are not determinable or distributable .
when the contingent acquisition obligations have been met and consideration is determinable and distributable , we record the fair value of this consideration as an additional cost of the acquired entity .
however , we recognize deferred payments and purchases of additional interests after the effective date of purchase that are contingent upon the future employment of owners as compensation expense .
compensation expense is determined based on the terms and conditions of the respective acquisition agreements and employment terms of the former owners of the acquired businesses .
this future expense will not be allocated to the assets and liabilities acquired and is amortized over the required employment terms of the former owners .
the following table details the estimated liability with respect to our contingent acquisition obligations and the estimated amount that would be paid under the options , in the event of exercise at the earliest exercise date .
all payments are contingent upon achieving projected operating performance targets and satisfying other notes to consolidated financial statements 2014 ( continued ) ( amounts in millions , except per share amounts ) |
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dd4bbab00 | table of contents hologic , inc .
notes to consolidated financial statements ( continued ) ( in thousands , except per share data ) location during fiscal 2009 .
the company was responsible for a significant portion of the construction costs and therefore was deemed , for accounting purposes , to be the owner of the building during the construction period , in accordance with asc 840 , leases , subsection 40-15-5 .
during the year ended september 27 , 2008 , the company recorded an additional $ 4400 in fair market value of the building , which was completed in fiscal 2008 .
this is in addition to the $ 3000 fair market value of the land and the $ 7700 fair market value related to the building constructed that cytyc had recorded as of october 22 , 2007 .
the company has recorded such fair market value within property and equipment on its consolidated balance sheets .
at september 26 , 2009 , the company has recorded $ 1508 in accrued expenses and $ 16329 in other long-term liabilities related to this obligation in the consolidated balance sheet .
the term of the lease is for a period of approximately ten years with the option to extend for two consecutive five-year terms .
the lease term commenced in may 2008 , at which time the company began transferring the company 2019s costa rican operations to this facility .
it is expected that this process will be complete by february 2009 .
at the completion of the construction period , the company reviewed the lease for potential sale-leaseback treatment in accordance with asc 840 , subsection 40 , sale-leaseback transactions ( formerly sfas no .
98 ( 201csfas 98 201d ) , accounting for leases : sale-leaseback transactions involving real estate , sales-type leases of real estate , definition of the lease term , and initial direct costs of direct financing leases 2014an amendment of financial accounting standards board ( 201cfasb 201d ) statements no .
13 , 66 , and 91 and a rescission of fasb statement no .
26 and technical bulletin no .
79-11 ) .
based on its analysis , the company determined that the lease did not qualify for sale-leaseback treatment .
therefore , the building , leasehold improvements and associated liabilities will remain on the company 2019s financial statements throughout the lease term , and the building and leasehold improvements will be depreciated on a straight line basis over their estimated useful lives of 35 years .
future minimum lease payments , including principal and interest , under this lease were as follows at september 26 , 2009: .
| amount
--------------------------------- | --------------
fiscal 2010 | $ 1508
fiscal 2011 | 1561
fiscal 2012 | 1616
fiscal 2013 | 1672
fiscal 2014 | 1731
thereafter | 7288
total minimum payments | 15376
less-amount representing interest | -6094 ( 6094 )
total | $ 9282
in addition , as a result of the merger with cytyc , the company assumed the obligation to a non-cancelable lease agreement for a building with approximately 146000 square feet located in marlborough , massachusetts , to be principally used as an additional manufacturing facility .
in 2011 , the company will have an option to lease an additional 30000 square feet .
as part of the lease agreement , the lessor agreed to allow the company to make significant renovations to the facility to prepare the facility for the company 2019s manufacturing needs .
the company was responsible for a significant amount of the construction costs and therefore was deemed , for accounting purposes , to be the owner of the building during the construction period in accordance with asc 840-40-15-5 .
the $ 13200 fair market value of the facility is included within property and equipment , net on the consolidated balance sheet .
at september 26 , 2009 , the company has recorded $ 982 in accrued expenses and source : hologic inc , 10-k , november 24 , 2009 powered by morningstar ae document research 2120 the information contained herein may not be copied , adapted or distributed and is not warranted to be accurate , complete or timely .
the user assumes all risks for any damages or losses arising from any use of this information , except to the extent such damages or losses cannot be limited or excluded by applicable law .
past financial performance is no guarantee of future results. |
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dd4be6cb4 | shareowner return performance graph the following performance graph and related information shall not be deemed 201csoliciting material 201d or to be 201cfiled 201d with the sec , nor shall such information be incorporated by reference into any future filing under the securities act of 1933 or securities exchange act of 1934 , each as amended , except to the extent that the company specifically incorporates such information by reference into such filing .
the following graph shows a five year comparison of cumulative total shareowners 2019 returns for our class b common stock , the standard & poor 2019s 500 index and the dow jones transportation average .
the comparison of the total cumulative return on investment , which is the change in the quarterly stock price plus reinvested dividends for each of the quarterly periods , assumes that $ 100 was invested on december 31 , 2011 in the standard & poor 2019s 500 index , the dow jones transportation average and our class b common stock. .
| 12/31/2011 | 12/31/2012 | 12/31/2013 | 12/31/2014 | 12/31/2015 | 12/31/2016
-------------------------------- | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
united parcel service inc . | $ 100.00 | $ 103.84 | $ 152.16 | $ 165.35 | $ 154.61 | $ 189.72
standard & poor 2019s 500 index | $ 100.00 | $ 115.99 | $ 153.54 | $ 174.54 | $ 176.94 | $ 198.09
dow jones transportation average | $ 100.00 | $ 107.49 | $ 151.97 | $ 190.07 | $ 158.22 | $ 192.80 |
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dd4c50e34 | defined by fin 46 ( r ) , as a result of the issuance of subordinated notes by the conduits to third-party investors , and we do not record these conduits in our consolidated financial statements .
at december 31 , 2006 and 2005 , total assets in unconsolidated conduits were $ 25.25 billion and $ 17.90 billion , respectively .
our off-balance sheet commitments to these conduits are disclosed in note 10 .
collateralized debt obligations : we manage a series of collateralized debt obligations , or 201ccdos . 201d a cdo is a managed investment vehicle which purchases a portfolio of diversified highly-rated assets .
a cdo funds purchases through the issuance of several tranches of debt and equity , the repayment and return of which are linked to the performance of the assets in the cdo .
typically , our involvement is as collateral manager .
we may also invest in a small percentage of the debt issued .
these entities typically meet the definition of a variable interest entity as defined by fin 46 ( r ) .
we are not the primary beneficiary of these cdos , as defined by fin 46 ( r ) , and do not record these cdos in our consolidated financial statements .
at december 31 , 2006 and 2005 , total assets in these cdos were $ 3.48 billion and $ 2.73 billion , respectively .
during 2005 , we acquired and transferred $ 60 million of investment securities from our available-for- sale portfolio into a cdo .
this transfer , which was executed at fair market value in exchange for cash , was treated as a sale .
we did not acquire or transfer any investment securities to a cdo during 2006 .
note 12 .
shareholders 2019 equity treasury stock : during the first quarter of 2006 , we purchased 3 million shares of our common stock under a program authorized by our board of directors , or 201cboard , 201d in 2005 .
on march 16 , 2006 , the board authorized a new program for the purchase of up to 15 million shares of our common stock for general corporate purposes , including mitigating the dilutive impact of shares issued under employee benefit programs , and terminated the 2005 program .
under this new program , we purchased 2.8 million shares of our common stock during 2006 , and as of december 31 , 2006 , 12.2 million shares were available for purchase .
we utilize third-party broker-dealers to acquire common shares on the open market in the execution of our stock purchase program .
in addition , shares may be acquired for other deferred compensation plans , held by an external trustee , that are not part of the common stock purchase program .
as of december 31 , 2006 , on a cumulative basis , approximately 395000 shares have been purchased and are held in trust .
these shares are recorded as treasury stock in our consolidated statement of condition .
during 2006 , 2005 and 2004 , we purchased and recorded as treasury stock a total of 5.8 million shares , 13.1 million shares and 4.1 million shares , respectively , at an average historical cost per share of $ 63 , $ 51 and $ 43 , respectively .
accumulated other comprehensive ( loss ) income: .
( in millions ) | 2006 | 2005 | 2004
------------------------------------------------------------------------------- | -------------- | -------------- | ----------
foreign currency translation | $ 197 | $ 73 | $ 213
unrealized gain ( loss ) on hedges of net investments in non-u.s . subsidiaries | -7 ( 7 ) | 11 | -26 ( 26 )
unrealized loss on available-for-sale securities | -227 ( 227 ) | -285 ( 285 ) | -56 ( 56 )
minimum pension liability | -186 ( 186 ) | -26 ( 26 ) | -26 ( 26 )
unrealized loss on cash flow hedges | -1 ( 1 ) | -4 ( 4 ) | -13 ( 13 )
total | $ -224 ( 224 ) | $ -231 ( 231 ) | $ 92
for the year ended december 31 , 2006 , we realized net gains of $ 15 million on sales of available-for- sale securities .
unrealized losses of $ 7 million were included in other comprehensive income at december 31 , 2005 , net of deferred taxes of $ 4 million , related to these sales .
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dd4b9d19a | aggregate notional amounts associated with interest rate caps in place as of december 31 , 2004 and interest rate detail by contractual maturity dates ( in thousands , except percentages ) .
interest rate caps | 2005 | 2006
--------------------- | ---------------- | ----------------
notional amount ( d ) | $ 350000 | $ 350000
cap rate ( e ) | 6.00% ( 6.00 % ) | 6.00% ( 6.00 % )
( a ) as of december 31 , 2005 , variable rate debt consists of the new american tower and spectrasite credit facilities ( $ 1493.0 million ) that were refinanced on october 27 , 2005 , which are included above based on their october 27 , 2010 maturity dates .
as of december 31 , 2005 , fixed rate debt consists of : the 2.25% ( 2.25 % ) convertible notes due 2009 ( 2.25% ( 2.25 % ) notes ) ( $ 0.1 million ) ; the 7.125% ( 7.125 % ) notes ( $ 500.0 million principal amount due at maturity ; the balance as of december 31 , 2005 is $ 501.9 million ) ; the 5.0% ( 5.0 % ) notes ( $ 275.7 million ) ; the 3.25% ( 3.25 % ) notes ( $ 152.9 million ) ; the 7.50% ( 7.50 % ) notes ( $ 225.0 million ) ; the ati 7.25% ( 7.25 % ) notes ( $ 400.0 million ) ; the ati 12.25% ( 12.25 % ) notes ( $ 227.7 million principal amount due at maturity ; the balance as of december 31 , 2005 is $ 160.3 million accreted value , net of the allocated fair value of the related warrants of $ 7.2 million ) ; the 3.00% ( 3.00 % ) notes ( $ 345.0 million principal amount due at maturity ; the balance as of december 31 , 2005 is $ 344.4 million accreted value ) and other debt of $ 60.4 million .
interest on our credit facilities is payable in accordance with the applicable london interbank offering rate ( libor ) agreement or quarterly and accrues at our option either at libor plus margin ( as defined ) or the base rate plus margin ( as defined ) .
the weighted average interest rate in effect at december 31 , 2005 for our credit facilities was 4.71% ( 4.71 % ) .
for the year ended december 31 , 2005 , the weighted average interest rate under our credit facilities was 5.03% ( 5.03 % ) .
as of december 31 , 2004 , variable rate debt consists of our previous credit facility ( $ 698.0 million ) and fixed rate debt consists of : the 2.25% ( 2.25 % ) notes ( $ 0.1 million ) ; the 7.125% ( 7.125 % ) notes ( $ 500.0 million principal amount due at maturity ; the balance as of december 31 , 2004 is $ 501.9 million ) ; the 5.0% ( 5.0 % ) notes ( $ 275.7 million ) ; the 3.25% ( 3.25 % ) notes ( $ 210.0 million ) ; the 7.50% ( 7.50 % ) notes ( $ 225.0 million ) ; the ati 7.25% ( 7.25 % ) notes ( $ 400.0 million ) ; the ati 12.25% ( 12.25 % ) notes ( $ 498.3 million principal amount due at maturity ; the balance as of december 31 , 2004 is $ 303.8 million accreted value , net of the allocated fair value of the related warrants of $ 21.6 million ) ; the 9 3 20448% ( 20448 % ) notes ( $ 274.9 million ) ; the 3.00% ( 3.00 % ) notes ( $ 345.0 million principal amount due at maturity ; the balance as of december 31 , 2004 is $ 344.3 million accreted value ) and other debt of $ 60.0 million .
interest on the credit facility was payable in accordance with the applicable london interbank offering rate ( libor ) agreement or quarterly and accrues at our option either at libor plus margin ( as defined ) or the base rate plus margin ( as defined ) .
the weighted average interest rate in effect at december 31 , 2004 for the credit facility was 4.35% ( 4.35 % ) .
for the year ended december 31 , 2004 , the weighted average interest rate under the credit facility was 3.81% ( 3.81 % ) .
( b ) includes notional amount of $ 175000 that expires in february 2006 .
( c ) includes notional amount of $ 25000 that expires in september 2007 .
( d ) includes notional amounts of $ 250000 and $ 100000 that expire in june and july 2006 , respectively .
( e ) represents the weighted-average fixed rate or range of interest based on contractual notional amount as a percentage of total notional amounts in a given year .
( f ) includes notional amounts of $ 75000 , $ 75000 and $ 150000 that expire in december 2009 .
( g ) includes notional amounts of $ 100000 , $ 50000 , $ 50000 , $ 50000 and $ 50000 that expire in october 2010 .
( h ) includes notional amounts of $ 50000 and $ 50000 that expire in october 2010 .
( i ) includes notional amount of $ 50000 that expires in october 2010 .
our foreign operations include rental and management segment divisions in mexico and brazil .
the remeasurement gain for the year ended december 31 , 2005 was $ 396000 , and the remeasurement losses for the years ended december 31 , 2004 , and 2003 approximated $ 146000 , and $ 1142000 , respectively .
changes in interest rates can cause interest charges to fluctuate on our variable rate debt , comprised of $ 1493.0 million under our credit facilities as of december 31 , 2005 .
a 10% ( 10 % ) increase , or approximately 47 basis points , in current interest rates would have caused an additional pre-tax charge our net loss and an increase in our cash outflows of $ 7.0 million for the year ended december 31 , 2005 .
item 8 .
financial statements and supplementary data see item 15 ( a ) .
item 9 .
changes in and disagreements with accountants on accounting and financial disclosure |
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dd4c2568a | ventas , inc .
notes to consolidated financial statements 2014 ( continued ) applicable indenture .
the issuers may also redeem the 2015 senior notes , in whole at any time or in part from time to time , on or after june 1 , 2010 at varying redemption prices set forth in the applicable indenture , plus accrued and unpaid interest thereon to the redemption date .
in addition , at any time prior to june 1 , 2008 , the issuers may redeem up to 35% ( 35 % ) of the aggregate principal amount of either or both of the 2010 senior notes and 2015 senior notes with the net cash proceeds from certain equity offerings at redemption prices equal to 106.750% ( 106.750 % ) and 107.125% ( 107.125 % ) , respectively , of the principal amount thereof , plus , in each case , accrued and unpaid interest thereon to the redemption date .
the issuers may redeem the 2014 senior notes , in whole at any time or in part from time to time , ( i ) prior to october 15 , 2009 at a redemption price equal to 100% ( 100 % ) of the principal amount thereof , plus a make-whole premium as described in the applicable indenture and ( ii ) on or after october 15 , 2009 at varying redemption prices set forth in the applicable indenture , plus , in each case , accrued and unpaid interest thereon to the redemption date .
the issuers may redeem the 2009 senior notes and the 2012 senior notes , in whole at any time or in part from time to time , at a redemption price equal to 100% ( 100 % ) of the principal amount thereof , plus accrued and unpaid interest thereon to the redemption date and a make-whole premium as described in the applicable indenture .
if we experience certain kinds of changes of control , the issuers must make an offer to repurchase the senior notes , in whole or in part , at a purchase price in cash equal to 101% ( 101 % ) of the principal amount of the senior notes , plus any accrued and unpaid interest to the date of purchase ; provided , however , that in the event moody 2019s and s&p have confirmed their ratings at ba3 or higher and bb- or higher on the senior notes and certain other conditions are met , this repurchase obligation will not apply .
mortgages at december 31 , 2007 , we had outstanding 121 mortgage loans totaling $ 1.57 billion that are collateralized by the underlying assets of the properties .
outstanding principal balances on these loans ranged from $ 0.4 million to $ 59.4 million as of december 31 , 2007 .
the loans generally bear interest at fixed rates ranging from 5.4% ( 5.4 % ) to 8.5% ( 8.5 % ) per annum , except for 15 loans with outstanding principal balances ranging from $ 0.4 million to $ 32.0 million , which bear interest at the lender 2019s variable rates ranging from 3.4% ( 3.4 % ) to 7.3% ( 7.3 % ) per annum as of december 31 , 2007 .
at december 31 , 2007 , the weighted average annual rate on fixed rate debt was 6.5% ( 6.5 % ) and the weighted average annual rate on the variable rate debt was 6.1% ( 6.1 % ) .
the loans had a weighted average maturity of 7.0 years as of december 31 , 2007 .
sunrise 2019s portion of total debt was $ 157.1 million as of december 31 , scheduled maturities of borrowing arrangements and other provisions as of december 31 , 2007 , our indebtedness had the following maturities ( in thousands ) : .
2008 | $ 193101
----------------------------------------- | --------------
2009 | 605762
2010 | 282138
2011 | 303191
2012 | 527221
thereafter | 1436263
total maturities | 3347676
unamortized fair value adjustment | 19669
unamortized commission fees and discounts | -6846 ( 6846 )
senior notes payable and other debt | $ 3360499 |
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dd4be123c | marathon oil corporation notes to consolidated financial statements equivalent to the exchangeable shares at the acquisition date as discussed below .
additional shares of voting preferred stock will be issued as necessary to adjust the number of votes to account for changes in the exchange ratio .
preferred shares 2013 in connection with the acquisition of western discussed in note 6 , the board of directors authorized a class of voting preferred stock consisting of 6 million shares .
upon completion of the acquisition , we issued 5 million shares of this voting preferred stock to a trustee , who holds the shares for the benefit of the holders of the exchangeable shares discussed above .
each share of voting preferred stock is entitled to one vote on all matters submitted to the holders of marathon common stock .
each holder of exchangeable shares may direct the trustee to vote the number of shares of voting preferred stock equal to the number of shares of marathon common stock issuable upon the exchange of the exchangeable shares held by that holder .
in no event will the aggregate number of votes entitled to be cast by the trustee with respect to the outstanding shares of voting preferred stock exceed the number of votes entitled to be cast with respect to the outstanding exchangeable shares .
except as otherwise provided in our restated certificate of incorporation or by applicable law , the common stock and the voting preferred stock will vote together as a single class in the election of directors of marathon and on all other matters submitted to a vote of stockholders of marathon generally .
the voting preferred stock will have no other voting rights except as required by law .
other than dividends payable solely in shares of voting preferred stock , no dividend or other distribution , will be paid or payable to the holder of the voting preferred stock .
in the event of any liquidation , dissolution or winding up of marathon , the holder of shares of the voting preferred stock will not be entitled to receive any assets of marathon available for distribution to its stockholders .
the voting preferred stock is not convertible into any other class or series of the capital stock of marathon or into cash , property or other rights , and may not be redeemed .
25 .
leases we lease a wide variety of facilities and equipment under operating leases , including land and building space , office equipment , production facilities and transportation equipment .
most long-term leases include renewal options and , in certain leases , purchase options .
future minimum commitments for capital lease obligations ( including sale-leasebacks accounted for as financings ) and for operating lease obligations having initial or remaining noncancelable lease terms in excess of one year are as follows : ( in millions ) capital lease obligations ( a ) operating obligations .
( in millions ) | capital lease obligations ( a ) | operating lease obligations
------------------------------------------- | ------------------------------- | ---------------------------
2010 | $ 46 | $ 165
2011 | 45 | 140
2012 | 58 | 121
2013 | 44 | 102
2014 | 44 | 84
later years | 466 | 313
sublease rentals | - | -16 ( 16 )
total minimum lease payments | $ 703 | $ 909
less imputed interest costs | -257 ( 257 ) |
present value of net minimum lease payments | $ 446 |
( a ) capital lease obligations include $ 164 million related to assets under construction as of december 31 , 2009 .
these leases are currently reported in long-term debt based on percentage of construction completed at $ 36 million .
in connection with past sales of various plants and operations , we assigned and the purchasers assumed certain leases of major equipment used in the divested plants and operations of united states steel .
in the event of a default by any of the purchasers , united states steel has assumed these obligations ; however , we remain primarily obligated for payments under these leases .
minimum lease payments under these operating lease obligations of $ 16 million have been included above and an equal amount has been reported as sublease rentals. |
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dd4b96390 | entergy new orleans , inc .
management's financial discussion and analysis entergy new orleans' receivables from the money pool were as follows as of december 31 for each of the following years: .
2004 | 2003 | 2002 | 2001
---------------- | ---------------- | ---------------- | ----------------
( in thousands ) | ( in thousands ) | ( in thousands ) | ( in thousands )
$ 1413 | $ 1783 | $ 3500 | $ 9208
money pool activity provided $ 0.4 million of entergy new orleans' operating cash flow in 2004 , provided $ 1.7 million in 2003 , and provided $ 5.7 million in 2002 .
see note 4 to the domestic utility companies and system energy financial statements for a description of the money pool .
investing activities net cash used in investing activities decreased $ 15.5 million in 2004 primarily due to capital expenditures related to a turbine inspection project at a fossil plant in 2003 and decreased customer service spending .
net cash used in investing activities increased $ 23.2 million in 2003 compared to 2002 primarily due to the maturity of $ 14.9 million of other temporary investments in 2002 and increased construction expenditures due to increased customer service spending .
financing activities net cash used in financing activities increased $ 7.0 million in 2004 primarily due to the costs and expenses related to refinancing $ 75 million of long-term debt in 2004 and an increase of $ 2.2 million in common stock dividends paid .
net cash used in financing activities increased $ 1.5 million in 2003 primarily due to additional common stock dividends paid of $ 2.2 million .
in july 2003 , entergy new orleans issued $ 30 million of 3.875% ( 3.875 % ) series first mortgage bonds due august 2008 and $ 70 million of 5.25% ( 5.25 % ) series first mortgage bonds due august 2013 .
the proceeds from these issuances were used to redeem , prior to maturity , $ 30 million of 7% ( 7 % ) series first mortgage bonds due july 2008 , $ 40 million of 8% ( 8 % ) series bonds due march 2006 , and $ 30 million of 6.65% ( 6.65 % ) series first mortgage bonds due march 2004 .
the issuances and redemptions are not shown on the cash flow statement because the proceeds from the issuances were placed in a trust for use in the redemptions and never held as cash by entergy new orleans .
see note 5 to the domestic utility companies and system energy financial statements for details on long- term debt .
uses of capital entergy new orleans requires capital resources for : 2022 construction and other capital investments ; 2022 debt and preferred stock maturities ; 2022 working capital purposes , including the financing of fuel and purchased power costs ; and 2022 dividend and interest payments. |
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dd4b9b12e | supplemental pro forma financial information ( unaudited ) the following table presents summarized unaudited pro forma financial information as if sikorsky had been included in our financial results for the entire year in 2015 ( in millions ) : .
net sales | $ 45366
--------------------------------- | -------
net earnings | 3534
basic earnings per common share | 11.39
diluted earnings per common share | 11.23
the unaudited supplemental pro forma financial data above has been calculated after applying our accounting policies and adjusting the historical results of sikorskywith pro forma adjustments , net of tax , that assume the acquisition occurred on january 1 , 2015 .
significant pro forma adjustments include the recognition of additional amortization expense related to acquired intangible assets and additional interest expense related to the short-term debt used to finance the acquisition .
these adjustments assume the application of fair value adjustments to intangibles and the debt issuance occurred on january 1 , 2015 and are approximated as follows : amortization expense of $ 125million and interest expense of $ 40million .
in addition , significant nonrecurring adjustments include the elimination of a $ 72million pension curtailment loss , net of tax , recognized in 2015 and the elimination of a $ 58 million income tax charge related to historic earnings of foreign subsidiaries recognized by sikorsky in 2015 .
the unaudited supplemental pro forma financial information also reflects an increase in interest expense , net of tax , of approximately $ 110 million in 2015 .
the increase in interest expense is the result of assuming the november 2015 notes were issued on january 1 , 2015 .
proceeds of the november 2015 notes were used to repay all outstanding borrowings under the 364- day facility used to finance a portion of the purchase price of sikorsky , as contemplated at the date of acquisition .
the unaudited supplemental pro forma financial information does not reflect the realization of any expected ongoing cost or revenue synergies relating to the integration of the two companies .
further , the pro forma data should not be considered indicative of the results that would have occurred if the acquisition , related financing and associated notes issuance and repayment of the 364-day facility had been consummated on january 1 , 2015 , nor are they indicative of future results .
consolidation of awemanagement limited on august 24 , 2016 , we increased our ownership interest in the awe joint venture , which operates the united kingdom 2019s nuclear deterrent program , from 33% ( 33 % ) to 51% ( 51 % ) .
at which time , we began consolidating awe .
consequently , our operating results include 100% ( 100 % ) of awe 2019s sales and 51% ( 51 % ) of its operating profit .
prior to increasing our ownership interest , we accounted for our investment inawe using the equity method of accounting .
under the equity method , we recognized only 33% ( 33 % ) ofawe 2019s earnings or losses and no sales.accordingly , prior toaugust 24 , 2016 , the date we obtained control , we recorded 33%ofawe 2019s net earnings in our operating results and subsequent to august 24 , 2016 , we recognized 100% ( 100 % ) of awe 2019s sales and 51% ( 51 % ) of its operating profit .
we accounted for this transaction as a 201cstep acquisition 201d ( as defined by u.s .
gaap ) , which requires us to consolidate and record the assets and liabilities ofawe at fair value.accordingly , we recorded intangible assets of $ 243million related to customer relationships , $ 32 million of net liabilities , and noncontrolling interests of $ 107 million .
the intangible assets are being amortized over a period of eight years in accordance with the underlying pattern of economic benefit reflected by the future net cash flows .
in 2016we recognized a non-cash net gain of $ 104million associatedwith obtaining a controlling interest inawewhich consisted of a $ 127 million pretax gain recognized in the operating results of our space business segment and $ 23 million of tax-related items at our corporate office .
the gain represents the fair value of our 51% ( 51 % ) interest inawe , less the carrying value of our previously held investment inawe and deferred taxes .
the gainwas recorded in other income , net on our consolidated statements of earnings .
the fair value ofawe ( including the intangible assets ) , our controlling interest , and the noncontrolling interests were determined using the income approach .
divestiture of the information systems & global solutions business onaugust 16 , 2016wedivested our former is&gsbusinesswhichmergedwithleidos , in areversemorristrust transactionrr ( the 201ctransaction 201d ) .
the transaction was completed in a multi-step process pursuant to which we initially contributed the is&gs business to abacus innovations corporation ( abacus ) , a wholly owned subsidiary of lockheed martin created to facilitate the transaction , and the common stock ofabacus was distributed to participating lockheedmartin stockholders through an exchange offer .
under the terms of the exchange offer , lockheedmartin stockholders had the option to exchange shares of lockheedmartin common stock for shares of abacus common stock .
at the conclusion of the exchange offer , all shares of abacus common stock were exchanged for 9369694 shares of lockheed martin common stock held by lockheed martin stockholders that elected to participate in the exchange.the shares of lockheedmartin common stock thatwere exchanged and acceptedwere retired , reducing the number of shares of our common stock outstanding by approximately 3% ( 3 % ) .
following the exchange offer , abacus merged with |
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dd4b8db3c | shareowner return performance graph the following performance graph and related information shall not be deemed 201csoliciting material 201d or to be 201cfiled 201d with the securities and exchange commission , nor shall such information be incorporated by reference into any future filing under the securities act of 1933 or securities exchange act of 1934 , each as amended , except to the extent that the company specifically incorporates such information by reference into such filing .
the following graph shows a five year comparison of cumulative total shareowners 2019 returns for our class b common stock , the standard & poor 2019s 500 index , and the dow jones transportation average .
the comparison of the total cumulative return on investment , which is the change in the quarterly stock price plus reinvested dividends for each of the quarterly periods , assumes that $ 100 was invested on december 31 , 2005 in the standard & poor 2019s 500 index , the dow jones transportation average , and our class b common stock .
comparison of five year cumulative total return $ 40.00 $ 60.00 $ 80.00 $ 100.00 $ 120.00 $ 140.00 $ 160.00 201020092008200720062005 s&p 500 ups dj transport .
| 12/31/05 | 12/31/06 | 12/31/07 | 12/31/08 | 12/31/09 | 12/31/10
-------------------------------- | -------- | -------- | -------- | -------- | -------- | --------
united parcel service inc . | $ 100.00 | $ 101.76 | $ 98.20 | $ 78.76 | $ 84.87 | $ 110.57
standard & poor 2019s 500 index | $ 100.00 | $ 115.79 | $ 122.16 | $ 76.96 | $ 97.33 | $ 111.99
dow jones transportation average | $ 100.00 | $ 109.82 | $ 111.38 | $ 87.52 | $ 103.79 | $ 131.59 |
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dd4b920e2 | the company has elected the fair-value option where the interest-rate risk of such liabilities is economically hedged with derivative contracts or the proceeds are used to purchase financial assets that will also be accounted for at fair value through earnings .
the election has been made to mitigate accounting mismatches and to achieve operational simplifications .
these positions are reported in short-term borrowings and long-term debt on the company 2019s consolidated balance sheet .
the majority of these non-structured liabilities are a result of the company 2019s election of the fair-value option for liabilities associated with the citi-advised structured investment vehicles ( sivs ) , which were consolidated during the fourth quarter of 2007 .
the change in fair values of the sivs 2019 liabilities reported in earnings was $ 2.6 billion for the year ended december 31 , 2008 .
for these non-structured liabilities the aggregate fair value is $ 263 million lower than the aggregate unpaid principal balance as of december 31 , 2008 .
for all other non-structured liabilities classified as long-term debt for which the fair-value option has been elected , the aggregate unpaid principal balance exceeds the aggregate fair value of such instruments by $ 97 million as of december 31 , 2008 while the aggregate fair value exceeded the aggregate unpaid principal by $ 112 million as of december 31 , 2007 .
the change in fair value of these non-structured liabilities reported a gain of $ 1.2 billion for the year ended december 31 , 2008 .
the change in fair value for these non-structured liabilities is reported in principal transactions in the company 2019s consolidated statement of income .
related interest expense continues to be measured based on the contractual interest rates and reported as such in the consolidated income statement .
certain mortgage loans citigroup has elected the fair-value option for certain purchased and originated prime fixed-rate and conforming adjustable-rate first mortgage loans held-for- sale .
these loans are intended for sale or securitization and are hedged with derivative instruments .
the company has elected the fair-value option to mitigate accounting mismatches in cases where hedge accounting is complex and to achieve operational simplifications .
the fair-value option was not elected for loans held-for-investment , as those loans are not hedged with derivative instruments .
this election was effective for applicable instruments originated or purchased on or after september 1 , 2007 .
the following table provides information about certain mortgage loans carried at fair value : in millions of dollars december 31 , december 31 , carrying amount reported on the consolidated balance sheet $ 4273 $ 6392 aggregate fair value in excess of unpaid principal balance $ 138 $ 136 balance on non-accrual loans or loans more than 90 days past due $ 9 $ 17 aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due $ 2 $ 2014 the changes in fair values of these mortgage loans is reported in other revenue in the company 2019s consolidated statement of income .
the changes in fair value during the year ended december 31 , 2008 due to instrument- specific credit risk resulted in a $ 32 million loss .
the change in fair value during 2007 due to instrument-specific credit risk was immaterial .
related interest income continues to be measured based on the contractual interest rates and reported as such in the consolidated income statement .
items selected for fair-value accounting in accordance with sfas 155 and sfas 156 certain hybrid financial instruments the company has elected to apply fair-value accounting under sfas 155 for certain hybrid financial assets and liabilities whose performance is linked to risks other than interest rate , foreign exchange or inflation ( e.g. , equity , credit or commodity risks ) .
in addition , the company has elected fair-value accounting under sfas 155 for residual interests retained from securitizing certain financial assets .
the company has elected fair-value accounting for these instruments because these exposures are considered to be trading-related positions and , therefore , are managed on a fair-value basis .
in addition , the accounting for these instruments is simplified under a fair-value approach as it eliminates the complicated operational requirements of bifurcating the embedded derivatives from the host contracts and accounting for each separately .
the hybrid financial instruments are classified as trading account assets , loans , deposits , trading account liabilities ( for prepaid derivatives ) , short-term borrowings or long-term debt on the company 2019s consolidated balance sheet according to their legal form , while residual interests in certain securitizations are classified as trading account assets .
for hybrid financial instruments for which fair-value accounting has been elected under sfas 155 and that are classified as long-term debt , the aggregate unpaid principal exceeds the aggregate fair value by $ 1.9 billion as of december 31 , 2008 , while the aggregate fair value exceeds the aggregate unpaid principal balance by $ 460 million as of december 31 , 2007 .
the difference for those instruments classified as loans is immaterial .
changes in fair value for hybrid financial instruments , which in most cases includes a component for accrued interest , are recorded in principal transactions in the company 2019s consolidated statement of income .
interest accruals for certain hybrid instruments classified as trading assets are recorded separately from the change in fair value as interest revenue in the company 2019s consolidated statement of income .
mortgage servicing rights the company accounts for mortgage servicing rights ( msrs ) at fair value in accordance with sfas 156 .
fair value for msrs is determined using an option-adjusted spread valuation approach .
this approach consists of projecting servicing cash flows under multiple interest-rate scenarios and discounting these cash flows using risk-adjusted rates .
the model assumptions used in the valuation of msrs include mortgage prepayment speeds and discount rates .
the fair value of msrs is primarily affected by changes in prepayments that result from shifts in mortgage interest rates .
in managing this risk , the company hedges a significant portion of the values of its msrs through the use of interest-rate derivative contracts , forward- purchase commitments of mortgage-backed securities , and purchased securities classified as trading .
see note 23 on page 175 for further discussions regarding the accounting and reporting of msrs .
these msrs , which totaled $ 5.7 billion and $ 8.4 billion as of december 31 , 2008 and december 31 , 2007 , respectively , are classified as mortgage servicing rights on citigroup 2019s consolidated balance sheet .
changes in fair value of msrs are recorded in commissions and fees in the company 2019s consolidated statement of income. .
in millions of dollars | december 31 2008 | december 31 2007
------------------------------------------------------------------------------------------------------------------- | ---------------- | ----------------
carrying amount reported on the consolidated balance sheet | $ 4273 | $ 6392
aggregate fair value in excess of unpaid principal balance | $ 138 | $ 136
balance on non-accrual loans or loans more than 90 days past due | $ 9 | $ 17
aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days pastdue | $ 2 | $ 2014
the company has elected the fair-value option where the interest-rate risk of such liabilities is economically hedged with derivative contracts or the proceeds are used to purchase financial assets that will also be accounted for at fair value through earnings .
the election has been made to mitigate accounting mismatches and to achieve operational simplifications .
these positions are reported in short-term borrowings and long-term debt on the company 2019s consolidated balance sheet .
the majority of these non-structured liabilities are a result of the company 2019s election of the fair-value option for liabilities associated with the citi-advised structured investment vehicles ( sivs ) , which were consolidated during the fourth quarter of 2007 .
the change in fair values of the sivs 2019 liabilities reported in earnings was $ 2.6 billion for the year ended december 31 , 2008 .
for these non-structured liabilities the aggregate fair value is $ 263 million lower than the aggregate unpaid principal balance as of december 31 , 2008 .
for all other non-structured liabilities classified as long-term debt for which the fair-value option has been elected , the aggregate unpaid principal balance exceeds the aggregate fair value of such instruments by $ 97 million as of december 31 , 2008 while the aggregate fair value exceeded the aggregate unpaid principal by $ 112 million as of december 31 , 2007 .
the change in fair value of these non-structured liabilities reported a gain of $ 1.2 billion for the year ended december 31 , 2008 .
the change in fair value for these non-structured liabilities is reported in principal transactions in the company 2019s consolidated statement of income .
related interest expense continues to be measured based on the contractual interest rates and reported as such in the consolidated income statement .
certain mortgage loans citigroup has elected the fair-value option for certain purchased and originated prime fixed-rate and conforming adjustable-rate first mortgage loans held-for- sale .
these loans are intended for sale or securitization and are hedged with derivative instruments .
the company has elected the fair-value option to mitigate accounting mismatches in cases where hedge accounting is complex and to achieve operational simplifications .
the fair-value option was not elected for loans held-for-investment , as those loans are not hedged with derivative instruments .
this election was effective for applicable instruments originated or purchased on or after september 1 , 2007 .
the following table provides information about certain mortgage loans carried at fair value : in millions of dollars december 31 , december 31 , carrying amount reported on the consolidated balance sheet $ 4273 $ 6392 aggregate fair value in excess of unpaid principal balance $ 138 $ 136 balance on non-accrual loans or loans more than 90 days past due $ 9 $ 17 aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due $ 2 $ 2014 the changes in fair values of these mortgage loans is reported in other revenue in the company 2019s consolidated statement of income .
the changes in fair value during the year ended december 31 , 2008 due to instrument- specific credit risk resulted in a $ 32 million loss .
the change in fair value during 2007 due to instrument-specific credit risk was immaterial .
related interest income continues to be measured based on the contractual interest rates and reported as such in the consolidated income statement .
items selected for fair-value accounting in accordance with sfas 155 and sfas 156 certain hybrid financial instruments the company has elected to apply fair-value accounting under sfas 155 for certain hybrid financial assets and liabilities whose performance is linked to risks other than interest rate , foreign exchange or inflation ( e.g. , equity , credit or commodity risks ) .
in addition , the company has elected fair-value accounting under sfas 155 for residual interests retained from securitizing certain financial assets .
the company has elected fair-value accounting for these instruments because these exposures are considered to be trading-related positions and , therefore , are managed on a fair-value basis .
in addition , the accounting for these instruments is simplified under a fair-value approach as it eliminates the complicated operational requirements of bifurcating the embedded derivatives from the host contracts and accounting for each separately .
the hybrid financial instruments are classified as trading account assets , loans , deposits , trading account liabilities ( for prepaid derivatives ) , short-term borrowings or long-term debt on the company 2019s consolidated balance sheet according to their legal form , while residual interests in certain securitizations are classified as trading account assets .
for hybrid financial instruments for which fair-value accounting has been elected under sfas 155 and that are classified as long-term debt , the aggregate unpaid principal exceeds the aggregate fair value by $ 1.9 billion as of december 31 , 2008 , while the aggregate fair value exceeds the aggregate unpaid principal balance by $ 460 million as of december 31 , 2007 .
the difference for those instruments classified as loans is immaterial .
changes in fair value for hybrid financial instruments , which in most cases includes a component for accrued interest , are recorded in principal transactions in the company 2019s consolidated statement of income .
interest accruals for certain hybrid instruments classified as trading assets are recorded separately from the change in fair value as interest revenue in the company 2019s consolidated statement of income .
mortgage servicing rights the company accounts for mortgage servicing rights ( msrs ) at fair value in accordance with sfas 156 .
fair value for msrs is determined using an option-adjusted spread valuation approach .
this approach consists of projecting servicing cash flows under multiple interest-rate scenarios and discounting these cash flows using risk-adjusted rates .
the model assumptions used in the valuation of msrs include mortgage prepayment speeds and discount rates .
the fair value of msrs is primarily affected by changes in prepayments that result from shifts in mortgage interest rates .
in managing this risk , the company hedges a significant portion of the values of its msrs through the use of interest-rate derivative contracts , forward- purchase commitments of mortgage-backed securities , and purchased securities classified as trading .
see note 23 on page 175 for further discussions regarding the accounting and reporting of msrs .
these msrs , which totaled $ 5.7 billion and $ 8.4 billion as of december 31 , 2008 and december 31 , 2007 , respectively , are classified as mortgage servicing rights on citigroup 2019s consolidated balance sheet .
changes in fair value of msrs are recorded in commissions and fees in the company 2019s consolidated statement of income. |
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dd4c548ea | management 2019s discussion and analysis scenario analyses .
we conduct scenario analyses including as part of the comprehensive capital analysis and review ( ccar ) and dodd-frank act stress tests ( dfast ) as well as our resolution and recovery planning .
see 201cequity capital management and regulatory capital 2014 equity capital management 201d below for further information .
these scenarios cover short-term and long- term time horizons using various macroeconomic and firm- specific assumptions , based on a range of economic scenarios .
we use these analyses to assist us in developing our longer-term balance sheet management strategy , including the level and composition of assets , funding and equity capital .
additionally , these analyses help us develop approaches for maintaining appropriate funding , liquidity and capital across a variety of situations , including a severely stressed environment .
balance sheet allocation in addition to preparing our consolidated statements of financial condition in accordance with u.s .
gaap , we prepare a balance sheet that generally allocates assets to our businesses , which is a non-gaap presentation and may not be comparable to similar non-gaap presentations used by other companies .
we believe that presenting our assets on this basis is meaningful because it is consistent with the way management views and manages risks associated with the firm 2019s assets and better enables investors to assess the liquidity of the firm 2019s assets .
the table below presents our balance sheet allocation. .
$ in millions | as of december 2014 | as of december 2013
---------------------------------- | ------------------- | -------------------
global core liquid assets ( gcla ) | $ 182947 | $ 184070
other cash | 7805 | 5793
gcla and cash | 190752 | 189863
secured client financing | 210641 | 263386
inventory | 230667 | 255534
secured financing agreements | 74767 | 79635
receivables | 47317 | 39557
institutional client services | 352751 | 374726
public equity | 4041 | 4308
private equity | 17979 | 16236
debt1 | 24768 | 23274
loans receivable2 | 28938 | 14895
other | 3771 | 2310
investing & lending | 79497 | 61023
total inventory and related assets | 432248 | 435749
other assets | 22599 | 22509
total assets | $ 856240 | $ 911507
1 .
includes $ 18.24 billion and $ 15.76 billion as of december 2014 and december 2013 , respectively , of direct loans primarily extended to corporate and private wealth management clients that are accounted for at fair value .
2 .
see note 9 to the consolidated financial statements for further information about loans receivable .
below is a description of the captions in the table above .
2030 global core liquid assets and cash .
we maintain substantial liquidity to meet a broad range of potential cash outflows and collateral needs in the event of a stressed environment .
see 201cliquidity risk management 201d below for details on the composition and sizing of our 201cglobal core liquid assets 201d ( gcla ) , previously global core excess ( gce ) .
in addition to our gcla , we maintain other operating cash balances , primarily for use in specific currencies , entities , or jurisdictions where we do not have immediate access to parent company liquidity .
2030 secured client financing .
we provide collateralized financing for client positions , including margin loans secured by client collateral , securities borrowed , and resale agreements primarily collateralized by government obligations .
as a result of client activities , we are required to segregate cash and securities to satisfy regulatory requirements .
our secured client financing arrangements , which are generally short-term , are accounted for at fair value or at amounts that approximate fair value , and include daily margin requirements to mitigate counterparty credit risk .
2030 institutional client services .
in institutional client services , we maintain inventory positions to facilitate market-making in fixed income , equity , currency and commodity products .
additionally , as part of market- making activities , we enter into resale or securities borrowing arrangements to obtain securities which we can use to cover transactions in which we or our clients have sold securities that have not yet been purchased .
the receivables in institutional client services primarily relate to securities transactions .
2030 investing & lending .
in investing & lending , we make investments and originate loans to provide financing to clients .
these investments and loans are typically longer- term in nature .
we make investments , directly and indirectly through funds that we manage , in debt securities , loans , public and private equity securities , real estate entities and other investments .
2030 other assets .
other assets are generally less liquid , non- financial assets , including property , leasehold improvements and equipment , goodwill and identifiable intangible assets , income tax-related receivables , equity- method investments , assets classified as held for sale and miscellaneous receivables .
goldman sachs 2014 annual report 49 |
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dd4bfb420 | item 7a .
quantitative and qualitative disclosures about market risk ( amounts in millions ) in the normal course of business , we are exposed to market risks related to interest rates , foreign currency rates and certain balance sheet items .
from time to time , we use derivative instruments , pursuant to established guidelines and policies , to manage some portion of these risks .
derivative instruments utilized in our hedging activities are viewed as risk management tools and are not used for trading or speculative purposes .
interest rates our exposure to market risk for changes in interest rates relates primarily to the fair market value and cash flows of our debt obligations .
the majority of our debt ( approximately 86% ( 86 % ) and 94% ( 94 % ) as of december 31 , 2018 and 2017 , respectively ) bears interest at fixed rates .
we do have debt with variable interest rates , but a 10% ( 10 % ) increase or decrease in interest rates would not be material to our interest expense or cash flows .
the fair market value of our debt is sensitive to changes in interest rates , and the impact of a 10% ( 10 % ) change in interest rates is summarized below .
increase/ ( decrease ) in fair market value as of december 31 , 10% ( 10 % ) increase in interest rates 10% ( 10 % ) decrease in interest rates .
as of december 31, | increase/ ( decrease ) in fair market value 10% ( 10 % ) increasein interest rates | increase/ ( decrease ) in fair market value 10% ( 10 % ) decreasein interest rates
------------------ | ---------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------
2018 | $ -91.3 ( 91.3 ) | $ 82.5
2017 | -20.2 ( 20.2 ) | 20.6
we have used interest rate swaps for risk management purposes to manage our exposure to changes in interest rates .
we did not have any interest rate swaps outstanding as of december 31 , 2018 .
we had $ 673.5 of cash , cash equivalents and marketable securities as of december 31 , 2018 that we generally invest in conservative , short-term bank deposits or securities .
the interest income generated from these investments is subject to both domestic and foreign interest rate movements .
during 2018 and 2017 , we had interest income of $ 21.8 and $ 19.4 , respectively .
based on our 2018 results , a 100 basis-point increase or decrease in interest rates would affect our interest income by approximately $ 6.7 , assuming that all cash , cash equivalents and marketable securities are impacted in the same manner and balances remain constant from year-end 2018 levels .
foreign currency rates we are subject to translation and transaction risks related to changes in foreign currency exchange rates .
since we report revenues and expenses in u.s .
dollars , changes in exchange rates may either positively or negatively affect our consolidated revenues and expenses ( as expressed in u.s .
dollars ) from foreign operations .
the foreign currencies that most favorably impacted our results during the year ended december 31 , 2018 were the euro and british pound sterling .
the foreign currencies that most adversely impacted our results during the year ended december 31 , of 2018 were the argentine peso and brazilian real .
based on 2018 exchange rates and operating results , if the u.s .
dollar were to strengthen or weaken by 10% ( 10 % ) , we currently estimate operating income would decrease or increase approximately 4% ( 4 % ) , assuming that all currencies are impacted in the same manner and our international revenue and expenses remain constant at 2018 levels .
the functional currency of our foreign operations is generally their respective local currency .
assets and liabilities are translated at the exchange rates in effect at the balance sheet date , and revenues and expenses are translated at the average exchange rates during the period presented .
the resulting translation adjustments are recorded as a component of accumulated other comprehensive loss , net of tax , in the stockholders 2019 equity section of our consolidated balance sheets .
our foreign subsidiaries generally collect revenues and pay expenses in their functional currency , mitigating transaction risk .
however , certain subsidiaries may enter into transactions in currencies other than their functional currency .
assets and liabilities denominated in currencies other than the functional currency are susceptible to movements in foreign currency until final settlement .
currency transaction gains or losses primarily arising from transactions in currencies other than the functional currency are included in office and general expenses .
we regularly review our foreign exchange exposures that may have a material impact on our business and from time to time use foreign currency forward exchange contracts or other |
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dd4bd5fb8 | incremental contract start-up costs 2014large municipal contract .
during 2018 and 2017 , we incurred costs of $ 5.7 million and $ 8.2 million , respectively , related to the implementation of a large municipal contract .
these costs did not meet the capitalization criteria prescribed by the new revenue recognition standard .
adoption of the tax act .
the tax act was enacted on december 22 , 2017 .
among other things , the tax act reduced the u.s .
federal corporate tax rate from 35% ( 35 % ) to 21% ( 21 % ) .
for the year ended december 31 , 2017 , we recorded provisional amounts based on our estimates of the tax act 2019s effect to our deferred taxes , uncertain tax positions , and one-time transition tax .
these adjustments reduced our tax provision by $ 463.9 million .
during 2018 , we adjusted the provisional amounts recorded as of december 31 , 2017 for the one-time transition tax , deferred taxes and uncertain tax positions .
these adjustments increased our tax provision by $ 0.3 million .
bridgeton insurance recovery , net .
during 2018 , we collected an insurance recovery of $ 40.0 million related to our closed bridgeton landfill in missouri , which we recognized as a reduction of remediation expenses in our cost of operations .
in addition , we incurred $ 12.0 million of incremental costs attributable to the bridgeton insurance recovery .
recent developments 2019 financial guidance in 2019 , we will continue to focus on managing the controllable aspects of our business by enhancing the quality of our revenue , investing in profitable growth opportunities and reducing costs .
our team remains focused on executing our strategy to deliver consistent earnings and free cash flow growth , and improve return on invested capital .
we are committed to an efficient capital structure , maintaining our investment grade credit ratings and increasing cash returned to our shareholders .
our guidance is based on current economic conditions and does not assume any significant changes in the overall economy in 2019 .
specific guidance follows : revenue we expect 2019 revenue to increase by approximately 4.25 to 4.75% ( 4.75 % ) comprised of the following : increase ( decrease ) .
| increase ( decrease )
---------------------------------------- | ------------------------
average yield | 2.75% ( 2.75 % )
volume | 0.0 to 0.25
energy services | 2013
fuel recovery fees | 0.25
recycling processing and commodity sales | 0.25 to 0.5
acquisitions / divestitures net | 1.0
total change | 4.25 to 4.75% ( 4.75 % )
changes in price are restricted on approximately 50% ( 50 % ) of our annual service revenue .
the majority of these restricted pricing arrangements are tied to fluctuations in a specific index ( primarily a consumer price index ) as defined in the contract .
the consumer price index varies from a single historical stated period of time or an average of trailing historical rates over a stated period of time .
in addition , the initial effect of pricing resets typically lags 6 to 12 months from the end of the index measurement period to the date the revised pricing goes into effect .
as a result , current changes in a specific index may not manifest themselves in our reported pricing for several quarters into the future. |
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dd4bd5c0c | on a regular basis our special asset committee closely monitors loans , primarily commercial loans , that are not included in the nonperforming or accruing past due categories and for which we are uncertain about the borrower 2019s ability to comply with existing repayment terms .
these loans totaled $ .2 billion at both december 31 , 2014 and december 31 , 2013 .
home equity loan portfolio our home equity loan portfolio totaled $ 34.7 billion as of december 31 , 2014 , or 17% ( 17 % ) of the total loan portfolio .
of that total , $ 20.4 billion , or 59% ( 59 % ) , was outstanding under primarily variable-rate home equity lines of credit and $ 14.3 billion , or 41% ( 41 % ) , consisted of closed-end home equity installment loans .
approximately 3% ( 3 % ) of the home equity portfolio was on nonperforming status as of december 31 , 2014 .
as of december 31 , 2014 , we are in an originated first lien position for approximately 51% ( 51 % ) of the total portfolio and , where originated as a second lien , we currently hold or service the first lien position for approximately an additional 2% ( 2 % ) of the portfolio .
the remaining 47% ( 47 % ) of the portfolio was secured by second liens where we do not hold the first lien position .
the credit performance of the majority of the home equity portfolio where we are in , hold or service the first lien position , is superior to the portion of the portfolio where we hold the second lien position but do not hold the first lien .
lien position information is generally based upon original ltv at the time of origination .
however , after origination pnc is not typically notified when a senior lien position that is not held by pnc is satisfied .
therefore , information about the current lien status of junior lien loans is less readily available in cases where pnc does not also hold the senior lien .
additionally , pnc is not typically notified when a junior lien position is added after origination of a pnc first lien .
this updated information for both junior and senior liens must be obtained from external sources , and therefore , pnc has contracted with an industry-leading third-party service provider to obtain updated loan , lien and collateral data that is aggregated from public and private sources .
we track borrower performance monthly , including obtaining original ltvs , updated fico scores at least quarterly , updated ltvs semi-annually , and other credit metrics at least quarterly , including the historical performance of any mortgage loans regardless of lien position that we do or do not hold .
this information is used for internal reporting and risk management .
for internal reporting and risk management we also segment the population into pools based on product type ( e.g. , home equity loans , brokered home equity loans , home equity lines of credit , brokered home equity lines of credit ) .
as part of our overall risk analysis and monitoring , we segment the home equity portfolio based upon the delinquency , modification status and bankruptcy status of these loans , as well as the delinquency , modification status and bankruptcy status of any mortgage loan with the same borrower ( regardless of whether it is a first lien senior to our second lien ) .
in establishing our alll for non-impaired loans , we primarily utilize a delinquency roll-rate methodology for pools of loans .
in accordance with accounting principles , under this methodology , we establish our allowance based upon incurred losses , not lifetime expected losses .
the roll-rate methodology estimates transition/roll of loan balances from one delinquency state ( e.g. , 30-59 days past due ) to another delinquency state ( e.g. , 60-89 days past due ) and ultimately to charge-off .
the roll through to charge-off is based on pnc 2019s actual loss experience for each type of pool .
each of our home equity pools contains both first and second liens .
our experience has been that the ratio of first to second lien loans has been consistent over time and the charge-off amounts for the pools , used to establish our allowance , include losses on both first and second liens loans .
generally , our variable-rate home equity lines of credit have either a seven or ten year draw period , followed by a 20-year amortization term .
during the draw period , we have home equity lines of credit where borrowers pay either interest or principal and interest .
we view home equity lines of credit where borrowers are paying principal and interest under the draw period as less risky than those where the borrowers are paying interest only , as these borrowers have a demonstrated ability to make some level of principal and interest payments .
the risk associated with the borrower 2019s ability to satisfy the loan terms upon the draw period ending is considered in establishing our alll .
based upon outstanding balances at december 31 , 2014 , the following table presents the periods when home equity lines of credit draw periods are scheduled to end .
table 36 : home equity lines of credit 2013 draw period end in millions interest only product principal and interest product .
in millions | interest onlyproduct | principal andinterest product
------------------- | -------------------- | -----------------------------
2015 | $ 1597 | $ 541
2016 | 1366 | 437
2017 | 2434 | 596
2018 | 1072 | 813
2019 and thereafter | 3880 | 5391
total ( a ) ( b ) | $ 10349 | $ 7778
( a ) includes all home equity lines of credit that mature in 2015 or later , including those with borrowers where we have terminated borrowing privileges .
( b ) includes approximately $ 154 million , $ 48 million , $ 57 million , $ 42 million and $ 564 million of home equity lines of credit with balloon payments , including those where we have terminated borrowing privileges , with draw periods scheduled to end in 2015 , 2016 , 2017 , 2018 and 2019 and thereafter , respectively .
76 the pnc financial services group , inc .
2013 form 10-k |
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dd4bde3c0 | notes to the consolidated financial statements union pacific corporation and subsidiary companies for purposes of this report , unless the context otherwise requires , all references herein to the 201ccorporation 201d , 201cupc 201d , 201cwe 201d , 201cus 201d , and 201cour 201d mean union pacific corporation and its subsidiaries , including union pacific railroad company , which will be separately referred to herein as 201cuprr 201d or the 201crailroad 201d .
1 .
nature of operations operations and segmentation 2013 we are a class i railroad operating in the u.s .
our network includes 31868 route miles , linking pacific coast and gulf coast ports with the midwest and eastern u.s .
gateways and providing several corridors to key mexican gateways .
we own 26020 miles and operate on the remainder pursuant to trackage rights or leases .
we serve the western two-thirds of the country and maintain coordinated schedules with other rail carriers for the handling of freight to and from the atlantic coast , the pacific coast , the southeast , the southwest , canada , and mexico .
export and import traffic is moved through gulf coast and pacific coast ports and across the mexican and canadian borders .
the railroad , along with its subsidiaries and rail affiliates , is our one reportable operating segment .
although we provide and review revenue by commodity group , we analyze the net financial results of the railroad as one segment due to the integrated nature of our rail network .
the following table provides freight revenue by commodity group : millions 2012 2011 2010 .
millions | 2012 | 2011 | 2010
----------------------- | ------- | ------- | -------
agricultural | $ 3280 | $ 3324 | $ 3018
automotive | 1807 | 1510 | 1271
chemicals | 3238 | 2815 | 2425
coal | 3912 | 4084 | 3489
industrial products | 3494 | 3166 | 2639
intermodal | 3955 | 3609 | 3227
total freight revenues | $ 19686 | $ 18508 | $ 16069
other revenues | 1240 | 1049 | 896
total operatingrevenues | $ 20926 | $ 19557 | $ 16965
although our revenues are principally derived from customers domiciled in the u.s. , the ultimate points of origination or destination for some products transported by us are outside the u.s .
each of our commodity groups includes revenue from shipments to and from mexico .
included in the above table are revenues from our mexico business which amounted to $ 1.9 billion in 2012 , $ 1.8 billion in 2011 , and $ 1.6 billion in 2010 .
basis of presentation 2013 the consolidated financial statements are presented in accordance with accounting principles generally accepted in the u.s .
( gaap ) as codified in the financial accounting standards board ( fasb ) accounting standards codification ( asc ) .
2 .
significant accounting policies principles of consolidation 2013 the consolidated financial statements include the accounts of union pacific corporation and all of its subsidiaries .
investments in affiliated companies ( 20% ( 20 % ) to 50% ( 50 % ) owned ) are accounted for using the equity method of accounting .
all intercompany transactions are eliminated .
we currently have no less than majority-owned investments that require consolidation under variable interest entity requirements .
cash and cash equivalents 2013 cash equivalents consist of investments with original maturities of three months or less .
accounts receivable 2013 accounts receivable includes receivables reduced by an allowance for doubtful accounts .
the allowance is based upon historical losses , credit worthiness of customers , and current economic conditions .
receivables not expected to be collected in one year and the associated allowances are classified as other assets in our consolidated statements of financial position. |
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dd4bf1722 | management 2019s discussion and analysis j.p .
morgan chase & co .
26 j.p .
morgan chase & co .
/ 2003 annual report $ 41.7 billion .
nii was reduced by a lower volume of commercial loans and lower spreads on investment securities .
as a compo- nent of nii , trading-related net interest income of $ 2.1 billion was up 13% ( 13 % ) from 2002 due to a change in the composition of , and growth in , trading assets .
the firm 2019s total average interest-earning assets in 2003 were $ 590 billion , up 6% ( 6 % ) from the prior year .
the net interest yield on these assets , on a fully taxable-equivalent basis , was 2.10% ( 2.10 % ) , compared with 2.09% ( 2.09 % ) in the prior year .
noninterest expense year ended december 31 .
( in millions ) | 2003 | 2002 | change
---------------------------------------- | ------- | ------- | --------------
compensation expense | $ 11695 | $ 10983 | 6% ( 6 % )
occupancy expense | 1912 | 1606 | 19
technology and communications expense | 2844 | 2554 | 11
other expense | 5137 | 5111 | 1
surety settlement and litigation reserve | 100 | 1300 | -92 ( 92 )
merger and restructuring costs | 2014 | 1210 | nm
total noninterest expense | $ 21688 | $ 22764 | ( 5 ) % ( % )
technology and communications expense in 2003 , technology and communications expense was 11% ( 11 % ) above the prior-year level .
the increase was primarily due to a shift in expenses : costs that were previously associated with compensation and other expenses shifted , upon the commence- ment of the ibm outsourcing agreement , to technology and communications expense .
also contributing to the increase were higher costs related to software amortization .
for a further dis- cussion of the ibm outsourcing agreement , see support units and corporate on page 44 of this annual report .
other expense other expense in 2003 rose slightly from the prior year , reflecting higher outside services .
for a table showing the components of other expense , see note 8 on page 96 of this annual report .
surety settlement and litigation reserve the firm added $ 100 million to the enron-related litigation reserve in 2003 to supplement a $ 900 million reserve initially recorded in 2002 .
the 2002 reserve was established to cover enron-related matters , as well as certain other material litigation , proceedings and investigations in which the firm is involved .
in addition , in 2002 the firm recorded a charge of $ 400 million for the settlement of enron-related surety litigation .
merger and restructuring costs merger and restructuring costs related to business restructurings announced after january 1 , 2002 , were recorded in their relevant expense categories .
in 2002 , merger and restructuring costs of $ 1.2 billion , for programs announced prior to january 1 , 2002 , were viewed by management as nonoperating expenses or 201cspecial items . 201d refer to note 8 on pages 95 201396 of this annual report for a further discussion of merger and restructuring costs and for a summary , by expense category and business segment , of costs incurred in 2003 and 2002 for programs announced after january 1 , 2002 .
provision for credit losses the 2003 provision for credit losses was $ 2.8 billion lower than in 2002 , primarily reflecting continued improvement in the quality of the commercial loan portfolio and a higher volume of credit card securitizations .
for further information about the provision for credit losses and the firm 2019s management of credit risk , see the dis- cussions of net charge-offs associated with the commercial and consumer loan portfolios and the allowance for credit losses , on pages 63 201365 of this annual report .
income tax expense income tax expense was $ 3.3 billion in 2003 , compared with $ 856 million in 2002 .
the effective tax rate in 2003 was 33% ( 33 % ) , compared with 34% ( 34 % ) in 2002 .
the tax rate decline was principally attributable to changes in the proportion of income subject to state and local taxes .
compensation expense compensation expense in 2003 was 6% ( 6 % ) higher than in the prior year .
the increase principally reflected higher performance-related incentives , and higher pension and other postretirement benefit costs , primarily as a result of changes in actuarial assumptions .
for a detailed discussion of pension and other postretirement benefit costs , see note 6 on pages 89 201393 of this annual report .
the increase pertaining to incentives included $ 266 million as a result of adopting sfas 123 , and $ 120 million from the reversal in 2002 of previously accrued expenses for certain forfeitable key employ- ee stock awards , as discussed in note 7 on pages 93 201395 of this annual report .
total compensation expense declined as a result of the transfer , beginning april 1 , 2003 , of 2800 employees to ibm in connection with a technology outsourcing agreement .
the total number of full-time equivalent employees at december 31 , 2003 was 93453 compared with 94335 at the prior year-end .
occupancy expense occupancy expense of $ 1.9 billion rose 19% ( 19 % ) from 2002 .
the increase reflected costs of additional leased space in midtown manhattan and in the south and southwest regions of the united states ; higher real estate taxes in new york city ; and the cost of enhanced safety measures .
also contributing to the increase were charges for unoccupied excess real estate of $ 270 million ; this compared with $ 120 million in 2002 , mostly in the third quarter of that year. |
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dd4baf840 | part iii item 10 .
directors , executive officers and corporate governance for the information required by this item 10 , other than information with respect to our executive officers contained at the end of item 1 of this report , see 201celection of directors , 201d 201cnominees for election to the board of directors , 201d 201ccorporate governance 201d and 201csection 16 ( a ) beneficial ownership reporting compliance , 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
the proxy statement for our 2015 annual meeting will be filed within 120 days of the close of our fiscal year .
for the information required by this item 10 with respect to our executive officers , see part i of this report on pages 11 - 12 .
item 11 .
executive compensation for the information required by this item 11 , see 201cexecutive compensation , 201d 201ccompensation committee report on executive compensation 201d and 201ccompensation committee interlocks and insider participation 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
item 12 .
security ownership of certain beneficial owners and management and related stockholder matters for the information required by this item 12 with respect to beneficial ownership of our common stock , see 201csecurity ownership of certain beneficial owners and management 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
the following table sets forth certain information as of december 31 , 2014 regarding our equity plans : plan category number of securities to be issued upon exercise of outstanding 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 column ( a ) ( b ) ( c ) equity compensation plans approved by security holders 1233672 $ 75.93 4903018 item 13 .
certain relationships and related transactions , and director independence for the information required by this item 13 , see 201ccertain transactions 201d and 201ccorporate governance 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
item 14 .
principal accounting fees and services for the information required by this item 14 , see 201caudit and non-audit fees 201d and 201cpolicy on audit committee pre- approval of audit and non-audit services of independent registered public accounting firm 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference. .
plan category | number of securitiesto be issued uponexercise ofoutstanding options warrants and rights ( a ) ( b ) | weighted-averageexercise price ofoutstanding options warrants and rights | number of securitiesremaining available forfuture issuance underequity compensationplans ( excludingsecurities reflected in column ( a ) ) ( c )
------------------------------------------------------ | --------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------
equity compensation plans approved by security holders | 1233672 | $ 75.93 | 4903018
part iii item 10 .
directors , executive officers and corporate governance for the information required by this item 10 , other than information with respect to our executive officers contained at the end of item 1 of this report , see 201celection of directors , 201d 201cnominees for election to the board of directors , 201d 201ccorporate governance 201d and 201csection 16 ( a ) beneficial ownership reporting compliance , 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
the proxy statement for our 2015 annual meeting will be filed within 120 days of the close of our fiscal year .
for the information required by this item 10 with respect to our executive officers , see part i of this report on pages 11 - 12 .
item 11 .
executive compensation for the information required by this item 11 , see 201cexecutive compensation , 201d 201ccompensation committee report on executive compensation 201d and 201ccompensation committee interlocks and insider participation 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
item 12 .
security ownership of certain beneficial owners and management and related stockholder matters for the information required by this item 12 with respect to beneficial ownership of our common stock , see 201csecurity ownership of certain beneficial owners and management 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
the following table sets forth certain information as of december 31 , 2014 regarding our equity plans : plan category number of securities to be issued upon exercise of outstanding 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 column ( a ) ( b ) ( c ) equity compensation plans approved by security holders 1233672 $ 75.93 4903018 item 13 .
certain relationships and related transactions , and director independence for the information required by this item 13 , see 201ccertain transactions 201d and 201ccorporate governance 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference .
item 14 .
principal accounting fees and services for the information required by this item 14 , see 201caudit and non-audit fees 201d and 201cpolicy on audit committee pre- approval of audit and non-audit services of independent registered public accounting firm 201d in the proxy statement for our 2015 annual meeting , which information is incorporated herein by reference. |
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dd4b924de | 2022 net derivative losses of $ 13 million .
review by segment general we serve clients through the following segments : 2022 risk solutions acts as an advisor and insurance and reinsurance broker , helping clients manage their risks , via consultation , as well as negotiation and placement of insurance risk with insurance carriers through our global distribution network .
2022 hr solutions partners with organizations to solve their most complex benefits , talent and related financial challenges , and improve business performance by designing , implementing , communicating and administering a wide range of human capital , retirement , investment management , health care , compensation and talent management strategies .
risk solutions .
years ended december 31, | 2011 | 2010 | 2009
------------------------ | ---------------- | ---------------- | ----------------
revenue | $ 6817 | $ 6423 | $ 6305
operating income | 1314 | 1194 | 900
operating margin | 19.3% ( 19.3 % ) | 18.6% ( 18.6 % ) | 14.3% ( 14.3 % )
the demand for property and casualty insurance generally rises as the overall level of economic activity increases and generally falls as such activity decreases , affecting both the commissions and fees generated by our brokerage business .
the economic activity that impacts property and casualty insurance is described as exposure units , and is closely correlated with employment levels , corporate revenue and asset values .
during 2011 we began to see some improvement in pricing ; however , we would still consider this to be a 2018 2018soft market , 2019 2019 which began in 2007 .
in a soft market , premium rates flatten or decrease , along with commission revenues , due to increased competition for market share among insurance carriers or increased underwriting capacity .
changes in premiums have a direct and potentially material impact on the insurance brokerage industry , as commission revenues are generally based on a percentage of the premiums paid by insureds .
in 2011 , pricing showed signs of stabilization and improvement in both our retail and reinsurance brokerage product lines and we expect this trend to slowly continue into 2012 .
additionally , beginning in late 2008 and continuing through 2011 , we faced difficult conditions as a result of unprecedented disruptions in the global economy , the repricing of credit risk and the deterioration of the financial markets .
weak global economic conditions have reduced our customers 2019 demand for our brokerage products , which have had a negative impact on our operational results .
risk solutions generated approximately 60% ( 60 % ) of our consolidated total revenues in 2011 .
revenues are generated primarily through fees paid by clients , commissions and fees paid by insurance and reinsurance companies , and investment income on funds held on behalf of clients .
our revenues vary from quarter to quarter throughout the year as a result of the timing of our clients 2019 policy renewals , the net effect of new and lost business , the timing of services provided to our clients , and the income we earn on investments , which is heavily influenced by short-term interest rates .
we operate in a highly competitive industry and compete with many retail insurance brokerage and agency firms , as well as with individual brokers , agents , and direct writers of insurance coverage .
specifically , we address the highly specialized product development and risk management needs of commercial enterprises , professional groups , insurance companies , governments , health care providers , and non-profit groups , among others ; provide affinity products for professional liability , life , disability |
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dd4b92a2e | the goldman sachs group , inc .
and subsidiaries management 2019s discussion and analysis net revenues the table below presents net revenues by line item. .
$ in millions | year ended december 2018 | year ended december 2017 | year ended december 2016
---------------------------- | ------------------------ | ------------------------ | ------------------------
investment banking | $ 7862 | $ 7371 | $ 6273
investment management | 6514 | 5803 | 5407
commissions and fees | 3199 | 3051 | 3208
market making | 9451 | 7660 | 9933
other principal transactions | 5823 | 5913 | 3382
totalnon-interestrevenues | 32849 | 29798 | 28203
interest income | 19679 | 13113 | 9691
interest expense | 15912 | 10181 | 7104
net interest income | 3767 | 2932 | 2587
total net revenues | $ 36616 | $ 32730 | $ 30790
in the table above : 2030 investment banking consists of revenues ( excluding net interest ) from financial advisory and underwriting assignments , as well as derivative transactions directly related to these assignments .
these activities are included in our investment banking segment .
2030 investment management consists of revenues ( excluding net interest ) from providing investment management services to a diverse set of clients , as well as wealth advisory services and certain transaction services to high-net-worth individuals and families .
these activities are included in our investment management segment .
2030 commissions and fees consists of revenues from executing and clearing client transactions on major stock , options and futures exchanges worldwide , as well as over-the-counter ( otc ) transactions .
these activities are included in our institutional client services and investment management segments .
2030 market making consists of revenues ( excluding net interest ) from client execution activities related to making markets in interest rate products , credit products , mortgages , currencies , commodities and equity products .
these activities are included in our institutional client services segment .
2030 other principal transactions consists of revenues ( excluding net interest ) from our investing activities and the origination of loans to provide financing to clients .
in addition , other principal transactions includes revenues related to our consolidated investments .
these activities are included in our investing & lending segment .
provision for credit losses , previously reported in other principal transactions revenues , is now reported as a separate line item in the consolidated statements of earnings .
previously reported amounts have been conformed to the current presentation .
operating environment .
during 2018 , our market- making activities reflected generally higher levels of volatility and improved client activity , compared with a low volatility environment in 2017 .
in investment banking , industry-wide mergers and acquisitions volumes increased compared with 2017 , while industry-wide underwriting transactions decreased .
our other principal transactions revenues benefited from company-specific events , including sales , and strong corporate performance , while investments in public equities reflected losses , as global equity prices generally decreased in 2018 , particularly towards the end of the year .
in investment management , our assets under supervision increased reflecting net inflows in liquidity products , fixed income assets and equity assets , partially offset by depreciation in client assets , primarily in equity assets .
if market-making or investment banking activity levels decline , or assets under supervision decline , or asset prices continue to decline , net revenues would likely be negatively impacted .
see 201csegment operating results 201d for further information about the operating environment and material trends and uncertainties that may impact our results of operations .
during 2017 , generally higher asset prices and tighter credit spreads were supportive of industry-wide underwriting activities , investment management performance and other principal transactions .
however , low levels of volatility in equity , fixed income , currency and commodity markets continued to negatively affect our market-making activities .
2018 versus 2017 net revenues in the consolidated statements of earnings were $ 36.62 billion for 2018 , 12% ( 12 % ) higher than 2017 , primarily due to significantly higher market making revenues and net interest income , as well as higher investment management revenues and investment banking revenues .
non-interest revenues .
investment banking revenues in the consolidated statements of earnings were $ 7.86 billion for 2018 , 7% ( 7 % ) higher than 2017 .
revenues in financial advisory were higher , reflecting an increase in industry-wide completed mergers and acquisitions volumes .
revenues in underwriting were slightly higher , due to significantly higher revenues in equity underwriting , driven by initial public offerings , partially offset by lower revenues in debt underwriting , reflecting a decline in leveraged finance activity .
investment management revenues in the consolidated statements of earnings were $ 6.51 billion for 2018 , 12% ( 12 % ) higher than 2017 , primarily due to significantly higher incentive fees , as a result of harvesting .
management and other fees were also higher , reflecting higher average assets under supervision and the impact of the recently adopted revenue recognition standard , partially offset by shifts in the mix of client assets and strategies .
see note 3 to the consolidated financial statements for further information about asu no .
2014-09 , 201crevenue from contracts with customers ( topic 606 ) . 201d 52 goldman sachs 2018 form 10-k |
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dd4b91f52 | discount rate 2014the assumed discount rate is used to determine the current retirement related benefit plan expense and obligations , and represents the interest rate that is used to determine the present value of future cash flows currently expected to be required to effectively settle a plan 2019s benefit obligations .
the discount rate assumption is determined for each plan by constructing a portfolio of high quality bonds with cash flows that match the estimated outflows for future benefit payments to determine a single equivalent discount rate .
benefit payments are not only contingent on the terms of a plan , but also on the underlying participant demographics , including current age , and assumed mortality .
we use only bonds that are denominated in u.s .
dollars , rated aa or better by two of three nationally recognized statistical rating agencies , have a minimum outstanding issue of $ 50 million as of the measurement date , and are not callable , convertible , or index linked .
since bond yields are generally unavailable beyond 30 years , we assume those rates will remain constant beyond that point .
taking into consideration the factors noted above , our weighted average discount rate for pensions was 5.23% ( 5.23 % ) and 5.84% ( 5.84 % ) , as of december 31 , 2011 and 2010 , respectively .
our weighted average discount rate for other postretirement benefits was 4.94% ( 4.94 % ) and 5.58% ( 5.58 % ) as of december 31 , 2011 and 2010 , respectively .
expected long-term rate of return 2014the expected long-term rate of return on assets is used to calculate net periodic expense , and is based on such factors as historical returns , targeted asset allocations , investment policy , duration , expected future long-term performance of individual asset classes , inflation trends , portfolio volatility , and risk management strategies .
while studies are helpful in understanding current trends and performance , the assumption is based more on longer term and prospective views .
in order to reflect expected lower future market returns , we have reduced the expected long-term rate of return assumption from 8.50% ( 8.50 % ) , used to record 2011 expense , to 8.00% ( 8.00 % ) for 2012 .
the decrease in the expected return on assets assumption is primarily related to lower bond yields and updated return assumptions for equities .
unless plan assets and benefit obligations are subject to remeasurement during the year , the expected return on pension assets is based on the fair value of plan assets at the beginning of the year .
an increase or decrease of 25 basis points in the discount rate and the expected long-term rate of return assumptions would have had the following approximate impacts on pensions : ( $ in millions ) increase ( decrease ) in 2012 expense increase ( decrease ) in december 31 , 2011 obligations .
( $ in millions ) | increase ( decrease ) in 2012 expense | increase ( decrease ) in december 31 2011 obligations
---------------------------------------------------- | ------------------------------------- | -----------------------------------------------------
25 basis point decrease in discount rate | $ 18 | $ 146
25 basis point increase in discount rate | -17 ( 17 ) | -154 ( 154 )
25 basis point decrease in expected return on assets | 8 | n.a .
25 basis point increase in expected return on assets | -8 ( 8 ) | n.a .
differences arising from actual experience or changes in assumptions might materially affect retirement related benefit plan obligations and the funded status .
actuarial gains and losses arising from differences from actual experience or changes in assumptions are deferred in accumulated other comprehensive income .
this unrecognized amount is amortized to the extent it exceeds 10% ( 10 % ) of the greater of the plan 2019s benefit obligation or plan assets .
the amortization period for actuarial gains and losses is the estimated average remaining service life of the plan participants , which is approximately 10 years .
cas expense 2014in addition to providing the methodology for calculating retirement related benefit plan costs , cas also prescribes the method for assigning those costs to specific periods .
while the ultimate liability for such costs under fas and cas is similar , the pattern of cost recognition is different .
the key drivers of cas pension expense include the funded status and the method used to calculate cas reimbursement for each of our plans as well as our expected long-term rate of return on assets assumption .
unlike fas , cas requires the discount rate to be consistent with the expected long-term rate of return on assets assumption , which changes infrequently given its long-term nature .
as a result , changes in bond or other interest rates generally do not impact cas .
in addition , unlike under fas , we can only allocate pension costs for a plan under cas until such plan is fully funded as determined under erisa requirements .
other fas and cas considerations 2014we update our estimates of future fas and cas costs at least annually based on factors such as calendar year actual plan asset returns , final census data from the end of the prior year , and other actual and projected experience .
a key driver of the difference between fas and cas expense ( and consequently , the fas/cas adjustment ) is the pattern of earnings and expense recognition for gains and losses that arise when our asset and liability experiences differ from our assumptions under each set of requirements .
under fas , our net gains and losses exceeding the 10% ( 10 % ) corridor are amortized |
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dd4c4c636 | shareowner return performance graph the following performance graph and related information shall not be deemed 201csoliciting material 201d or to be 201cfiled 201d with the sec , nor shall such information be incorporated by reference into any future filing under the securities act of 1933 or securities exchange act of 1934 , each as amended , except to the extent that the company specifically incorporates such information by reference into such filing .
the following graph shows a five year comparison of cumulative total shareowners 2019 returns for our class b common stock , the standard & poor 2019s 500 index , and the dow jones transportation average .
the comparison of the total cumulative return on investment , which is the change in the quarterly stock price plus reinvested dividends for each of the quarterly periods , assumes that $ 100 was invested on december 31 , 2007 in the standard & poor 2019s 500 index , the dow jones transportation average , and our class b common stock. .
| 12/31/2007 | 12/31/2008 | 12/31/2009 | 12/31/2010 | 12/31/2011 | 12/31/2012
-------------------------------- | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
united parcel service inc . | $ 100.00 | $ 80.20 | $ 86.42 | $ 112.60 | $ 116.97 | $ 121.46
standard & poor 2019s 500 index | $ 100.00 | $ 63.00 | $ 79.67 | $ 91.68 | $ 93.61 | $ 108.59
dow jones transportation average | $ 100.00 | $ 78.58 | $ 93.19 | $ 118.14 | $ 118.15 | $ 127.07 |
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dd4bd65e4 | in the ordinary course of business , based on our evaluations of certain geologic trends and prospective economics , we have allowed certain lease acreage to expire and may allow additional acreage to expire in the future .
if production is not established or we take no other action to extend the terms of the leases , licenses , or concessions , undeveloped acreage listed in the table below will expire over the next three years .
we plan to continue the terms of many of these licenses and concession areas or retain leases through operational or administrative actions. .
( in thousands ) | net undeveloped acres expiring 2013 | net undeveloped acres expiring 2014 | net undeveloped acres expiring 2015
------------------- | ----------------------------------- | ----------------------------------- | -----------------------------------
u.s . | 436 | 189 | 130
canada | 2014 | 2014 | 2014
total north america | 436 | 189 | 130
e.g . | 2014 | 36 | 2014
other africa | 858 | 2014 | 189
total africa | 858 | 36 | 189
total europe | 2014 | 216 | 1155
other international | 2014 | 2014 | 49
worldwide | 1294 | 441 | 1523
marketing and midstream our e&p segment includes activities related to the marketing and transportation of substantially all of our liquid hydrocarbon and natural gas production .
these activities include the transportation of production to market centers , the sale of commodities to third parties and storage of production .
we balance our various sales , storage and transportation positions through what we call supply optimization , which can include the purchase of commodities from third parties for resale .
supply optimization serves to aggregate volumes in order to satisfy transportation commitments and to achieve flexibility within product types and delivery points .
as discussed previously , we currently own and operate gathering systems and other midstream assets in some of our production areas .
we are continually evaluating value-added investments in midstream infrastructure or in capacity in third-party systems .
delivery commitments we have committed to deliver quantities of crude oil and natural gas to customers under a variety of contracts .
as of december 31 , 2012 , those contracts for fixed and determinable amounts relate primarily to eagle ford liquid hydrocarbon production .
a minimum of 54 mbbld is to be delivered at variable pricing through mid-2017 under two contracts .
our current production rates and proved reserves related to the eagle ford shale are sufficient to meet these commitments , but the contracts also provide for a monetary shortfall penalty or delivery of third-party volumes .
oil sands mining segment we hold a 20 percent non-operated interest in the aosp , an oil sands mining and upgrading joint venture located in alberta , canada .
the joint venture produces bitumen from oil sands deposits in the athabasca region utilizing mining techniques and upgrades the bitumen to synthetic crude oils and vacuum gas oil .
the aosp 2019s mining and extraction assets are located near fort mcmurray , alberta and include the muskeg river and the jackpine mines .
gross design capacity of the combined mines is 255000 ( 51000 net to our interest ) barrels of bitumen per day .
the aosp base and expansion 1 scotford upgrader is at fort saskatchewan , northeast of edmonton , alberta .
as of december 31 , 2012 , we own or have rights to participate in developed and undeveloped leases totaling approximately 216000 gross ( 43000 net ) acres .
the underlying developed leases are held for the duration of the project , with royalties payable to the province of alberta .
the five year aosp expansion 1 was completed in 2011 .
the jackpine mine commenced production under a phased start- up in the third quarter of 2010 and began supplying oil sands ore to the base processing facility in the fourth quarter of 2010 .
the upgrader expansion was completed and commenced operations in the second quarter of 2011 .
synthetic crude oil sales volumes for 2012 were 47 mbbld and net of royalty production was 41 mbbld .
phase one of debottlenecking opportunities was approved in 2011 and is expected to be completed in the second quarter of 2013 .
future expansions and additional debottlenecking opportunities remain under review with no formal approvals expected until 2014 .
current aosp operations use established processes to mine oil sands deposits from an open-pit mine , extract the bitumen and upgrade it into synthetic crude oils .
ore is mined using traditional truck and shovel mining techniques .
the mined ore passes through primary crushers to reduce the ore chunks in size and is then sent to rotary breakers where the ore chunks are further reduced to smaller particles .
the particles are combined with hot water to create slurry .
the slurry moves through the extraction |
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dd4c17616 | entergy louisiana , llc and subsidiaries management 2019s financial discussion and analysis results of operations net income 2016 compared to 2015 net income increased $ 175.4 million primarily due to the effect of a settlement with the irs related to the 2010-2011 irs audit , which resulted in a $ 136.1 million reduction of income tax expense .
also contributing to the increase were lower other operation and maintenance expenses , higher net revenue , and higher other income .
the increase was partially offset by higher depreciation and amortization expenses , higher interest expense , and higher nuclear refueling outage expenses .
2015 compared to 2014 net income increased slightly , by $ 0.6 million , primarily due to higher net revenue and a lower effective income tax rate , offset by higher other operation and maintenance expenses , higher depreciation and amortization expenses , lower other income , and higher interest expense .
net revenue 2016 compared to 2015 net revenue consists of operating revenues net of : 1 ) fuel , fuel-related expenses , and gas purchased for resale , 2 ) purchased power expenses , and 3 ) other regulatory charges .
following is an analysis of the change in net revenue comparing 2016 to 2015 .
amount ( in millions ) .
| amount ( in millions )
--------------------------------------------- | ----------------------
2015 net revenue | $ 2408.8
retail electric price | 69.0
transmission equalization | -6.5 ( 6.5 )
volume/weather | -6.7 ( 6.7 )
louisiana act 55 financing savings obligation | -17.2 ( 17.2 )
other | -9.0 ( 9.0 )
2016 net revenue | $ 2438.4
the retail electric price variance is primarily due to an increase in formula rate plan revenues , implemented with the first billing cycle of march 2016 , to collect the estimated first-year revenue requirement related to the purchase of power blocks 3 and 4 of the union power station .
see note 2 to the financial statements for further discussion .
the transmission equalization variance is primarily due to changes in transmission investments , including entergy louisiana 2019s exit from the system agreement in august 2016 .
the volume/weather variance is primarily due to the effect of less favorable weather on residential sales , partially offset by an increase in industrial usage and an increase in volume during the unbilled period .
the increase |
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dd4beb840 | item 7 .
management 2019s discussion and analysis of financial condition and results of operations introduction the following discussion and analysis presents management 2019s perspective of our business , financial condition and overall performance .
this information is intended to provide investors with an understanding of our past performance , current financial condition and outlook for the future and should be read in conjunction with 201citem 8 .
financial statements and supplementary data 201d of this report .
overview of 2017 results during 2017 , we generated solid operating results with our strategy of operating in north america 2019s best resource plays , delivering superior execution , continuing disciplined capital allocation and maintaining a high degree of financial strength .
led by our development in the stack and delaware basin , we continued to improve our 90-day initial production rates .
with investments in proprietary data tools , predictive analytics and artificial intelligence , we are delivering industry-leading , initial-rate well productivity performance and improving the performance of our established wells .
compared to 2016 , commodity prices increased significantly and were the primary driver for improvements in devon 2019s earnings and cash flow during 2017 .
we exited 2017 with liquidity comprised of $ 2.7 billion of cash and $ 2.9 billion of available credit under our senior credit facility .
we have no significant debt maturities until 2021 .
we further enhanced our financial strength by completing approximately $ 415 million of our announced $ 1 billion asset divestiture program in 2017 .
we anticipate closing the remaining divestitures in 2018 .
in 2018 and beyond , we have the financial capacity to further accelerate investment across our best-in-class u.s .
resource plays .
we are increasing drilling activity and will continue to shift our production mix to high-margin products .
we will continue our premier technical work to drive capital allocation and efficiency and industry- leading well productivity results .
we will continue to maximize the value of our base production by sustaining the operational efficiencies we have achieved .
finally , we will continue to manage activity levels within our cash flows .
we expect this disciplined approach will position us to deliver capital-efficient , cash-flow expansion over the next two years .
key measures of our financial performance in 2017 are summarized in the following table .
increased commodity prices as well as continued focus on our production expenses improved our 2017 financial performance as compared to 2016 , as seen in the table below .
more details for these metrics are found within the 201cresults of operations 2013 2017 vs .
2016 201d , below. .
net earnings ( loss ) attributable to devon | 2017 $ 898 | change +185% ( +185 % ) | 2016* $ -1056 ( 1056 ) | change +92% ( +92 % ) | 2015* $ -12896 ( 12896 )
-------------------------------------------------------------------- | ---------- | ----------------------- | ---------------------- | --------------------- | ------------------------
net earnings ( loss ) per diluted share attributable to devon | $ 1.70 | +181% ( +181 % ) | $ -2.09 ( 2.09 ) | +93% ( +93 % ) | $ -31.72 ( 31.72 )
core earnings ( loss ) attributable to devon ( 1 ) | $ 427 | +217% ( +217 % ) | $ -367 ( 367 ) | - 430% ( 430 % ) | $ 111
core earnings ( loss ) per diluted share attributable to devon ( 1 ) | $ 0.81 | +210% ( +210 % ) | $ -0.73 ( 0.73 ) | - 382% ( 382 % ) | $ 0.26
retained production ( mboe/d ) | 541 | - 4% ( 4 % ) | 563 | - 3% ( 3 % ) | 580
total production ( mboe/d ) | 543 | - 11% ( 11 % ) | 611 | - 10% ( 10 % ) | 680
realized price per boe ( 2 ) | $ 25.96 | +39% ( +39 % ) | $ 18.72 | - 14% ( 14 % ) | $ 21.68
operating cash flow | $ 2909 | +94% ( +94 % ) | $ 1500 | - 69% ( 69 % ) | $ 4898
capitalized expenditures including acquisitions | $ 2937 | - 25% ( 25 % ) | $ 3908 | - 32% ( 32 % ) | $ 5712
shareholder and noncontrolling interests distributions | $ 481 | - 8% ( 8 % ) | $ 525 | - 19% ( 19 % ) | $ 650
cash and cash equivalents | $ 2673 | +36% ( +36 % ) | $ 1959 | - 15% ( 15 % ) | $ 2310
total debt | $ 10406 | +2% ( +2 % ) | $ 10154 | - 22% ( 22 % ) | $ 13032
reserves ( mmboe ) | 2152 | +5% ( +5 % ) | 2058 | - 6% ( 6 % ) | 2182 |
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dd4b8fd10 | 2 0 0 8 a n n u a l r e p o r t stock performance graph the following graph sets forth the performance of our series a common , series b common stock , and series c common stock for the period september 18 , 2008 through december 31 , 2008 as compared with the performance of the standard and poor 2019s 500 index and a peer group index which consists of the walt disney company , time warner inc. , cbs corporation class b common stock , viacom , inc .
class b common stock , news corporation class a common stock , and scripps network interactive , inc .
the graph assumes $ 100 originally invested on september 18 , 2006 and that all subsequent dividends were reinvested in additional shares .
september 18 , september 30 , december 31 , 2008 2008 2008 .
| september 18 2008 | september 30 2008 | december 31 2008
---------- | ----------------- | ----------------- | ----------------
disca | $ 100.00 | $ 103.19 | $ 102.53
discb | $ 100.00 | $ 105.54 | $ 78.53
disck | $ 100.00 | $ 88.50 | $ 83.69
s&p 500 | $ 100.00 | $ 96.54 | $ 74.86
peer group | $ 100.00 | $ 92.67 | $ 68.79
s&p 500 peer group |
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dd4c0831e | net cash used by investing activities in 2013 also included $ 38.2 million for the may 13 , 2013 acquisition of challenger .
see note 2 to the consolidated financial statements for information on the challenger acquisition .
capital expenditures in 2013 , 2012 and 2011 totaled $ 70.6 million , $ 79.4 million and $ 61.2 million , respectively .
capital expenditures in 2013 included continued investments related to the company 2019s execution of its strategic value creation processes around safety , quality , customer connection , innovation and rci initiatives .
capital expenditures in all three years included spending to support the company 2019s strategic growth initiatives .
in 2013 , the company continued to invest in new product , efficiency , safety and cost reduction initiatives to expand and improve its manufacturing capabilities worldwide .
in 2012 , the company completed the construction of a fourth factory in kunshan , china , following the 2011 construction of a new engineering and research and development facility in kunshan .
capital expenditures in all three years also included investments , particularly in the united states , in new product , efficiency , safety and cost reduction initiatives , as well as investments in new production and machine tooling to enhance manufacturing operations , and ongoing replacements of manufacturing and distribution equipment .
capital spending in all three years also included spending for the replacement and enhancement of the company 2019s global enterprise resource planning ( erp ) management information systems , as well as spending to enhance the company 2019s corporate headquarters and research and development facilities in kenosha , wisconsin .
snap-on believes that its cash generated from operations , as well as its available cash on hand and funds available from its credit facilities will be sufficient to fund the company 2019s capital expenditure requirements in 2014 .
financing activities net cash used by financing activities was $ 137.8 million in 2013 , $ 127.0 million in 2012 and $ 293.7 million in 2011 .
net cash used by financing activities in 2011 reflects the august 2011 repayment of $ 200 million of unsecured 6.25% ( 6.25 % ) notes upon maturity with available cash .
proceeds from stock purchase and option plan exercises totaled $ 29.2 million in 2013 , $ 46.8 million in 2012 and $ 25.7 million in 2011 .
snap-on has undertaken stock repurchases from time to time to offset dilution created by shares issued for employee and franchisee stock purchase plans , stock options and other corporate purposes .
in 2013 , snap-on repurchased 926000 shares of its common stock for $ 82.6 million under its previously announced share repurchase programs .
as of 2013 year end , snap-on had remaining availability to repurchase up to an additional $ 191.7 million in common stock pursuant to its board of directors 2019 ( the 201cboard 201d ) authorizations .
the purchase of snap-on common stock is at the company 2019s discretion , subject to prevailing financial and market conditions .
snap-on repurchased 1180000 shares of its common stock for $ 78.1 million in 2012 ; snap-on repurchased 628000 shares of its common stock for $ 37.4 million in 2011 .
snap-on believes that its cash generated from operations , available cash on hand , and funds available from its credit facilities , will be sufficient to fund the company 2019s share repurchases , if any , in 2014 .
snap-on has paid consecutive quarterly cash dividends , without interruption or reduction , since 1939 .
cash dividends paid in 2013 , 2012 and 2011 totaled $ 92.0 million , $ 81.5 million and $ 76.7 million , respectively .
on november 8 , 2013 , the company announced that its board increased the quarterly cash dividend by 15.8% ( 15.8 % ) to $ 0.44 per share ( $ 1.76 per share per year ) .
quarterly dividends declared in 2013 were $ 0.44 per share in the fourth quarter and $ 0.38 per share in the first three quarters ( $ 1.58 per share for the year ) .
quarterly dividends declared in 2012 were $ 0.38 per share in the fourth quarter and $ 0.34 per share in the first three quarters ( $ 1.40 per share for the year ) .
quarterly dividends in 2011 were $ 0.34 per share in the fourth quarter and $ 0.32 per share in the first three quarters ( $ 1.30 per share for the year ) . .
| 2013 | 2012 | 2011
---------------------------------------------------------------- | -------------- | -------------- | --------------
cash dividends paid per common share | $ 1.58 | $ 1.40 | $ 1.30
cash dividends paid as a percent of prior-year retained earnings | 4.5% ( 4.5 % ) | 4.4% ( 4.4 % ) | 4.7% ( 4.7 % )
cash dividends paid as a percent of prior-year retained earnings 4.5% ( 4.5 % ) 4.4% ( 4.4 % ) snap-on believes that its cash generated from operations , available cash on hand and funds available from its credit facilities will be sufficient to pay dividends in 2014 .
off-balance-sheet arrangements except as included below in the section labeled 201ccontractual obligations and commitments 201d and note 15 to the consolidated financial statements , the company had no off-balance-sheet arrangements as of 2013 year end .
2013 annual report 49 |
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dd4bef1ca | local consumer lending local consumer lending ( lcl ) , which constituted approximately 70% ( 70 % ) of citi holdings by assets as of december 31 , 2010 , includes a portion of citigroup 2019s north american mortgage business , retail partner cards , western european cards and retail banking , citifinancial north america and other local consumer finance businesses globally .
the student loan corporation is reported as discontinued operations within the corporate/other segment for the second half of 2010 only .
at december 31 , 2010 , lcl had $ 252 billion of assets ( $ 226 billion in north america ) .
approximately $ 129 billion of assets in lcl as of december 31 , 2010 consisted of u.s .
mortgages in the company 2019s citimortgage and citifinancial operations .
the north american assets consist of residential mortgage loans ( first and second mortgages ) , retail partner card loans , personal loans , commercial real estate ( cre ) , and other consumer loans and assets .
in millions of dollars 2010 2009 2008 % ( % ) change 2010 vs .
2009 % ( % ) change 2009 vs .
2008 .
in millions of dollars | 2010 | 2009 | 2008 | % ( % ) change 2010 vs . 2009 | % ( % ) change 2009 vs . 2008
-------------------------------------------------------- | ---------------- | ------------------ | ------------------ | ------------------------------ | ------------------------------
net interest revenue | $ 13831 | $ 12995 | $ 17136 | 6% ( 6 % ) | ( 24 ) % ( % )
non-interest revenue | 1995 | 4770 | 6362 | -58 ( 58 ) | -25 ( 25 )
total revenues net of interest expense | $ 15826 | $ 17765 | $ 23498 | ( 11 ) % ( % ) | ( 24 ) % ( % )
total operating expenses | $ 8064 | $ 9799 | $ 14238 | ( 18 ) % ( % ) | ( 31 ) % ( % )
net credit losses | $ 17040 | $ 19185 | $ 13111 | ( 11 ) % ( % ) | 46% ( 46 % )
credit reserve build ( release ) | -1771 ( 1771 ) | 5799 | 8573 | nm | -32 ( 32 )
provision for benefits and claims | 775 | 1054 | 1192 | -26 ( 26 ) | -12 ( 12 )
provision for unfunded lending commitments | 2014 | 2014 | 2014 | 2014 | 2014
provisions for credit losses and for benefits and claims | $ 16044 | $ 26038 | $ 22876 | ( 38 ) % ( % ) | 14% ( 14 % )
( loss ) from continuing operations before taxes | $ -8282 ( 8282 ) | $ -18072 ( 18072 ) | $ -13616 ( 13616 ) | 54% ( 54 % ) | ( 33 ) % ( % )
benefits for income taxes | -3289 ( 3289 ) | -7656 ( 7656 ) | -5259 ( 5259 ) | 57 | -46 ( 46 )
( loss ) from continuing operations | $ -4993 ( 4993 ) | $ -10416 ( 10416 ) | $ -8357 ( 8357 ) | 52% ( 52 % ) | ( 25 ) % ( % )
net income attributable to noncontrolling interests | 8 | 33 | 12 | -76 ( 76 ) | nm
net ( loss ) | $ -5001 ( 5001 ) | $ -10449 ( 10449 ) | $ -8369 ( 8369 ) | 52% ( 52 % ) | ( 25 ) % ( % )
average assets ( in billions of dollars ) | $ 324 | $ 351 | $ 420 | ( 8 ) % ( % ) | -16 ( 16 )
net credit losses as a percentage of average loans | 6.20% ( 6.20 % ) | 6.38% ( 6.38 % ) | 3.80% ( 3.80 % ) | |
nm not meaningful 2010 vs .
2009 revenues , net of interest expense decreased 11% ( 11 % ) from the prior year .
net interest revenue increased 6% ( 6 % ) due to the adoption of sfas 166/167 , partially offset by the impact of lower balances due to portfolio run-off and asset sales .
non-interest revenue declined 58% ( 58 % ) , primarily due to the absence of the $ 1.1 billion gain on the sale of redecard in the first quarter of 2009 and a higher mortgage repurchase reserve charge .
operating expenses decreased 18% ( 18 % ) , primarily due to the impact of divestitures , lower volumes , re-engineering actions and the absence of costs associated with the u.s .
government loss-sharing agreement , which was exited in the fourth quarter of 2009 .
provisions for credit losses and for benefits and claims decreased 38% ( 38 % ) , reflecting a net $ 1.8 billion credit reserve release in 2010 compared to a $ 5.8 billion build in 2009 .
lower net credit losses across most businesses were partially offset by the impact of the adoption of sfas 166/167 .
on a comparable basis , net credit losses were lower year-over-year , driven by improvement in u.s .
mortgages , international portfolios and retail partner cards .
assets declined 21% ( 21 % ) from the prior year , primarily driven by portfolio run-off , higher loan loss reserve balances , and the impact of asset sales and divestitures , partially offset by an increase of $ 41 billion resulting from the adoption of sfas 166/167 .
key divestitures in 2010 included the student loan corporation , primerica , auto loans , the canadian mastercard business and u.s .
retail sales finance portfolios .
2009 vs .
2008 revenues , net of interest expense decreased 24% ( 24 % ) from the prior year .
net interest revenue was 24% ( 24 % ) lower than the prior year , primarily due to lower balances , de-risking of the portfolio , and spread compression .
non-interest revenue decreased $ 1.6 billion , mostly driven by the impact of higher credit losses flowing through the securitization trusts , partially offset by the $ 1.1 billion gain on the sale of redecard in the first quarter of 2009 .
operating expenses declined 31% ( 31 % ) from the prior year , due to lower volumes and reductions from expense re-engineering actions , and the impact of goodwill write-offs of $ 3.0 billion in the fourth quarter of 2008 , partially offset by higher costs associated with delinquent loans .
provisions for credit losses and for benefits and claims increased 14% ( 14 % ) from the prior year , reflecting an increase in net credit losses of $ 6.1 billion , partially offset by lower reserve builds of $ 2.8 billion .
higher net credit losses were primarily driven by higher losses of $ 3.6 billion in residential real estate lending , $ 1.0 billion in retail partner cards , and $ 0.7 billion in international .
assets decreased $ 57 billion from the prior year , primarily driven by lower originations , wind-down of specific businesses , asset sales , divestitures , write- offs and higher loan loss reserve balances .
key divestitures in 2009 included the fi credit card business , italy consumer finance , diners europe , portugal cards , norway consumer and diners club north america. |
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dd4be1f98 | the fair value for these options was estimated at the date of grant using a black-scholes option pricing model with the following weighted-average assumptions for 2006 , 2005 and 2004: .
| 2006 | 2005 | 2004
---------------------------------------------- | ---------------- | ---------------- | ----------------
weighted average fair value of options granted | $ 20.01 | $ 9.48 | $ 7.28
expected volatility | 0.3534 | 0.3224 | 0.3577
distribution yield | 1.00% ( 1.00 % ) | 0.98% ( 0.98 % ) | 1.30% ( 1.30 % )
expected life of options in years | 6.3 | 6.3 | 6.3
risk-free interest rate | 5% ( 5 % ) | 4% ( 4 % ) | 4% ( 4 % )
the black-scholes option valuation model was developed for use in estimating the fair value of traded options which have no vesting restrictions and are fully transferable .
in addition , option valuation models require the input of highly subjective assumptions , including the expected stock price volatility .
because the company 2019s employee stock options have characteristics significantly different from those of traded options , and because changes in the subjective input assumptions can materially affect the fair value estimate , in management 2019s opinion , the existing models do not necessarily provide a reliable single measure of the fair value of its employee stock options .
the total fair value of shares vested during 2006 , 2005 , and 2004 was $ 9413 , $ 8249 , and $ 6418 respectively .
the aggregate intrinsic values of options outstanding and exercisable at december 30 , 2006 were $ 204.1 million and $ 100.2 million , respectively .
the aggregate intrinsic value of options exercised during the year ended december 30 , 2006 was $ 42.8 million .
aggregate intrinsic value represents the positive difference between the company 2019s closing stock price on the last trading day of the fiscal period , which was $ 55.66 on december 29 , 2006 , and the exercise price multiplied by the number of options outstanding .
as of december 30 , 2006 , there was $ 64.2 million of total unrecognized compensation cost related to unvested share-based compensation awards granted to employees under the option plans .
that cost is expected to be recognized over a period of five years .
employee stock purchase plan the shareholders also adopted an employee stock purchase plan ( espp ) .
up to 2000000 shares of common stock have been reserved for the espp .
shares will be offered to employees at a price equal to the lesser of 85% ( 85 % ) of the fair market value of the stock on the date of purchase or 85% ( 85 % ) of the fair market value on the enrollment date .
the espp is intended to qualify as an 201cemployee stock purchase plan 201d under section 423 of the internal revenue code .
during 2006 , 2005 , and 2004 , 124693 , 112798 , and 117900 shares were purchased under the plan for a total purchase price of $ 3569 , $ 2824 , and $ 2691 , respectively .
at december 30 , 2006 , approximately 1116811 shares were available for future issuance. |
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dd4bc0adc | 14 .
leases we lease certain locomotives , freight cars , and other property .
the consolidated statement of financial position as of december 31 , 2008 and 2007 included $ 2024 million , net of $ 869 million of amortization , and $ 2062 million , net of $ 887 million of amortization , respectively , for properties held under capital leases .
a charge to income resulting from the amortization for assets held under capital leases is included within depreciation expense in our consolidated statements of income .
future minimum lease payments for operating and capital leases with initial or remaining non-cancelable lease terms in excess of one year as of december 31 , 2008 were as follows : millions of dollars operating leases capital leases .
millions of dollars | operatingleases | capitalleases
--------------------------------------- | --------------- | -------------
2009 | $ 657 | $ 188
2010 | 614 | 168
2011 | 580 | 178
2012 | 465 | 122
2013 | 389 | 152
later years | 3204 | 1090
total minimum lease payments | $ 5909 | $ 1898
amount representing interest | n/a | 628
present value of minimum lease payments | n/a | $ 1270
the majority of capital lease payments relate to locomotives .
rent expense for operating leases with terms exceeding one month was $ 747 million in 2008 , $ 810 million in 2007 , and $ 798 million in 2006 .
when cash rental payments are not made on a straight-line basis , we recognize variable rental expense on a straight-line basis over the lease term .
contingent rentals and sub-rentals are not significant .
15 .
commitments and contingencies asserted and unasserted claims 2013 various claims and lawsuits are pending against us and certain of our subsidiaries .
we cannot fully determine the effect of all asserted and unasserted claims on our consolidated results of operations , financial condition , or liquidity ; however , to the extent possible , where asserted and unasserted claims are considered probable and where such claims can be reasonably estimated , we have recorded a liability .
we do not expect that any known lawsuits , claims , environmental costs , commitments , contingent liabilities , or guarantees will have a material adverse effect on our consolidated results of operations , financial condition , or liquidity after taking into account liabilities and insurance recoveries previously recorded for these matters .
personal injury 2013 the cost of personal injuries to employees and others related to our activities is charged to expense based on estimates of the ultimate cost and number of incidents each year .
we use third-party actuaries to assist us in measuring the expense and liability , including unasserted claims .
the federal employers 2019 liability act ( fela ) governs compensation for work-related accidents .
under fela , damages are assessed based on a finding of fault through litigation or out-of-court settlements .
we offer a comprehensive variety of services and rehabilitation programs for employees who are injured at our personal injury liability is discounted to present value using applicable u.s .
treasury rates .
approximately 88% ( 88 % ) of the recorded liability related to asserted claims , and approximately 12% ( 12 % ) related to unasserted claims at december 31 , 2008 .
because of the uncertainty surrounding the ultimate outcome of personal injury claims , it is reasonably possible that future costs to settle these claims may range from |
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dd4c51d20 | ( a ) consists of pollution control revenue bonds and environmental revenue bonds , some of which are secured by collateral mortgage bonds .
( b ) pursuant to the nuclear waste policy act of 1982 , entergy 2019s nuclear owner/licensee subsidiaries have contracts with the doe for spent nuclear fuel disposal service . a0 a0the contracts include a one-time fee for generation prior to april 7 , 1983 . a0 a0entergy arkansas is the only entergy company that generated electric power with nuclear fuel prior to that date and includes the one-time fee , plus accrued interest , in long-term debt .
( c ) see note 10 to the financial statements for further discussion of the waterford 3 lease obligation and entergy louisiana 2019s acquisition of the equity participant 2019s beneficial interest in the waterford 3 leased assets and for further discussion of the grand gulf lease obligation .
( d ) this note did not have a stated interest rate , but had an implicit interest rate of 7.458% ( 7.458 % ) .
( e ) the fair value excludes lease obligations of $ 34 million at system energy and long-term doe obligations of $ 183 million at entergy arkansas , and includes debt due within one year . a0 a0fair values are classified as level 2 in the fair value hierarchy discussed in note 15 to the financial statements and are based on prices derived from inputs such as benchmark yields and reported trades .
the annual long-term debt maturities ( excluding lease obligations and long-term doe obligations ) for debt outstanding as of december a031 , 2017 , for the next five years are as follows : amount ( in thousands ) .
| amount ( in thousands )
---- | -----------------------
2018 | $ 760000
2019 | $ 857679
2020 | $ 898500
2021 | $ 960764
2022 | $ 1304431
in november 2000 , entergy 2019s non-utility nuclear business purchased the fitzpatrick and indian point 3 power plants in a seller-financed transaction .
as part of the purchase agreement with nypa , entergy recorded a liability representing the net present value of the payments entergy would be liable to nypa for each year that the fitzpatrick and indian point 3 power plants would run beyond their respective original nrc license expiration date .
in october 2015 , entergy announced a planned shutdown of fitzpatrick at the end of its fuel cycle .
as a result of the announcement , entergy reduced this liability by $ 26.4 million pursuant to the terms of the purchase agreement .
in august 2016 , entergy entered into a trust transfer agreement with nypa to transfer the decommissioning trust funds and decommissioning liabilities for the indian point 3 and fitzpatrick plants to entergy .
as part of the trust transfer agreement , the original decommissioning agreements were amended , and the entergy subsidiaries 2019 obligation to make additional license extension payments to nypa was eliminated .
in the third quarter 2016 , entergy removed the note payable of $ 35.1 million from the consolidated balance sheet .
entergy louisiana , entergy mississippi , entergy new orleans , entergy texas , and system energy have obtained long-term financing authorizations from the ferc that extend through october 2019 . a0 a0entergy arkansas has obtained long-term financing authorization from the apsc that extends through december 2018 .
entergy new orleans has also obtained long-term financing authorization from the city council that extends through june 2018 , as the city council has concurrent jurisdiction with the ferc over such issuances .
capital funds agreement pursuant to an agreement with certain creditors , entergy corporation has agreed to supply system energy with sufficient capital to : 2022 maintain system energy 2019s equity capital at a minimum of 35% ( 35 % ) of its total capitalization ( excluding short- term debt ) ; entergy corporation and subsidiaries notes to financial statements |
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dd4b8b972 | table of contents other equity method investments infraservs .
we hold indirect ownership interests in several german infraserv groups that own and develop industrial parks and provide on-site general and administrative support to tenants .
our ownership interest in the equity investments in infraserv affiliates are as follows : as of december 31 , 2017 ( in percentages ) infraserv gmbh & co .
gendorf kg ( 1 ) ................................................................................................... .
39 .
| as of december 31 2017 ( in percentages )
--------------------------------------- | -----------------------------------------
infraserv gmbh & co . gendorf kg ( 1 ) | 39
infraserv gmbh & co . hoechst kg | 32
infraserv gmbh & co . knapsack kg ( 1 ) | 27
infraserv gmbh & co .
knapsack kg ( 1 ) ................................................................................................ .
27 ______________________________ ( 1 ) see note 29 - subsequent events in the accompanying consolidated financial statements for further information .
research and development our business models leverage innovation and conduct research and development activities to develop new , and optimize existing , production technologies , as well as to develop commercially viable new products and applications .
research and development expense was $ 72 million , $ 78 million and $ 119 million for the years ended december 31 , 2017 , 2016 and 2015 , respectively .
we consider the amounts spent during each of the last three fiscal years on research and development activities to be sufficient to execute our current strategic initiatives .
intellectual property we attach importance to protecting our intellectual property , including safeguarding our confidential information and through our patents , trademarks and copyrights , in order to preserve our investment in research and development , manufacturing and marketing .
patents may cover processes , equipment , products , intermediate products and product uses .
we also seek to register trademarks as a means of protecting the brand names of our company and products .
patents .
in most industrial countries , patent protection exists for new substances and formulations , as well as for certain unique applications and production processes .
however , we do business in regions of the world where intellectual property protection may be limited and difficult to enforce .
confidential information .
we maintain stringent information security policies and procedures wherever we do business .
such information security policies and procedures include data encryption , controls over the disclosure and safekeeping of confidential information and trade secrets , as well as employee awareness training .
trademarks .
amcel ae , aoplus ae , ateva ae , avicor ae , celanese ae , celanex ae , celcon ae , celfx ae , celstran ae , celvolit ae , clarifoil ae , dur- o-set ae , ecomid ae , ecovae ae , forflex ae , forprene ae , frianyl ae , fortron ae , ghr ae , gumfit ae , gur ae , hostaform ae , laprene ae , metalx ae , mowilith ae , mt ae , nilamid ae , nivionplast ae , nutrinova ae , nylfor ae , pibiflex ae , pibifor ae , pibiter ae , polifor ae , resyn ae , riteflex ae , slidex ae , sofprene ae , sofpur ae , sunett ae , talcoprene ae , tecnoprene ae , thermx ae , tufcor ae , vantage ae , vectra ae , vinac ae , vinamul ae , vitaldose ae , zenite ae and certain other branded products and services named in this document are registered or reserved trademarks or service marks owned or licensed by celanese .
the foregoing is not intended to be an exhaustive or comprehensive list of all registered or reserved trademarks and service marks owned or licensed by celanese .
fortron ae is a registered trademark of fortron industries llc .
hostaform ae is a registered trademark of hoechst gmbh .
mowilith ae and nilamid ae are registered trademarks of celanese in most european countries .
we monitor competitive developments and defend against infringements on our intellectual property rights .
neither celanese nor any particular business segment is materially dependent upon any one patent , trademark , copyright or trade secret .
environmental and other regulation matters pertaining to environmental and other regulations are discussed in item 1a .
risk factors , as well as note 2 - summary of accounting policies , note 16 - environmental and note 24 - commitments and contingencies in the accompanying consolidated financial statements. |
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dd4bc50b4 | part iii item 10 .
directors , executive officers and corporate governance the information required by this item is incorporated by reference to the 201celection of directors 201d section , the 201cdirector selection process 201d section , the 201ccode of conduct 201d section , the 201cprincipal committees of the board of directors 201d section , the 201caudit committee 201d section and the 201csection 16 ( a ) beneficial ownership reporting compliance 201d section of the proxy statement for the annual meeting of stockholders to be held on may 27 , 2010 ( the 201cproxy statement 201d ) , except for the description of our executive officers , which appears in part i of this report on form 10-k under the heading 201cexecutive officers of ipg . 201d new york stock exchange certification in 2009 , our ceo provided the annual ceo certification to the new york stock exchange , as required under section 303a.12 ( a ) of the new york stock exchange listed company manual .
item 11 .
executive compensation the information required by this item is incorporated by reference to the 201ccompensation of executive officers 201d section , the 201cnon-management director compensation 201d section , the 201ccompensation discussion and analysis 201d section and the 201ccompensation committee report 201d section of the proxy statement .
item 12 .
security ownership of certain beneficial owners and management and related stockholder matters the information required by this item is incorporated by reference to the 201coutstanding shares 201d section of the proxy statement , except for information regarding the shares of common stock to be issued or which may be issued under our equity compensation plans as of december 31 , 2009 , which is provided in the following table .
equity compensation plan information plan category number of shares of common stock to be issued upon exercise of outstanding options , warrants and rights ( a ) 12 weighted-average exercise price of outstanding stock options ( b ) number of securities remaining available for future issuance under equity compensation plans ( excluding securities reflected in column a ) ( c ) 3 equity compensation plans approved by security holders .
.
.
.
.
.
.
.
.
34317386 $ 16.11 52359299 equity compensation plans not approved by security holders 4 .
.
.
.
.
612500 $ 27.53 2014 .
plan category | number of shares of common stock to be issued upon exercise of outstandingoptions warrants and rights ( a ) 12 | weighted-average exercise price of outstanding stock options ( b ) | number of securities remaining available for futureissuance under equity compensation plans ( excluding securities reflected in column a ) ( c ) 3
----------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------
equity compensation plans approved by security holders | 34317386 | $ 16.11 | 52359299
equity compensation plans not approved by security holders4 | 612500 | $ 27.53 | 2014
total | 34929886 | $ 16.31 | 52359299
1 includes a total of 6058967 performance-based share awards made under the 2004 , 2006 and 2009 performance incentive plan representing the target number of shares to be issued to employees following the completion of the 2007-2009 performance period ( the 201c2009 ltip share awards 201d ) , the 2008- 2010 performance period ( the 201c2010 ltip share awards 201d ) and the 2009-2011 performance period ( the 201c2011 ltip share awards 201d ) respectively .
the computation of the weighted-average exercise price in column ( b ) of this table does not take the 2009 ltip share awards , the 2010 ltip share awards or the 2011 ltip share awards into account .
2 includes a total of 3914804 restricted share unit and performance-based awards ( 201cshare unit awards 201d ) which may be settled in shares or cash .
the computation of the weighted-average exercise price in column ( b ) of this table does not take the share unit awards into account .
each share unit award actually settled in cash will increase the number of shares of common stock available for issuance shown in column ( c ) .
3 includes ( i ) 37885502 shares of common stock available for issuance under the 2009 performance incentive plan , ( ii ) 13660306 shares of common stock available for issuance under the employee stock purchase plan ( 2006 ) and ( iii ) 813491 shares of common stock available for issuance under the 2009 non-management directors 2019 stock incentive plan .
4 consists of special stock option grants awarded to certain true north executives following our acquisition of true north ( the 201ctrue north options 201d ) .
the true north options have an exercise price equal to the fair market value of interpublic 2019s common stock on the date of the grant .
the terms and conditions of these stock option awards are governed by interpublic 2019s 1997 performance incentive plan .
generally , the options become exercisable between two and five years after the date of the grant and expire ten years from the grant date. |
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dd4bc0e88 | edwards lifesciences corporation notes to consolidated financial statements ( continued ) 2 .
summary of significant accounting policies ( continued ) in may 2014 , the fasb issued an update to the accounting guidance on revenue recognition .
the new guidance provides a comprehensive , principles-based approach to revenue recognition , and supersedes most previous revenue recognition guidance .
the core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services .
the guidance also requires improved disclosures on the nature , amount , timing , and uncertainty of revenue that is recognized .
in august 2015 , the fasb issued an update to the guidance to defer the effective date by one year , such that the new standard will be effective for annual reporting periods beginning after december 15 , 2017 and interim periods therein .
the new guidance can be applied retrospectively to each prior reporting period presented , or retrospectively with the cumulative effect of the change recognized at the date of the initial application .
the company is assessing all of the potential impacts of the revenue recognition guidance and has not yet selected an adoption method .
the company will adopt the new guidance effective january 1 , although the company has not yet completed its assessment of the new revenue recognition guidance , the company 2019s analysis of contracts related to the sale of its heart valve therapy products under the new revenue recognition guidance supports the recognition of revenue at a point-in-time , which is consistent with its current revenue recognition model .
heart valve therapy sales accounted for approximately 80% ( 80 % ) of the company 2019s sales for the year ended december 31 , 2016 .
the company is currently assessing the potential impact of the guidance on contracts related to the sale of its critical care products , specifically sales outside of the united states .
3 .
intellectual property litigation expenses ( income ) , net in may 2014 , the company entered into an agreement with medtronic , inc .
and its affiliates ( 2018 2018medtronic 2019 2019 ) to settle all outstanding patent litigation between the companies , including all cases related to transcatheter heart valves .
pursuant to the agreement , all pending cases or appeals in courts and patent offices worldwide have been dismissed , and the parties will not litigate patent disputes with each other in the field of transcatheter valves for the eight-year term of the agreement .
under the terms of a patent cross-license that is part of the agreement , medtronic made a one-time , upfront payment to the company for past damages in the amount of $ 750.0 million .
in addition , medtronic will pay the company quarterly license royalty payments through april 2022 .
for sales in the united states , subject to certain conditions , the royalty payments will be based on a percentage of medtronic 2019s sales of transcatheter aortic valves , with a minimum annual payment of $ 40.0 million and a maximum annual payment of $ 60.0 million .
a separate royalty payment will be calculated based on sales of medtronic transcatheter aortic valves manufactured in the united states but sold elsewhere .
the company accounted for the settlement agreement as a multiple-element arrangement and allocated the total consideration to the identifiable elements based upon their relative fair value .
the consideration assigned to each element was as follows ( in millions ) : .
past damages | $ 754.3
------------------- | --------
license agreement | 238.0
covenant not to sue | 77.7
total | $ 1070.0 |
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dd4b9cfc4 | synopsys , inc .
notes to consolidated financial statements 2014continued the aggregate purchase price consideration was approximately us$ 417.0 million .
as of october 31 , 2012 , the total purchase consideration and the preliminary purchase price allocation were as follows: .
| ( in thousands )
--------------------------------------------------------------- | ----------------
cash paid | $ 373519
fair value of shares to be acquired through a follow-on merger | 34054
fair value of equity awards allocated to purchase consideration | 9383
total purchase consideration | $ 416956
goodwill | 247482
identifiable intangibles assets acquired | 108867
cash and other assets acquired | 137222
liabilities assumed | -76615 ( 76615 )
total purchase allocation | $ 416956
goodwill of $ 247.5 million , which is generally not deductible for tax purposes , primarily resulted from the company 2019s expectation of sales growth and cost synergies from the integration of springsoft 2019s technology and operations with the company 2019s technology and operations .
identifiable intangible assets , consisting primarily of technology , customer relationships , backlog and trademarks , were valued using the income method , and are being amortized over three to eight years .
acquisition-related costs directly attributable to the business combination were $ 6.6 million for fiscal 2012 and were expensed as incurred in the consolidated statements of operations .
these costs consisted primarily of employee separation costs and professional services .
fair value of equity awards : pursuant to the merger agreement , the company assumed all the unvested outstanding stock options of springsoft upon the completion of the merger and the vested options were exchanged for cash in the merger .
on october 1 , 2012 , the date of the completion of the tender offer , the fair value of the awards to be assumed and exchanged was $ 9.9 million , calculated using the black-scholes option pricing model .
the black-scholes option-pricing model incorporates various subjective assumptions including expected volatility , expected term and risk-free interest rates .
the expected volatility was estimated by a combination of implied and historical stock price volatility of the options .
non-controlling interest : non-controlling interest represents the fair value of the 8.4% ( 8.4 % ) of outstanding springsoft shares that were not acquired during the tender offer process completed on october 1 , 2012 and the fair value of the option awards that were to be assumed or exchanged for cash upon the follow-on merger .
the fair value of the non-controlling interest included as part of the aggregate purchase consideration was $ 42.8 million and is disclosed as a separate line in the october 31 , 2012 consolidated statements of stockholders 2019 equity .
during the period between the completion of the tender offer and the end of the company 2019s fiscal year on october 31 , 2012 , the non-controlling interest was adjusted by $ 0.5 million to reflect the non-controlling interest 2019s share of the operating loss of springsoft in that period .
as the amount is not significant , it has been included as part of other income ( expense ) , net , in the consolidated statements of operations. |
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dd4bbde0e | part ii item 5 .
market for registrant 2019s common equity , related stockholder matters and issuer purchases of equity securities vornado 2019s common shares are traded on the new york stock exchange under the symbol 201cvno . 201d quarterly high and low sales prices of the common shares and dividends paid per share for the years ended december 31 , 2011 and 2010 were as follows : year ended year ended december 31 , 2011 december 31 , 2010 .
quarter | year ended december 31 2011 high | year ended december 31 2011 low | year ended december 31 2011 dividends | year ended december 31 2011 high | year ended december 31 2011 low | dividends
------- | -------------------------------- | ------------------------------- | ------------------------------------- | -------------------------------- | ------------------------------- | ---------
1st | $ 93.53 | $ 82.12 | $ 0.69 | $ 78.40 | $ 61.25 | $ 0.65
2nd | 98.42 | 86.85 | 0.69 | 86.79 | 70.06 | 0.65
3rd | 98.77 | 72.85 | 0.69 | 89.06 | 68.59 | 0.65
4th | 84.30 | 68.39 | 0.69 | 91.67 | 78.06 | 0.65
as of february 1 , 2012 , there were 1230 holders of record of our common shares .
recent sales of unregistered securities during the fourth quarter of 2011 , we issued 20891 common shares upon the redemption of class a units of the operating partnership held by persons who received units , in private placements in earlier periods , in exchange for their interests in limited partnerships that owned real estate .
the common shares were issued without registration under the securities act of 1933 in reliance on section 4 ( 2 ) of that act .
information relating to compensation plans under which our equity securities are authorized for issuance is set forth under part iii , item 12 of this annual report on form 10-k and such information is incorporated by reference herein .
recent purchases of equity securities in december 2011 , we received 410783 vornado common shares at an average price of $ 76.36 per share as payment for the exercise of certain employee options. |
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dd4be0756 | stock performance graph the following graph sets forth the cumulative total shareholder return on our series a common stock , series b common stock and series c common stock as compared with the cumulative total return of the companies listed in the standard and poor 2019s 500 stock index ( 201cs&p 500 index 201d ) and a peer group of companies comprised of cbs corporation class b common stock , scripps network interactive , inc .
( acquired by the company in march 2018 ) , time warner , inc .
( acquired by at&t inc .
in june 2018 ) , twenty-first century fox , inc .
class a common stock ( news corporation class a common stock prior to june 2013 ) , viacom , inc .
class b common stock and the walt disney company .
the graph assumes $ 100 originally invested on december 31 , 2013 in each of our series a common stock , series b common stock and series c common stock , the s&p 500 index , and the stock of our peer group companies , including reinvestment of dividends , for the years ended december 31 , 2014 , 2015 , 2016 , 2017 and 2018 .
two peer companies , scripps networks interactive , inc .
and time warner , inc. , were acquired in 2018 .
the stock performance chart shows the peer group including scripps networks interactive , inc .
and time warner , inc .
and excluding both acquired companies for the entire five year period .
december 31 , december 31 , december 31 , december 31 , december 31 , december 31 .
| december 312013 | december 312014 | december 312015 | december 312016 | december 312017 | december 312018
------------------------------------ | --------------- | --------------- | --------------- | --------------- | --------------- | ---------------
disca | $ 100.00 | $ 74.58 | $ 57.76 | $ 59.34 | $ 48.45 | $ 53.56
discb | $ 100.00 | $ 80.56 | $ 58.82 | $ 63.44 | $ 53.97 | $ 72.90
disck | $ 100.00 | $ 80.42 | $ 60.15 | $ 63.87 | $ 50.49 | $ 55.04
s&p 500 | $ 100.00 | $ 111.39 | $ 110.58 | $ 121.13 | $ 144.65 | $ 135.63
peer group incl . acquired companies | $ 100.00 | $ 116.64 | $ 114.02 | $ 127.96 | $ 132.23 | $ 105.80
peer group ex . acquired companies | $ 100.00 | $ 113.23 | $ 117.27 | $ 120.58 | $ 127.90 | $ 141.58
equity compensation plan information information regarding securities authorized for issuance under equity compensation plans will be set forth in our definitive proxy statement for our 2019 annual meeting of stockholders under the caption 201csecurities authorized for issuance under equity compensation plans , 201d which is incorporated herein by reference. |
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dd4c49468 | 2018 a0form 10-k18 item 7 .
management 2019s discussion and analysis of financial condition and results of operations .
this management 2019s discussion and analysis of financial condition and results of operations should be read in conjunction with our discussion of cautionary statements and significant risks to the company 2019s business under item 1a .
risk factors of the 2018 form a010-k .
overview our sales and revenues for 2018 were $ 54.722 billion , a 20 a0percent increase from 2017 sales and revenues of $ 45.462 a0billion .
the increase was primarily due to higher sales volume , mostly due to improved demand across all regions and across the three primary segments .
profit per share for 2018 was $ 10.26 , compared to profit per share of $ 1.26 in 2017 .
profit was $ 6.147 billion in 2018 , compared with $ 754 million in 2017 .
the increase was primarily due to lower tax expense , higher sales volume , decreased restructuring costs and improved price realization .
the increase was partially offset by higher manufacturing costs and selling , general and administrative ( sg&a ) and research and development ( r&d ) expenses and lower profit from the financial products segment .
fourth-quarter 2018 sales and revenues were $ 14.342 billion , up $ 1.446 billion , or 11 percent , from $ 12.896 billion in the fourth quarter of 2017 .
fourth-quarter 2018 profit was $ 1.78 per share , compared with a loss of $ 2.18 per share in the fourth quarter of 2017 .
fourth-quarter 2018 profit was $ 1.048 billion , compared with a loss of $ 1.299 billion in 2017 .
highlights for 2018 include : zz sales and revenues in 2018 were $ 54.722 billion , up 20 a0percent from 2017 .
sales improved in all regions and across the three primary segments .
zz operating profit as a percent of sales and revenues was 15.2 a0percent in 2018 , compared with 9.8 percent in 2017 .
adjusted operating profit margin was 15.9 percent in 2018 , compared with 12.5 percent in 2017 .
zz profit was $ 10.26 per share for 2018 , and excluding the items in the table below , adjusted profit per share was $ 11.22 .
for 2017 profit was $ 1.26 per share , and excluding the items in the table below , adjusted profit per share was $ 6.88 .
zz in order for our results to be more meaningful to our readers , we have separately quantified the impact of several significant items: .
( millions of dollars ) | full year 2018 profit before taxes | full year 2018 profitper share | full year 2018 profit before taxes | profitper share
-------------------------------------------- | ---------------------------------- | ------------------------------ | ---------------------------------- | ---------------
profit | $ 7822 | $ 10.26 | $ 4082 | $ 1.26
restructuring costs | 386 | 0.50 | 1256 | 1.68
mark-to-market losses | 495 | 0.64 | 301 | 0.26
deferred tax valuation allowance adjustments | 2014 | -0.01 ( 0.01 ) | 2014 | -0.18 ( 0.18 )
u.s . tax reform impact | 2014 | -0.17 ( 0.17 ) | 2014 | 3.95
gain on sale of equity investment | 2014 | 2014 | -85 ( 85 ) | -0.09 ( 0.09 )
adjusted profit | $ 8703 | $ 11.22 | $ 5554 | $ 6.88
zz machinery , energy & transportation ( me&t ) operating cash flow for 2018 was about $ 6.3 billion , more than sufficient to cover capital expenditures and dividends .
me&t operating cash flow for 2017 was about $ 5.5 billion .
restructuring costs in recent years , we have incurred substantial restructuring costs to achieve a flexible and competitive cost structure .
during 2018 , we incurred $ 386 million of restructuring costs related to restructuring actions across the company .
during 2017 , we incurred $ 1.256 billion of restructuring costs with about half related to the closure of the facility in gosselies , belgium , and the remainder related to other restructuring actions across the company .
although we expect restructuring to continue as part of ongoing business activities , restructuring costs should be lower in 2019 than 2018 .
notes : zz glossary of terms included on pages 33-34 ; first occurrence of terms shown in bold italics .
zz information on non-gaap financial measures is included on pages 42-43. |
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dd4bdb56c | operating/performance statistics railroad performance measures reported to the aar , as well as other performance measures , are included in the table below : 2010 2009 2008 % ( % ) change 2010 v 2009 % ( % ) change 2009 v 2008 .
| 2010 | 2009 | 2008 | % ( % ) change 2010 v 2009 | % ( % ) change2009 v 2008
---------------------------------------- | ----- | ----- | ------ | --------------------------- | --------------------------
average train speed ( miles per hour ) | 26.2 | 27.3 | 23.5 | ( 4 ) % ( % ) | 16% ( 16 % )
average terminal dwell time ( hours ) | 25.4 | 24.8 | 24.9 | 2% ( 2 % ) | -
average rail car inventory ( thousands ) | 274.4 | 283.1 | 300.7 | ( 3 ) % ( % ) | ( 6 ) % ( % )
gross ton-miles ( billions ) | 932.4 | 846.5 | 1020.4 | 10% ( 10 % ) | ( 17 ) % ( % )
revenue ton-miles ( billions ) | 520.4 | 479.2 | 562.6 | 9% ( 9 % ) | ( 15 ) % ( % )
operating ratio | 70.6 | 76.1 | 77.4 | ( 5.5 ) pt | ( 1.3 ) pt
employees ( average ) | 42884 | 43531 | 48242 | ( 1 ) % ( % ) | ( 10 ) % ( % )
customer satisfaction index | 89 | 88 | 83 | 1 pt | 5 pt
average train speed 2013 average train speed is calculated by dividing train miles by hours operated on our main lines between terminals .
maintenance activities and weather disruptions , combined with higher volume levels , led to a 4% ( 4 % ) decrease in average train speed in 2010 compared to a record set in 2009 .
overall , we continued operating a fluid and efficient network during the year .
lower volume levels , ongoing network management initiatives , and productivity improvements contributed to a 16% ( 16 % ) improvement in average train speed in 2009 compared to 2008 .
average terminal dwell time 2013 average terminal dwell time is the average time that a rail car spends at our terminals .
lower average terminal dwell time improves asset utilization and service .
average terminal dwell time increased 2% ( 2 % ) in 2010 compared to 2009 , driven in part by our network plan to increase the length of numerous trains to improve overall efficiency , which resulted in higher terminal dwell time for some cars .
average terminal dwell time improved slightly in 2009 compared to 2008 due to lower volume levels combined with initiatives to expedite delivering rail cars to our interchange partners and customers .
average rail car inventory 2013 average rail car inventory is the daily average number of rail cars on our lines , including rail cars in storage .
lower average rail car inventory reduces congestion in our yards and sidings , which increases train speed , reduces average terminal dwell time , and improves rail car utilization .
average rail car inventory decreased 3% ( 3 % ) in 2010 compared to 2009 , while we handled 13% ( 13 % ) increases in carloads during the period compared to 2009 .
we maintained more freight cars off-line and retired a number of old freight cars , which drove the decreases .
average rail car inventory decreased 6% ( 6 % ) in 2009 compared to 2008 driven by a 16% ( 16 % ) decrease in volume .
in addition , as carloads decreased , we stored more freight cars off-line .
gross and revenue ton-miles 2013 gross ton-miles are calculated by multiplying the weight of loaded and empty freight cars by the number of miles hauled .
revenue ton-miles are calculated by multiplying the weight of freight by the number of tariff miles .
gross and revenue-ton-miles increased 10% ( 10 % ) and 9% ( 9 % ) in 2010 compared to 2009 due to a 13% ( 13 % ) increase in carloads .
commodity mix changes ( notably automotive shipments ) drove the variance in year-over-year growth between gross ton-miles , revenue ton-miles and carloads .
gross and revenue ton-miles decreased 17% ( 17 % ) and 15% ( 15 % ) in 2009 compared to 2008 due to a 16% ( 16 % ) decrease in carloads .
commodity mix changes ( notably automotive shipments , which were 30% ( 30 % ) lower in 2009 versus 2008 ) drove the difference in declines between gross ton-miles and revenue ton- miles .
operating ratio 2013 operating ratio is defined as our operating expenses as a percentage of operating revenue .
our operating ratio improved 5.5 points to 70.6% ( 70.6 % ) in 2010 and 1.3 points to 76.1% ( 76.1 % ) in 2009 .
efficiently leveraging volume increases , core pricing gains , and productivity initiatives drove the improvement in 2010 and more than offset the impact of higher fuel prices during the year .
core pricing gains , lower fuel prices , network management initiatives , and improved productivity drove the improvement in 2009 and more than offset the 16% ( 16 % ) volume decline .
employees 2013 employee levels were down 1% ( 1 % ) in 2010 compared to 2009 despite a 13% ( 13 % ) increase in volume levels .
we leveraged the additional volumes through network efficiencies and other productivity initiatives .
in addition , we successfully managed the growth of our full-time-equivalent train and engine force levels at a rate less than half of our carload growth in 2010 .
all other operating functions and |
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dd4bb3d8c | intel corporation notes to consolidated financial statements ( continued ) note 16 : other comprehensive income ( loss ) the changes in accumulated other comprehensive income ( loss ) by component and related tax effects for each period were as follows : ( in millions ) unrealized holding ( losses ) on available- for-sale investments deferred tax asset valuation allowance unrealized holding ( losses ) on derivatives service credits ( costs ) actuarial ( losses ) foreign currency translation adjustment total .
( in millions ) | unrealized holding gains ( losses ) on available-for-sale investments | deferred tax asset valuation allowance | unrealized holding gains ( losses ) on derivatives | prior service credits ( costs ) | actuarial gains ( losses ) | foreign currency translation adjustment | total
--------------------------------------------------------------------------- | --------------------------------------------------------------------- | -------------------------------------- | -------------------------------------------------- | ------------------------------- | -------------------------- | --------------------------------------- | --------------
december 27 2014 | $ 2459 | $ 26 | $ -423 ( 423 ) | $ -47 ( 47 ) | $ -1004 ( 1004 ) | $ -345 ( 345 ) | $ 666
other comprehensive income ( loss ) before reclassifications | -999 ( 999 ) | 2014 | -298 ( 298 ) | -2 ( 2 ) | 73 | -187 ( 187 ) | -1413 ( 1413 )
amounts reclassified out of accumulated other comprehensive income ( loss ) | -93 ( 93 ) | 2014 | 522 | 10 | 67 | 2014 | 506
tax effects | 382 | -18 ( 18 ) | -67 ( 67 ) | -1 ( 1 ) | -12 ( 12 ) | 17 | 301
other comprehensive income ( loss ) | -710 ( 710 ) | -18 ( 18 ) | 157 | 7 | 128 | -170 ( 170 ) | -606 ( 606 )
december 26 2015 | 1749 | 8 | -266 ( 266 ) | -40 ( 40 ) | -876 ( 876 ) | -515 ( 515 ) | 60
other comprehensive income ( loss ) before reclassifications | 1170 | 2014 | -26 ( 26 ) | 2014 | -680 ( 680 ) | -4 ( 4 ) | 460
amounts reclassified out of accumulated other comprehensive income ( loss ) | -530 ( 530 ) | 2014 | 38 | 2014 | 170 | 2014 | -322 ( 322 )
tax effects | -225 ( 225 ) | -8 ( 8 ) | -5 ( 5 ) | 2014 | 146 | 2014 | -92 ( 92 )
other comprehensive income ( loss ) | 415 | -8 ( 8 ) | 7 | 2014 | -364 ( 364 ) | -4 ( 4 ) | 46
december 31 2016 | $ 2164 | $ 2014 | $ -259 ( 259 ) | $ -40 ( 40 ) | $ -1240 ( 1240 ) | $ -519 ( 519 ) | $ 106 |
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dd4c19cae | our overall gross margin percentage decreased to 59.8% ( 59.8 % ) in 2013 from 62.1% ( 62.1 % ) in 2012 .
the decrease in the gross margin percentage was primarily due to the gross margin percentage decrease in pccg .
we derived most of our overall gross margin dollars in 2013 and 2012 from the sale of platforms in the pccg and dcg operating segments .
our net revenue for 2012 , which included 52 weeks , decreased by $ 658 million , or 1% ( 1 % ) , compared to 2011 , which included 53 weeks .
the pccg and dcg platform unit sales decreased 1% ( 1 % ) while average selling prices were unchanged .
additionally , lower netbook platform unit sales and multi-comm average selling prices , primarily discrete modems , contributed to the decrease .
these decreases were partially offset by our mcafee operating segment , which we acquired in the q1 2011 .
mcafee contributed $ 469 million of additional revenue in 2012 compared to 2011 .
our overall gross margin dollars for 2012 decreased by $ 606 million , or 2% ( 2 % ) , compared to 2011 .
the decrease was due in large part to $ 494 million of excess capacity charges , as well as lower revenue from the pccg and dcg platform .
to a lesser extent , approximately $ 390 million of higher unit costs on the pccg and dcg platform as well as lower netbook and multi-comm revenue contributed to the decrease .
the decrease was partially offset by $ 643 million of lower factory start-up costs as we transition from our 22nm process technology to r&d of our next- generation 14nm process technology , as well as $ 422 million of charges recorded in 2011 to repair and replace materials and systems impacted by a design issue related to our intel ae 6 series express chipset family .
the decrease was also partially offset by the two additional months of results from our acquisition of mcafee , which occurred on february 28 , 2011 , contributing approximately $ 334 million of additional gross margin dollars in 2012 compared to 2011 .
the amortization of acquisition-related intangibles resulted in a $ 557 million reduction to our overall gross margin dollars in 2012 , compared to $ 482 million in 2011 , primarily due to acquisitions completed in q1 2011 .
our overall gross margin percentage in 2012 was flat from 2011 as higher excess capacity charges and higher unit costs on the pccg and dcg platform were offset by lower factory start-up costs and no impact in 2012 for a design issue related to our intel 6 series express chipset family .
we derived a substantial majority of our overall gross margin dollars in 2012 and 2011 from the sale of platforms in the pccg and dcg operating segments .
pc client group the revenue and operating income for the pccg operating segment for each period were as follows: .
( in millions ) | 2013 | 2012 | 2011
---------------- | ------- | ------- | -------
net revenue | $ 33039 | $ 34504 | $ 35624
operating income | $ 11827 | $ 13106 | $ 14840
net revenue for the pccg operating segment decreased by $ 1.5 billion , or 4% ( 4 % ) , in 2013 compared to 2012 .
pccg platform unit sales were down 3% ( 3 % ) primarily on softness in traditional pc demand during the first nine months of the year .
the decrease in revenue was driven by lower notebook and desktop platform unit sales which were down 4% ( 4 % ) and 2% ( 2 % ) , respectively .
pccg platform average selling prices were flat , with 6% ( 6 % ) higher desktop platform average selling prices offset by 4% ( 4 % ) lower notebook platform average selling prices .
operating income decreased by $ 1.3 billion , or 10% ( 10 % ) , in 2013 compared to 2012 , which was driven by $ 1.5 billion of lower gross margin , partially offset by $ 200 million of lower operating expenses .
the decrease in gross margin was driven by $ 1.5 billion of higher factory start-up costs primarily on our next-generation 14nm process technology as well as lower pccg platform revenue .
these decreases were partially offset by approximately $ 520 million of lower pccg platform unit costs , $ 260 million of lower excess capacity charges , and higher sell-through of previously non- qualified units .
net revenue for the pccg operating segment decreased by $ 1.1 billion , or 3% ( 3 % ) , in 2012 compared to 2011 .
pccg revenue was negatively impacted by the growth of tablets as these devices compete with pcs for consumer sales .
platform average selling prices and unit sales decreased 2% ( 2 % ) and 1% ( 1 % ) , respectively .
the decrease was driven by 6% ( 6 % ) lower notebook platform average selling prices and 5% ( 5 % ) lower desktop platform unit sales .
these decreases were partially offset by a 4% ( 4 % ) increase in desktop platform average selling prices and a 2% ( 2 % ) increase in notebook platform unit sales .
table of contents management 2019s discussion and analysis of financial condition and results of operations ( continued ) |
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dd4bab01a | for purposes of determining entergy corporation's relative performance for the 2006-2008 period , the committee used the philadelphia utility index as the peer group .
based on market data and the recommendation of management , the committee compared entergy corporation's total shareholder return against the total shareholder return of the companies that comprised the philadelphia utility index .
based on a comparison of entergy corporation's performance relative to the philadelphia utility index as described above , the committee concluded that entergy corporation had exceeded the performance targets for the 2006-2008 performance cycle with entergy finishing in the first quartile which resulted in a payment of 250% ( 250 % ) of target ( the maximum amount payable ) .
each performance unit was then automatically converted into cash at the rate of $ 83.13 per unit , the closing price of entergy corporation common stock on the last trading day of the performance cycle ( december 31 , 2008 ) , plus dividend equivalents accrued over the three-year performance cycle .
see the 2008 option exercises and stock vested table for the amount paid to each of the named executive officers for the 2006-2008 performance unit cycle .
stock options the personnel committee and in the case of the named executive officers ( other than mr .
leonard , mr .
denault and mr .
smith ) , entergy's chief executive officer and the named executive officer's supervisor consider several factors in determining the amount of stock options it will grant under entergy's equity ownership plans to the named executive officers , including : individual performance ; prevailing market practice in stock option grants ; the targeted long-term value created by the use of stock options ; the number of participants eligible for stock options , and the resulting "burn rate" ( i.e. , the number of stock options authorized divided by the total number of shares outstanding ) to assess the potential dilutive effect ; and the committee's assessment of other elements of compensation provided to the named executive officer for stock option awards to the named executive officers ( other than mr .
leonard ) , the committee's assessment of individual performance of each named executive officer done in consultation with entergy corporation's chief executive officer is the most important factor in determining the number of options awarded .
the following table sets forth the number of stock options granted to each named executive officer in 2008 .
the exercise price for each option was $ 108.20 , which was the closing fair market value of entergy corporation common stock on the date of grant. .
named exeutive officer | stock options
------------------------- | -------------
j . wayne leonard | 175000
leo p . denault | 50000
richard j . smith | 35000
e . renae conley | 15600
hugh t . mcdonald | 7000
haley fisackerly | 5000
joseph f . domino | 7000
roderick k . west | 8000
theodore h . bunting jr . | 18000
carolyn shanks | 7000
the option grants awarded to the named executive officers ( other than mr .
leonard and mr .
lewis ) ranged in amount between 5000 and 50000 shares .
mr .
lewis did not receive any stock option awards in 2008 .
in the case of mr .
leonard , who received 175000 stock options , the committee took special note of his performance as entergy corporation's chief executive officer .
among other things , the committee noted that |
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dd4bd5d88 | exchanged installment notes totaling approximately $ 4.8 billion and approximately $ 400 million of inter- national paper promissory notes for interests in enti- ties formed to monetize the notes .
international paper determined that it was not the primary benefi- ciary of these entities , and therefore should not consolidate its investments in these entities .
during 2006 , these entities acquired an additional $ 4.8 bil- lion of international paper debt securities for cash , resulting in a total of approximately $ 5.2 billion of international paper debt obligations held by these entities at december 31 , 2006 .
since international paper has , and intends to affect , a legal right to offset its obligations under these debt instruments with its investments in the entities , international paper has offset $ 5.0 billion of interest in the entities against $ 5.0 billion of international paper debt obligations held by the entities as of december 31 , 2007 .
international paper also holds variable interests in two financing entities that were used to monetize long-term notes received from sales of forestlands in 2002 and 2001 .
see note 8 of the notes to consolidated financial statements in item 8 .
financial statements and supplementary data for a further discussion of these transactions .
capital resources outlook for 2008 international paper expects to be able to meet pro- jected capital expenditures , service existing debt and meet working capital and dividend requirements during 2008 through current cash balances and cash from operations , supplemented as required by its various existing credit facilities .
international paper has approximately $ 2.5 billion of committed bank credit agreements , which management believes is adequate to cover expected operating cash flow variability during our industry 2019s economic cycles .
the agreements generally provide for interest rates at a floating rate index plus a pre-determined margin dependent upon international paper 2019s credit rating .
the agreements include a $ 1.5 billion fully commit- ted revolving bank credit agreement that expires in march 2011 and has a facility fee of 0.10% ( 0.10 % ) payable quarterly .
these agreements also include up to $ 1.0 billion of available commercial paper-based financ- ings under a receivables securitization program that expires in october 2009 with a facility fee of 0.10% ( 0.10 % ) .
at december 31 , 2007 , there were no borrowings under either the bank credit agreements or receiv- ables securitization program .
the company will continue to rely upon debt and capital markets for the majority of any necessary long-term funding not provided by operating cash flows .
funding decisions will be guided by our capi- tal structure planning objectives .
the primary goals of the company 2019s capital structure planning are to maximize financial flexibility and preserve liquidity while reducing interest expense .
the majority of international paper 2019s debt is accessed through global public capital markets where we have a wide base of investors .
the company was in compliance with all its debt covenants at december 31 , 2007 .
principal financial covenants include maintenance of a minimum net worth , defined as the sum of common stock , paid-in capital and retained earnings , less treasury stock , plus any goodwill impairment charges , of $ 9 billion ; and a maximum total debt to capital ratio , defined as total debt divided by total debt plus net worth , of 60% ( 60 % ) .
maintaining an investment grade credit rating is an important element of international paper 2019s financing strategy .
at december 31 , 2007 , the company held long-term credit ratings of bbb ( stable outlook ) and baa3 ( stable outlook ) by standard & poor 2019s ( s&p ) and moody 2019s investor services ( moody 2019s ) , respectively .
the company currently has short-term credit ratings by s&p and moody 2019s of a-2 and p-3 , respectively .
contractual obligations for future payments under existing debt and lease commitments and purchase obligations at december 31 , 2007 , were as follows : in millions 2008 2009 2010 2011 2012 thereafter maturities of long-term debt ( a ) $ 267 $ 1300 $ 1069 $ 396 $ 532 $ 3056 debt obligations with right of offset ( b ) 2013 2013 2013 2013 2013 5000 .
in millions | 2008 | 2009 | 2010 | 2011 | 2012 | thereafter
------------------------------------------- | ------ | ------ | ------ | ----- | ----- | ----------
maturities of long-term debt ( a ) | $ 267 | $ 1300 | $ 1069 | $ 396 | $ 532 | $ 3056
debt obligations with right of offset ( b ) | 2013 | 2013 | 2013 | 2013 | 2013 | 5000
lease obligations | 136 | 116 | 101 | 84 | 67 | 92
purchase obligations ( c ) | 1953 | 294 | 261 | 235 | 212 | 1480
total ( d ) | $ 2356 | $ 1710 | $ 1431 | $ 715 | $ 811 | $ 9628
( a ) total debt includes scheduled principal payments only .
( b ) represents debt obligations borrowed from non-consolidated variable interest entities for which international paper has , and intends to affect , a legal right to offset these obligations with investments held in the entities .
accordingly , in its con- solidated balance sheet at december 31 , 2007 , international paper has offset approximately $ 5.0 billion of interests in the entities against this $ 5.0 billion of debt obligations held by the entities ( see note 8 in the accompanying consolidated financial statements ) .
( c ) includes $ 2.1 billion relating to fiber supply agreements entered into at the time of the transformation plan forestland sales .
( d ) not included in the above table are unrecognized tax benefits of approximately $ 280 million. |
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dd4b87fde | 2022 timing of available information , including the performance of first lien positions , and 2022 limitations of available historical data .
pnc 2019s determination of the alll for non-impaired loans is sensitive to the risk grades assigned to commercial loans and loss rates for consumer loans .
there are several other qualitative and quantitative factors considered in determining the alll .
this sensitivity analysis does not necessarily reflect the nature and extent of future changes in the alll .
it is intended to provide insight into the impact of adverse changes to risk grades and loss rates only and does not imply any expectation of future deterioration in the risk ratings or loss rates .
given the current processes used , we believe the risk grades and loss rates currently assigned are appropriate .
in the hypothetical event that the aggregate weighted average commercial loan risk grades would experience a 1% ( 1 % ) deterioration , assuming all other variables remain constant , the allowance for commercial loans would increase by approximately $ 35 million as of december 31 , 2014 .
in the hypothetical event that consumer loss rates would increase by 10% ( 10 % ) , assuming all other variables remain constant , the allowance for consumer loans would increase by approximately $ 37 million at december 31 , 2014 .
purchased impaired loans are initially recorded at fair value and applicable accounting guidance prohibits the carry over or creation of valuation allowances at acquisition .
because the initial fair values of these loans already reflect a credit component , additional reserves are established when performance is expected to be worse than our expectations as of the acquisition date .
at december 31 , 2014 , we had established reserves of $ .9 billion for purchased impaired loans .
in addition , loans ( purchased impaired and non- impaired ) acquired after january 1 , 2009 were recorded at fair value .
no allowance for loan losses was carried over and no allowance was created at the date of acquisition .
see note 4 purchased loans in the notes to consolidated financial statements in item 8 of this report for additional information .
in determining the appropriateness of the alll , we make specific allocations to impaired loans and allocations to portfolios of commercial and consumer loans .
we also allocate reserves to provide coverage for probable losses incurred in the portfolio at the balance sheet date based upon current market conditions , which may not be reflected in historical loss data .
commercial lending is the largest category of credits and is sensitive to changes in assumptions and judgments underlying the determination of the alll .
we have allocated approximately $ 1.6 billion , or 47% ( 47 % ) , of the alll at december 31 , 2014 to the commercial lending category .
consumer lending allocations are made based on historical loss experience adjusted for recent activity .
approximately $ 1.7 billion , or 53% ( 53 % ) , of the alll at december 31 , 2014 has been allocated to these consumer lending categories .
in addition to the alll , we maintain an allowance for unfunded loan commitments and letters of credit .
we report this allowance as a liability on our consolidated balance sheet .
we maintain the allowance for unfunded loan commitments and letters of credit at a level we believe is appropriate to absorb estimated probable losses on these unfunded credit facilities .
we determine this amount using estimates of the probability of the ultimate funding and losses related to those credit exposures .
other than the estimation of the probability of funding , this methodology is very similar to the one we use for determining our alll .
we refer you to note 1 accounting policies and note 3 asset quality in the notes to consolidated financial statements in item 8 of this report for further information on certain key asset quality indicators that we use to evaluate our portfolios and establish the allowances .
table 41 : allowance for loan and lease losses .
dollars in millions | 2014 | 2013
--------------------------------------------------------------------------- | -------------- | ----------------
january 1 | $ 3609 | $ 4036
total net charge-offs ( a ) | -531 ( 531 ) | -1077 ( 1077 )
provision for credit losses | 273 | 643
net change in allowance for unfunded loan commitments and letters of credit | -17 ( 17 ) | 8
other | -3 ( 3 ) | -1 ( 1 )
december 31 | $ 3331 | $ 3609
net charge-offs to average loans ( for the year ended ) ( a ) | .27% ( .27 % ) | .57% ( .57 % )
allowance for loan and lease losses to total loans | 1.63 | 1.84
commercial lending net charge-offs | $ -55 ( 55 ) | $ -249 ( 249 )
consumer lending net charge-offs ( a ) | -476 ( 476 ) | -828 ( 828 )
total net charge-offs | $ -531 ( 531 ) | $ -1077 ( 1077 )
net charge-offs to average loans ( for the year ended ) | |
commercial lending | .04% ( .04 % ) | .22% ( .22 % )
consumer lending ( a ) | 0.62 | 1.07
( a ) includes charge-offs of $ 134 million taken pursuant to alignment with interagency guidance on practices for loans and lines of credit related to consumer lending in the first quarter of 2013 .
the provision for credit losses totaled $ 273 million for 2014 compared to $ 643 million for 2013 .
the primary drivers of the decrease to the provision were improved overall credit quality , including lower consumer loan delinquencies , and the increasing value of residential real estate which resulted in greater expected cash flows from our purchased impaired loans .
for 2014 , the provision for commercial lending credit losses increased by $ 64 million , or 178% ( 178 % ) , from 2013 primarily due to continued growth in the commercial book , paired with slowing of the reserve releases related to credit quality improvement .
the provision for consumer lending credit losses decreased $ 434 million , or 71% ( 71 % ) , from 2013 .
the pnc financial services group , inc .
2013 form 10-k 81 |
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dd4b891ae | republic services , inc .
notes to consolidated financial statements 2014 ( continued ) the letters of credit use $ 909.4 million and $ 950.2 million as of december 31 , 2012 and 2011 , respectively , of availability under our credit facilities .
surety bonds expire on various dates through 2026 .
these financial instruments are issued in the normal course of business and are not debt .
because we currently have no liability for this financial assurance , it is not reflected in our consolidated balance sheets .
however , we have recorded capping , closure and post-closure obligations and self-insurance reserves as they are incurred .
the underlying financial assurance obligations , in excess of those already reflected in our consolidated balance sheets , would be recorded if it is probable that we would be unable to fulfill our related obligations .
we do not expect this to occur .
our restricted cash and marketable securities deposits include , among other things , restricted cash and marketable securities held for capital expenditures under certain debt facilities , and restricted cash and marketable securities pledged to regulatory agencies and governmental entities as financial guarantees of our performance related to our final capping , closure and post-closure obligations at our landfills .
the following table summarizes our restricted cash and marketable securities as of december 31: .
| 2012 | 2011
----------------------------------------------- | ------- | -------
financing proceeds | $ 24.7 | $ 22.5
capping closure and post-closure obligations | 54.8 | 54.9
self-insurance | 81.3 | 75.2
other | 3.4 | 37.0
total restricted cash and marketable securities | $ 164.2 | $ 189.6
we own a 19.9% ( 19.9 % ) interest in a company that , among other activities , issues financial surety bonds to secure capping , closure and post-closure obligations for companies operating in the solid waste industry .
we account for this investment under the cost method of accounting .
there have been no identified events or changes in circumstances that may have a significant adverse effect on the recoverability of the investment .
this investee company and the parent company of the investee had written surety bonds for us relating primarily to our landfill operations for capping , closure and post-closure , of which $ 1152.1 million was outstanding as of december 31 , 2012 .
our reimbursement obligations under these bonds are secured by an indemnity agreement with the investee and letters of credit totaling $ 23.4 million and $ 45.0 million as of december 31 , 2012 and 2011 .
off-balance sheet arrangements we have no off-balance sheet debt or similar obligations , other than operating leases and the financial assurances discussed above , which are not classified as debt .
we have no transactions or obligations with related parties that are not disclosed , consolidated into or reflected in our reported financial position or results of operations .
we have not guaranteed any third-party debt .
guarantees we enter into contracts in the normal course of business that include indemnification clauses .
indemnifications relating to known liabilities are recorded in the consolidated financial statements based on our best estimate of required future payments .
certain of these indemnifications relate to contingent events or occurrences , such as the imposition of additional taxes due to a change in the tax law or adverse interpretation of the tax law , and indemnifications made in divestiture agreements where we indemnify the buyer for liabilities that relate to our activities prior to the divestiture and that may become known in the future .
we do not believe that these contingent obligations will have a material effect on our consolidated financial position , results of operations or cash flows. |
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dd4c64a9c | humana inc .
notes to consolidated financial statements 2014 ( continued ) value , or the excess of the market value over the exercise or purchase price , of stock options exercised and restricted stock awards vested during the period .
the actual tax benefit realized for the deductions taken on our tax returns from option exercises and restricted stock vesting totaled $ 16.3 million in 2009 , $ 16.9 million in 2008 , and $ 48.0 million in 2007 .
there was no capitalized stock-based compensation expense .
the stock plans provide that one restricted share is equivalent to 1.7 stock options .
at december 31 , 2009 , there were 12818855 shares reserved for stock award plans , including 4797304 shares of common stock available for future grants assuming all stock options or 2821944 shares available for future grants assuming all restricted shares .
stock options stock options are granted with an exercise price equal to the average market value of the underlying common stock on the date of grant .
our stock plans , as approved by the board of directors and stockholders , define average market value as the average of the highest and lowest stock prices reported by the new york stock exchange on a given date .
exercise provisions vary , but most options vest in whole or in part 1 to 3 years after grant and expire 7 to 10 years after grant .
upon grant , stock options are assigned a fair value based on the black-scholes valuation model .
compensation expense is recognized on a straight-line basis over the total requisite service period , generally the total vesting period , for the entire award .
for stock options granted on or after january 1 , 2010 to retirement eligible employees , the compensation expense is recognized on a straight-line basis over the shorter of the requisite service period or the period from the date of grant to an employee 2019s eligible retirement date .
the weighted-average fair value of each option granted during 2009 , 2008 , and 2007 is provided below .
the fair value was estimated on the date of grant using the black-scholes pricing model with the weighted-average assumptions indicated below: .
| 2009 | 2008 | 2007
----------------------------------------- | ---------------- | ---------------- | ----------------
weighted-average fair value at grant date | $ 14.24 | $ 17.95 | $ 21.07
expected option life ( years ) | 4.6 | 5.1 | 4.8
expected volatility | 39.2% ( 39.2 % ) | 28.2% ( 28.2 % ) | 28.9% ( 28.9 % )
risk-free interest rate at grant date | 1.9% ( 1.9 % ) | 2.9% ( 2.9 % ) | 4.5% ( 4.5 % )
dividend yield | none | none | none
when valuing employee stock options , we stratify the employee population into three homogenous groups that historically have exhibited similar exercise behaviors .
these groups are executive officers , directors , and all other employees .
we value the stock options based on the unique assumptions for each of these employee groups .
we calculate the expected term for our employee stock options based on historical employee exercise behavior and base the risk-free interest rate on a traded zero-coupon u.s .
treasury bond with a term substantially equal to the option 2019s expected term .
the volatility used to value employee stock options is based on historical volatility .
we calculate historical volatility using a simple-average calculation methodology based on daily price intervals as measured over the expected term of the option. |
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dd4988f26 | income tax liabilities tax liabilities related to unrecognized tax benefits as of 30 september 2018 were $ 233.6 .
these tax liabilities were excluded from the contractual obligations table as it is impractical to determine a cash impact by year given that payments will vary according to changes in tax laws , tax rates , and our operating results .
in addition , there are uncertainties in timing of the effective settlement of our uncertain tax positions with respective taxing authorities .
however , the contractual obligations table above includes our accrued liability of approximately $ 184 for deemed repatriation tax that is payable over eight years related to the tax act .
refer to note 22 , income taxes , to the consolidated financial statements for additional information .
obligation for future contribution to an equity affiliate on 19 april 2015 , a joint venture between air products and acwa holding entered into a 20-year oxygen and nitrogen supply agreement to supply saudi aramco 2019s oil refinery and power plant being built in jazan , saudi arabia .
air products owns 25% ( 25 % ) of the joint venture and guarantees the repayment of its share of an equity bridge loan .
in total , we expect to invest approximately $ 100 in this joint venture .
as of 30 september 2018 , we recorded a noncurrent liability of $ 94.4 for our obligation to make future equity contributions in 2020 based on our proportionate share of the advances received by the joint venture under the loan .
expected investment in joint venture on 12 august 2018 , air products entered an agreement to form a gasification/power joint venture ( "jv" ) with saudi aramco and acwa in jazan , saudi arabia .
air products will own at least 55% ( 55 % ) of the jv , with saudi aramco and acwa power owning the balance .
the jv will purchase the gasification assets , power block , and the associated utilities from saudi aramco for approximately $ 8 billion .
our expected investment has been excluded from the contractual obligations table above pending closing , which is currently expected in fiscal year 2020 .
the jv will own and operate the facility under a 25-year contract for a fixed monthly fee .
saudi aramco will supply feedstock to the jv , and the jv will produce power , hydrogen and other utilities for saudi aramco .
pension benefits the company and certain of its subsidiaries sponsor defined benefit pension plans and defined contribution plans that cover a substantial portion of its worldwide employees .
the principal defined benefit pension plans are the u.s .
salaried pension plan and the u.k .
pension plan .
these plans were closed to new participants in 2005 , after which defined contribution plans were offered to new employees .
the shift to defined contribution plans is expected to continue to reduce volatility of both plan expense and contributions .
the fair market value of plan assets for our defined benefit pension plans as of the 30 september 2018 measurement date decreased to $ 4273.1 from $ 4409.2 at the end of fiscal year 2017 .
the projected benefit obligation for these plans was $ 4583.3 and $ 5107.2 at the end of fiscal years 2018 and 2017 , respectively .
the net unfunded liability decreased $ 387.8 from $ 698.0 to $ 310.2 , primarily due to higher discount rates and favorable asset experience .
refer to note 16 , retirement benefits , to the consolidated financial statements for comprehensive and detailed disclosures on our postretirement benefits .
pension expense .
| 2018 | 2017 | 2016
-------------------------------------------------------------------- | -------------- | -------------- | --------------
pension expense 2013 continuing operations | $ 91.8 | $ 72.0 | $ 55.8
settlements termination benefits and curtailments ( included above ) | 48.9 | 15.0 | 6.0
weighted average discount rate 2013 service cost | 3.2% ( 3.2 % ) | 2.9% ( 2.9 % ) | 4.1% ( 4.1 % )
weighted average discount rate 2013 interest cost | 2.9% ( 2.9 % ) | 2.5% ( 2.5 % ) | 3.4% ( 3.4 % )
weighted average expected rate of return on plan assets | 6.9% ( 6.9 % ) | 7.4% ( 7.4 % ) | 7.5% ( 7.5 % )
weighted average expected rate of compensation increase | 3.5% ( 3.5 % ) | 3.5% ( 3.5 % ) | 3.5% ( 3.5 % ) |
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dd4c4dc7a | table of contents 3 .
bankruptcy settlement obligations as of december 31 , 2013 , the components of "claims and other bankruptcy settlement obligations" on american's consolidated balance sheet are as follows ( in millions ) : .
aag series a preferred stock | $ 3329
----------------------------- | ------
single-dip equity obligations | 1246
labor-related deemed claim | 849
total | $ 5424
as a mechanism for satisfying double-dip unsecured claims and a portion of single-dip unsecured claims , the plan of reorganization provided that such claimholders receive the mandatorily convertible aag series a preferred stock .
aag's series a preferred stock , while outstanding , votes and participates in accordance with the terms of the underlying certificate of designation .
one quarter of the shares of aag series a preferred stock is mandatorily convertible on each of the 30 th , 60th , 90th and 120th days after the effective date .
in addition , subject to certain limitations , holders of aag series a preferred stock may elect to convert up to 10 million shares of aag series a preferred stock during each 30-day period following the effective date thereby reducing the number of aag series a preferred stock to be converted on the 120 th day after the effective date .
the initial stated value of each share of aag series a preferred stock is $ 25.00 and accrues dividends at 6.25% ( 6.25 % ) per annum , calculated daily , while outstanding .
additionally , aag series a preferred stock converts to aag common stock based upon the volume weighted average price of the shares of aag common stock on the five trading days immediately preceding the conversion date , at a 3.5% ( 3.5 % ) fixed discount , subject to a conversion price floor of $ 10.875 per share and a conversion price cap of $ 33.8080 per share , below or above which the conversion rate remains fixed .
aag series a preferred stock embodies an unconditional obligation to transfer a variable number of shares based predominately on a fixed monetary amount known at inception , and , as such , it is not treated as equity of aag , but rather as a liability until such time that it is converted to aag common stock .
accordingly , american has reflected the amount of its claims satisfied through the issuance of the aag series a preferred stock as a liability included within the "bankruptcy settlement obligations" line on american 2019s consolidated balance sheets and will reflect such obligations as a liability until such time where they are satisfied through the issuance of aag common stock .
upon the satisfaction of these bankruptcy settlement obligations with aag common stock , the company will record an increase in additional paid-in capital through an intercompany equity transfer while derecognizing the related bankruptcy settlement obligation at that time .
as of february 19 , 2014 , approximately 107 million shares of aag series a preferred stock had been converted into an aggregate of 95 million shares of aag common stock .
the single-dip equity obligations , while outstanding , do not vote or participate in accordance with the terms of the plan .
these equity contract obligations , representing the amount of total single-dip unsecured creditor obligations not satisfied through the issuance of aag series a preferred stock at the effective date , represent an unconditional obligation to transfer a variable number of shares of aag common stock based predominantly on a fixed monetary amount known at inception , and , as such , are not treated as equity , but rather as liabilities until the 120 th day after emergence .
at the 120 th day after emergence , aag will issue a variable amount of aag common stock necessary to satisfy the obligation amount at emergence , plus accrued dividends of 12% ( 12 % ) per annum , calculated daily , through the 120 th day after emergence , based on the volume weighted average price of the shares of aag common stock , at a 3.5% ( 3.5 % ) discount , as specified in the plan and subject to there being a sufficient number of shares remaining for issuance to unsecured creditors under the plan .
in exchange for employees' contributions to the successful reorganization of aag , including agreeing to reductions in pay and benefits , aag and american agreed in the plan to provide each employee group a deemed claim which was used to provide a distribution of a portion of the equity of the reorganized entity to those employees .
each employee group received a deemed claim amount based upon a fixed percentage of the distributions to be made to general unsecured claimholders .
the fair value based on the expected number of shares to be distributed to satisfy this deemed claim was approximately $ 1.7 billion .
on the effective date , aag made an initial distribution of $ 595 million in common stock and american paid approximately $ 300 million in cash to cover payroll taxes related to the equity distribution .
as of december 31 , 2013 , the remaining liability to certain american labor groups and employees of $ 849 million is based upon the estimated fair value of the shares of aag common stock expected to be issued in satisfaction of such obligation , measured as if the obligation were settled using the trading price of aag common stock at december 31 , 2013 .
increases in the trading price of aag common stock after december 31 , 2013 , could cause a decrease in the fair value measurement of the remaining obligation , and vice-versa .
american will record this obligation at fair value primarily through the 120 th day after emergence , at which time the obligation will be materially settled. |
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dd4b908e6 | american tower corporation and subsidiaries notes to consolidated financial statements 2014 ( continued ) 7 .
derivative financial instruments under the terms of the credit facility , the company is required to enter into interest rate protection agreements on at least 50% ( 50 % ) of its variable rate debt .
under these agreements , the company is exposed to credit risk to the extent that a counterparty fails to meet the terms of a contract .
such exposure is limited to the current value of the contract at the time the counterparty fails to perform .
the company believes its contracts as of december 31 , 2004 are with credit worthy institutions .
as of december 31 , 2004 , the company had two interest rate caps outstanding with an aggregate notional amount of $ 350.0 million ( each at an interest rate of 6.0% ( 6.0 % ) ) that expire in 2006 .
as of december 31 , 2003 , the company had three interest rate caps outstanding with an aggregate notional amount of $ 500.0 million ( each at a rate of 5.0% ( 5.0 % ) ) that expired in 2004 .
as of december 31 , 2004 and 2003 , there was no fair value associated with any of these interest rate caps .
during the year ended december 31 , 2003 , the company recorded an unrealized loss of approximately $ 0.3 million ( net of a tax benefit of approximately $ 0.2 million ) in other comprehensive loss for the change in fair value of cash flow hedges and reclassified $ 5.9 million ( net of a tax benefit of approximately $ 3.2 million ) into results of operations .
during the year ended december 31 , 2002 , the company recorded an unrealized loss of approximately $ 9.1 million ( net of a tax benefit of approximately $ 4.9 million ) in other comprehensive loss for the change in fair value of cash flow hedges and reclassified $ 19.5 million ( net of a tax benefit of approximately $ 10.5 million ) into results of operations .
hedge ineffectiveness resulted in a gain of approximately $ 1.0 million for the year ended december 31 , 2002 , which is recorded in other expense in the accompanying consolidated statement of operations .
the company records the changes in fair value of its derivative instruments that are not accounted for as hedges in other expense .
the company did not reclassify any derivative losses into its statement of operations for the year ended december 31 , 2004 and does not anticipate reclassifying any derivative losses into its statement of operations within the next twelve months , as there are no amounts included in other comprehensive loss as of december 31 , 2004 .
8 .
commitments and contingencies lease obligations 2014the company leases certain land , office and tower space under operating leases that expire over various terms .
many of the leases contain renewal options with specified increases in lease payments upon exercise of the renewal option .
escalation clauses present in operating leases , excluding those tied to cpi or other inflation-based indices , are straight-lined over the term of the lease .
( see note 1. ) future minimum rental payments under non-cancelable operating leases include payments for certain renewal periods at the company 2019s option because failure to renew could result in a loss of the applicable tower site and related revenues from tenant leases , thereby making it reasonably assured that the company will renew the lease .
such payments in effect at december 31 , 2004 are as follows ( in thousands ) : year ending december 31 .
2005 | $ 106116
---------- | ---------
2006 | 106319
2007 | 106095
2008 | 106191
2009 | 106214
thereafter | 1570111
total | $ 2101046
aggregate rent expense ( including the effect of straight-line rent expense ) under operating leases for the years ended december 31 , 2004 , 2003 and 2002 approximated $ 118741000 , $ 113956000 , and $ 109644000 , respectively. |
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dd4ba796a | competitive supply aes 2019s competitive supply line of business consists of generating facilities that sell electricity directly to wholesale customers in competitive markets .
additionally , as compared to the contract generation segment discussed above , these generating facilities generally sell less than 75% ( 75 % ) of their output pursuant to long-term contracts with pre-determined pricing provisions and/or sell into power pools , under shorter-term contracts or into daily spot markets .
the prices paid for electricity under short-term contracts and in the spot markets are unpredictable and can be , and from time to time have been , volatile .
the results of operations of aes 2019s competitive supply business are also more sensitive to the impact of market fluctuations in the price of electricity , natural gas , coal and other raw materials .
in the united kingdom , txu europe entered administration in november 2002 and is no longer performing under its contracts with drax and barry .
as described in the footnotes and in other sections of the discussion and analysis of financial condition and results of operations , txu europe 2019s failure to perform under its contracts has had a material adverse effect on the results of operations of these businesses .
two aes competitive supply businesses , aes wolf hollow , l.p .
and granite ridge have fuel supply agreements with el paso merchant energy l.p .
an affiliate of el paso corp. , which has encountered financial difficulties .
the company does not believe the financial difficulties of el paso corp .
will have a material adverse effect on el paso merchant energy l.p . 2019s performance under the supply agreement ; however , there can be no assurance that a further deterioration in el paso corp 2019s financial condition will not have a material adverse effect on the ability of el paso merchant energy l.p .
to perform its obligations .
while el paso corp 2019s financial condition may not have a material adverse effect on el paso merchant energy , l.p .
at this time , it could lead to a default under the aes wolf hollow , l.p . 2019s fuel supply agreement , in which case aes wolf hollow , l.p . 2019s lenders may seek to declare a default under its credit agreements .
aes wolf hollow , l.p .
is working in concert with its lenders to explore options to avoid such a default .
the revenues from our facilities that distribute electricity to end-use customers are generally subject to regulation .
these businesses are generally required to obtain third party approval or confirmation of rate increases before they can be passed on to the customers through tariffs .
these businesses comprise the large utilities and growth distribution segments of the company .
revenues from contract generation and competitive supply are not regulated .
the distribution of revenues between the segments for the years ended december 31 , 2002 , 2001 and 2000 is as follows: .
| 2002 | 2001 | 2000
------------------- | ------------ | ------------ | ------------
large utilities | 36% ( 36 % ) | 21% ( 21 % ) | 22% ( 22 % )
growth distribution | 14% ( 14 % ) | 21% ( 21 % ) | 21% ( 21 % )
contract generation | 29% ( 29 % ) | 32% ( 32 % ) | 27% ( 27 % )
competitive supply | 21% ( 21 % ) | 26% ( 26 % ) | 30% ( 30 % )
development costs certain subsidiaries and affiliates of the company ( domestic and non-u.s. ) are in various stages of developing and constructing greenfield power plants , some but not all of which have signed long-term contracts or made similar arrangements for the sale of electricity .
successful completion depends upon overcoming substantial risks , including , but not limited to , risks relating to failures of siting , financing , construction , permitting , governmental approvals or the potential for termination of the power sales contract as a result of a failure to meet certain milestones .
as of december 31 , 2002 , capitalized costs for projects under development and in early stage construction were approximately $ 15 million and capitalized costs for projects under construction were approximately $ 3.2 billion .
the company believes |
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dd4b91a8e | celanese corporation and subsidiaries notes to consolidated financial statements ( continued ) 2022 amend certain material agreements governing bcp crystal 2019s indebtedness ; 2022 change the business conducted by celanese holdings and its subsidiaries ; and 2022 enter into hedging agreements that restrict dividends from subsidiaries .
in addition , the senior credit facilities require bcp crystal to maintain the following financial covenants : a maximum total leverage ratio , a maximum bank debt leverage ratio , a minimum interest coverage ratio and maximum capital expenditures limitation .
the maximum consolidated net bank debt to adjusted ebitda ratio , as defined , previously required under the senior credit facilities , was eliminated when the company amended the facilities in january 2005 .
as of december 31 , 2005 , the company was in compliance with all of the financial covenants related to its debt agreements .
the maturation of the company 2019s debt , including short term borrowings , is as follows : ( in $ millions ) .
| total ( in$ millions )
---------------- | ----------------------
2006 | 155
2007 | 29
2008 | 22
2009 | 40
2010 | 28
thereafter ( 1 ) | 3163
total | 3437
( 1 ) includes $ 2 million purchase accounting adjustment to assumed debt .
17 .
benefit obligations pension obligations .
pension obligations are established for benefits payable in the form of retirement , disability and surviving dependent pensions .
the benefits offered vary according to the legal , fiscal and economic conditions of each country .
the commitments result from participation in defined contribution and defined benefit plans , primarily in the u.s .
benefits are dependent on years of service and the employee 2019s compensation .
supplemental retirement benefits provided to certain employees are non-qualified for u.s .
tax purposes .
separate trusts have been established for some non-qualified plans .
defined benefit pension plans exist at certain locations in north america and europe .
as of december 31 , 2005 , the company 2019s u.s .
qualified pension plan represented greater than 85% ( 85 % ) and 75% ( 75 % ) of celanese 2019s pension plan assets and liabilities , respectively .
independent trusts or insurance companies administer the majority of these plans .
actuarial valuations for these plans are prepared annually .
the company sponsors various defined contribution plans in europe and north america covering certain employees .
employees may contribute to these plans and the company will match these contributions in varying amounts .
contributions to the defined contribution plans are based on specified percentages of employee contributions and they aggregated $ 12 million for the year ended decem- ber 31 , 2005 , $ 8 million for the nine months ended december 31 , 2004 , $ 3 million for the three months ended march 31 , 2004 and $ 11 million for the year ended december 31 , 2003 .
in connection with the acquisition of cag , the purchaser agreed to pre-fund $ 463 million of certain pension obligations .
during the nine months ended december 31 , 2004 , $ 409 million was pre-funded to the company 2019s pension plans .
the company contributed an additional $ 54 million to the non-qualified pension plan 2019s rabbi trusts in february 2005 .
in connection with the company 2019s acquisition of vinamul and acetex , the company assumed certain assets and obligations related to the acquired pension plans .
the company recorded liabilities of $ 128 million for these pension plans .
total pension assets acquired amounted to $ 85 million. |
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dd4bc229c | ( 2 ) for purposes of calculating the ratio of earnings to fixed charges , earnings consist of earnings before income taxes minus income from equity investees plus fixed charges .
fixed charges consist of interest expense and the portion of rental expense we believe is representative of the interest component of rental expense .
( a ) for the years ended december 31 , 2010 and 2009 , earnings available for fixed charges were inadequate to cover fixed charges by $ 37.0 million and $ 461.2 million , respectively .
( 3 ) ebitda is defined as consolidated net income ( loss ) before interest expense , income tax expense ( benefit ) , depreciation , and amortization .
adjusted ebitda , which is a measure defined in our credit agreements , is calculated by adjusting ebitda for certain items of income and expense including ( but not limited to ) the following : ( a ) non-cash equity-based compensation ; ( b ) goodwill impairment charges ; ( c ) sponsor fees ; ( d ) certain consulting fees ; ( e ) debt-related legal and accounting costs ; ( f ) equity investment income and losses ; ( g ) certain severance and retention costs ; ( h ) gains and losses from the early extinguishment of debt ; ( i ) gains and losses from asset dispositions outside the ordinary course of business ; and ( j ) non-recurring , extraordinary or unusual gains or losses or expenses .
we have included a reconciliation of ebitda and adjusted ebitda in the table below .
both ebitda and adjusted ebitda are considered non-gaap financial measures .
generally , a non-gaap financial measure is a numerical measure of a company 2019s performance , financial position or cash flows that either excludes or includes amounts that are not normally included or excluded in the most directly comparable measure calculated and presented in accordance with gaap .
non-gaap measures used by the company may differ from similar measures used by other companies , even when similar terms are used to identify such measures .
we believe that ebitda and adjusted ebitda provide helpful information with respect to our operating performance and cash flows including our ability to meet our future debt service , capital expenditures and working capital requirements .
adjusted ebitda also provides helpful information as it is the primary measure used in certain financial covenants contained in our credit agreements .
the following unaudited table sets forth reconciliations of net income ( loss ) to ebitda and ebitda to adjusted ebitda for the periods presented: .
( in millions ) | years ended december 31 , 2013 | years ended december 31 , 2012 | years ended december 31 , 2011 | years ended december 31 , 2010 | years ended december 31 , 2009
------------------------------------------------------ | ------------------------------ | ------------------------------ | ------------------------------ | ------------------------------ | ------------------------------
net income ( loss ) | $ 132.8 | $ 119.0 | $ 17.1 | $ -29.2 ( 29.2 ) | $ -373.4 ( 373.4 )
depreciation and amortization | 208.2 | 210.2 | 204.9 | 209.4 | 218.2
income tax expense ( benefit ) | 62.7 | 67.1 | 11.2 | -7.8 ( 7.8 ) | -87.8 ( 87.8 )
interest expense net | 250.1 | 307.4 | 324.2 | 391.9 | 431.7
ebitda | 653.8 | 703.7 | 557.4 | 564.3 | 188.7
non-cash equity-based compensation | 8.6 | 22.1 | 19.5 | 11.5 | 15.9
sponsor fees | 2.5 | 5.0 | 5.0 | 5.0 | 5.0
consulting and debt-related professional fees | 0.1 | 0.6 | 5.1 | 15.1 | 14.1
goodwill impairment | 2014 | 2014 | 2014 | 2014 | 241.8
net loss ( gain ) on extinguishments of long-term debt | 64.0 | 17.2 | 118.9 | -2.0 ( 2.0 ) | 2014
litigation net ( i ) | -4.1 ( 4.1 ) | 4.3 | 2014 | 2014 | 2014
ipo- and secondary-offering related expenses | 75.0 | 2014 | 2014 | 2014 | 2014
other adjustments ( ii ) | 8.6 | 13.7 | 11.4 | 7.9 | -0.1 ( 0.1 )
adjusted ebitda | $ 808.5 | $ 766.6 | $ 717.3 | $ 601.8 | $ 465.4
( i ) relates to unusual , non-recurring litigation matters .
( ii ) includes certain retention costs and equity investment income , certain severance costs in 2009 and a gain related to the sale of the informacast software and equipment in 2009. |
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dd4bf791a | from those currently anticipated and expressed in such forward-looking statements as a result of a number of factors , including those we discuss under 201crisk factors 201d and elsewhere in this form 10-k .
you should read 201crisk factors 201d and 201cforward-looking statements . 201d executive overview general american water works company , inc .
( herein referred to as 201camerican water 201d or the 201ccompany 201d ) is the largest investor-owned united states water and wastewater utility company , as measured both by operating revenues and population served .
our approximately 6400 employees provide drinking water , wastewater and other water related services to an estimated 15 million people in 47 states and in one canadian province .
our primary business involves the ownership of water and wastewater utilities that provide water and wastewater services to residential , commercial , industrial and other customers .
our regulated businesses that provide these services are generally subject to economic regulation by state regulatory agencies in the states in which they operate .
the federal government and the states also regulate environmental , health and safety and water quality matters .
our regulated businesses provide services in 16 states and serve approximately 3.2 million customers based on the number of active service connections to our water and wastewater networks .
we report the results of these businesses in our regulated businesses segment .
we also provide services that are not subject to economic regulation by state regulatory agencies .
we report the results of these businesses in our market-based operations segment .
in 2014 , we continued the execution of our strategic goals .
our commitment to growth through investment in our regulated infrastructure and expansion of our regulated customer base and our market-based operations , combined with operational excellence led to continued improvement in regulated operating efficiency , improved performance of our market-based operations , and enabled us to provide increased value to our customers and investors .
during the year , we focused on growth , addressed regulatory lag , made more efficient use of capital and improved our regulated operation and maintenance ( 201co&m 201d ) efficiency ratio .
2014 financial results for the year ended december 31 , 2014 , we continued to increase net income , while making significant capital investment in our infrastructure and implementing operational efficiency improvements to keep customer rates affordable .
highlights of our 2014 operating results compared to 2013 and 2012 include: .
| 2014 | 2013 | 2012
------------------------------------------------------- | ---------------- | ---------------- | ----------------
income from continuing operations | $ 2.39 | $ 2.07 | $ 2.10
income ( loss ) from discontinued operations net of tax | $ -0.04 ( 0.04 ) | $ -0.01 ( 0.01 ) | $ -0.09 ( 0.09 )
diluted earnings per share | $ 2.35 | $ 2.06 | $ 2.01
continuing operations income from continuing operations included 4 cents per diluted share of costs resulting from the freedom industries chemical spill in west virginia in 2014 and included 14 cents per diluted share in 2013 related to a tender offer .
earnings from continuing operations , adjusted for these two items , increased 10% ( 10 % ) , or 22 cents per share , mainly due to favorable operating results from our regulated businesses segment due to higher revenues and lower operating expenses , partially offset by higher depreciation expenses .
also contributing to the overall increase in income from continuing operations was lower interest expense in 2014 compared to the same period in 2013. |
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dd4c21cba | table of contents primarily to certain undistributed foreign earnings for which no u.s .
taxes are provided because such earnings are intended to be indefinitely reinvested outside the u.s .
the lower effective tax rate in 2010 as compared to 2009 is due primarily to an increase in foreign earnings on which u.s .
income taxes have not been provided as such earnings are intended to be indefinitely reinvested outside the u.s .
as of september 25 , 2010 , the company had deferred tax assets arising from deductible temporary differences , tax losses , and tax credits of $ 2.4 billion , and deferred tax liabilities of $ 5.0 billion .
management believes it is more likely than not that forecasted income , including income that may be generated as a result of certain tax planning strategies , together with future reversals of existing taxable temporary differences , will be sufficient to fully recover the deferred tax assets .
the company will continue to evaluate the realizability of deferred tax assets quarterly by assessing the need for and amount of a valuation allowance .
the internal revenue service ( the 201cirs 201d ) has completed its field audit of the company 2019s federal income tax returns for the years 2004 through 2006 and proposed certain adjustments .
the company has contested certain of these adjustments through the irs appeals office .
the irs is currently examining the years 2007 through 2009 .
all irs audit issues for years prior to 2004 have been resolved .
during the third quarter of 2010 , the company reached a tax settlement with the irs for the years 2002 through 2003 .
in addition , the company is subject to audits by state , local , and foreign tax authorities .
management believes that adequate provision has been made for any adjustments that may result from tax examinations .
however , the outcome of tax audits cannot be predicted with certainty .
if any issues addressed in the company 2019s tax audits are resolved in a manner not consistent with management 2019s expectations , the company could be required to adjust its provision for income taxes in the period such resolution occurs .
liquidity and capital resources the following table presents selected financial information and statistics as of and for the three years ended september 25 , 2010 ( in millions ) : as of september 25 , 2010 , the company had $ 51 billion in cash , cash equivalents and marketable securities , an increase of $ 17 billion from september 26 , 2009 .
the principal component of this net increase was the cash generated by operating activities of $ 18.6 billion , which was partially offset by payments for acquisition of property , plant and equipment of $ 2 billion and payments made in connection with business acquisitions , net of cash acquired , of $ 638 million .
the company 2019s marketable securities investment portfolio is invested primarily in highly rated securities , generally with a minimum rating of single-a or equivalent .
as of september 25 , 2010 and september 26 , 2009 , $ 30.8 billion and $ 17.4 billion , respectively , of the company 2019s cash , cash equivalents and marketable securities were held by foreign subsidiaries and are generally based in u.s .
dollar-denominated holdings .
the company believes its existing balances of cash , cash equivalents and marketable securities will be sufficient to satisfy its working capital needs , capital asset purchases , outstanding commitments and other liquidity requirements associated with its existing operations over the next 12 months. .
| 2010 | 2009 | 2008
----------------------------------------------- | ------- | ------- | -------
cash cash equivalents and marketable securities | $ 51011 | $ 33992 | $ 24490
accounts receivable net | $ 5510 | $ 3361 | $ 2422
inventories | $ 1051 | $ 455 | $ 509
working capital | $ 20956 | $ 20049 | $ 18645
annual operating cash flow | $ 18595 | $ 10159 | $ 9596 |
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dd4ba7f28 | sales of unregistered securities not applicable .
repurchases of equity securities the following table provides information regarding our purchases of our equity securities during the period from october 1 , 2017 to december 31 , 2017 .
total number of shares ( or units ) purchased 1 average price paid per share ( or unit ) 2 total number of shares ( or units ) purchased as part of publicly announced plans or programs 3 maximum number ( or approximate dollar value ) of shares ( or units ) that may yet be purchased under the plans or programs 3 .
| total number ofshares ( or units ) purchased1 | average price paidper share ( or unit ) 2 | total number ofshares ( or units ) purchased as part ofpublicly announcedplans or programs3 | maximum number ( orapproximate dollar value ) of shares ( or units ) that may yet be purchasedunder the plans orprograms3
--------------- | --------------------------------------------- | ----------------------------------------- | ------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------
october 1 - 31 | 1231868 | $ 20.74 | 1230394 | $ 214001430
november 1 - 30 | 1723139 | $ 18.89 | 1722246 | $ 181474975
december 1 - 31 | 1295639 | $ 20.25 | 1285000 | $ 155459545
total | 4250646 | $ 19.84 | 4237640 |
1 included shares of our common stock , par value $ 0.10 per share , withheld under the terms of grants under employee stock-based compensation plans to offset tax withholding obligations that occurred upon vesting and release of restricted shares ( the 201cwithheld shares 201d ) .
we repurchased 1474 withheld shares in october 2017 , 893 withheld shares in november 2017 and 10639 withheld shares in december 2017 , for a total of 13006 withheld shares during the three-month period .
2 the average price per share for each of the months in the fiscal quarter and for the three-month period was calculated by dividing the sum of the applicable period of the aggregate value of the tax withholding obligations and the aggregate amount we paid for shares acquired under our share repurchase program , described in note 5 to the consolidated financial statements , by the sum of the number of withheld shares and the number of shares acquired in our share repurchase program .
3 in february 2017 , the board authorized a share repurchase program to repurchase from time to time up to $ 300.0 million , excluding fees , of our common stock ( the 201c2017 share repurchase program 201d ) .
on february 14 , 2018 , we announced that our board had approved a new share repurchase program to repurchase from time to time up to $ 300.0 million , excluding fees , of our common stock .
the new authorization is in addition to any amounts remaining for repurchase under the 2017 share repurchase program .
there is no expiration date associated with the share repurchase programs. |
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dd4c35d50 | item 2 : properties information concerning applied 2019s properties is set forth below: .
( square feet in thousands ) | united states | other countries | total
---------------------------- | ------------- | --------------- | -----
owned | 4530 | 2417 | 6947
leased | 1037 | 1341 | 2378
total | 5567 | 3758 | 9325
because of the interrelation of applied 2019s operations , properties within a country may be shared by the segments operating within that country .
the company 2019s headquarters offices are in santa clara , california .
products in semiconductor systems are manufactured in santa clara , california ; austin , texas ; gloucester , massachusetts ; kalispell , montana ; rehovot , israel ; and singapore .
remanufactured equipment products in the applied global services segment are produced primarily in austin , texas .
products in the display and adjacent markets segment are manufactured in alzenau , germany and tainan , taiwan .
other products are manufactured in treviso , italy .
applied also owns and leases offices , plants and warehouse locations in many locations throughout the world , including in europe , japan , north america ( principally the united states ) , israel , china , india , korea , southeast asia and taiwan .
these facilities are principally used for manufacturing ; research , development and engineering ; and marketing , sales and customer support .
applied also owns a total of approximately 269 acres of buildable land in montana , texas , california , israel and italy that could accommodate additional building space .
applied considers the properties that it owns or leases as adequate to meet its current and future requirements .
applied regularly assesses the size , capability and location of its global infrastructure and periodically makes adjustments based on these assessments. |
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dd4c473d4 | the impairment tests performed for intangible assets as of july 31 , 2013 , 2012 and 2011 indicated no impairment charges were required .
estimated amortization expense for finite-lived intangible assets for each of the five succeeding years is as follows : ( in millions ) .
year | amount
---- | ------
2014 | $ 156
2015 | 126
2016 | 91
2017 | 74
2018 | 24
indefinite-lived acquired management contracts in july 2013 , in connection with the credit suisse etf transaction , the company acquired $ 231 million of indefinite-lived management contracts .
in march 2012 , in connection with the claymore transaction , the company acquired $ 163 million of indefinite-lived etp management contracts .
finite-lived acquired management contracts in october 2013 , in connection with the mgpa transaction , the company acquired $ 29 million of finite-lived management contracts with a weighted-average estimated useful life of approximately eight years .
in september 2012 , in connection with the srpep transaction , the company acquired $ 40 million of finite- lived management contracts with a weighted-average estimated useful life of approximately 10 years .
11 .
other assets at march 31 , 2013 , blackrock held an approximately one- third economic equity interest in private national mortgage acceptance company , llc ( 201cpnmac 201d ) , which is accounted for as an equity method investment and is included in other assets on the consolidated statements of financial condition .
on may 8 , 2013 , pennymac became the sole managing member of pnmac in connection with an initial public offering of pennymac ( the 201cpennymac ipo 201d ) .
as a result of the pennymac ipo , blackrock recorded a noncash , nonoperating pre-tax gain of $ 39 million related to the carrying value of its equity method investment .
subsequent to the pennymac ipo , the company contributed 6.1 million units of its investment to a new donor advised fund ( the 201ccharitable contribution 201d ) .
the fair value of the charitable contribution was $ 124 million and is included in general and administration expenses on the consolidated statements of income .
in connection with the charitable contribution , the company also recorded a noncash , nonoperating pre-tax gain of $ 80 million related to the contributed investment and a tax benefit of approximately $ 48 million .
the carrying value and fair value of the company 2019s remaining interest ( approximately 20% ( 20 % ) or 16 million shares and units ) was approximately $ 127 million and $ 273 million , respectively , at december 31 , 2013 .
the fair value of the company 2019s interest reflected the pennymac stock price at december 31 , 2013 ( level 1 input ) .
12 .
borrowings short-term borrowings the carrying value of short-term borrowings at december 31 , 2012 included $ 100 million under the 2012 revolving credit facility .
2013 revolving credit facility .
in march 2011 , the company entered into a five-year $ 3.5 billion unsecured revolving credit facility ( the 201c2011 credit facility 201d ) .
in march 2012 , the 2011 credit facility was amended to extend the maturity date by one year to march 2017 and in april 2012 the amount of the aggregate commitment was increased to $ 3.785 billion ( the 201c2012 credit facility 201d ) .
in march 2013 , the company 2019s credit facility was amended to extend the maturity date by one year to march 2018 and the amount of the aggregate commitment was increased to $ 3.990 billion ( the 201c2013 credit facility 201d ) .
the 2013 credit facility permits the company to request up to an additional $ 1.0 billion of borrowing capacity , subject to lender credit approval , increasing the overall size of the 2013 credit facility to an aggregate principal amount not to exceed $ 4.990 billion .
interest on borrowings outstanding accrues at a rate based on the applicable london interbank offered rate plus a spread .
the 2013 credit facility requires the company not to exceed a maximum leverage ratio ( ratio of net debt to earnings before interest , taxes , depreciation and amortization , where net debt equals total debt less unrestricted cash ) of 3 to 1 , which was satisfied with a ratio of less than 1 to 1 at december 31 , 2013 .
the 2013 credit facility provides back- up liquidity , funds ongoing working capital for general corporate purposes and funds various investment opportunities .
at december 31 , 2013 , the company had no amount outstanding under the 2013 credit facility .
commercial paper program .
on october 14 , 2009 , blackrock established a commercial paper program ( the 201ccp program 201d ) under which the company could issue unsecured commercial paper notes ( the 201ccp notes 201d ) on a private placement basis up to a maximum aggregate amount outstanding at any time of $ 3.0 billion .
on may 13 , 2011 , blackrock increased the maximum aggregate amount that may be borrowed under the cp program to $ 3.5 billion .
on may 17 , 2012 , blackrock increased the maximum aggregate amount to $ 3.785 billion .
in april 2013 , blackrock increased the maximum aggregate amount for which the company could issue unsecured cp notes on a private-placement basis up to a maximum aggregate amount outstanding at any time of $ 3.990 billion .
the commercial paper program is currently supported by the 2013 credit facility .
at december 31 , 2013 and 2012 , blackrock had no cp notes outstanding. |
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dd4beceb6 | our initial estimate of fraud losses , fines and other charges on our understanding of the rules and operating regulations published by the networks and preliminary communications with the networks .
we have now reached resolution with and made payments to the networks , resulting in charges that were less than our initial estimates .
the primary difference between our initial estimates and the final charges relates to lower fraud related costs attributed to this event than previously expected .
the following table reflects the activity in our accrual for fraud losses , fines and other charges for the twelve months ended may 31 , 2013 ( in thousands ) : .
balance at may 31 2012 | $ 67436
---------------------- | ----------------
adjustments | -31781 ( 31781 )
subtotal | 35655
payments | -35655 ( 35655 )
balance at may 31 2013 | $ 2014
we were insured under policies that provided coverage of certain costs associated with this event .
the policies provided a total of $ 30.0 million in policy limits and contained various sub-limits of liability and other terms , conditions and limitations , including a $ 1.0 million deductible per claim .
as of fiscal year 2013 , we received assessments from certain networks and submitted additional claims to the insurers and recorded $ 20.0 million in additional insurance recoveries based on our negotiations with our insurers .
we will record receivables for any additional recoveries in the periods in which we determine such recovery is probable and the amount can be reasonably estimated .
a class action arising out of the processing system intrusion was filed against us on april 4 , 2012 by natalie willingham ( individually and on behalf of a putative nationwide class ) ( the 201cplaintiff 201d ) .
specifically , ms .
willingham alleged that we failed to maintain reasonable and adequate procedures to protect her personally identifiable information ( 201cpii 201d ) which she claims resulted in two fraudulent charges on her credit card in march 2012 .
further , ms .
willingham asserted that we failed to timely notify the public of the data breach .
based on these allegations , ms .
willingham asserted claims for negligence , violation of the federal stored communications act , willful violation of the fair credit reporting act , negligent violation of the fair credit reporting act , violation of georgia 2019s unfair and deceptive trade practices act , negligence per se , breach of third-party beneficiary contract , and breach of implied contract .
ms .
willingham sought an unspecified amount of damages and injunctive relief .
the lawsuit was filed in the united states district court for the northern district of georgia .
on may 14 , 2012 , we filed a motion to dismiss .
on july 11 , 2012 , plaintiff filed a motion for leave to amend her complaint , and on july 16 , 2012 , the court granted that motion .
she then filed an amended complaint on july 16 , 2012 .
the amended complaint did not add any new causes of action .
instead , it added two new named plaintiffs ( nadine and robert hielscher ) ( together with plaintiff , the 201cplaintiffs 201d ) and dropped plaintiff 2019s claim for negligence per se .
on august 16 , 2012 , we filed a motion to dismiss the plaintiffs 2019 amended complaint .
the plaintiffs filed their response in opposition to our motion to dismiss on october 5 , 2012 , and we subsequently filed our reply brief on october 22 , 2012 .
the magistrate judge issued a report and recommendation recommending dismissal of all of plaintiffs 2019 claims with prejudice .
the plaintiffs subsequently agreed to voluntarily dismiss the lawsuit with prejudice , with each party bearing its own fees and costs .
this was the only consideration exchanged by the parties in connection with plaintiffs 2019 voluntary dismissal with prejudice of the lawsuit .
the lawsuit was dismissed with prejudice on march 6 , 2013 .
note 3 2014settlement processing assets and obligations we are designated as a merchant service provider by mastercard and an independent sales organization by visa .
these designations are dependent upon member clearing banks ( 201cmember 201d ) sponsoring us and our adherence to the standards of the networks .
we have primary financial institution sponsors in the various markets where we facilitate payment transactions with whom we have sponsorship or depository and clearing agreements .
these agreements allow us to route transactions under the member banks 2019 control and identification numbers to clear credit card transactions through mastercard and visa .
in certain markets , we are members in various payment networks , allowing us to process and fund transactions without third-party sponsorship. |
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dd4bfb0c4 | packaging corporation of america notes to consolidated financial statements ( continued ) december 31 , 2006 4 .
stock-based compensation ( continued ) as of december 31 , 2006 , there was $ 8330000 of total unrecognized compensation costs related to the restricted stock awards .
the company expects to recognize the cost of these stock awards over a weighted-average period of 2.5 years .
5 .
accrued liabilities the components of accrued liabilities are as follows: .
( in thousands ) | december 31 , 2006 | december 31 , 2005
----------------------------------------------- | ------------------ | ------------------
bonuses and incentives | $ 29822 | $ 21895
medical insurance and workers 2019 compensation | 18279 | 18339
vacation and holiday pay | 14742 | 14159
customer volume discounts and rebates | 13777 | 13232
franchise and property taxes | 8432 | 8539
payroll and payroll taxes | 5465 | 4772
other | 9913 | 5889
total | $ 100430 | $ 86825
6 .
employee benefit plans and other postretirement benefits in connection with the acquisition from pactiv , pca and pactiv entered into a human resources agreement which , among other items , granted pca employees continued participation in the pactiv pension plan for a period of up to five years following the closing of the acquisition for an agreed upon fee .
effective january 1 , 2003 , pca adopted a mirror-image pension plan for eligible hourly employees to succeed the pactiv pension plan in which pca hourly employees had participated though december 31 , 2002 .
the pca pension plan for hourly employees recognizes service earned under both the pca plan and the prior pactiv plan .
benefits earned under the pca plan are reduced by retirement benefits earned under the pactiv plan through december 31 , 2002 .
all assets and liabilities associated with benefits earned through december 31 , 2002 for hourly employees and retirees of pca were retained by the pactiv plan .
effective may 1 , 2004 , pca adopted a grandfathered pension plan for certain salaried employees who had previously participated in the pactiv pension plan pursuant to the above mentioned human resource agreement .
the benefit formula for the new pca pension plan for salaried employees is comparable to that of the pactiv plan except that the pca plan uses career average base pay in the benefit formula in lieu of final average base pay .
the pca pension plan for salaried employees recognizes service earned under both the pca plan and the prior pactiv plan .
benefits earned under the pca plan are reduced by retirement benefits earned under the pactiv plan through april 30 , 2004 .
all assets and liabilities associated with benefits earned through april 30 , 2004 for salaried employees and retirees of pca were retained by the pactiv plan .
pca maintains a supplemental executive retirement plan ( 201cserp 201d ) , which augments pension benefits for eligible executives ( excluding the ceo ) earned under the pca pension plan for salaried employees .
benefits are determined using the same formula as the pca pension plan but in addition to counting |
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dd4bdb65c | 2016 compared to 2015 net revenue consists of operating revenues net of : 1 ) fuel , fuel-related expenses , and gas purchased for resale , 2 ) purchased power expenses , and 3 ) other regulatory charges ( credits ) .
following is an analysis of the change in net revenue comparing 2016 to 2015 .
amount ( in millions ) .
| amount ( in millions )
--------------------- | ----------------------
2015 net revenue | $ 696.3
retail electric price | 12.9
volume/weather | 4.7
net wholesale revenue | -2.4 ( 2.4 )
reserve equalization | -2.8 ( 2.8 )
other | -3.3 ( 3.3 )
2016 net revenue | $ 705.4
the retail electric price variance is primarily due to a $ 19.4 million net annual increase in revenues , as approved by the mpsc , effective with the first billing cycle of july 2016 , and an increase in revenues collected through the storm damage rider . a0 see note 2 to the financial statements for more discussion of the formula rate plan and the storm damage rider .
the volume/weather variance is primarily due to an increase of 153 gwh , or 1% ( 1 % ) , in billed electricity usage , including an increase in industrial usage , partially offset by the effect of less favorable weather on residential and commercial sales .
the increase in industrial usage is primarily due to expansion projects in the pulp and paper industry , increased demand for existing customers , primarily in the metals industry , and new customers in the wood products industry .
the net wholesale revenue variance is primarily due to entergy mississippi 2019s exit from the system agreement in november 2015 .
the reserve equalization revenue variance is primarily due to the absence of reserve equalization revenue as compared to the same period in 2015 resulting from entergy mississippi 2019s exit from the system agreement in november other income statement variances 2017 compared to 2016 other operation and maintenance expenses decreased primarily due to : 2022 a decrease of $ 12 million in fossil-fueled generation expenses primarily due to lower long-term service agreement costs and a lower scope of work done during plant outages in 2017 as compared to the same period in 2016 ; and 2022 a decrease of $ 3.6 million in storm damage provisions .
see note 2 to the financial statements for a discussion on storm cost recovery .
the decrease was partially offset by an increase of $ 4.8 million in energy efficiency costs and an increase of $ 2.7 million in compensation and benefits costs primarily due to higher incentive-based compensation accruals in 2017 as compared to the prior year .
entergy mississippi , inc .
management 2019s financial discussion and analysis |
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dd4b9cccc | 15 .
leases in january 1996 , the company entered into a lease agreement with an unrelated third party for a new corporate office facility , which the company occupied in february 1997 .
in may 2004 , the company entered into the first amendment to this lease agreement , effective january 1 , 2004 .
the lease was extended from an original period of 10 years , with an option for five additional years , to a period of 18 years from the inception date , with an option for five additional years .
the company incurred lease rental expense related to this facility of $ 1.3 million in 2008 , 2007 and 2006 .
the future minimum lease payments are $ 1.4 million per annum from january 1 , 2009 to december 31 , 2014 .
the future minimum lease payments from january 1 , 2015 through december 31 , 2019 will be determined based on prevailing market rental rates at the time of the extension , if elected .
the amended lease also provided for the lessor to reimburse the company for up to $ 550000 in building refurbishments completed through march 31 , 2006 .
these amounts have been recorded as a reduction of lease expense over the remaining term of the lease .
the company has also entered into various noncancellable operating leases for equipment and office space .
office space lease expense totaled $ 9.3 million , $ 6.3 million and $ 4.7 million for the years ended december 31 , 2008 , 2007 and 2006 , respectively .
future minimum lease payments under noncancellable operating leases for office space in effect at december 31 , 2008 are $ 8.8 million in 2009 , $ 6.6 million in 2010 , $ 3.0 million in 2011 , $ 1.8 million in 2012 and $ 1.1 million in 2013 .
16 .
royalty agreements the company has entered into various renewable , nonexclusive license agreements under which the company has been granted access to the licensor 2019s technology and the right to sell the technology in the company 2019s product line .
royalties are payable to developers of the software at various rates and amounts , which generally are based upon unit sales or revenue .
royalty fees are reported in cost of goods sold and were $ 6.3 million , $ 5.2 million and $ 3.9 million for the years ended december 31 , 2008 , 2007 and 2006 , respectively .
17 .
geographic information revenue to external customers is attributed to individual countries based upon the location of the customer .
revenue by geographic area is as follows: .
( in thousands ) | year ended december 31 , 2008 | year ended december 31 , 2007 | year ended december 31 , 2006
------------------- | ----------------------------- | ----------------------------- | -----------------------------
united states | $ 151688 | $ 131777 | $ 94282
germany | 68390 | 50973 | 34567
japan | 66960 | 50896 | 35391
canada | 8033 | 4809 | 4255
other european | 127246 | 108971 | 70184
other international | 56022 | 37914 | 24961
total revenue | $ 478339 | $ 385340 | $ 263640 |
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dd4c0e5c0 | consist of first and second liens , the charge-off amounts for the pool are proportionate to the composition of first and second liens in the pool .
our experience has been that the ratio of first to second lien loans has been consistent over time and is appropriately represented in our pools used for roll-rate calculations .
generally , our variable-rate home equity lines of credit have either a seven or ten year draw period , followed by a 20 year amortization term .
during the draw period , we have home equity lines of credit where borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest .
based upon outstanding balances at december 31 , 2012 , the following table presents the periods when home equity lines of credit draw periods are scheduled to end .
table 39 : home equity lines of credit 2013 draw period end in millions interest product principal interest product .
in millions | interestonlyproduct | principalandinterestproduct
------------------- | ------------------- | ---------------------------
2013 | $ 1338 | $ 221
2014 | 2048 | 475
2015 | 2024 | 654
2016 | 1571 | 504
2017 | 3075 | 697
2018 and thereafter | 5497 | 4825
total ( a ) | $ 15553 | $ 7376
( a ) includes approximately $ 166 million , $ 208 million , $ 213 million , $ 61 million , $ 70 million and $ 526 million of home equity lines of credit with balloon payments with draw periods scheduled to end in 2013 , 2014 , 2015 , 2016 , 2017 and 2018 and thereafter , respectively .
we view home equity lines of credit where borrowers are paying principal and interest under the draw period as less risky than those where the borrowers are paying interest only , as these borrowers have a demonstrated ability to make some level of principal and interest payments .
based upon outstanding balances , and excluding purchased impaired loans , at december 31 , 2012 , for home equity lines of credit for which the borrower can no longer draw ( e.g. , draw period has ended or borrowing privileges have been terminated ) , approximately 3.86% ( 3.86 % ) were 30-89 days past due and approximately 5.96% ( 5.96 % ) were greater than or equal to 90 days past due .
generally , when a borrower becomes 60 days past due , we terminate borrowing privileges , and those privileges are not subsequently reinstated .
at that point , we continue our collection/recovery processes , which may include a loss mitigation loan modification resulting in a loan that is classified as a tdr .
see note 5 asset quality in the notes to consolidated financial statements in item 8 of this report for additional information .
loan modifications and troubled debt restructurings consumer loan modifications we modify loans under government and pnc-developed programs based upon our commitment to help eligible homeowners and borrowers avoid foreclosure , where appropriate .
initially , a borrower is evaluated for a modification under a government program .
if a borrower does not qualify under a government program , the borrower is then evaluated under a pnc program .
our programs utilize both temporary and permanent modifications and typically reduce the interest rate , extend the term and/or defer principal .
temporary and permanent modifications under programs involving a change to loan terms are generally classified as tdrs .
further , certain payment plans and trial payment arrangements which do not include a contractual change to loan terms may be classified as tdrs .
additional detail on tdrs is discussed below as well as in note 5 asset quality in the notes to consolidated financial statements in item 8 of this report .
a temporary modification , with a term between three and 60 months , involves a change in original loan terms for a period of time and reverts to a calculated exit rate for the remaining term of the loan as of a specific date .
a permanent modification , with a term greater than 60 months , is a modification in which the terms of the original loan are changed .
permanent modifications primarily include the government-created home affordable modification program ( hamp ) or pnc-developed hamp-like modification programs .
for consumer loan programs , such as residential mortgages and home equity loans and lines , we will enter into a temporary modification when the borrower has indicated a temporary hardship and a willingness to bring current the delinquent loan balance .
examples of this situation often include delinquency due to illness or death in the family , or a loss of employment .
permanent modifications are entered into when it is confirmed that the borrower does not possess the income necessary to continue making loan payments at the current amount , but our expectation is that payments at lower amounts can be made .
residential mortgage and home equity loans and lines have been modified with changes in terms for up to 60 months , although the majority involve periods of three to 24 months .
we also monitor the success rates and delinquency status of our loan modification programs to assess their effectiveness in serving our customers 2019 needs while mitigating credit losses .
the following tables provide the number of accounts and unpaid principal balance of modified consumer real estate related loans as well as the number of accounts and unpaid principal balance of modified loans that were 60 days or more past due as of six months , nine months , twelve months and fifteen months after the modification date .
the pnc financial services group , inc .
2013 form 10-k 91 |
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dd4c5efa2 | 2011 , effectively handling the 3% ( 3 % ) increase in carloads .
maintenance activities and weather disruptions , combined with higher volume levels , led to a 4% ( 4 % ) decrease in average train speed in 2010 compared to a record set in 2009 .
average terminal dwell time 2013 average terminal dwell time is the average time that a rail car spends at our terminals .
lower average terminal dwell time improves asset utilization and service .
average terminal dwell time increased 3% ( 3 % ) in 2011 compared to 2010 .
additional volume , weather challenges , track replacement programs , and a shift of traffic mix to more manifest shipments , which require additional terminal processing , all contributed to the increase .
average terminal dwell time increased 2% ( 2 % ) in 2010 compared to 2009 , driven in part by our network plan to increase the length of numerous trains to improve overall efficiency , which resulted in higher terminal dwell time for some cars .
average rail car inventory 2013 average rail car inventory is the daily average number of rail cars on our lines , including rail cars in storage .
lower average rail car inventory reduces congestion in our yards and sidings , which increases train speed , reduces average terminal dwell time , and improves rail car utilization .
average rail car inventory decreased slightly in 2011 compared to 2010 , as we continued to adjust the size of our freight car fleet .
average rail car inventory decreased 3% ( 3 % ) in 2010 compared to 2009 , while we handled a 13% ( 13 % ) increase in carloads during the period compared to 2009 .
we maintained more freight cars off-line and retired a number of old freight cars , which drove the decrease .
gross and revenue ton-miles 2013 gross ton-miles are calculated by multiplying the weight of loaded and empty freight cars by the number of miles hauled .
revenue ton-miles are calculated by multiplying the weight of freight by the number of tariff miles .
gross and revenue-ton-miles increased 5% ( 5 % ) in 2011 compared to 2010 , driven by a 3% ( 3 % ) increase in carloads and mix changes to heavier commodity groups , notably a 5% ( 5 % ) increase in energy shipments .
gross and revenue-ton-miles increased 10% ( 10 % ) and 9% ( 9 % ) , respectively , in 2010 compared to 2009 due to a 13% ( 13 % ) increase in carloads .
commodity mix changes ( notably automotive shipments ) drove the variance in year-over-year growth between gross ton-miles , revenue ton-miles and carloads .
operating ratio 2013 operating ratio is our operating expenses reflected as a percentage of operating revenue .
our operating ratio increased 0.1 points to 70.7% ( 70.7 % ) in 2011 versus 2010 .
higher fuel prices , inflation and weather related costs , partially offset by core pricing gains and productivity initiatives , drove the increase .
our operating ratio improved 5.5 points to 70.6% ( 70.6 % ) in 2010 and 1.3 points to 76.1% ( 76.1 % ) in 2009 .
efficiently leveraging volume increases , core pricing gains , and productivity initiatives drove the improvement in 2010 and more than offset the impact of higher fuel prices during the year .
employees 2013 employee levels were up 5% ( 5 % ) in 2011 versus 2010 , driven by a 3% ( 3 % ) increase in volume levels , a higher number of trainmen , engineers , and yard employees receiving training during the year , and increased work on capital projects .
employee levels were down 1% ( 1 % ) in 2010 compared to 2009 despite a 13% ( 13 % ) increase in volume levels .
we leveraged the additional volumes through network efficiencies and other productivity initiatives .
in addition , we successfully managed the growth of our full- time-equivalent train and engine force levels at a rate less than half of our carload growth in 2010 .
all other operating functions and support organizations reduced their full-time-equivalent force levels , benefiting from continued productivity initiatives .
customer satisfaction index 2013 our customer satisfaction survey asks customers to rate how satisfied they are with our performance over the last 12 months on a variety of attributes .
a higher score indicates higher customer satisfaction .
we believe that improvement in survey results in 2011 generally reflects customer recognition of our service quality supported by our capital investment program .
return on average common shareholders 2019 equity millions , except percentages 2011 2010 2009 .
millions except percentages | 2011 | 2010 | 2009
------------------------------------------------ | ---------------- | ---------------- | ----------------
net income | $ 3292 | $ 2780 | $ 1890
average equity | $ 18171 | $ 17282 | $ 16058
return on average commonshareholders 2019 equity | 18.1% ( 18.1 % ) | 16.1% ( 16.1 % ) | 11.8% ( 11.8 % ) |
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dd497b06a | 53management's discussion and analysis of financial condition and results of operations in order to borrow funds under the 5-year credit facility , the company must be in compliance with various conditions , covenants and representations contained in the agreements .
the company was in compliance with the terms of the 5-year credit facility at december 31 , 2006 .
the company has never borrowed under its domestic revolving credit facilities .
utilization of the non-u.s .
credit facilities may also be dependent on the company's ability to meet certain conditions at the time a borrowing is requested .
contractual obligations , guarantees , and other purchase commitments contractual obligations summarized in the table below are the company's obligations and commitments to make future payments under debt obligations ( assuming earliest possible exercise of put rights by holders ) , lease payment obligations , and purchase obligations as of december 31 , 2006 .
payments due by period ( 1 ) ( in millions ) total 2007 2008 2009 2010 2011 thereafter .
( in millions ) | payments due by period ( 1 ) total | payments due by period ( 1 ) 2007 | payments due by period ( 1 ) 2008 | payments due by period ( 1 ) 2009 | payments due by period ( 1 ) 2010 | payments due by period ( 1 ) 2011 | payments due by period ( 1 ) thereafter
----------------------------- | ---------------------------------- | --------------------------------- | --------------------------------- | --------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------------
long-term debt obligations | $ 4134 | $ 1340 | $ 198 | $ 4 | $ 534 | $ 607 | $ 1451
lease obligations | 2328 | 351 | 281 | 209 | 178 | 158 | 1151
purchase obligations | 1035 | 326 | 120 | 26 | 12 | 12 | 539
total contractual obligations | $ 7497 | $ 2017 | $ 599 | $ 239 | $ 724 | $ 777 | $ 3141
( 1 ) amounts included represent firm , non-cancelable commitments .
debt obligations : at december 31 , 2006 , the company's long-term debt obligations , including current maturities and unamortized discount and issue costs , totaled $ 4.1 billion , as compared to $ 4.0 billion at december 31 , 2005 .
a table of all outstanding long-term debt securities can be found in note 4 , ""debt and credit facilities'' to the company's consolidated financial statements .
lease obligations : the company owns most of its major facilities , but does lease certain office , factory and warehouse space , land , and information technology and other equipment under principally non-cancelable operating leases .
at december 31 , 2006 , future minimum lease obligations , net of minimum sublease rentals , totaled $ 2.3 billion .
rental expense , net of sublease income , was $ 241 million in 2006 , $ 250 million in 2005 and $ 205 million in 2004 .
purchase obligations : the company has entered into agreements for the purchase of inventory , license of software , promotional agreements , and research and development agreements which are firm commitments and are not cancelable .
the longest of these agreements extends through 2015 .
total payments expected to be made under these agreements total $ 1.0 billion .
commitments under other long-term agreements : the company has entered into certain long-term agreements to purchase software , components , supplies and materials from suppliers .
most of the agreements extend for periods of one to three years ( three to five years for software ) .
however , generally these agreements do not obligate the company to make any purchases , and many permit the company to terminate the agreement with advance notice ( usually ranging from 60 to 180 days ) .
if the company were to terminate these agreements , it generally would be liable for certain termination charges , typically based on work performed and supplier on-hand inventory and raw materials attributable to canceled orders .
the company's liability would only arise in the event it terminates the agreements for reasons other than ""cause.'' the company also enters into a number of arrangements for the sourcing of supplies and materials with minimum purchase commitments and take-or-pay obligations .
the majority of the minimum purchase obligations under these contracts are over the life of the contract as opposed to a year-by-year take-or-pay .
if these agreements were terminated at december 31 , 2006 , the company's obligation would not have been significant .
the company does not anticipate the cancellation of any of these agreements in the future .
subsequent to the end of 2006 , the company entered into take-or-pay arrangements with suppliers through may 2009 with minimum purchase obligations of $ 2.2 billion during that period .
the company estimates purchases during that period that exceed the minimum obligations .
the company outsources certain corporate functions , such as benefit administration and information technology-related services .
these contracts are expected to expire in 2013 .
the total remaining payments under these contracts are approximately $ 1.3 billion over the remaining seven years ; however , these contracts can be %%transmsg*** transmitting job : c11830 pcn : 055000000 *** %%pcmsg| |00030|yes|no|02/28/2007 13:05|0|1|page is valid , no graphics -- color : n| |
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dd4c33f0a | icos corporation on january 29 , 2007 , we acquired all of the outstanding common stock of icos corporation ( icos ) , our partner in the lilly icos llc joint venture for the manufacture and sale of cialis for the treatment of erectile dysfunction .
the acquisition brought the full value of cialis to us and enabled us to realize operational effi ciencies in the further development , marketing , and selling of this product .
the aggregate cash purchase price of approximately $ 2.3 bil- lion was fi nanced through borrowings .
the acquisition has been accounted for as a business combination under the purchase method of accounting , resulting in goodwill of $ 646.7 million .
no portion of this goodwill was deductible for tax purposes .
we determined the following estimated fair values for the assets acquired and liabilities assumed as of the date of acquisition .
estimated fair value at january 29 , 2007 .
cash and short-term investments | $ 197.7
-------------------------------------------- | ----------------
developed product technology ( cialis ) 1 | 1659.9
tax benefit of net operating losses | 404.1
goodwill | 646.7
long-term debt assumed | -275.6 ( 275.6 )
deferred taxes | -583.5 ( 583.5 )
other assets and liabilities 2014 net | -32.1 ( 32.1 )
acquired in-process research and development | 303.5
total purchase price | $ 2320.7
1this intangible asset will be amortized over the remaining expected patent lives of cialis in each country ; patent expiry dates range from 2015 to 2017 .
new indications for and formulations of the cialis compound in clinical testing at the time of the acquisition represented approximately 48 percent of the estimated fair value of the acquired ipr&d .
the remaining value of acquired ipr&d represented several other products in development , with no one asset comprising a signifi cant por- tion of this value .
the discount rate we used in valuing the acquired ipr&d projects was 20 percent , and the charge for acquired ipr&d of $ 303.5 million recorded in the fi rst quarter of 2007 was not deductible for tax purposes .
other acquisitions during the second quarter of 2007 , we acquired all of the outstanding stock of both hypnion , inc .
( hypnion ) , a privately held neuroscience drug discovery company focused on sleep disorders , and ivy animal health , inc .
( ivy ) , a privately held applied research and pharmaceutical product development company focused on the animal health industry , for $ 445.0 million in cash .
the acquisition of hypnion provided us with a broader and more substantive presence in the area of sleep disorder research and ownership of hy10275 , a novel phase ii compound with a dual mechanism of action aimed at promoting better sleep onset and sleep maintenance .
this was hypnion 2019s only signifi cant asset .
for this acquisi- tion , we recorded an acquired ipr&d charge of $ 291.1 million , which was not deductible for tax purposes .
because hypnion was a development-stage company , the transaction was accounted for as an acquisition of assets rather than as a business combination and , therefore , goodwill was not recorded .
the acquisition of ivy provides us with products that complement those of our animal health business .
this acquisition has been accounted for as a business combination under the purchase method of accounting .
we allocated $ 88.7 million of the purchase price to other identifi able intangible assets , primarily related to marketed products , $ 37.0 million to acquired ipr&d , and $ 25.0 million to goodwill .
the other identifi able intangible assets are being amortized over their estimated remaining useful lives of 10 to 20 years .
the $ 37.0 million allocated to acquired ipr&d was charged to expense in the second quarter of 2007 .
goodwill resulting from this acquisition was fully allocated to the animal health business segment .
the amount allocated to each of the intangible assets acquired , including goodwill of $ 25.0 million and the acquired ipr&d of $ 37.0 million , was deductible for tax purposes .
product acquisitions in june 2008 , we entered into a licensing and development agreement with transpharma medical ltd .
( trans- pharma ) to acquire rights to its product and related drug delivery system for the treatment of osteoporosis .
the product , which is administered transdermally using transpharma 2019s proprietary technology , was in phase ii clinical testing , and had no alternative future use .
under the arrangement , we also gained non-exclusive access to trans- pharma 2019s viaderm drug delivery system for the product .
as with many development-phase products , launch of the |
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dd4c02784 | a valuation allowance totaling $ 43.9 million , $ 40.4 million and $ 40.1 million as of 2012 , 2011 and 2010 year end , respectively , has been established for deferred income tax assets primarily related to certain subsidiary loss carryforwards that may not be realized .
realization of the net deferred income tax assets is dependent on generating sufficient taxable income prior to their expiration .
although realization is not assured , management believes it is more- likely-than-not that the net deferred income tax assets will be realized .
the amount of the net deferred income tax assets considered realizable , however , could change in the near term if estimates of future taxable income during the carryforward period fluctuate .
the following is a reconciliation of the beginning and ending amounts of unrecognized tax benefits for 2012 , 2011 and ( amounts in millions ) 2012 2011 2010 .
( amounts in millions ) | 2012 | 2011 | 2010
-------------------------------------------------------- | ------------ | ------------ | ------------
unrecognized tax benefits at beginning of year | $ 11.0 | $ 11.1 | $ 17.5
gross increases 2013 tax positions in prior periods | 0.7 | 0.5 | 0.6
gross decreases 2013 tax positions in prior periods | -4.9 ( 4.9 ) | -0.4 ( 0.4 ) | -0.4 ( 0.4 )
gross increases 2013 tax positions in the current period | 1.2 | 2.8 | 3.1
settlements with taxing authorities | 2013 | -1.2 ( 1.2 ) | -9.5 ( 9.5 )
increase related to acquired business | 2013 | 2013 | 0.4
lapsing of statutes of limitations | -1.2 ( 1.2 ) | -1.8 ( 1.8 ) | -0.6 ( 0.6 )
unrecognized tax benefits at end of year | $ 6.8 | $ 11.0 | $ 11.1
of the $ 6.8 million , $ 11.0 million and $ 11.1 million of unrecognized tax benefits as of 2012 , 2011 and 2010 year end , respectively , approximately $ 4.1 million , $ 9.1 million and $ 11.1 million , respectively , would impact the effective income tax rate if recognized .
interest and penalties related to unrecognized tax benefits are recorded in income tax expense .
during 2012 and 2011 , the company reversed a net $ 0.5 million and $ 1.4 million , respectively , of interest and penalties to income associated with unrecognized tax benefits .
as of 2012 , 2011 and 2010 year end , the company has provided for $ 1.6 million , $ 1.6 million and $ 2.8 million , respectively , of accrued interest and penalties related to unrecognized tax benefits .
the unrecognized tax benefits and related accrued interest and penalties are included in 201cother long-term liabilities 201d on the accompanying consolidated balance sheets .
snap-on and its subsidiaries file income tax returns in the united states and in various state , local and foreign jurisdictions .
it is reasonably possible that certain unrecognized tax benefits may either be settled with taxing authorities or the statutes of limitations for such items may lapse within the next 12 months , causing snap-on 2019s gross unrecognized tax benefits to decrease by a range of zero to $ 2.4 million .
over the next 12 months , snap-on anticipates taking uncertain tax positions on various tax returns for which the related tax benefit does not meet the recognition threshold .
accordingly , snap-on 2019s gross unrecognized tax benefits may increase by a range of zero to $ 1.6 million over the next 12 months for uncertain tax positions expected to be taken in future tax filings .
with few exceptions , snap-on is no longer subject to u.s .
federal and state/local income tax examinations by tax authorities for years prior to 2008 , and snap-on is no longer subject to non-u.s .
income tax examinations by tax authorities for years prior to 2006 .
the undistributed earnings of all non-u.s .
subsidiaries totaled $ 492.2 million , $ 416.4 million and $ 386.5 million as of 2012 , 2011 and 2010 year end , respectively .
snap-on has not provided any deferred taxes on these undistributed earnings as it considers the undistributed earnings to be permanently invested .
determination of the amount of unrecognized deferred income tax liability related to these earnings is not practicable .
2012 annual report 83 |
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dd4c00ce0 | leveraged performance units during fiscal 2015 , certain executives were granted performance units that we refer to as leveraged performance units , or lpus .
lpus contain a market condition based on our relative stock price growth over a three-year performance period .
the lpus contain a minimum threshold performance which , if not met , would result in no payout .
the lpus also contain a maximum award opportunity set as a fixed dollar and fixed number of shares .
after the three-year performance period , one-third of any earned units converts to unrestricted common stock .
the remaining two-thirds convert to restricted stock that will vest in equal installments on each of the first two anniversaries of the conversion date .
we recognize share-based compensation expense based on the grant date fair value of the lpus , as determined by use of a monte carlo model , on a straight-line basis over the requisite service period for each separately vesting portion of the lpu award .
total shareholder return units before fiscal 2015 , certain of our executives were granted total shareholder return ( 201ctsr 201d ) units , which are performance-based restricted stock units that are earned based on our total shareholder return over a three-year performance period compared to companies in the s&p 500 .
once the performance results are certified , tsr units convert into unrestricted common stock .
depending on our performance , the grantee may earn up to 200% ( 200 % ) of the target number of shares .
the target number of tsr units for each executive is set by the compensation committee .
we recognize share-based compensation expense based on the grant date fair value of the tsr units , as determined by use of a monte carlo model , on a straight-line basis over the vesting period .
the following table summarizes the changes in unvested share-based awards for the years ended may 31 , 2016 and 2015 ( shares in thousands ) : shares weighted-average grant-date fair value .
| shares | weighted-averagegrant-datefair value
----------------------- | ------------ | ------------------------------------
unvested at may 31 2014 | 1754 | $ 22.72
granted | 954 | 36.21
vested | -648 ( 648 ) | 23.17
forfeited | -212 ( 212 ) | 27.03
unvested at may 31 2015 | 1848 | 28.97
granted | 461 | 57.04
vested | -633 ( 633 ) | 27.55
forfeited | -70 ( 70 ) | 34.69
unvested at may 31 2016 | 1606 | $ 37.25
including the restricted stock , performance units and tsr units described above , the total fair value of share- based awards vested during the years ended may 31 , 2016 , 2015 and 2014 was $ 17.4 million , $ 15.0 million and $ 28.7 million , respectively .
for these share-based awards , we recognized compensation expense of $ 28.8 million , $ 19.8 million and $ 28.2 million in the years ended may 31 , 2016 , 2015 and 2014 , respectively .
as of may 31 , 2016 , there was $ 42.6 million of unrecognized compensation expense related to unvested share-based awards that we expect to recognize over a weighted-average period of 1.9 years .
our share-based award plans provide for accelerated vesting under certain conditions .
employee stock purchase plan we have an employee stock purchase plan under which the sale of 4.8 million shares of our common stock has been authorized .
employees may designate up to the lesser of $ 25000 or 20% ( 20 % ) of their annual compensation for the purchase of our common stock .
the price for shares purchased under the plan is 85% ( 85 % ) of the market value on 84 2013 global payments inc .
| 2016 form 10-k annual report |
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dd4c1f3fc | entergy louisiana , llc and subsidiaries management 2019s financial discussion and analysis plan to spin off the utility 2019s transmission business see the 201cplan to spin off the utility 2019s transmission business 201d section of entergy corporation and subsidiaries management 2019s financial discussion and analysis for a discussion of this matter , including the planned retirement of debt and preferred securities .
results of operations net income 2011 compared to 2010 net income increased $ 242.5 million primarily due to a settlement with the irs related to the mark-to-market income tax treatment of power purchase contracts , which resulted in a $ 422 million income tax benefit .
the net income effect was partially offset by a $ 199 million regulatory charge , which reduced net revenue , because a portion of the benefit will be shared with customers .
see note 3 to the financial statements for additional discussion of the settlement and benefit sharing .
2010 compared to 2009 net income decreased slightly by $ 1.4 million primarily due to higher other operation and maintenance expenses , a higher effective income tax rate , and higher interest expense , almost entirely offset by higher net revenue .
net revenue 2011 compared to 2010 net revenue consists of operating revenues net of : 1 ) fuel , fuel-related expenses , and gas purchased for resale , 2 ) purchased power expenses , and 3 ) other regulatory charges ( credits ) .
following is an analysis of the change in net revenue comparing 2011 to 2010 .
amount ( in millions ) .
| amount ( in millions )
------------------------------------- | ----------------------
2010 net revenue | $ 1043.7
mark-to-market tax settlement sharing | -195.9 ( 195.9 )
retail electric price | 32.5
volume/weather | 11.6
other | -5.7 ( 5.7 )
2011 net revenue | $ 886.2
the mark-to-market tax settlement sharing variance results from a regulatory charge because a portion of the benefits of a settlement with the irs related to the mark-to-market income tax treatment of power purchase contracts will be shared with customers , slightly offset by the amortization of a portion of that charge beginning in october 2011 .
see notes 3 and 8 to the financial statements for additional discussion of the settlement and benefit sharing .
the retail electric price variance is primarily due to a formula rate plan increase effective may 2011 .
see note 2 to the financial statements for discussion of the formula rate plan increase. |
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dd4bf0aca | kinder morgan , inc .
form 10-k indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by section 13 or 15 ( d ) of the securities exchange act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days .
yes f06f no f0fe indicate by check mark whether the registrant has submitted electronically and posted on its corporate website , if any , every interactive data file required to be submitted and posted pursuant to rule 405 of regulation s-t during the preceding 12 months ( or for such shorter period that the registrant was required to submit and post such files ) .
yes f06f no f06f indicate by check mark if disclosure of delinquent filers pursuant to item 405 of regulation s-k is not contained herein , and will not be contained , to the best of registrant 2019s knowledge , in definitive proxy or information statements incorporated by reference in part iii of this form 10-k or any amendment to this form 10-k .
f0fe indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non-accelerated filer , or a smaller reporting company ( as defined in rule 12b-2 of the securities exchange act of 1934 ) .
large accelerated filer f06f accelerated filer f06f non-accelerated filer f0fe smaller reporting company f06f indicate by check mark whether the registrant is a shell company ( as defined in rule 12b-2 of the securities exchange act of 1934 ) .
yes f06f no f0fe as of june 30 , 2010 , the registrant was a privately held company , and therefore the market value of its common equity held by nonaffiliates was zero .
as of february 16 , 2011 , the registrant had the following number of shares of common stock outstanding: .
class a common stock | 597213410
-------------------- | ---------
class b common stock | 100000000
class c common stock | 2462927
class p common stock | 109786590
explanatory note prior to the consummation of its february 2011 initial public offering , kinder morgan , inc. , was a delaware limited liability company named kinder morgan holdco llc whose unitholders became stockholders of kinder morgan , inc .
upon the completion of its initial public offering .
except as disclosed in the accompanying report , the consolidated financial statements and selected historical consolidated financial data and other historical financial information included in this report are those of kinder morgan holdco llc or its predecessor and their respective subsidiaries and do not give effect to the conversion .
kinder morgan holdco llc 2019s wholly owned subsidiary , kinder morgan , inc. , who was not the registrant under our initial public offering , has changed its name to kinder morgan kansas , inc. |
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dd4bc54e2 | increase in dividends paid .
free cash flow is defined as cash provided by operating activities less cash used in investing activities and dividends paid .
free cash flow is not considered a financial measure under accounting principles generally accepted in the u.s .
( gaap ) by sec regulation g and item 10 of sec regulation s-k and may not be defined and calculated by other companies in the same manner .
we believe free cash flow is important to management and investors in evaluating our financial performance and measures our ability to generate cash without additional external financings .
free cash flow should be considered in addition to , rather than as a substitute for , cash provided by operating activities .
the following table reconciles cash provided by operating activities ( gaap measure ) to free cash flow ( non-gaap measure ) : millions 2013 2012 2011 .
millions | 2013 | 2012 | 2011
------------------------------------- | -------------- | -------------- | --------------
cash provided by operating activities | $ 6823 | $ 6161 | $ 5873
cash used in investing activities | -3405 ( 3405 ) | -3633 ( 3633 ) | -3119 ( 3119 )
dividends paid | -1333 ( 1333 ) | -1146 ( 1146 ) | -837 ( 837 )
free cash flow | $ 2085 | $ 1382 | $ 1917
2014 outlook f0b7 safety 2013 operating a safe railroad benefits our employees , our customers , our shareholders , and the communities we serve .
we will continue using a multi-faceted approach to safety , utilizing technology , risk assessment , quality control , training and employee engagement , and targeted capital investments .
we will continue using and expanding the deployment of total safety culture and courage to care throughout our operations , which allows us to identify and implement best practices for employee and operational safety .
derailment prevention and the reduction of grade crossing incidents are also critical aspects of our safety programs .
we will continue our efforts to increase detection of rail defects ; improve or close crossings ; and educate the public and law enforcement agencies about crossing safety through a combination of our own programs ( including risk assessment strategies ) , various industry programs and local community activities across our network .
f0b7 network operations 2013 we believe the railroad is capable of handling growing volumes while providing high levels of customer service .
our track structure is in excellent condition , and certain sections of our network have surplus line and terminal capacity .
we are in a solid resource position , with sufficient supplies of locomotives , freight cars and crews to support growth .
f0b7 fuel prices 2013 uncertainty about the economy makes projections of fuel prices difficult .
we again could see volatile fuel prices during the year , as they are sensitive to global and u.s .
domestic demand , refining capacity , geopolitical events , weather conditions and other factors .
to reduce the impact of fuel price on earnings , we will continue seeking cost recovery from our customers through our fuel surcharge programs and expanding our fuel conservation efforts .
f0b7 capital plan 2013 in 2014 , we plan to make total capital investments of approximately $ 3.9 billion , including expenditures for positive train control ( ptc ) , which may be revised if business conditions warrant or if new laws or regulations affect our ability to generate sufficient returns on these investments .
( see further discussion in this item 7 under liquidity and capital resources 2013 capital plan. ) f0b7 positive train control 2013 in response to a legislative mandate to implement ptc by the end of 2015 , we have invested $ 1.2 billion in capital expenditures and plan to spend an additional $ 450 million during 2014 on developing and deploying ptc .
we currently estimate that ptc , in accordance with implementing rules issued by the federal rail administration ( fra ) , will cost us approximately $ 2 billion by the end of the project .
this includes costs for installing the new system along our tracks , upgrading locomotives to work with the new system , and adding digital data communication equipment to integrate the various components of the system and achieve interoperability for the industry .
although it is unlikely that the rail industry will meet the current mandatory 2015 deadline ( as the fra indicated in its 2012 report to congress ) , we are making a good faith effort to do so and we are working closely with regulators as we implement this new technology. |
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dd4c15da2 | edwards lifesciences corporation notes to consolidated financial statements 2014 ( continued ) future minimum lease payments ( including interest ) under noncancelable operating leases and aggregate debt maturities at december 31 , 2004 were as follows ( in millions ) : aggregate operating debt leases maturities 2005*************************************************************** $ 13.1 $ 2014 2006*************************************************************** 11.5 2014 2007*************************************************************** 8.9 2014 2008*************************************************************** 8.0 2014 2009*************************************************************** 7.2 2014 thereafter ********************************************************** 1.1 267.1 total obligations and commitments************************************** $ 49.8 $ 267.1 included in debt at december 31 , 2004 and 2003 were unsecured notes denominated in japanese yen of a57.0 billion ( us$ 67.1 million ) and a56.0 billion ( us$ 55.8 million ) , respectively .
certain facilities and equipment are leased under operating leases expiring at various dates .
most of the operating leases contain renewal options .
total expense for all operating leases was $ 14.0 million , $ 12.3 million , and $ 6.8 million for the years 2004 , 2003 and 2002 , respectively .
11 .
financial instruments and risk management fair values of financial instruments the consolidated financial statements include financial instruments whereby the fair market value of such instruments may differ from amounts reflected on a historical basis .
financial instruments of the company consist of cash deposits , accounts and other receivables , investments in unconsolidated affiliates , accounts payable , certain accrued liabilities and debt .
the fair values of certain investments in unconsolidated affiliates are estimated based on quoted market prices .
for other investments , various methods are used to estimate fair value , including external valuations and discounted cash flows .
the carrying amount of the company 2019s long-term debt approximates fair market value based on prevailing market rates .
the company 2019s other financial instruments generally approximate their fair values based on the short-term nature of these instruments. .
| operating leases | aggregate debt maturities
--------------------------------- | ---------------- | -------------------------
2005 | $ 13.1 | $ 2014
2006 | 11.5 | 2014
2007 | 8.9 | 2014
2008 | 8.0 | 2014
2009 | 7.2 | 2014
thereafter | 1.1 | 267.1
total obligations and commitments | $ 49.8 | $ 267.1
edwards lifesciences corporation notes to consolidated financial statements 2014 ( continued ) future minimum lease payments ( including interest ) under noncancelable operating leases and aggregate debt maturities at december 31 , 2004 were as follows ( in millions ) : aggregate operating debt leases maturities 2005*************************************************************** $ 13.1 $ 2014 2006*************************************************************** 11.5 2014 2007*************************************************************** 8.9 2014 2008*************************************************************** 8.0 2014 2009*************************************************************** 7.2 2014 thereafter ********************************************************** 1.1 267.1 total obligations and commitments************************************** $ 49.8 $ 267.1 included in debt at december 31 , 2004 and 2003 were unsecured notes denominated in japanese yen of a57.0 billion ( us$ 67.1 million ) and a56.0 billion ( us$ 55.8 million ) , respectively .
certain facilities and equipment are leased under operating leases expiring at various dates .
most of the operating leases contain renewal options .
total expense for all operating leases was $ 14.0 million , $ 12.3 million , and $ 6.8 million for the years 2004 , 2003 and 2002 , respectively .
11 .
financial instruments and risk management fair values of financial instruments the consolidated financial statements include financial instruments whereby the fair market value of such instruments may differ from amounts reflected on a historical basis .
financial instruments of the company consist of cash deposits , accounts and other receivables , investments in unconsolidated affiliates , accounts payable , certain accrued liabilities and debt .
the fair values of certain investments in unconsolidated affiliates are estimated based on quoted market prices .
for other investments , various methods are used to estimate fair value , including external valuations and discounted cash flows .
the carrying amount of the company 2019s long-term debt approximates fair market value based on prevailing market rates .
the company 2019s other financial instruments generally approximate their fair values based on the short-term nature of these instruments. |
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dd4be55f8 | long-term liabilities .
the value of the company 2019s deferred compensation obligations is based on the market value of the participants 2019 notional investment accounts .
the notional investments are comprised primarily of mutual funds , which are based on observable market prices .
mark-to-market derivative asset and liability 2014the company utilizes fixed-to-floating interest-rate swaps , typically designated as fair-value hedges , to achieve a targeted level of variable-rate debt as a percentage of total debt .
the company also employs derivative financial instruments in the form of variable-to-fixed interest rate swaps , classified as economic hedges , in order to fix the interest cost on some of its variable-rate debt .
the company uses a calculation of future cash inflows and estimated future outflows , which are discounted , to determine the current fair value .
additional inputs to the present value calculation include the contract terms , counterparty credit risk , interest rates and market volatility .
other investments 2014other investments primarily represent money market funds used for active employee benefits .
the company includes other investments in other current assets .
note 18 : leases the company has entered into operating leases involving certain facilities and equipment .
rental expenses under operating leases were $ 21 for 2015 , $ 22 for 2014 and $ 23 for 2013 .
the operating leases for facilities will expire over the next 25 years and the operating leases for equipment will expire over the next five years .
certain operating leases have renewal options ranging from one to five years .
the minimum annual future rental commitment under operating leases that have initial or remaining non- cancelable lease terms over the next five years and thereafter are as follows: .
year | amount
---------- | ------
2016 | $ 13
2017 | 12
2018 | 11
2019 | 10
2020 | 8
thereafter | 74
the company has a series of agreements with various public entities ( the 201cpartners 201d ) to establish certain joint ventures , commonly referred to as 201cpublic-private partnerships . 201d under the public-private partnerships , the company constructed utility plant , financed by the company and the partners constructed utility plant ( connected to the company 2019s property ) , financed by the partners .
the company agreed to transfer and convey some of its real and personal property to the partners in exchange for an equal principal amount of industrial development bonds ( 201cidbs 201d ) , issued by the partners under a state industrial development bond and commercial development act .
the company leased back the total facilities , including portions funded by both the company and the partners , under leases for a period of 40 years .
the leases related to the portion of the facilities funded by the company have required payments from the company to the partners that approximate the payments required by the terms of the idbs from the partners to the company ( as the holder of the idbs ) .
as the ownership of the portion of the facilities constructed by the company will revert back to the company at the end of the lease , the company has recorded these as capital leases .
the lease obligation and the receivable for the principal amount of the idbs are presented by the company on a net basis .
the gross cost of the facilities funded by the company recognized as a capital lease asset was $ 156 and $ 157 as of december 31 , 2015 and 2014 , respectively , which is presented in property , plant and equipment in the accompanying consolidated balance sheets .
the future payments under the lease obligations are equal to and offset by the payments receivable under the idbs. |
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dd4c09a2a | operating cash flow from continuing operations for 2017 was $ 2.7 billion , a $ 191 million , or 8 percent increase compared with 2016 , reflecting higher earnings and favorable changes in working capital .
operating cash flow from continuing operations of $ 2.5 billion in 2016 was a 23 percent increase compared to $ 2.0 billion in 2015 , as comparisons benefited from income taxes of $ 424 million paid on the gains from divestitures in 2015 .
at september 30 , 2017 , operating working capital as a percent of sales increased to 6.6 percent due to higher levels of working capital in the acquired valves & controls business , compared with 5.2 percent and 7.2 percent in 2016 and 2015 , respectively .
operating cash flow from continuing operations funded capital expenditures of $ 476 million , dividends of $ 1239 million , common stock purchases of $ 400 million , and was also used to partially pay down debt in 2017 .
proceeds of $ 5.1 billion from the sales of the network power systems and power generation , motors and drives businesses funded acquisitions of $ 2990 million , cash used for discontinued operations of $ 778 million and repayments of short-term borrowings and long-term debt of approximately $ 1.3 billion .
contributions to pension plans were $ 45 million in 2017 , $ 66 million in 2016 and $ 53 million in 2015 .
capital expenditures related to continuing operations were $ 476 million , $ 447 million and $ 588 million in 2017 , 2016 and 2015 , respectively .
free cash flow from continuing operations ( operating cash flow less capital expenditures ) was $ 2.2 billion in 2017 , up 8 percent .
free cash flow was $ 2.1 billion in 2016 , compared with $ 1.5 billion in 2015 .
the company is targeting capital spending of approximately $ 550 million in 2018 .
net cash paid in connection with acquisitions was $ 2990 million , $ 132 million and $ 324 million in 2017 , 2016 and 2015 , respectively .
proceeds from divestitures not classified as discontinued operations were $ 39 million in 2017 and $ 1812 million in 2015 .
dividends were $ 1239 million ( $ 1.92 per share ) in 2017 , compared with $ 1227 million ( $ 1.90 per share ) in 2016 and $ 1269 million ( $ 1.88 per share ) in 2015 .
in november 2017 , the board of directors voted to increase the quarterly cash dividend 1 percent , to an annualized rate of $ 1.94 per share .
purchases of emerson common stock totaled $ 400 million , $ 601 million and $ 2487 million in 2017 , 2016 and 2015 , respectively , at average per share prices of $ 60.51 , $ 48.11 and $ 57.68 .
the board of directors authorized the purchase of up to 70 million common shares in november 2015 , and 56.9 million shares remain available for purchase under this authorization .
the company purchased 6.6 million shares in 2017 under the november 2015 authorization .
in 2016 , the company purchased 12.5 million shares under a combination of the november 2015 authorization and the remainder of the may 2013 authorization .
a total of 43.1 million shares were purchased in 2015 under the may 2013 authorization .
leverage/capitalization ( dollars in millions ) 2015 2016 2017 .
( dollars in millions ) | 2015 | 2016 | 2017
--------------------------------- | ---------------- | ---------------- | ----------------
total assets | $ 22088 | 21732 | 19589
long-term debt | $ 4289 | 4051 | 3794
common stockholders' equity | $ 8081 | 7568 | 8718
total debt-to-total capital ratio | 45.8% ( 45.8 % ) | 46.7% ( 46.7 % ) | 34.8% ( 34.8 % )
net debt-to-net capital ratio | 31.3% ( 31.3 % ) | 31.3% ( 31.3 % ) | 15.4% ( 15.4 % )
operating cash flow-to-debt ratio | 29.8% ( 29.8 % ) | 37.7% ( 37.7 % ) | 57.8% ( 57.8 % )
interest coverage ratio | 20.2x | 11.8x | 12.6x
total debt , which includes long-term debt , current maturities of long-term debt , commercial paper and other short-term borrowings , was $ 4.7 billion , $ 6.6 billion and $ 6.8 billion for 2017 , 2016 and 2015 , respectively .
during the year , the company repaid $ 250 million of 5.125% ( 5.125 % ) notes that matured in december 2016 .
in 2015 , the company issued $ 500 million of 2.625% ( 2.625 % ) notes due december 2021 and $ 500 million of 3.150% ( 3.150 % ) notes due june 2025 , and repaid $ 250 million of 5.0% ( 5.0 % ) notes that matured in december 2014 and $ 250 million of 4.125% ( 4.125 % ) notes that matured in april 2015 .
the total debt-to-capital ratio and the net debt-to-net capital ratio ( less cash and short-term investments ) decreased in 2017 due to lower total debt outstanding and higher common stockholders 2019 equity from changes in other comprehensive income .
the total debt-to-capital ratio and the net debt-to-net capital ratio ( less cash and short-term investments ) increased in 2016 due to lower common stockholders 2019 equity from share repurchases and changes in other comprehensive income .
the operating cash flow from continuing operations-to-debt ratio increased in 2017 primarily due to lower debt in the current year .
the operating cash flow from continuing operations-to- debt ratio increased in 2016 primarily due to taxes paid in 2015 on the divestiture gains and lower debt in 2016 .
the interest coverage ratio is computed as earnings from continuing operations before income taxes plus interest expense , divided by interest expense .
the increase in interest coverage in 2017 reflects lower interest expense in the current year .
the decrease in interest coverage in 2016 reflects lower pretax earnings , largely due to the divestiture gains of $ 1039 million in 2015 , and slightly higher interest expense .
in april 2014 , the company entered into a $ 3.5 billion five- year revolving backup credit facility with various banks , which replaced the december 2010 $ 2.75 billion facility .
the credit facility is maintained to support general corporate purposes , including commercial paper borrowing .
the company has not incurred any borrowings under this or previous facilities .
the credit facility contains no financial covenants and is not subject to termination based on a change of credit rating or material adverse changes .
the facility is unsecured and may be accessed under various interest rate and currency denomination alternatives at the company 2019s option .
fees to maintain the facility are immaterial .
the company also maintains a universal shelf registration statement on file with the sec under which |
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dd4c4e62a | goodwill and other intangible assets goodwill goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination .
the company 2019s reporting units are its operating segments .
during the second quarter of 2017 , the company completed its scheduled annual assessment for goodwill impairment across its eleven reporting units through a quantitative analysis , utilizing a discounted cash flow approach , which incorporates assumptions regarding future growth rates , terminal values , and discount rates .
the two-step quantitative process involved comparing the estimated fair value of each reporting unit to the reporting unit 2019s carrying value , including goodwill .
if the fair value of a reporting unit exceeds its carrying value , goodwill of the reporting unit is considered not to be impaired , and the second step of the impairment test is unnecessary .
if the carrying amount of the reporting unit exceeds its fair value , the second step of the goodwill impairment test would be performed to measure the amount of impairment loss to be recorded , if any .
the company 2019s goodwill impairment assessment for 2017 indicated the estimated fair value of each of its reporting units exceeded its carrying amount by a significant margin .
if circumstances change significantly , the company would also test a reporting unit 2019s goodwill for impairment during interim periods between its annual tests .
there has been no impairment of goodwill in any of the years presented .
in the fourth quarter of 2017 , the company sold the equipment care business , which was a reporting unit , and the goodwill associated with equipment care was disposed of upon sale .
no other events occurred during the second half of 2017 that indicated a need to update the company 2019s conclusions reached during the second quarter of 2017 .
the changes in the carrying amount of goodwill for each of the company 2019s reportable segments are as follows : global global global ( millions ) industrial institutional energy other total .
( millions ) | global industrial | global institutional | global energy | other | total
---------------------------------------- | ----------------- | -------------------- | -------------- | -------------- | ----------------
december 31 2015 | $ 2560.8 | $ 662.7 | $ 3151.5 | $ 115.8 | $ 6490.8
segment change ( a ) | 62.7 | -62.7 ( 62.7 ) | - | - | -
december 31 2015 revised | $ 2623.5 | $ 600.0 | $ 3151.5 | $ 115.8 | $ 6490.8
current year business combinations ( b ) | - | 3.1 | 0.6 | - | 3.7
prior year business combinations ( c ) | 3.5 | - | 0.1 | - | 3.6
reclassifications ( d ) | 3.5 | -0.6 ( 0.6 ) | -2.9 ( 2.9 ) | - | -
effect of foreign currency translation | -45.5 ( 45.5 ) | -11.8 ( 11.8 ) | -55.7 ( 55.7 ) | -2.1 ( 2.1 ) | -115.1 ( 115.1 )
december 31 2016 | $ 2585.0 | $ 590.7 | $ 3093.6 | $ 113.7 | $ 6383.0
current year business combinations ( b ) | 123.4 | 403.7 | 8.1 | 63.9 | 599.1
prior year business combinations ( c ) | -0.2 ( 0.2 ) | - | 0.3 | - | 0.1
dispositions | - | - | - | -42.6 ( 42.6 ) | -42.6 ( 42.6 )
effect of foreign currency translation | 88.8 | 32.6 | 101.7 | 4.4 | 227.5
december 31 2017 | $ 2797.0 | $ 1027.0 | $ 3203.7 | $ 139.4 | $ 7167.1
( a ) relates to establishment of the life sciences reporting unit in the first quarter of 2017 , and goodwill being allocated to life sciences based on a fair value allocation of goodwill .
the life sciences reporting unit is included in the industrial reportable segment and is comprised of operations previously recorded in the food & beverage and healthcare reporting units , which are aggregated and reported in the global industrial and global institutional reportable segments , respectively .
see note 17 for further information .
( b ) for 2017 , the company expects $ 79.2 million of the goodwill related to businesses acquired to be tax deductible .
for 2016 , $ 3.0 million of the goodwill related to businesses acquired is expected to be tax deductible .
( c ) represents purchase price allocation adjustments for acquisitions deemed preliminary as of the end of the prior year .
( d ) represents immaterial reclassifications of beginning balances to conform to the current or prior year presentation due to customer reclassifications across reporting segments completed in the first quarter of the respective year. |
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dd4bd0e78 | liquidity and capital resources the following table summarizes liquidity data as of the dates indicated ( in thousands ) : december 31 , december 31 .
| december 31 2016 | december 31 2015
------------------------------------------------------------------------------- | ---------------- | ----------------
cash and equivalents | $ 227400 | $ 87397
total debt ( 1 ) | 3365687 | 1599695
current maturities ( 2 ) | 68414 | 57494
capacity under credit facilities ( 3 ) | 2550000 | 1947000
availability under credit facilities ( 3 ) | 1019112 | 1337653
total liquidity ( cash and equivalents plus availability on credit facilities ) | 1246512 | 1425050
total debt ( 1 ) 3365687 1599695 current maturities ( 2 ) 68414 57494 capacity under credit facilities ( 3 ) 2550000 1947000 availability under credit facilities ( 3 ) 1019112 1337653 total liquidity ( cash and equivalents plus availability on credit facilities ) 1246512 1425050 ( 1 ) debt amounts reflect the gross values to be repaid ( excluding debt issuance costs of $ 23.9 million and $ 15.0 million as of december 31 , 2016 and 2015 , respectively ) .
( 2 ) debt amounts reflect the gross values to be repaid ( excluding debt issuance costs of $ 2.3 million and $ 1.5 million as of december 31 , 2016 and 2015 , respectively ) .
( 3 ) includes our revolving credit facilities , our receivables securitization facility , and letters of credit .
we assess our liquidity in terms of our ability to fund our operations and provide for expansion through both internal development and acquisitions .
our primary sources of liquidity are cash flows from operations and our credit facilities .
we utilize our cash flows from operations to fund working capital and capital expenditures , with the excess amounts going towards funding acquisitions or paying down outstanding debt .
as we have pursued acquisitions as part of our growth strategy , our cash flows from operations have not always been sufficient to cover our investing activities .
to fund our acquisitions , we have accessed various forms of debt financing , including revolving credit facilities , senior notes , and a receivables securitization facility .
as of december 31 , 2016 , we had debt outstanding and additional available sources of financing , as follows : 2022 senior secured credit facilities maturing in january 2021 , composed of term loans totaling $ 750 million ( $ 732.7 million outstanding at december 31 , 2016 ) and $ 2.45 billion in revolving credit ( $ 1.36 billion outstanding at december 31 , 2016 ) , bearing interest at variable rates ( although a portion of this debt is hedged through interest rate swap contracts ) reduced by $ 72.7 million of amounts outstanding under letters of credit 2022 senior notes totaling $ 600 million , maturing in may 2023 and bearing interest at a 4.75% ( 4.75 % ) fixed rate 2022 euro notes totaling $ 526 million ( 20ac500 million ) , maturing in april 2024 and bearing interest at a 3.875% ( 3.875 % ) fixed rate 2022 receivables securitization facility with availability up to $ 100 million ( $ 100 million outstanding as of december 31 , 2016 ) , maturing in november 2019 and bearing interest at variable commercial paper from time to time , we may undertake financing transactions to increase our available liquidity , such as our january 2016 amendment to our senior secured credit facilities , the issuance of 20ac500 million of euro notes in april 2016 , and the november 2016 amendment to our receivables securitization facility .
the rhiag acquisition was the catalyst for the april issuance of 20ac500 million of euro notes .
given that rhiag is a long term asset , we considered alternative financing options and decided to fund a portion of this acquisition through the issuance of long term notes .
additionally , the interest rates on rhiag's acquired debt ranged between 6.45% ( 6.45 % ) and 7.25% ( 7.25 % ) .
with the issuance of the 20ac500 million of senior notes at a rate of 3.875% ( 3.875 % ) , we were able to replace rhiag's borrowings with long term financing at favorable rates .
this refinancing also provides financial flexibility to execute our long-term growth strategy by freeing up availability under our revolver .
if we see an attractive acquisition opportunity , we have the ability to use our revolver to move quickly and have certainty of funding .
as of december 31 , 2016 , we had approximately $ 1.02 billion available under our credit facilities .
combined with approximately $ 227.4 million of cash and equivalents at december 31 , 2016 , we had approximately $ 1.25 billion in available liquidity , a decrease of $ 178.5 million from our available liquidity as of december 31 , 2015 .
we expect to use the proceeds from the sale of pgw's glass manufacturing business to pay down borrowings under our revolving credit facilities , which would increase our available liquidity by approximately $ 310 million when the transaction closes. |