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dd4bc1144 | dish network corporation notes to consolidated financial statements - continued future minimum lease payments under the capital lease obligations , together with the present value of the net minimum lease payments as of december 31 , 2015 are as follows ( in thousands ) : for the years ended december 31 .
2016 | $ 76676
------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------
2017 | 75874
2018 | 75849
2019 | 50320
2020 | 48000
thereafter | 64000
total minimum lease payments | 390719
less : amount representing lease of the orbital location and estimated executory costs ( primarily insurance and maintenance ) including profit thereon included in total minimum lease payments | -186742 ( 186742 )
net minimum lease payments | 203977
less : amount representing interest | -37485 ( 37485 )
present value of net minimum lease payments | 166492
less : current portion | -30849 ( 30849 )
long-term portion of capital lease obligations | $ 135643
the summary of future maturities of our outstanding long-term debt as of december 31 , 2015 is included in the commitments table in note 15 .
11 .
income taxes and accounting for uncertainty in income taxes income taxes our income tax policy is to record the estimated future tax effects of temporary differences between the tax bases of assets and liabilities and amounts reported on our consolidated balance sheets , as well as probable operating loss , tax credit and other carryforwards .
deferred tax assets are offset by valuation allowances when we believe it is more likely than not that net deferred tax assets will not be realized .
we periodically evaluate our need for a valuation allowance .
determining necessary valuation allowances requires us to make assessments about historical financial information as well as the timing of future events , including the probability of expected future taxable income and available tax planning opportunities .
we file consolidated tax returns in the u.s .
the income taxes of domestic and foreign subsidiaries not included in the u.s .
tax group are presented in our consolidated financial statements on a separate return basis for each tax paying entity .
as of december 31 , 2015 , we had no net operating loss carryforwards ( 201cnols 201d ) for federal income tax purposes and $ 39 million of nol benefit for state income tax purposes , which are partially offset by a valuation allowance .
the state nols begin to expire in the year 2017 .
in addition , there are $ 61 million of tax benefits related to credit carryforwards which are partially offset by a valuation allowance .
the state credit carryforwards began to expire in |
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dd4baf746 | company stock performance the following graph shows a five-year comparison of cumulative total shareholder return , calculated on a dividend reinvested basis , for the company , the s&p 500 composite index , the s&p computer hardware index , and the dow jones u.s .
technology index .
the graph assumes $ 100 was invested in each of the company 2019s common stock , the s&p 500 composite index , the s&p computer hardware index , and the dow jones u.s .
technology index as of the market close on september 30 , 2007 .
data points on the graph are annual .
note that historic stock price performance is not necessarily indicative of future stock price performance .
sep-11sep-10sep-09sep-08sep-07 sep-12 apple inc .
s&p 500 s&p computer hardware dow jones us technology comparison of 5 year cumulative total return* among apple inc. , the s&p 500 index , the s&p computer hardware index , and the dow jones us technology index *$ 100 invested on 9/30/07 in stock or index , including reinvestment of dividends .
fiscal year ending september 30 .
copyright a9 2012 s&p , a division of the mcgraw-hill companies inc .
all rights reserved .
september 30 , september 30 , september 30 , september 30 , september 30 , september 30 .
| september 30 2007 | september 30 2008 | september 30 2009 | september 30 2010 | september 30 2011 | september 30 2012
----------------------- | ----------------- | ----------------- | ----------------- | ----------------- | ----------------- | -----------------
apple inc . | $ 100 | $ 74 | $ 121 | $ 185 | $ 248 | $ 437
s&p 500 | $ 100 | $ 78 | $ 73 | $ 80 | $ 81 | $ 105
s&p computer hardware | $ 100 | $ 84 | $ 99 | $ 118 | $ 134 | $ 214
dow jones us technology | $ 100 | $ 76 | $ 85 | $ 95 | $ 98 | $ 127 |
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dd4bcff28 | the weighted average grant date fair value of options granted during 2012 , 2011 , and 2010 was $ 13 , $ 19 and $ 20 per share , respectively .
the total intrinsic value of options exercised during the years ended december 31 , 2012 , 2011 and 2010 , was $ 19.0 million , $ 4.2 million and $ 15.6 million , respectively .
in 2012 , the company granted 931340 shares of restricted class a common stock and 4048 shares of restricted stock units .
restricted common stock and restricted stock units generally have a vesting period of 2 to 4 years .
the fair value related to these grants was $ 54.5 million , which is recognized as compensation expense on an accelerated basis over the vesting period .
beginning with restricted stock grants in september 2010 , dividends are accrued on restricted class a common stock and restricted stock units and are paid once the restricted stock vests .
in 2012 , the company also granted 138410 performance shares .
the fair value related to these grants was $ 7.7 million , which is recognized as compensation expense on an accelerated and straight-lined basis over the vesting period .
the vesting of these shares is contingent on meeting stated performance or market conditions .
the following table summarizes restricted stock , restricted stock units , and performance shares activity for 2012 : number of shares weighted average grant date fair value outstanding at december 31 , 2011 .
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1432610 $ 57 .
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outstanding at december 31 2011 | 1432610 | $ 57
granted | 1073798 | 54
vested | -366388 ( 366388 ) | 55
cancelled | -226493 ( 226493 ) | 63
outstanding at december 31 2012 | 1913527 | 54
outstanding at december 31 , 2012 .
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1913527 54 the total fair value of restricted stock , restricted stock units , and performance shares that vested during the years ended december 31 , 2012 , 2011 and 2010 , was $ 20.9 million , $ 11.6 million and $ 10.3 million , respectively .
eligible employees may acquire shares of class a common stock using after-tax payroll deductions made during consecutive offering periods of approximately six months in duration .
shares are purchased at the end of each offering period at a price of 90% ( 90 % ) of the closing price of the class a common stock as reported on the nasdaq global select market .
compensation expense is recognized on the dates of purchase for the discount from the closing price .
in 2012 , 2011 and 2010 , a total of 27768 , 32085 and 21855 shares , respectively , of class a common stock were issued to participating employees .
these shares are subject to a six-month holding period .
annual expense of $ 0.1 million , $ 0.2 million and $ 0.1 million for the purchase discount was recognized in 2012 , 2011 and 2010 , respectively .
non-executive directors receive an annual award of class a common stock with a value equal to $ 75000 .
non-executive directors may also elect to receive some or all of the cash portion of their annual stipend , up to $ 25000 , in shares of stock based on the closing price at the date of distribution .
as a result , 40260 , 40585 and 37350 shares of class a common stock were issued to non-executive directors during 2012 , 2011 and 2010 , respectively .
these shares are not subject to any vesting restrictions .
expense of $ 2.2 million , $ 2.1 million and $ 2.4 million related to these stock-based payments was recognized for the years ended december 31 , 2012 , 2011 and 2010 , respectively .
19 .
fair value measurements in general , the company uses quoted prices in active markets for identical assets to determine the fair value of marketable securities and equity investments .
level 1 assets generally include u.s .
treasury securities , equity securities listed in active markets , and investments in publicly traded mutual funds with quoted market prices .
if quoted prices are not available to determine fair value , the company uses other inputs that are directly observable .
assets included in level 2 generally consist of asset- backed securities , municipal bonds , u.s .
government agency securities and interest rate swap contracts .
asset-backed securities , municipal bonds and u.s .
government agency securities were measured at fair value based on matrix pricing using prices of similar securities with similar inputs such as maturity dates , interest rates and credit ratings .
the company determined the fair value of its interest rate swap contracts using standard valuation models with market-based observable inputs including forward and spot exchange rates and interest rate curves. |
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dd4ba19ca | 58 2018 ppg annual report and 10-k the crown group on october 2 , 2017 , ppg acquired the crown group ( 201ccrown 201d ) , a u.s.-based coatings application services business , which is reported as part of ppg's industrial coatings reportable segment .
crown is one of the leading component and product finishers in north america .
crown applies coatings to customers 2019 manufactured parts and assembled products at 11 u.s .
sites .
most of crown 2019s facilities , which also provide assembly , warehousing and sequencing services , are located at customer facilities or positioned near customer manufacturing sites .
the company serves manufacturers in the automotive , agriculture , construction , heavy truck and alternative energy industries .
the pro-forma impact on ppg's sales and results of operations , including the pro forma effect of events that are directly attributable to the acquisition , was not significant .
the results of this business since the date of acquisition have been reported within the industrial coatings business within the industrial coatings reportable segment .
taiwan chlorine industries taiwan chlorine industries ( 201ctci 201d ) was established in 1986 as a joint venture between ppg and china petrochemical development corporation ( 201ccpdc 201d ) to produce chlorine-based products in taiwan , at which time ppg owned 60 percent of the venture .
in conjunction with the 2013 separation of its commodity chemicals business , ppg conveyed to axiall corporation ( "axiall" ) its 60% ( 60 % ) ownership interest in tci .
under ppg 2019s agreement with cpdc , if certain post-closing conditions were not met following the three year anniversary of the separation , cpdc had the option to sell its 40% ( 40 % ) ownership interest in tci to axiall for $ 100 million .
in turn , axiall had a right to designate ppg as its designee to purchase the 40% ( 40 % ) ownership interest of cpdc .
in april 2016 , axiall announced that cpdc had decided to sell its ownership interest in tci to axiall .
in june 2016 , axiall formally designated ppg to purchase the 40% ( 40 % ) ownership interest in tci .
in august 2016 , westlake chemical corporation acquired axiall , which became a wholly-owned subsidiary of westlake .
in april 2017 , ppg finalized its purchase of cpdc 2019s 40% ( 40 % ) ownership interest in tci .
the difference between the acquisition date fair value and the purchase price of ppg 2019s 40% ( 40 % ) ownership interest in tci has been recorded as a loss in discontinued operations during the year-ended december 31 , 2017 .
ppg 2019s ownership in tci is accounted for as an equity method investment and the related equity earnings are reported within other income in the consolidated statement of income and in legacy in note 20 , 201creportable business segment information . 201d metokote corporation in july 2016 , ppg completed the acquisition of metokote corporation ( "metokote" ) , a u.s.-based coatings application services business .
metokote applies coatings to customers' manufactured parts and assembled products .
it operates on- site coatings services within several customer manufacturing locations , as well as at regional service centers , located throughout the u.s. , canada , mexico , the united kingdom , germany , hungary and the czech republic .
customers ship parts to metokote ae service centers where they are treated to enhance paint adhesion and painted with electrocoat , powder or liquid coatings technologies .
coated parts are then shipped to the customer 2019s next stage of assembly .
metokote coats an average of more than 1.5 million parts per day .
the following table summarizes the estimated fair value of assets acquired and liabilities assumed as reflected in the final purchase price allocation for metokote .
( $ in millions ) .
current assets | $ 38
------------------------------------------------ | ----------
property plant and equipment | 73
identifiable intangible assets with finite lives | 86
goodwill | 166
deferred income taxes ( a ) | -12 ( 12 )
total assets | $ 351
current liabilities | -23 ( 23 )
other long-term liabilities | -22 ( 22 )
total liabilities | ( $ 45 )
total purchase price net of cash acquired | $ 306
( a ) the net deferred income tax liability is included in assets due to the company's tax jurisdictional netting .
the pro-forma impact on ppg's sales and results of operations , including the pro forma effect of events that are directly attributable to the acquisition , was not significant .
while calculating this impact , no cost savings or operating synergies that may result from the acquisition were included .
the results of this business since the date of acquisition have been reported within the industrial coatings business within the industrial coatings reportable segment .
notes to the consolidated financial statements |
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dd4bb293c | corporate corporate expenses in 2016 benefited from the absence of transaction costs associated with the norcraft acquisition ( $ 15.1 million in 2015 ) .
this benefit was offset by higher employee-related costs and lower defined benefit plan income .
( in millions ) 2016 2015 .
( in millions ) | 2016 | 2015
---------------------------------------------------- | ---------------- | ----------------
general and administrative expense | $ -80.9 ( 80.9 ) | $ -70.1 ( 70.1 )
defined benefit plan income | 2.9 | 6.1
defined benefit plan recognition of actuarial losses | -1.9 ( 1.9 ) | -2.5 ( 2.5 )
norcraft transaction costs ( a ) | 2014 | -15.1 ( 15.1 )
total corporate expenses | $ -79.9 ( 79.9 ) | $ -81.6 ( 81.6 )
( a ) represents external costs directly related to the acquisition of norcraft and primarily includes expenditures for banking , legal , accounting and other similar services .
in future periods the company may record , in the corporate segment , material expense or income associated with actuarial gains and losses arising from periodic remeasurement of our liabilities for defined benefit plans .
at a minimum the company will remeasure its defined benefit plan liabilities in the fourth quarter of each year .
remeasurements due to plan amendments and settlements may also occur in interim periods during the year .
remeasurement of these liabilities attributable to updating our liability discount rates and expected return on assets may , in particular , result in material income or expense recognition .
liquidity and capital resources our primary liquidity needs are to support working capital requirements , fund capital expenditures and service indebtedness , as well as to finance acquisitions , repurchase shares of our common stock and pay dividends to stockholders , as deemed appropriate .
our principal sources of liquidity are cash on hand , cash flows from operating activities , availability under our credit facility and debt issuances in the capital markets .
our operating income is generated by our subsidiaries .
there are no restrictions on the ability of our subsidiaries to pay dividends or make other distributions to fortune brands .
in december 2017 , our board of directors increased the quarterly cash dividend by 11% ( 11 % ) to $ 0.20 per share of our common stock .
our board of directors will continue to evaluate dividend payment opportunities on a quarterly basis .
there can be no assurance as to when and if future dividends will be paid , and at what level , because the payment of dividends is dependent on our financial condition , results of operations , cash flows , capital requirements and other factors deemed relevant by our board of directors .
we periodically review our portfolio of brands and evaluate potential strategic transactions to increase shareholder value .
however , we cannot predict whether or when we may enter into acquisitions , joint ventures or dispositions , make any purchases of shares of our common stock under our share repurchase program , or pay dividends , or what impact any such transactions could have on our results of operations , cash flows or financial condition , whether as a result of the issuance of debt or equity securities , or otherwise .
our cash flows from operations , borrowing availability and overall liquidity are subject to certain risks and uncertainties , including those described in the section 201citem 1a .
risk factors . 201d in june 2016 , the company amended and restated its credit agreement to combine and rollover the existing revolving credit facility and term loan into a new standalone $ 1.25 billion revolving credit facility .
this amendment and restatement of the credit agreement was a non-cash transaction for the company .
terms and conditions of the credit agreement , including the total commitment amount , essentially remained the same as under the 2011 credit agreement .
the revolving credit facility will mature in june 2021 and borrowings thereunder will be used for general corporate purposes .
on december 31 , 2017 and december 31 , 2016 , our outstanding borrowings under these facilities were $ 615.0 million and $ 540.0 million , respectively .
at december 31 , 2017 and december 31 , 2016 , the current portion of long- term debt was zero .
interest rates under the facility are variable based on libor at the time of the |
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dd4be4d56 | westrock company notes to consolidated financial statements 2014 ( continued ) our results of operations for the fiscal years ended september 30 , 2019 , 2018 and 2017 include share-based compensation expense of $ 64.2 million , $ 66.8 million and $ 60.9 million , respectively , including $ 2.9 million included in the gain on sale of hh&b in fiscal 2017 .
share-based compensation expense in fiscal 2017 was reduced by $ 5.4 million for the rescission of shares granted to our ceo that were inadvertently granted in excess of plan limits in fiscal 2014 and 2015 .
the total income tax benefit in the results of operations in connection with share-based compensation was $ 16.3 million , $ 19.4 million and $ 22.5 million , for the fiscal years ended september 30 , 2019 , 2018 and 2017 , respectively .
cash received from share-based payment arrangements for the fiscal years ended september 30 , 2019 , 2018 and 2017 was $ 61.5 million , $ 44.4 million and $ 59.2 million , respectively .
equity awards issued in connection with acquisitions in connection with the kapstone acquisition , we replaced certain outstanding awards of restricted stock units granted under the kapstone long-term incentive plan with westrock stock options and restricted stock units .
no additional shares will be granted under the kapstone plan .
the kapstone equity awards were replaced with awards with identical terms utilizing an approximately 0.83 conversion factor as described in the merger agreement .
the acquisition consideration included approximately $ 70.8 million related to outstanding kapstone equity awards related to service prior to the effective date of the kapstone acquisition 2013 the balance related to service after the effective date will be expensed over the remaining service period of the awards .
as part of the kapstone acquisition , we issued 2665462 options that were valued at a weighted average fair value of $ 20.99 per share using the black-scholes option pricing model .
the weighted average significant assumptions used were: .
| 2019
----------------------- | ----------------
expected term in years | 3.1
expected volatility | 27.7% ( 27.7 % )
risk-free interest rate | 3.0% ( 3.0 % )
dividend yield | 4.1% ( 4.1 % )
in connection with the mps acquisition , we replaced certain outstanding awards of restricted stock units granted under the mps long-term incentive plan with westrock restricted stock units .
no additional shares will be granted under the mps plan .
the mps equity awards were replaced with identical terms utilizing an approximately 0.33 conversion factor as described in the merger agreement .
as part of the mps acquisition , we granted 119373 awards of restricted stock units , which contain service conditions and were valued at $ 54.24 per share .
the acquisition consideration included approximately $ 1.9 million related to outstanding mps equity awards related to service prior to the effective date of the mps acquisition 2013 the balance related to service after the effective date will be expensed over the remaining service period of the awards .
stock options and stock appreciation rights stock options granted under our plans generally have an exercise price equal to the closing market price on the date of the grant , generally vest in three years , in either one tranche or in approximately one-third increments , and have 10-year contractual terms .
however , a portion of our grants are subject to earlier expense recognition due to retirement eligibility rules .
presently , other than circumstances such as death , disability and retirement , grants will include a provision requiring both a change of control and termination of employment to accelerate vesting .
at the date of grant , we estimate the fair value of stock options granted using a black-scholes option pricing model .
we use historical data to estimate option exercises and employee terminations in determining the expected term in years for stock options .
expected volatility is calculated based on the historical volatility of our stock .
the risk-free interest rate is based on u.s .
treasury securities in effect at the date of the grant of the stock options .
the dividend yield is estimated based on our historic annual dividend payments and current expectations for the future .
other than in connection with replacement awards in connection with acquisitions , we did not grant any stock options in fiscal 2019 , 2018 and 2017. |
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dd4bb0f24 | notes to consolidated financial statements fifth third bancorp 81 vii held by the trust vii bear a fixed rate of interest of 8.875% ( 8.875 % ) until may 15 , 2058 .
thereafter , the notes pay a floating rate at three-month libor plus 500 bp .
the bancorp entered into an interest rate swap to convert $ 275 million of the fixed-rate debt into floating .
at december 31 , 2008 , the rate paid on the swap was 6.05% ( 6.05 % ) .
the jsn vii may be redeemed at the option of the bancorp on or after may 15 , 2013 , or in certain other limited circumstances , at a redemption price of 100% ( 100 % ) of the principal amount plus accrued but unpaid interest .
all redemptions are subject to certain conditions and generally require approval by the federal reserve board .
subsidiary long-term borrowings the senior fixed-rate bank notes due from 2009 to 2019 are the obligations of a subsidiary bank .
the maturities of the face value of the senior fixed-rate bank notes are as follows : $ 36 million in 2009 , $ 800 million in 2010 and $ 275 million in 2019 .
the bancorp entered into interest rate swaps to convert $ 1.1 billion of the fixed-rate debt into floating rates .
at december 31 , 2008 , the rates paid on these swaps were 2.19% ( 2.19 % ) on $ 800 million and 2.20% ( 2.20 % ) on $ 275 million .
in august 2008 , $ 500 million of senior fixed-rate bank notes issued in july of 2003 matured and were paid .
these long-term bank notes were issued to third-party investors at a fixed rate of 3.375% ( 3.375 % ) .
the senior floating-rate bank notes due in 2013 are the obligations of a subsidiary bank .
the notes pay a floating rate at three-month libor plus 11 bp .
the senior extendable notes consist of $ 797 million that currently pay interest at three-month libor plus 4 bp and $ 400 million that pay at the federal funds open rate plus 12 bp .
the subordinated fixed-rate bank notes due in 2015 are the obligations of a subsidiary bank .
the bancorp entered into interest rate swaps to convert the fixed-rate debt into floating rate .
at december 31 , 2008 , the weighted-average rate paid on the swaps was 3.29% ( 3.29 % ) .
the junior subordinated floating-rate bank notes due in 2032 and 2033 were assumed by a bancorp subsidiary as part of the acquisition of crown in november 2007 .
two of the notes pay floating at three-month libor plus 310 and 325 bp .
the third note pays floating at six-month libor plus 370 bp .
the three-month libor plus 290 bp and the three-month libor plus 279 bp junior subordinated debentures due in 2033 and 2034 , respectively , were assumed by a subsidiary of the bancorp in connection with the acquisition of first national bank .
the obligations were issued to fnb statutory trusts i and ii , respectively .
the junior subordinated floating-rate bank notes due in 2035 were assumed by a bancorp subsidiary as part of the acquisition of first charter in may 2008 .
the obligations were issued to first charter capital trust i and ii , respectively .
the notes of first charter capital trust i and ii pay floating at three-month libor plus 169 bp and 142 bp , respectively .
the bancorp has fully and unconditionally guaranteed all obligations under the acquired trust preferred securities .
at december 31 , 2008 , fhlb advances have rates ranging from 0% ( 0 % ) to 8.34% ( 8.34 % ) , with interest payable monthly .
the advances are secured by certain residential mortgage loans and securities totaling $ 8.6 billion .
at december 31 , 2008 , $ 2.5 billion of fhlb advances are floating rate .
the bancorp has interest rate caps , with a notional of $ 1.5 billion , held against its fhlb advance borrowings .
the $ 3.6 billion in advances mature as follows : $ 1.5 billion in 2009 , $ 1 million in 2010 , $ 2 million in 2011 , $ 1 billion in 2012 and $ 1.1 billion in 2013 and thereafter .
medium-term senior notes and subordinated bank notes with maturities ranging from one year to 30 years can be issued by two subsidiary banks , of which $ 3.8 billion was outstanding at december 31 , 2008 with $ 16.2 billion available for future issuance .
there were no other medium-term senior notes outstanding on either of the two subsidiary banks as of december 31 , 2008 .
15 .
commitments , contingent liabilities and guarantees the bancorp , in the normal course of business , enters into financial instruments and various agreements to meet the financing needs of its customers .
the bancorp also enters into certain transactions and agreements to manage its interest rate and prepayment risks , provide funding , equipment and locations for its operations and invest in its communities .
these instruments and agreements involve , to varying degrees , elements of credit risk , counterparty risk and market risk in excess of the amounts recognized in the bancorp 2019s consolidated balance sheets .
creditworthiness for all instruments and agreements is evaluated on a case-by-case basis in accordance with the bancorp 2019s credit policies .
the bancorp 2019s significant commitments , contingent liabilities and guarantees in excess of the amounts recognized in the consolidated balance sheets are summarized as follows : commitments the bancorp has certain commitments to make future payments under contracts .
a summary of significant commitments at december 31: .
( $ in millions ) | 2008 | 2007
--------------------------------------------------------- | ------- | -----
commitments to extend credit | $ 49470 | 49788
letters of credit ( including standby letters of credit ) | 8951 | 8522
forward contracts to sell mortgage loans | 3235 | 1511
noncancelable lease obligations | 937 | 734
purchase obligations | 81 | 52
capital expenditures | 68 | 94
commitments to extend credit are agreements to lend , typically having fixed expiration dates or other termination clauses that may require payment of a fee .
since many of the commitments to extend credit may expire without being drawn upon , the total commitment amounts do not necessarily represent future cash flow requirements .
the bancorp is exposed to credit risk in the event of nonperformance for the amount of the contract .
fixed-rate commitments are also subject to market risk resulting from fluctuations in interest rates and the bancorp 2019s exposure is limited to the replacement value of those commitments .
as of december 31 , 2008 and 2007 , the bancorp had a reserve for unfunded commitments totaling $ 195 million and $ 95 million , respectively , included in other liabilities in the consolidated balance sheets .
standby and commercial letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party .
at december 31 , 2008 , approximately $ 3.3 billion of letters of credit expire within one year ( including $ 57 million issued on behalf of commercial customers to facilitate trade payments in dollars and foreign currencies ) , $ 5.3 billion expire between one to five years and $ 0.4 billion expire thereafter .
standby letters of credit are considered guarantees in accordance with fasb interpretation no .
45 , 201cguarantor 2019s accounting and disclosure requirements for guarantees , including indirect guarantees of indebtedness of others 201d ( fin 45 ) .
at december 31 , 2008 , the reserve related to these standby letters of credit was $ 3 million .
approximately 66% ( 66 % ) and 70% ( 70 % ) of the total standby letters of credit were secured as of december 31 , 2008 and 2007 , respectively .
in the event of nonperformance by the customers , the bancorp has rights to the underlying collateral , which can include commercial real estate , physical plant and property , inventory , receivables , cash and marketable securities .
the bancorp monitors the credit risk associated with the standby letters of credit using the same dual risk rating system utilized for |
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dd4bc6fe0 | operating profit for the segment decreased by 1% ( 1 % ) in 2010 compared to 2009 .
for the year , operating profit declines in defense more than offset an increase in civil , while operating profit at intelligence essentially was unchanged .
the $ 27 million decrease in operating profit at defense primarily was attributable to a decrease in the level of favorable performance adjustments on mission and combat systems activities in 2010 .
the $ 19 million increase in civil principally was due to higher volume on enterprise civilian services .
operating profit for the segment decreased by 3% ( 3 % ) in 2009 compared to 2008 .
operating profit declines in civil and intelligence partially were offset by growth in defense .
the decrease of $ 29 million in civil 2019s operating profit primarily was attributable to a reduction in the level of favorable performance adjustments on enterprise civilian services programs in 2009 compared to 2008 .
the decrease in operating profit of $ 27 million at intelligence mainly was due to a reduction in the level of favorable performance adjustments on security solution activities in 2009 compared to 2008 .
the increase in defense 2019s operating profit of $ 29 million mainly was due to volume and improved performance in mission and combat systems .
the decrease in backlog during 2010 compared to 2009 mainly was due to higher sales volume on enterprise civilian service programs at civil , including volume associated with the dris 2010 program , and mission and combat system programs at defense .
backlog decreased in 2009 compared to 2008 due to u.s .
government 2019s exercise of the termination for convenience clause on the tsat mission operations system ( tmos ) contract at defense , which resulted in a $ 1.6 billion reduction in orders .
this decline more than offset increased orders on enterprise civilian services programs at civil .
we expect is&gs will experience a low single digit percentage decrease in sales for 2011 as compared to 2010 .
this decline primarily is due to completion of most of the work associated with the dris 2010 program .
operating profit in 2011 is expected to decline in relationship to the decline in sales volume , while operating margins are expected to be comparable between the years .
space systems our space systems business segment is engaged in the design , research and development , engineering , and production of satellites , strategic and defensive missile systems , and space transportation systems , including activities related to the planned replacement of the space shuttle .
government satellite programs include the advanced extremely high frequency ( aehf ) system , the mobile user objective system ( muos ) , the global positioning satellite iii ( gps iii ) system , the space-based infrared system ( sbirs ) , and the geostationary operational environmental satellite r-series ( goes-r ) .
strategic and missile defense programs include the targets and countermeasures program and the fleet ballistic missile program .
space transportation includes the nasa orion program and , through ownership interests in two joint ventures , expendable launch services ( united launch alliance , or ula ) and space shuttle processing activities for the u.s .
government ( united space alliance , or usa ) .
the space shuttle is expected to complete its final flight mission in 2011 and our involvement with its launch and processing activities will end at that time .
space systems 2019 operating results included the following : ( in millions ) 2010 2009 2008 .
( in millions ) | 2010 | 2009 | 2008
------------------- | ---------------- | ---------------- | ----------------
net sales | $ 8246 | $ 8654 | $ 8027
operating profit | 972 | 972 | 953
operating margin | 11.8% ( 11.8 % ) | 11.2% ( 11.2 % ) | 11.9% ( 11.9 % )
backlog at year-end | 17800 | 16800 | 17900
net sales for space systems decreased by 5% ( 5 % ) in 2010 compared to 2009 .
sales declined in all three lines of business during the year .
the $ 253 million decrease in space transportation principally was due to lower volume on the space shuttle external tank , commercial launch vehicle activity and other human space flight programs , which partially were offset by higher volume on the orion program .
there were no commercial launches in 2010 compared to one commercial launch in 2009 .
strategic & defensive missile systems ( s&dms ) sales declined $ 147 million principally due to lower volume on defensive missile programs .
the $ 8 million sales decline in satellites primarily was attributable to lower volume on commercial satellites , which partially were offset by higher volume on government satellite activities .
there was one commercial satellite delivery in 2010 and one commercial satellite delivery in 2009 .
net sales for space systems increased 8% ( 8 % ) in 2009 compared to 2008 .
during the year , sales growth at satellites and space transportation offset a decline in s&dms .
the sales growth of $ 707 million in satellites was due to higher volume in government satellite activities , which partially was offset by lower volume in commercial satellite activities .
there was one commercial satellite delivery in 2009 and two deliveries in 2008 .
the increase in sales of $ 21 million in space transportation primarily was due to higher volume on the orion program , which more than offset a decline in the space shuttle 2019s external tank program .
there was one commercial launch in both 2009 and 2008 .
s&dms 2019 sales decreased by $ 102 million mainly due to lower volume on defensive missile programs , which more than offset growth in strategic missile programs. |
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dd4c2acb6 | visa inc .
notes to consolidated financial statements 2014 ( continued ) september 30 , 2008 ( in millions , except as noted ) were converted on a one-to-one basis from class eu ( series i , ii , iii ) common stock to class c ( series iii , ii , and iv ) common stock concurrent with the true-up .
the results of the true-up are reflected in the table below .
fractional shares resulting from the conversion of the shares of each individual stockholder have been rounded down .
these fractional shares were paid in cash to stockholders as part of the initial redemption of class b common stock and class c common stock shortly following the ipo .
outstanding regional classes and series of common stock issued in the reorganization converted classes and series of common stock issued in the true-up number of regional classes and series of common stock issued in the reorganization true-up conversion number of converted classes and series of common stock after the true-up class usa ( 1 ) class b ( 2 ) 426390481 0.93870 400251872 .
outstanding regional classes and seriesof common stock issued inthe reorganization | converted classes and series of common stock issued in the true-up | number of regional classes and series of common stock issued in the reorganization | true-up conversion ratio | number of converted classes and series of common stock after the true-up
---------------------------------------------------------------------------------- | ------------------------------------------------------------------ | ---------------------------------------------------------------------------------- | ------------------------ | ------------------------------------------------------------------------
class usa ( 1 ) | class b ( 2 ) | 426390481 | 0.93870 | 400251872
class eu ( series i ) | class c ( series iii ) | 62213201 | 1.00000 | 62213201
class eu ( series ii ) | class c ( series ii ) | 27904464 | 1.00000 | 27904464
class eu ( series iii ) | class c ( series iv ) | 549587 | 1.00000 | 549587
class canada | class c ( series i ) | 22034685 | 0.98007 | 21595528
class ap | class c ( series i ) | 119100481 | 1.19043 | 141780635
class lac | class c ( series i ) | 80137915 | 1.07110 | 85835549
class cemea | class c ( series i ) | 36749698 | 0.95101 | 34949123
( 1 ) the amount of the class usa common stock outstanding prior to the true-up is net of 131592008 shares held by wholly-owned subsidiaries of the company .
( 2 ) the amount of the class b common stock outstanding subsequent to the true-up is net of 123525418 shares held by wholly-owned subsidiaries of the company .
also , the company issued 51844393 additional shares of class c ( series ii ) common stock at a price of $ 44 per share in exchange for a subscription receivable from visa europe .
this issuance and subscription receivable were recorded as offsetting entries in temporary equity on the company 2019s consolidated balance sheet at september 30 , 2008 .
initial public offering in march 2008 , the company completed its ipo with the issuance of 446600000 shares of class a common stock at a net offering price of $ 42.77 ( the ipo price of $ 44.00 per share of class a common stock , less underwriting discounts and commissions of $ 1.23 per share ) .
the company received net proceeds of $ 19.1 billion as a result of the ipo. |
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dd4b8a39c | marathon oil corporation notes to consolidated financial statements ( f ) this sale-leaseback financing arrangement relates to a lease of a slab caster at united states steel 2019s fairfield works facility in alabama .
we are the primary obligor under this lease .
under the financial matters agreement , united states steel has assumed responsibility for all obligations under this lease .
this lease is an amortizing financing with a final maturity of 2012 , subject to additional extensions .
( g ) this obligation relates to a lease of equipment at united states steel 2019s clairton works cokemaking facility in pennsylvania .
we are the primary obligor under this lease .
under the financial matters agreement , united states steel has assumed responsibility for all obligations under this lease .
this lease is an amortizing financing with a final maturity of 2012 .
( h ) marathon oil canada corporation had an 805 million canadian dollar revolving term credit facility which was secured by substantially all of marathon oil canada corporation 2019s assets and included certain financial covenants , including leverage and interest coverage ratios .
in february 2008 , the outstanding balance was repaid and the facility was terminated .
( i ) these notes are senior secured notes of marathon oil canada corporation .
the notes were secured by substantially all of marathon oil canada corporation 2019s assets .
in january 2008 , we provided a full and unconditional guarantee covering the payment of all principal and interest due under the senior notes .
( j ) these obligations as of december 31 , 2008 include $ 126 million related to assets under construction at that date for which capital leases or sale-leaseback financings will commence upon completion of construction .
the amounts currently reported are based upon the percent of construction completed as of december 31 , 2008 and therefore do not reflect future minimum lease obligations of $ 209 million .
( k ) payments of long-term debt for the years 2009 2013 2013 are $ 99 million , $ 98 million , $ 257 million , $ 1487 million and $ 279 million .
of these amounts , payments assumed by united states steel are $ 15 million , $ 17 million , $ 161 million , $ 19 million and zero .
( l ) in the event of a change in control , as defined in the related agreements , debt obligations totaling $ 669 million at december 31 , 2008 , may be declared immediately due and payable .
( m ) see note 17 for information on interest rate swaps .
on february 17 , 2009 , we issued $ 700 million aggregate principal amount of senior notes bearing interest at 6.5 percent with a maturity date of february 15 , 2014 and $ 800 million aggregate principal amount of senior notes bearing interest at 7.5 percent with a maturity date of february 15 , 2019 .
interest on both issues is payable semi- annually beginning august 15 , 2009 .
21 .
asset retirement obligations the following summarizes the changes in asset retirement obligations : ( in millions ) 2008 2007 .
( in millions ) | 2008 | 2007
------------------------------------------------------------------------- | ------------ | ----------
asset retirement obligations as of january 1 | $ 1134 | $ 1044
liabilities incurred including acquisitions | 30 | 60
liabilities settled | -94 ( 94 ) | -10 ( 10 )
accretion expense ( included in depreciation depletion and amortization ) | 66 | 61
revisions to previous estimates | 24 | -17 ( 17 )
held for sale ( a ) | -195 ( 195 ) | 2013
deconsolidation of egholdings | 2013 | -4 ( 4 )
asset retirement obligations as of december 31 ( b ) | $ 965 | $ 1134
asset retirement obligations as of december 31 ( b ) $ 965 $ 1134 ( a ) see note 7 for information related to our assets held for sale .
( b ) includes asset retirement obligation of $ 2 and $ 3 million classified as short-term at december 31 , 2008 , and 2007. |
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dd4c4f3d6 | compensation plan approved by security holders .
the employee stock purchase plan and the 2005 director stock plan were approved by shareholders at our 2005 annual meeting of shareholders .
in connection with our mergers with cbot holdings and nymex holdings , we assumed their existing equity plans .
the shares relating to the cbot holdings and nymex holdings plans are listed in the table below as being made under an equity compensation plan approved by security holders based upon the fact that shareholders of the company approved the related merger transactions .
plan category number of securities to be issued upon exercise of outstanding options ( a ) weighted-average exercise price of outstanding options ( b ) number of securities remaining available for future issuance under equity compensation plans ( excluding securities reflected in column ( a ) ) ( c ) equity compensation plans approved by security holders .
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1211143 $ 308.10 5156223 equity compensation plans not approved by security holders .
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5978 22.00 2014 .
plan category | number of securities to be issued upon exercise of outstanding options ( a ) | weighted-average exercise price of outstanding options ( b ) | number of securities remaining available for future issuance underequity compensation plans ( excluding securities reflected in column ( a ) ) ( c )
---------------------------------------------------------- | ---------------------------------------------------------------------------- | ------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------
equity compensation plans approved by security holders | 1211143 | $ 308.10 | 5156223
equity compensation plans not approved by security holders | 5978 | 22.00 | 2014
total | 1217121 | | 5156223
item 13 .
certain relationships , related transactions and director independence the information required by this item is included in cme group 2019s proxy statement under the heading 201ccertain business relationships with related parties 201d and 201ccorporate governance 2014director independence 201d and is incorporated herein by reference , pursuant to general instruction g ( 3 ) .
item 14 .
principal accountant fees and services the information required by this item is included in cme group 2019s proxy statement under the heading 201caudit committee disclosures 2014principal accountant fees and services 201d and 201caudit committee disclosures 2014audit committee policy for approval of audit and permitted non-audit services 201d and is incorporated herein by reference , pursuant to general instruction g ( 3 ) . |
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dd4ba398c | stockholders 2019 equity derivative instruments activity , net of tax , included in non-owner changes to equity within the consolidated statements of stockholders 2019 equity for the years ended december 31 , 2008 , 2007 and 2006 is as follows: .
| 2008 | 2007 | 2006
----------------------------------- | ---------- | ---------- | ----------
balance at january 1 | $ 2014 | $ 16 | $ 2
increase ( decrease ) in fair value | -9 ( 9 ) | -6 ( 6 ) | 75
reclassifications to earnings | 2 | -10 ( 10 ) | -61 ( 61 )
balance at december 31 | $ -7 ( 7 ) | $ 2014 | $ 16
net investment in foreign operations hedge at december 31 , 2008 and 2007 , the company did not have any hedges of foreign currency exposure of net investments in foreign operations .
investments hedge during the first quarter of 2006 , the company entered into a zero-cost collar derivative ( the 201csprint nextel derivative 201d ) to protect itself economically against price fluctuations in its 37.6 million shares of sprint nextel corporation ( 201csprint nextel 201d ) non-voting common stock .
during the second quarter of 2006 , as a result of sprint nextel 2019s spin-off of embarq corporation through a dividend to sprint nextel shareholders , the company received approximately 1.9 million shares of embarq corporation .
the floor and ceiling prices of the sprint nextel derivative were adjusted accordingly .
the sprint nextel derivative was not designated as a hedge under the provisions of sfas no .
133 , 201caccounting for derivative instruments and hedging activities . 201d accordingly , to reflect the change in fair value of the sprint nextel derivative , the company recorded a net gain of $ 99 million for the year ended december 31 , 2006 , included in other income ( expense ) in the company 2019s consolidated statements of operations .
in december 2006 , the sprint nextel derivative was terminated and settled in cash and the 37.6 million shares of sprint nextel were converted to common shares and sold .
the company received aggregate cash proceeds of approximately $ 820 million from the settlement of the sprint nextel derivative and the subsequent sale of the 37.6 million sprint nextel shares .
the company recognized a loss of $ 126 million in connection with the sale of the remaining shares of sprint nextel common stock .
as described above , the company recorded a net gain of $ 99 million in connection with the sprint nextel derivative .
fair value of financial instruments the company 2019s financial instruments include cash equivalents , sigma fund investments , short-term investments , accounts receivable , long-term receivables , accounts payable , accrued liabilities , derivatives and other financing commitments .
the company 2019s sigma fund , available-for-sale investment portfolios and derivatives are recorded in the company 2019s consolidated balance sheets at fair value .
all other financial instruments , with the exception of long-term debt , are carried at cost , which is not materially different than the instruments 2019 fair values .
using quoted market prices and market interest rates , the company determined that the fair value of long- term debt at december 31 , 2008 was $ 2.8 billion , compared to a carrying value of $ 4.1 billion .
since considerable judgment is required in interpreting market information , the fair value of the long-term debt is not necessarily indicative of the amount which could be realized in a current market exchange .
equity price market risk at december 31 , 2008 , the company 2019s available-for-sale equity securities portfolio had an approximate fair market value of $ 128 million , which represented a cost basis of $ 125 million and a net unrealized loss of $ 3 million .
these equity securities are held for purposes other than trading .
%%transmsg*** transmitting job : c49054 pcn : 105000000 ***%%pcmsg|102 |00022|yes|no|02/23/2009 19:17|0|0|page is valid , no graphics -- color : n| |
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dd4c4a2c8 | performance graph the table below compares the cumulative total shareholder return on our common stock with the cumulative total return of ( i ) the standard & poor 2019s 500 composite stock index ( 201cs&p 500 index 201d ) , ( ii ) the standard & poor 2019s industrials index ( 201cs&p industrials index 201d ) and ( iii ) the standard & poor 2019s consumer durables & apparel index ( 201cs&p consumer durables & apparel index 201d ) , from december 31 , 2007 through december 31 , 2012 , when the closing price of our common stock was $ 16.66 .
the graph assumes investments of $ 100 on december 31 , 2007 in our common stock and in each of the three indices and the reinvestment of dividends .
performance graph 2007 2008 2009 2010 2011 2012 s&p 500 index s&p industrials index s&p consumer durables & apparel index the table below sets forth the value , as of december 31 for each of the years indicated , of a $ 100 investment made on december 31 , 2007 in each of our common stock , the s&p 500 index , the s&p industrials index and the s&p consumer durables & apparel index and includes the reinvestment of dividends. .
| 2008 | 2009 | 2010 | 2011 | 2012
------------------------------------- | ------- | ------- | -------- | -------- | --------
masco | $ 55.78 | $ 71.52 | $ 67.12 | $ 52.15 | $ 92.49
s&p 500 index | $ 63.45 | $ 79.90 | $ 91.74 | $ 93.67 | $ 108.55
s&p industrials index | $ 60.60 | $ 72.83 | $ 92.04 | $ 91.50 | $ 105.47
s&p consumer durables & apparel index | $ 66.43 | $ 90.54 | $ 118.19 | $ 127.31 | $ 154.72
in july 2007 , our board of directors authorized the purchase of up to 50 million shares of our common stock in open-market transactions or otherwise .
at december 31 , 2012 , we had remaining authorization to repurchase up to 24 million shares .
during the first quarter of 2012 , we repurchased and retired one million shares of our common stock , for cash aggregating $ 8 million to offset the dilutive impact of the 2012 grant of one million shares of long-term stock awards .
we have not purchased any shares since march 2012. |
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dd4bfe9b8 | contractual obligations significant contractual obligations as of december 30 , 2017 were as follows: .
( in millions ) | payments due by period total | payments due by period less than1 year | payments due by period 1 20133 years | payments due by period 3 20135 years | payments due by period more than5 years
------------------------------------------- | ---------------------------- | -------------------------------------- | ------------------------------------ | ------------------------------------ | ---------------------------------------
operating lease obligations | $ 1245 | $ 215 | $ 348 | $ 241 | $ 441
capital purchase obligations1 | 12068 | 9689 | 2266 | 113 | 2014
other purchase obligations and commitments2 | 2692 | 1577 | 1040 | 55 | 20
tax obligations3 | 6120 | 490 | 979 | 979 | 3672
long-term debt obligations4 | 42278 | 1495 | 5377 | 8489 | 26917
other long-term liabilities5 | 1544 | 799 | 422 | 190 | 133
total6 | $ 65947 | $ 14265 | $ 10432 | $ 10067 | $ 31183
capital purchase obligations1 12068 9689 2266 113 2014 other purchase obligations and commitments2 2692 1577 1040 55 20 tax obligations3 6120 490 979 979 3672 long-term debt obligations4 42278 1495 5377 8489 26917 other long-term liabilities5 1544 799 422 190 133 total6 $ 65947 $ 14265 $ 10432 $ 10067 $ 31183 1 capital purchase obligations represent commitments for the construction or purchase of property , plant and equipment .
they were not recorded as liabilities on our consolidated balance sheets as of december 30 , 2017 , as we had not yet received the related goods nor taken title to the property .
2 other purchase obligations and commitments include payments due under various types of licenses and agreements to purchase goods or services , as well as payments due under non-contingent funding obligations .
3 tax obligations represent the future cash payments related to tax reform enacted in 2017 for the one-time provisional transition tax on our previously untaxed foreign earnings .
for further information , see 201cnote 8 : income taxes 201d within the consolidated financial statements .
4 amounts represent principal and interest cash payments over the life of the debt obligations , including anticipated interest payments that are not recorded on our consolidated balance sheets .
debt obligations are classified based on their stated maturity date , regardless of their classification on the consolidated balance sheets .
any future settlement of convertible debt would impact our cash payments .
5 amounts represent future cash payments to satisfy other long-term liabilities recorded on our consolidated balance sheets , including the short-term portion of these long-term liabilities .
derivative instruments are excluded from the preceding table , as they do not represent the amounts that may ultimately be paid .
6 total excludes contractual obligations already recorded on our consolidated balance sheets as current liabilities , except for the short-term portions of long-term debt obligations and other long-term liabilities .
the expected timing of payments of the obligations in the preceding table is estimated based on current information .
timing of payments and actual amounts paid may be different , depending on the time of receipt of goods or services , or changes to agreed- upon amounts for some obligations .
contractual obligations for purchases of goods or services included in 201cother purchase obligations and commitments 201d in the preceding table include agreements that are enforceable and legally binding on intel and that specify all significant terms , including fixed or minimum quantities to be purchased ; fixed , minimum , or variable price provisions ; and the approximate timing of the transaction .
for obligations with cancellation provisions , the amounts included in the preceding table were limited to the non-cancelable portion of the agreement terms or the minimum cancellation fee .
for the purchase of raw materials , we have entered into certain agreements that specify minimum prices and quantities based on a percentage of the total available market or based on a percentage of our future purchasing requirements .
due to the uncertainty of the future market and our future purchasing requirements , as well as the non-binding nature of these agreements , obligations under these agreements have been excluded from the preceding table .
our purchase orders for other products are based on our current manufacturing needs and are fulfilled by our vendors within short time horizons .
in addition , some of our purchase orders represent authorizations to purchase rather than binding agreements .
contractual obligations that are contingent upon the achievement of certain milestones have been excluded from the preceding table .
most of our milestone-based contracts are tooling related for the purchase of capital equipment .
these arrangements are not considered contractual obligations until the milestone is met by the counterparty .
as of december 30 , 2017 , assuming that all future milestones are met , the additional required payments would be approximately $ 2.0 billion .
for the majority of restricted stock units ( rsus ) granted , the number of shares of common stock issued on the date the rsus vest is net of the minimum statutory withholding requirements that we pay in cash to the appropriate taxing authorities on behalf of our employees .
the obligation to pay the relevant taxing authority is excluded from the preceding table , as the amount is contingent upon continued employment .
in addition , the amount of the obligation is unknown , as it is based in part on the market price of our common stock when the awards vest .
md&a - results of operations consolidated results and analysis 38 |
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dd4c1938a | 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 .
presented in conformity with u.s .
generally accepted accounting principles ( 201cu.s .
gaap 201d ) 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:well ) , 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 ( 201cu.s . 201d ) , canada and the united kingdom ( 201cu.k . 201d ) , 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 , 2017 ( dollars in thousands ) : type of property noi ( 1 ) percentage of number of properties .
type of property | noi ( 1 ) | percentage of noi | number of properties
------------------------- | --------- | ------------------ | --------------------
triple-net | $ 967084 | 43.3% ( 43.3 % ) | 573
seniors housing operating | 880026 | 39.5% ( 39.5 % ) | 443
outpatient medical | 384068 | 17.2% ( 17.2 % ) | 270
totals | $ 2231178 | 100.0% ( 100.0 % ) | 1286
( 1 ) represents consolidated noi and excludes our share of investments in unconsolidated entities .
entities in which we have a joint venture with a minority partner are shown at 100% ( 100 % ) of the joint venture amount .
see non-gaap financial measures for additional information and reconciliation .
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/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 obligors/partners experience operating difficulties and become unable to generate sufficient cash to make payments or operating distributions 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 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 manages and monitors the outpatient medical portfolio with a comprehensive process including review of tenant relations |
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dd4c545b6 | the weighted-average grant date fair value of altria group , inc .
restricted stock and deferred stock granted during the years ended december 31 , 2014 , 2013 and 2012 was $ 53 million , $ 49 million and $ 53 million , respectively , or $ 36.75 , $ 33.76 and $ 28.77 per restricted or deferred share , respectively .
the total fair value of altria group , inc .
restricted stock and deferred stock vested during the years ended december 31 , 2014 , 2013 and 2012 was $ 86 million , $ 89 million and $ 81 million , respectively .
stock options : altria group , inc .
has not granted stock options since 2002 , and there have been no stock options outstanding since february 29 , 2012 .
the total intrinsic value of options exercised during the year ended december 31 , 2012 was insignificant .
note 12 .
earnings per share basic and diluted earnings per share ( 201ceps 201d ) were calculated using the following: .
( in millions ) | for the years ended december 31 , 2014 | for the years ended december 31 , 2013 | for the years ended december 31 , 2012
----------------------------------------------------------------------------------------------------- | -------------------------------------- | -------------------------------------- | --------------------------------------
net earnings attributable to altria group inc . | $ 5070 | $ 4535 | $ 4180
less : distributed and undistributed earnings attributable to unvested restricted and deferred shares | -12 ( 12 ) | -12 ( 12 ) | -13 ( 13 )
earnings for basic and diluted eps | $ 5058 | $ 4523 | $ 4167
weighted-average shares for basic and diluted eps | 1978 | 1999 | 2024
net earnings attributable to altria group , inc .
$ 5070 $ 4535 $ 4180 less : distributed and undistributed earnings attributable to unvested restricted and deferred shares ( 12 ) ( 12 ) ( 13 ) earnings for basic and diluted eps $ 5058 $ 4523 $ 4167 weighted-average shares for basic and diluted eps 1978 1999 2024 since february 29 , 2012 , there have been no stock options outstanding .
for the 2012 computation , there were no antidilutive stock options .
altria group , inc .
and subsidiaries notes to consolidated financial statements _________________________ altria_mdc_2014form10k_nolinks_crops.pdf 54 2/25/15 5:56 pm |
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dd4bd25ac | part ii item 5 .
market for registrant 2019s common equity , related stockholder matters and issuer purchases of equity securities .
our series a common stock , series b common stock and series c common stock are listed and traded on the nasdaq global select market ( 201cnasdaq 201d ) under the symbols 201cdisca , 201d 201cdiscb 201d and 201cdisck , 201d respectively .
the following table sets forth , for the periods indicated , the range of high and low sales prices per share of our series a common stock , series b common stock and series c common stock as reported on yahoo! finance ( finance.yahoo.com ) .
series a common stock series b common stock series c common stock high low high low high low fourth quarter $ 23.73 $ 16.28 $ 26.80 $ 20.00 $ 22.47 $ 15.27 third quarter $ 27.18 $ 20.80 $ 27.90 $ 22.00 $ 26.21 $ 19.62 second quarter $ 29.40 $ 25.11 $ 29.55 $ 25.45 $ 28.90 $ 24.39 first quarter $ 29.62 $ 26.34 $ 29.65 $ 27.55 $ 28.87 $ 25.76 fourth quarter $ 29.55 $ 25.01 $ 30.50 $ 26.00 $ 28.66 $ 24.20 third quarter $ 26.97 $ 24.27 $ 28.00 $ 25.21 $ 26.31 $ 23.44 second quarter $ 29.31 $ 23.73 $ 29.34 $ 24.15 $ 28.48 $ 22.54 first quarter $ 29.42 $ 24.33 $ 29.34 $ 24.30 $ 28.00 $ 23.81 as of february 21 , 2018 , there were approximately 1308 , 75 and 1414 record holders of our series a common stock , series b common stock and series c common stock , respectively .
these amounts do not include the number of shareholders whose shares are held of record by banks , brokerage houses or other institutions , but include each such institution as one shareholder .
we have not paid any cash dividends on our series a common stock , series b common stock or series c common stock , and we have no present intention to do so .
payment of cash dividends , if any , will be determined by our board of directors after consideration of our earnings , financial condition and other relevant factors such as our credit facility's restrictions on our ability to declare dividends in certain situations .
purchases of equity securities the following table presents information about our repurchases of common stock that were made through open market transactions during the three months ended december 31 , 2017 ( in millions , except per share amounts ) .
period total number of series c shares purchased average paid per share : series c ( a ) total number of shares purchased as part of publicly announced plans or programs ( b ) ( c ) approximate dollar value of shares that may yet be purchased under the plans or programs ( a ) ( b ) october 1 , 2017 - october 31 , 2017 2014 $ 2014 2014 $ 2014 november 1 , 2017 - november 30 , 2017 2014 $ 2014 2014 $ 2014 december 1 , 2017 - december 31 , 2017 2014 $ 2014 2014 $ 2014 total 2014 2014 $ 2014 ( a ) the amounts do not give effect to any fees , commissions or other costs associated with repurchases of shares .
( b ) under the stock repurchase program , management was authorized to purchase shares of the company's common stock from time to time through open market purchases or privately negotiated transactions at prevailing prices or pursuant to one or more accelerated stock repurchase agreements or other derivative arrangements as permitted by securities laws and other legal requirements , and subject to stock price , business and market conditions and other factors .
the company's authorization under the program expired on october 8 , 2017 and we have not repurchased any shares of common stock since then .
we historically have funded and in the future may fund stock repurchases through a combination of cash on hand and cash generated by operations and the issuance of debt .
in the future , if further authorization is provided , we may also choose to fund stock repurchases through borrowings under our revolving credit facility or future financing transactions .
there were no repurchases of our series a and b common stock during 2017 and no repurchases of series c common stock during the three months ended december 31 , 2017 .
the company first announced its stock repurchase program on august 3 , 2010 .
( c ) we entered into an agreement with advance/newhouse to repurchase , on a quarterly basis , a number of shares of series c-1 convertible preferred stock convertible into a number of shares of series c common stock .
we did not convert any any shares of series c-1 convertible preferred stock during the three months ended december 31 , 2017 .
there are no planned repurchases of series c-1 convertible preferred stock for the first quarter of 2018 as there were no repurchases of series a or series c common stock during the three months ended december 31 , 2017 .
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. , time warner , inc. , 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 , 2012 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 , 2013 , 2014 , 2015 , 2016 and 2017 .
december 31 , december 31 , december 31 , december 31 , december 31 , december 31 .
| december 312012 | december 312013 | december 312014 | december 312015 | december 312016 | december 312017
---------- | --------------- | --------------- | --------------- | --------------- | --------------- | ---------------
disca | $ 100.00 | $ 139.42 | $ 106.23 | $ 82.27 | $ 84.53 | $ 69.01
discb | $ 100.00 | $ 144.61 | $ 116.45 | $ 85.03 | $ 91.70 | $ 78.01
disck | $ 100.00 | $ 143.35 | $ 115.28 | $ 86.22 | $ 91.56 | $ 72.38
s&p 500 | $ 100.00 | $ 129.60 | $ 144.36 | $ 143.31 | $ 156.98 | $ 187.47
peer group | $ 100.00 | $ 163.16 | $ 186.87 | $ 180.10 | $ 200.65 | $ 208.79 |
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dd4c492f6 | restricted unit awards in 2010 and 2009 , the hartford issued restricted units as part of the hartford 2019s 2005 stock plan .
restricted stock unit awards under the plan have historically been settled in shares , but under this award will be settled in cash and are thus referred to as 201crestricted units 201d .
the economic value recipients will ultimately realize will be identical to the value that would have been realized if the awards had been settled in shares , i.e. , upon settlement , recipients will receive cash equal to the hartford 2019s share price multiplied by the number of restricted units awarded .
because restricted units will be settled in cash , the awards are remeasured at the end of each reporting period until settlement .
awards granted in 2009 vested after a three year period .
awards granted in 2010 include both graded and cliff vesting restricted units which vest over a three year period .
the graded vesting attribution method is used to recognize the expense of the award over the requisite service period .
for example , the graded vesting attribution method views one three-year grant with annual graded vesting as three separate sub-grants , each representing one third of the total number of awards granted .
the first sub-grant vests over one year , the second sub-grant vests over two years and the third sub-grant vests over three years .
there were no restricted units awarded for 2013 or 2012 .
as of december 31 , 2013 and 2012 , 27 thousand and 832 thousand restricted units were outstanding , respectively .
deferred stock unit plan effective july 31 , 2009 , the compensation and management development committee of the board authorized the hartford deferred stock unit plan ( 201cdeferred stock unit plan 201d ) , and , on october 22 , 2009 , it was amended .
the deferred stock unit plan provides for contractual rights to receive cash payments based on the value of a specified number of shares of stock .
the deferred stock unit plan provides for two award types , deferred units and restricted units .
deferred units are earned ratably over a year , based on the number of regular pay periods occurring during such year .
deferred units are credited to the participant's account on a quarterly basis based on the market price of the company 2019s common stock on the date of grant and are fully vested at all times .
deferred units credited to employees prior to january 1 , 2010 ( other than senior executive officers hired on or after october 1 , 2009 ) are not paid until after two years from their grant date .
deferred units credited on or after january 1 , 2010 ( and any credited to senior executive officers hired on or after october 1 , 2009 ) are paid in three equal installments after the first , second and third anniversaries of their grant date .
restricted units are intended to be incentive compensation and , unlike deferred units , vest over time , generally three years , and are subject to forfeiture .
the deferred stock unit plan is structured consistent with the limitations and restrictions on employee compensation arrangements imposed by the emergency economic stabilization act of 2008 and the tarp standards for compensation and corporate governance interim final rule issued by the u.s .
department of treasury on june 10 , 2009 .
there were no deferred stock units awarded in 2013 or 2012 .
a summary of the status of the company 2019s non-vested awards under the deferred stock unit plan as of december 31 , 2013 , is presented below : non-vested units restricted units ( in thousands ) weighted-average grant-date fair value .
non-vested units | restricted units ( in thousands ) | weighted-average grant-date fair value
------------------------------- | --------------------------------- | --------------------------------------
non-vested at beginning of year | 309 | 25.08
granted | 2014 | 2014
vested | -306 ( 306 ) | 25.04
forfeited | -3 ( 3 ) | 28.99
non-vested at end of year | 2014 | $ 2014
subsidiary stock plan in 2013 the hartford established a subsidiary stock-based compensation plan similar to the hartford 2010 incentive stock plan except that it awards non-public subsidiary stock as compensation .
the company recognized stock-based compensation plans expense of $ 1 in the year ended december 31 , 2013 for the subsidiary stock plan .
upon employee vesting of subsidiary stock , the company will recognize a noncontrolling equity interest .
employees will be restricted from selling vested subsidiary stock to other than the company and the company will have discretion on the amount of stock to repurchase .
therefore the subsidiary stock will be classified as equity because it is not mandatorily redeemable .
table of contents the hartford financial services group , inc .
notes to consolidated financial statements ( continued ) 19 .
stock compensation plans ( continued ) |
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dd4be623c | liquidity and capital resources we maintained a strong financial position throughout 2018 and as of 30 september 2018 our consolidated balance sheet included cash and cash items of $ 2791.3 .
we continue to have consistent access to commercial paper markets , and cash flows from operating and financing activities are expected to meet liquidity needs for the foreseeable future .
as of 30 september 2018 , we had $ 995.1 of foreign cash and cash items compared to a total amount of cash and cash items of $ 2791.3 .
as a result of the tax act , we currently do not expect that a significant portion of the earnings of our foreign subsidiaries and affiliates will be subject to u.s .
income tax upon subsequent repatriation to the united states .
depending on the country in which the subsidiaries and affiliates reside , the repatriation of these earnings may be subject to foreign withholding and other taxes .
however , since we have significant current investment plans outside the u.s. , it is our intent to permanently reinvest the majority of our foreign cash and cash items that would be subject to additional taxes outside the u.s .
refer to note 22 , income taxes , for additional information .
our cash flows from operating , investing , and financing activities from continuing operations , as reflected in the consolidated statements of cash flows , are summarized in the following table: .
cash provided by ( used for ) | 2018 | 2017 | 2016
----------------------------- | ------------------ | ------------------ | ----------------
operating activities | $ 2554.7 | $ 2534.1 | $ 2258.8
investing activities | -1649.1 ( 1649.1 ) | -1417.7 ( 1417.7 ) | -864.8 ( 864.8 )
financing activities | -1359.8 ( 1359.8 ) | -2040.9 ( 2040.9 ) | -860.2 ( 860.2 )
operating activities for the year ended 2018 , cash provided by operating activities was $ 2554.7 .
income from continuing operations of $ 1455.6 was adjusted for items including depreciation and amortization , deferred income taxes , impacts from the tax act , undistributed earnings of unconsolidated affiliates , share-based compensation , and noncurrent capital lease receivables .
other adjustments of $ 131.6 include a $ 54.9 net impact from the remeasurement of intercompany transactions .
the related hedging instruments that eliminate the earnings impact are included as a working capital adjustment in other receivables or payables and accrued liabilities .
in addition , other adjustments were impacted by cash received from the early termination of a cross currency swap of $ 54.4 , as well as the excess of pension expense over pension contributions of $ 23.5 .
the working capital accounts were a use of cash of $ 265.4 , primarily driven by payables and accrued liabilities , inventories , and trade receivables , partially offset by other receivables .
the use of cash in payables and accrued liabilities of $ 277.7 includes a decrease in customer advances of $ 145.7 primarily related to sale of equipment activity and $ 67.1 for maturities of forward exchange contracts that hedged foreign currency exposures .
the use of cash in inventories primarily resulted from the purchase of helium molecules .
in addition , inventories reflect the noncash impact of our change in accounting for u.s .
inventories from lifo to fifo .
the source of cash from other receivables of $ 123.6 was primarily due to the maturities of forward exchange contracts that hedged foreign currency exposures for the year ended 2017 , cash provided by operating activities was $ 2534.1 .
income from continuing operations of $ 1134.4 included a goodwill and intangible asset impairment charge of $ 162.1 , an equity method investment impairment charge of $ 79.5 , and a write-down of long-lived assets associated with restructuring of $ 69.2 .
refer to note 5 , cost reduction and asset actions ; note 8 , summarized financial information of equity affiliates ; note 10 , goodwill ; and note 11 , intangible assets , of the consolidated financial statements for additional information on these charges .
other adjustments of $ 165.4 included changes in uncertain tax positions and the fair value of foreign exchange contracts that hedge intercompany loans as well as pension contributions and expense .
the working capital accounts were a source of cash of $ 48.0 that were primarily driven by payables and accrued liabilities and other receivables , partially offset by other working capital and trade receivables .
the increase in payables and accrued liabilities of $ 163.8 was primarily due to timing differences related to payables and accrued liabilities and an increase in customer advances of $ 52.8 primarily related to sale of equipment activity .
the source of cash from other receivables of $ 124.7 was primarily due to the maturities of forward exchange contracts that hedged foreign currency exposures .
other working capital was a use of cash of $ 154.0 , primarily driven by payments for income taxes .
trade receivables was a use of cash of $ 73.6 which is primarily due to timing differences. |
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dd4baab10 | entergy mississippi , inc .
management 2019s financial discussion and analysis 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 2015 compared to 2014 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 2015 to 2014 .
amount ( in millions ) .
| amount ( in millions )
------------------------- | ----------------------
2014 net revenue | $ 701.2
volume/weather | 8.9
retail electric price | 7.3
net wholesale revenue | -2.7 ( 2.7 )
transmission equalization | -5.4 ( 5.4 )
reserve equalization | -5.5 ( 5.5 )
other | -7.5 ( 7.5 )
2015 net revenue | $ 696.3
the volume/weather variance is primarily due to an increase of 86 gwh , or 1% ( 1 % ) , in billed electricity usage , including the effect of more favorable weather on residential and commercial sales .
the retail electric price variance is primarily due to a $ 16 million net annual increase in revenues , effective february 2015 , as a result of the mpsc order in the june 2014 rate case and an increase in revenues collected through the energy efficiency rider , partially offset by a decrease in revenues collected through the storm damage rider .
the rate case included the realignment of certain costs from collection in riders to base rates .
see note 2 to the financial statements for a discussion of the rate case , the energy efficiency rider , and the storm damage rider .
the net wholesale revenue variance is primarily due to a wholesale customer contract termination in october transmission equalization revenue represents amounts received by entergy mississippi from certain other entergy utility operating companies , in accordance with the system agreement , to allocate the costs of collectively planning , constructing , and operating entergy 2019s bulk transmission facilities .
the transmission equalization variance is primarily attributable to the realignment , effective february 2015 , of these revenues from the determination of base rates to inclusion in a rider .
such revenues had a favorable effect on net revenue in 2014 , but minimal effect in 2015 .
entergy mississippi exited the system agreement in november 2015 .
see note 2 to the financial statements for a discussion of the system agreement .
reserve equalization revenue represents amounts received by entergy mississippi from certain other entergy utility operating companies , in accordance with the system agreement , to allocate the costs of collectively maintaining adequate electric generating capacity across the entergy system .
the reserve equalization variance is primarily attributable to the realignment , effective february 2015 , of these revenues from the determination of base rates to inclusion in a rider .
such revenues had a favorable effect on net revenue in 2014 , but minimal effect in 2015 .
entergy |
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dd4b9c948 | international networks international networks generated revenues of $ 3.0 billion and adjusted oibda of $ 848 million during 2016 , which represented 47% ( 47 % ) and 35% ( 35 % ) of our total consolidated revenues and adjusted oibda , respectively .
our international networks segment principally consists of national and pan-regional television networks and brands that are delivered across multiple distribution platforms .
this segment generates revenue from operations in virtually every pay-tv market in the world through an infrastructure that includes operational centers in london , warsaw , milan , singapore and miami .
global brands include discovery channel , animal planet , tlc , id , science channel and turbo ( known as velocity in the u.s. ) , along with brands exclusive to international networks , including eurosport , real time , dmax and discovery kids .
as of december 31 , 2016 , international networks operated over 400 unique distribution feeds in over 40 languages with channel feeds customized according to language needs and advertising sales opportunities .
international networks also has fta and broadcast networks in europe and the middle east and broadcast networks in germany , norway and sweden , and continues to pursue further international expansion .
fta networks generate a significant portion of international networks' revenue .
the penetration and growth rates of television services vary across countries and territories depending on numerous factors including the dominance of different television platforms in local markets .
while pay-tv services have greater penetration in certain markets , fta or broadcast television is dominant in others .
international networks has a large international distribution platform for its 37 networks , with as many as 13 networks distributed in any particular country or territory across the more than 220 countries and territories around the world .
international networks pursues distribution across all television platforms based on the specific dynamics of local markets and relevant commercial agreements .
in addition to the global networks described in the overview section above , we operate networks internationally that utilize the following brands : 2022 eurosport is the leading sports entertainment provider across europe with the following tv brands : eurosport , eurosport 2 and eurosportnews , reaching viewers across europe and asia , as well as eurosport digital , which includes eurosport player and eurosport.com .
2022 viewing subscribers reached by each brand as of december 31 , 2016 were as follows : eurosport : 133 million ; eurosport 2 : 65 million ; and eurosportnews : 9 million .
2022 eurosport telecasts live sporting events with both local and pan-regional appeal and its events focus on winter sports , cycling and tennis , including the tour de france and it is the home of grand slam tennis with all four tournaments .
important local sports rights include bundesliga and motogp .
in addition , eurosport has increasingly invested in more exclusive and localized rights to drive local audience and commercial relevance .
2022 we have acquired the exclusive broadcast rights across all media platforms throughout europe for the four olympic games between 2018 and 2024 for 20ac1.3 billion ( $ 1.5 billion as of december 31 , 2016 ) .
the broadcast rights exclude france for the olympic games in 2018 and 2020 , and exclude russia .
in addition to fta broadcasts for the olympic games , many of these events are set to air on eurosport's pay-tv and digital platforms .
2022 on november 2 , 2016 , we announced a long-term agreement and joint venture partnership with bamtech ( "mlbam" ) a technology services and video streaming company , and subsidiary of major league baseball's digital business , that includes the formation of bamtech europe , a joint venture that will provide digital technology services to a broad set of both sports and entertainment clients across europe .
2022 as of december 31 , 2016 , dmax reached approximately 103 million viewers through fta networks , according to internal estimates .
2022 dmax is a men 2019s factual entertainment channel in asia and europe .
2022 discovery kids reached approximately 121 million viewers , according to internal estimates , as of december 31 , 2016 .
2022 discovery kids is a leading children's network in latin america and asia .
our international networks segment also owns and operates the following regional television networks , which reached the following number of subscribers and viewers via pay and fta or broadcast networks , respectively , as of december 31 , 2016 : television service international subscribers/viewers ( millions ) .
| television service | internationalsubscribers/viewers ( millions )
------------------------------- | ------------------ | ---------------------------------------------
quest | fta | 77
nordic broadcast networks ( a ) | broadcast | 35
giallo | fta | 25
frisbee | fta | 25
focus | fta | 25
k2 | fta | 25
deejay tv | fta | 25
discovery hd world | pay | 24
shed | pay | 12
discovery history | pay | 10
discovery world | pay | 6
discovery en espanol ( u.s. ) | pay | 6
discovery familia ( u.s. ) | pay | 6
( a ) number of subscribers corresponds to the sum of the subscribers to each of the nordic broadcast networks in sweden , norway , finland and denmark subject to retransmission agreements with pay-tv providers .
the nordic broadcast networks include kanal 5 , kanal 9 , and kanal 11 in sweden , tv norge , max , fem and vox in norway , tv 5 , kutonen , and frii in finland , and kanal 4 , kanal 5 , 6'eren , and canal 9 in denmark .
similar to u.s .
networks , a significant source of revenue for international networks relates to fees charged to operators who distribute our linear networks .
such operators primarily include cable and dth satellite service providers .
international television markets vary in their stages of development .
some markets , such as the u.k. , are more advanced digital television markets , while others remain in the analog environment with varying degrees of investment from operators to expand channel capacity or convert to digital technologies .
common practice in some markets results in long-term contractual distribution relationships , while customers in other markets renew contracts annually .
distribution revenue for our international networks segment is largely dependent on the number of subscribers that receive our networks or content , the rates negotiated in the distributor agreements , and the market demand for the content that we provide .
the other significant source of revenue for international networks relates to advertising sold on our television networks and across distribution platforms , similar to u.s .
networks .
advertising revenue is dependent upon a number of factors , including the development of pay and fta television markets , the number of subscribers to and viewers of our channels , viewership demographics , the popularity of our programming , and our ability to sell commercial time over a portfolio of channels on multiple platforms .
in certain markets , our advertising sales business operates with in-house sales teams , while we rely on external sales representation services in other markets .
in developing television markets , advertising revenue growth results from continued subscriber growth , our localization strategy , and the shift of advertising spending from traditional broadcast networks to channels |
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dd4b91b88 | 13 .
rentals and leases the company leases sales and administrative office facilities , distribution centers , research and manufacturing facilities , as well as vehicles and other equipment under operating leases .
total rental expense under the company 2019s operating leases was $ 239 million in 2017 and $ 221 million in both 2016 and 2015 .
as of december 31 , 2017 , identifiable future minimum payments with non-cancelable terms in excess of one year were : ( millions ) .
2018 | $ 131
---------- | -----
2019 | 115
2020 | 96
2021 | 86
2022 | 74
thereafter | 115
total | $ 617
the company enters into operating leases for vehicles whose non-cancelable terms are one year or less in duration with month-to-month renewal options .
these leases have been excluded from the table above .
the company estimates payments under such leases will approximate $ 62 million in 2018 .
these vehicle leases have guaranteed residual values that have historically been satisfied by the proceeds on the sale of the vehicles .
14 .
research and development expenditures research expenditures that relate to the development of new products and processes , including significant improvements and refinements to existing products , are expensed as incurred .
such costs were $ 201 million in 2017 , $ 189 million in 2016 and $ 191 million in 2015 .
the company did not participate in any material customer sponsored research during 2017 , 2016 or 2015 .
15 .
commitments and contingencies the company is subject to various claims and contingencies related to , among other things , workers 2019 compensation , general liability ( including product liability ) , automobile claims , health care claims , environmental matters and lawsuits .
the company is also subject to various claims and contingencies related to income taxes , which are discussed in note 12 .
the company also has contractual obligations including lease commitments , which are discussed in note 13 .
the company records liabilities where a contingent loss is probable and can be reasonably estimated .
if the reasonable estimate of a probable loss is a range , the company records the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount .
the company discloses a contingent liability even if the liability is not probable or the amount is not estimable , or both , if there is a reasonable possibility that a material loss may have been incurred .
insurance globally , the company has insurance policies with varying deductibility levels for property and casualty losses .
the company is insured for losses in excess of these deductibles , subject to policy terms and conditions and has recorded both a liability and an offsetting receivable for amounts in excess of these deductibles .
the company is self-insured for health care claims for eligible participating employees , subject to certain deductibles and limitations .
the company determines its liabilities for claims on an actuarial basis .
litigation and environmental matters the company and certain subsidiaries are party to various lawsuits , claims and environmental actions that have arisen in the ordinary course of business .
these include from time to time antitrust , commercial , patent infringement , product liability and wage hour lawsuits , as well as possible obligations to investigate and mitigate the effects on the environment of the disposal or release of certain chemical substances at various sites , such as superfund sites and other operating or closed facilities .
the company has established accruals for certain lawsuits , claims and environmental matters .
the company currently believes that there is not a reasonably possible risk of material loss in excess of the amounts accrued related to these legal matters .
because litigation is inherently uncertain , and unfavorable rulings or developments could occur , there can be no certainty that the company may not ultimately incur charges in excess of recorded liabilities .
a future adverse ruling , settlement or unfavorable development could result in future charges that could have a material adverse effect on the company 2019s results of operations or cash flows in the period in which they are recorded .
the company currently believes that such future charges related to suits and legal claims , if any , would not have a material adverse effect on the company 2019s consolidated financial position .
environmental matters the company is currently participating in environmental assessments and remediation at approximately 45 locations , the majority of which are in the u.s. , and environmental liabilities have been accrued reflecting management 2019s best estimate of future costs .
potential insurance reimbursements are not anticipated in the company 2019s accruals for environmental liabilities. |
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dd496ca2e | as of december 31 , 2017 , the company had gross state income tax credit carry-forwards of approximately $ 20 million , which expire from 2018 through 2020 .
a deferred tax asset of approximately $ 16 million ( net of federal benefit ) has been established related to these state income tax credit carry-forwards , with a valuation allowance of $ 7 million against such deferred tax asset as of december 31 , 2017 .
the company had a gross state net operating loss carry-forward of $ 39 million , which expires in 2027 .
a deferred tax asset of approximately $ 3 million ( net of federal benefit ) has been established for the net operating loss carry-forward , with a full valuation allowance as of december 31 , 2017 .
other state and foreign net operating loss carry-forwards are separately and cumulatively immaterial to the company 2019s deferred tax balances and expire between 2026 and 2036 .
14 .
debt long-term debt consisted of the following: .
( $ in millions ) | december 31 2017 | december 31 2016
----------------------------------------------------------------------------------------------- | ---------------- | ----------------
senior notes due december 15 2021 5.000% ( 5.000 % ) | 2014 | 600
senior notes due november 15 2025 5.000% ( 5.000 % ) | 600 | 600
senior notes due december 1 2027 3.483% ( 3.483 % ) | 600 | 2014
mississippi economic development revenue bonds due may 1 2024 7.81% ( 7.81 % ) | 84 | 84
gulf opportunity zone industrial development revenue bonds due december 1 2028 4.55% ( 4.55 % ) | 21 | 21
less unamortized debt issuance costs | -26 ( 26 ) | -27 ( 27 )
total long-term debt | 1279 | 1278
credit facility - in november 2017 , the company terminated its second amended and restated credit agreement and entered into a new credit agreement ( the "credit facility" ) with third-party lenders .
the credit facility includes a revolving credit facility of $ 1250 million , which may be drawn upon during a period of five years from november 22 , 2017 .
the revolving credit facility includes a letter of credit subfacility of $ 500 million .
the revolving credit facility has a variable interest rate on outstanding borrowings based on the london interbank offered rate ( "libor" ) plus a spread based upon the company's credit rating , which may vary between 1.125% ( 1.125 % ) and 1.500% ( 1.500 % ) .
the revolving credit facility also has a commitment fee rate on the unutilized balance based on the company 2019s leverage ratio .
the commitment fee rate as of december 31 , 2017 was 0.25% ( 0.25 % ) and may vary between 0.20% ( 0.20 % ) and 0.30% ( 0.30 % ) .
the credit facility contains customary affirmative and negative covenants , as well as a financial covenant based on a maximum total leverage ratio .
each of the company's existing and future material wholly owned domestic subsidiaries , except those that are specifically designated as unrestricted subsidiaries , are and will be guarantors under the credit facility .
in july 2015 , the company used cash on hand to repay all amounts outstanding under a prior credit facility , including $ 345 million in principal amount of outstanding term loans .
as of december 31 , 2017 , $ 15 million in letters of credit were issued but undrawn , and the remaining $ 1235 million of the revolving credit facility was unutilized .
the company had unamortized debt issuance costs associated with its credit facilities of $ 11 million and $ 8 million as of december 31 , 2017 and 2016 , respectively .
senior notes - in december 2017 , the company issued $ 600 million aggregate principal amount of unregistered 3.483% ( 3.483 % ) senior notes with registration rights due december 2027 , the net proceeds of which were used to repurchase the company's 5.000% ( 5.000 % ) senior notes due in 2021 in connection with the 2017 redemption described below .
in november 2015 , the company issued $ 600 million aggregate principal amount of unregistered 5.000% ( 5.000 % ) senior notes due november 2025 , the net proceeds of which were used to repurchase the company's 7.125% ( 7.125 % ) senior notes due in 2021 in connection with the 2015 tender offer and redemption described below .
interest on the company's senior notes is payable semi-annually .
the terms of the 5.000% ( 5.000 % ) and 3.483% ( 3.483 % ) senior notes limit the company 2019s ability and the ability of certain of its subsidiaries to create liens , enter into sale and leaseback transactions , sell assets , and effect consolidations or mergers .
the company had unamortized debt issuance costs associated with the senior notes of $ 15 million and $ 19 million as of december 31 , 2017 and 2016 , respectively. |
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dd4ba163c | we include here by reference additional information relating to pnc common stock under the common stock prices/ dividends declared section in the statistical information ( unaudited ) section of item 8 of this report .
we include here by reference the information regarding our compensation plans under which pnc equity securities are authorized for issuance as of december 31 , 2015 in the table ( with introductory paragraph and notes ) that appears under the caption 201capproval of 2016 incentive award plan 2013 item 3 201d in our proxy statement to be filed for the 2016 annual meeting of shareholders and is incorporated by reference herein and in item 12 of this report .
our stock transfer agent and registrar is : computershare trust company , n.a .
250 royall street canton , ma 02021 800-982-7652 registered shareholders may contact the above phone number regarding dividends and other shareholder services .
we include here by reference the information that appears under the common stock performance graph caption at the end of this item 5 .
( a ) ( 2 ) none .
( b ) not applicable .
( c ) details of our repurchases of pnc common stock during the fourth quarter of 2015 are included in the following table : in thousands , except per share data 2015 period total shares purchased ( a ) average paid per total shares purchased as part of publicly announced programs ( b ) maximum number of shares that may yet be purchased under the programs ( b ) .
2015 period | total sharespurchased ( a ) | averagepricepaid pershare | total sharespurchased aspartofpubliclyannouncedprograms ( b ) | maximumnumberofshares thatmay yet bepurchasedunder theprograms ( b )
------------------ | --------------------------- | ------------------------- | ------------------------------------------------------------- | --------------------------------------------------------------------
october 1 2013 31 | 2528 | $ 89.24 | 2506 | 85413
november 1 2013 30 | 1923 | $ 94.06 | 1923 | 83490
december 1 2013 31 | 1379 | $ 95.20 | 1379 | 82111
total | 5830 | $ 92.24 | |
( a ) includes pnc common stock purchased in connection with our various employee benefit plans generally related to forfeitures of unvested restricted stock awards and shares used to cover employee payroll tax withholding requirements .
note 12 employee benefit plans and note 13 stock based compensation plans in the notes to consolidated financial statements in item 8 of this report include additional information regarding our employee benefit and equity compensation plans that use pnc common stock .
( b ) on march 11 , 2015 , we announced that our board of directors had approved the establishment of a new stock repurchase program authorization in the amount of 100 million shares of pnc common stock , effective april 1 , 2015 .
repurchases are made in open market or privately negotiated transactions and the timing and exact amount of common stock repurchases will depend on a number of factors including , among others , market and general economic conditions , economic capital and regulatory capital considerations , alternative uses of capital , the potential impact on our credit ratings , and contractual and regulatory limitations , including the results of the supervisory assessment of capital adequacy and capital planning processes undertaken by the federal reserve as part of the ccar process .
our 2015 capital plan , submitted as part of the ccar process and accepted by the federal reserve , included share repurchase programs of up to $ 2.875 billion for the five quarter period beginning with the second quarter of 2015 .
this amount does not include share repurchases in connection with various employee benefit plans referenced in note ( a ) .
in the fourth quarter of 2015 , in accordance with pnc 2019s 2015 capital plan and under the share repurchase authorization in effect during that period , we repurchased 5.8 million shares of common stock on the open market , with an average price of $ 92.26 per share and an aggregate repurchase price of $ .5 billion .
30 the pnc financial services group , inc .
2013 form 10-k |
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dd4bb227a | eastman notes to the audited consolidated financial statements stock option awards option awards are granted to non-employee directors on an annual basis and to employees who meet certain eligibility requirements .
a single annual option grant is usually awarded to eligible employees in the fourth quarter of each year , if and when granted by the compensation and management development committee of the board of directors , and occasional individual grants are awarded to eligible employees throughout the year .
option awards have an exercise price equal to the closing price of the company's stock on the date of grant .
the term of options is ten years with vesting periods that vary up to three years .
vesting usually occurs ratably or at the end of the vesting period .
sfas no .
123 ( r ) requires that stock option awards be valued at fair value determined by market price , if actively traded in a public market or , if not , calculated using an option pricing financial model .
the fair value of the company's options cannot be determined by market value as they are not traded in an open market .
accordingly , a financial pricing model is utilized to determine fair value .
the company utilizes the black scholes merton ( "bsm" ) model which relies on certain assumptions to estimate an option's fair value .
the weighted average assumptions used in the determination of fair value for stock options awarded in 2006 , 2005 and 2004 are provided in the table below: .
assumptions | 2006 | 2005 | 2004
------------------------------- | ------------------ | ------------------ | ------------------
expected volatility rate | 21.40% ( 21.40 % ) | 22.90% ( 22.90 % ) | 28.00% ( 28.00 % )
expected dividend yield | 3.24% ( 3.24 % ) | 3.29% ( 3.29 % ) | 3.80% ( 3.80 % )
average risk-free interest rate | 4.62% ( 4.62 % ) | 4.48% ( 4.48 % ) | 3.46% ( 3.46 % )
expected forfeiture rate | 0.75% ( 0.75 % ) | actual | actual
expected term years | 4.40 | 5.00 | 6.00
prior to adoption of sfas no .
123 ( r ) , the company calculated the expected term of stock options of six years .
effective with the fourth quarter 2005 annual option award , the company analyzed historical annual grant transactions over a ten year period comprising exercises , post-vesting cancellations and expirations to determine the expected term .
the company expects to execute this analysis each year preceding the annual option grant to ensure that all assumptions based upon internal data reflect the most reasonable expectations for fair value determination .
the weighted average expected term of 4.4 years for 2006 reflects the impact of this annual analysis and the weighting of option swap and reload grants which may have much shorter expected terms than new option grants .
the volatility rate of grants is derived from historical company common stock volatility over the same time period as the expected term .
the company uses a weekly high closing stock price based upon daily closing prices in the week .
the volatility rate is derived by mathematical formula utilizing the weekly high closing price data .
for the periods presented above , the expected dividend yield is derived by mathematical formula which uses the expected company annual dividend amount over the expected term divided by the fair market value of the company's common stock at the grant date .
the average risk-free interest rate is derived from united states department of treasury published interest rates of daily yield curves for the same time period as the expected term .
prior to adoption of sfas no .
123 ( r ) , the company did not estimate forfeitures and recognized them as they occurred for proforma disclosure of share-based compensation expense .
with adoption of sfas no .
123 ( r ) , estimated forfeitures must be considered in recording share-based compensation expense .
estimated forfeiture rates vary with each type of award affected by several factors , one of which is the varying composition and characteristics of the award participants .
estimated forfeitures for the company's share-based awards historically range from 0.75 percent to 10.0 percent with the estimated forfeitures for options at 0.75 percent. |
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dd49775fa | contractual obligations for future payments under existing debt and lease commitments and purchase obli- gations at december 31 , 2005 , were as follows : in millions 2006 2007 2008 2009 2010 thereafter .
in millions | 2006 | 2007 | 2008 | 2009 | 2010 | thereafter
-------------------------- | ------ | ------ | ----- | ------ | ------ | ----------
total debt | $ 1181 | $ 570 | $ 308 | $ 2330 | $ 1534 | $ 6281
lease obligations | 172 | 144 | 119 | 76 | 63 | 138
purchase obligations ( a ) | 3264 | 393 | 280 | 240 | 204 | 1238
total | $ 4617 | $ 1107 | $ 707 | $ 2646 | $ 1801 | $ 7657
( a ) the 2006 amount includes $ 2.4 billion for contracts made in the ordinary course of business to purchase pulpwood , logs and wood chips .
the majority of our other purchase obligations are take-or-pay or purchase commitments made in the ordinary course of business related to raw material purchases and energy contracts .
other significant items include purchase obligations related to contracted services .
transformation plan in july 2005 , the company announced a plan to focus its business portfolio on two key global platform businesses : uncoated papers ( including distribution ) and packaging .
the plan also focuses on improving shareholder return through mill realignments in those two businesses , additional cost improvements and exploring strategic options for other businesses , includ- ing possible sale or spin-off .
in connection with this process , in the third quarter of 2005 , the company completed the sale of its 50.5% ( 50.5 % ) interest in carter holt harvey limited .
other businesses currently under re- view include : 2022 the coated and supercalendered papers busi- ness , including the coated groundwood mill and associated assets in brazil , 2022 the beverage packaging business , including the pine bluff , arkansas mill , 2022 the kraft papers business , including the roa- noke rapids , north carolina mill , 2022 arizona chemical , 2022 the wood products business , and 2022 segments or potentially all of the company 2019s 6.5 million acres of u.s .
forestlands .
consistent with this evaluation process , the com- pany has distributed bid package information for some of these businesses .
the exact timing of this evaluation process will vary by business ; however , it is anticipated that decisions will be made for some of these businesses during 2006 .
while the exact use of any proceeds from potential future sales is dependent upon various factors affecting future cash flows , such as the amount of any proceeds received and changes in market conditions , input costs and capital spending , the company remains committed to using its free cash flow in 2006 to pay down debt , to return value to shareholders , and for se- lective high-return investments .
critical accounting policies the preparation of financial statements in con- formity with generally accepted accounting principles in the united states requires international paper to estab- lish accounting policies and to make estimates that af- fect both the amounts and timing of the recording of assets , liabilities , revenues and expenses .
some of these estimates require judgments about matters that are in- herently uncertain .
accounting policies whose application may have a significant effect on the reported results of operations and financial position of international paper , and that can require judgments by management that affect their application , include sfas no .
5 , 201caccounting for contingencies , 201d sfas no .
144 , 201caccounting for the impairment or disposal of long-lived assets , 201d sfas no .
142 , 201cgoodwill and other intangible assets , 201d sfas no .
87 , 201cemployers 2019 accounting for pensions , 201d sfas no .
106 , 201cemployers 2019 accounting for postretirement benefits other than pensions , 201d as amended by sfas nos .
132 and 132r , 201cemployers 2019 disclosures about pension and other postretirement benefits , 201d and sfas no .
109 , 201caccounting for income taxes . 201d the following is a discussion of the impact of these accounting policies on international paper : contingent liabilities .
accruals for contingent li- abilities , including legal and environmental matters , are recorded when it is probable that a liability has been incurred or an asset impaired and the amount of the loss can be reasonably estimated .
liabilities accrued for legal matters require judgments regarding projected outcomes and range of loss based on historical experience and recommendations of legal counsel .
additionally , as dis- cussed in note 10 of the notes to consolidated finan- cial statements in item 8 .
financial statements and supplementary data , reserves for projected future claims settlements relating to exterior siding and roofing prod- ucts previously manufactured by masonite require judgments regarding projections of future claims rates and amounts .
international paper utilizes an in- dependent third party consultant to assist in developing these estimates .
liabilities for environmental matters require evaluations of relevant environmental regu- lations and estimates of future remediation alternatives and costs .
international paper determines these esti- mates after a detailed evaluation of each site .
impairment of long-lived assets and goodwill .
an impairment of a long-lived asset exists when the asset 2019s carrying amount exceeds its fair value , and is recorded when the carrying amount is not recoverable through future operations .
a goodwill impairment exists when the carrying amount of goodwill exceeds its fair value .
assessments of possible impairments of long-lived assets and goodwill are made when events or changes in cir- cumstances indicate that the carrying value of the asset |
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dd4c28ca4 | see note 10 goodwill and other intangible assets for further discussion of the accounting for goodwill and other intangible assets .
the estimated amount of rbc bank ( usa ) revenue and net income ( excluding integration costs ) included in pnc 2019s consolidated income statement for 2012 was $ 1.0 billion and $ 273 million , respectively .
upon closing and conversion of the rbc bank ( usa ) transaction , subsequent to march 2 , 2012 , separate records for rbc bank ( usa ) as a stand-alone business have not been maintained as the operations of rbc bank ( usa ) have been fully integrated into pnc .
rbc bank ( usa ) revenue and earnings disclosed above reflect management 2019s best estimate , based on information available at the reporting date .
the following table presents certain unaudited pro forma information for illustrative purposes only , for 2012 and 2011 as if rbc bank ( usa ) had been acquired on january 1 , 2011 .
the unaudited estimated pro forma information combines the historical results of rbc bank ( usa ) with the company 2019s consolidated historical results and includes certain adjustments reflecting the estimated impact of certain fair value adjustments for the respective periods .
the pro forma information is not indicative of what would have occurred had the acquisition taken place on january 1 , 2011 .
in particular , no adjustments have been made to eliminate the impact of other-than-temporary impairment losses and losses recognized on the sale of securities that may not have been necessary had the investment securities been recorded at fair value as of january 1 , 2011 .
the unaudited pro forma information does not consider any changes to the provision for credit losses resulting from recording loan assets at fair value .
additionally , the pro forma financial information does not include the impact of possible business model changes and does not reflect pro forma adjustments to conform accounting policies between rbc bank ( usa ) and pnc .
additionally , pnc expects to achieve further operating cost savings and other business synergies , including revenue growth , as a result of the acquisition that are not reflected in the pro forma amounts that follow .
as a result , actual results will differ from the unaudited pro forma information presented .
table 57 : rbc bank ( usa ) and pnc unaudited pro forma results .
in millions | for the year ended december 31 2012 | for the year ended december 31 2011
-------------- | ----------------------------------- | -----------------------------------
total revenues | $ 15721 | $ 15421
net income | 2989 | 2911
in connection with the rbc bank ( usa ) acquisition and other prior acquisitions , pnc recognized $ 267 million of integration charges in 2012 .
pnc recognized $ 42 million of integration charges in 2011 in connection with prior acquisitions .
the integration charges are included in the table above .
sale of smartstreet effective october 26 , 2012 , pnc divested certain deposits and assets of the smartstreet business unit , which was acquired by pnc as part of the rbc bank ( usa ) acquisition , to union bank , n.a .
smartstreet is a nationwide business focused on homeowner or community association managers and had approximately $ 1 billion of assets and deposits as of september 30 , 2012 .
the gain on sale was immaterial and resulted in a reduction of goodwill and core deposit intangibles of $ 46 million and $ 13 million , respectively .
results from operations of smartstreet from march 2 , 2012 through october 26 , 2012 are included in our consolidated income statement .
flagstar branch acquisition effective december 9 , 2011 , pnc acquired 27 branches in the northern metropolitan atlanta , georgia area from flagstar bank , fsb , a subsidiary of flagstar bancorp , inc .
the fair value of the assets acquired totaled approximately $ 211.8 million , including $ 169.3 million in cash , $ 24.3 million in fixed assets and $ 18.2 million of goodwill and intangible assets .
we also assumed approximately $ 210.5 million of deposits associated with these branches .
no deposit premium was paid and no loans were acquired in the transaction .
our consolidated income statement includes the impact of the branch activity subsequent to our december 9 , 2011 acquisition .
bankatlantic branch acquisition effective june 6 , 2011 , we acquired 19 branches in the greater tampa , florida area from bankatlantic , a subsidiary of bankatlantic bancorp , inc .
the fair value of the assets acquired totaled $ 324.9 million , including $ 256.9 million in cash , $ 26.0 million in fixed assets and $ 42.0 million of goodwill and intangible assets .
we also assumed approximately $ 324.5 million of deposits associated with these branches .
a $ 39.0 million deposit premium was paid and no loans were acquired in the transaction .
our consolidated income statement includes the impact of the branch activity subsequent to our june 6 , 2011 acquisition .
sale of pnc global investment servicing on july 1 , 2010 , we sold pnc global investment servicing inc .
( gis ) , a leading provider of processing , technology and business intelligence services to asset managers , broker- dealers and financial advisors worldwide , for $ 2.3 billion in cash pursuant to a definitive agreement entered into on february 2 , 2010 .
this transaction resulted in a pretax gain of $ 639 million , net of transaction costs , in the third quarter of 2010 .
this gain and results of operations of gis through june 30 , 2010 are presented as income from discontinued operations , net of income taxes , on our consolidated income statement .
as part of the sale agreement , pnc has agreed to provide certain transitional services on behalf of gis until completion of related systems conversion activities .
138 the pnc financial services group , inc .
2013 form 10-k |
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dd4b96a84 | provision for income taxes increased $ 1791 million in 2012 from 2011 primarily due to the increase in pretax income from continuing operations , including the impact of the resumption of sales in libya in the first quarter of 2012 .
the following is an analysis of the effective income tax rates for 2012 and 2011: .
| 2012 | 2011
------------------------------------------------------------------------------- | ------------ | ------------
statutory rate applied to income from continuing operations before income taxes | 35% ( 35 % ) | 35% ( 35 % )
effects of foreign operations including foreign tax credits | 18 | 6
change in permanent reinvestment assertion | 2014 | 5
adjustments to valuation allowances | 21 | 14
tax law changes | 2014 | 1
effective income tax rate on continuing operations | 74% ( 74 % ) | 61% ( 61 % )
the effective income tax rate is influenced by a variety of factors including the geographic sources of income and the relative magnitude of these sources of income .
the provision for income taxes is allocated on a discrete , stand-alone basis to pretax segment income and to individual items not allocated to segments .
the difference between the total provision and the sum of the amounts allocated to segments appears in the "corporate and other unallocated items" shown in the reconciliation of segment income to net income below .
effects of foreign operations 2013 the effects of foreign operations on our effective tax rate increased in 2012 as compared to 2011 , primarily due to the resumption of sales in libya in the first quarter of 2012 , where the statutory rate is in excess of 90 percent .
change in permanent reinvestment assertion 2013 in the second quarter of 2011 , we recorded $ 716 million of deferred u.s .
tax on undistributed earnings of $ 2046 million that we previously intended to permanently reinvest in foreign operations .
offsetting this tax expense were associated foreign tax credits of $ 488 million .
in addition , we reduced our valuation allowance related to foreign tax credits by $ 228 million due to recognizing deferred u.s .
tax on previously undistributed earnings .
adjustments to valuation allowances 2013 in 2012 and 2011 , we increased the valuation allowance against foreign tax credits because it is more likely than not that we will be unable to realize all u.s .
benefits on foreign taxes accrued in those years .
see item 8 .
financial statements and supplementary data - note 10 to the consolidated financial statements for further information about income taxes .
discontinued operations is presented net of tax , and reflects our downstream business that was spun off june 30 , 2011 and our angola business which we agreed to sell in 2013 .
see item 8 .
financial statements and supplementary data 2013 notes 3 and 6 to the consolidated financial statements for additional information. |
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dd4bb5d12 | augusta , georgia mill and $ 2 million of costs associated with the sale of the shorewood business .
consumer packaging .
in millions | 2015 | 2014 | 2013
------------------------- | ---------- | ------ | ------
sales | $ 2940 | $ 3403 | $ 3435
operating profit ( loss ) | -25 ( 25 ) | 178 | 161
north american consumer packaging net sales were $ 1.9 billion in 2015 compared with $ 2.0 billion in 2014 and $ 2.0 billion in 2013 .
operating profits were $ 81 million ( $ 91 million excluding the cost associated with the planned conversion of our riegelwood mill to 100% ( 100 % ) pulp production , net of proceeds from the sale of the carolina coated bristols brand , and sheet plant closure costs ) in 2015 compared with $ 92 million ( $ 100 million excluding sheet plant closure costs ) in 2014 and $ 63 million ( $ 110 million excluding paper machine shutdown costs and costs related to the sale of the shorewood business ) in 2013 .
coated paperboard sales volumes in 2015 were lower than in 2014 reflecting weaker market demand .
the business took about 77000 tons of market-related downtime in 2015 compared with about 41000 tons in 2014 .
average sales price realizations increased modestly year over year as competitive pressures in the current year only partially offset the impact of sales price increases implemented in 2014 .
input costs decreased for energy and chemicals , but wood costs increased .
planned maintenance downtime costs were $ 10 million lower in 2015 .
operating costs were higher , mainly due to inflation and overhead costs .
foodservice sales volumes increased in 2015 compared with 2014 reflecting strong market demand .
average sales margins increased due to lower resin costs and a more favorable mix .
operating costs and distribution costs were both higher .
looking ahead to the first quarter of 2016 , coated paperboard sales volumes are expected to be slightly lower than in the fourth quarter of 2015 due to our exit from the coated bristols market .
average sales price realizations are expected to be flat , but margins should benefit from a more favorable product mix .
input costs are expected to be higher for wood , chemicals and energy .
planned maintenance downtime costs should be $ 4 million higher with a planned maintenance outage scheduled at our augusta mill in the first quarter .
foodservice sales volumes are expected to be seasonally lower .
average sales margins are expected to improve due to a more favorable mix .
operating costs are expected to decrease .
european consumer packaging net sales in 2015 were $ 319 million compared with $ 365 million in 2014 and $ 380 million in 2013 .
operating profits in 2015 were $ 87 million compared with $ 91 million in 2014 and $ 100 million in 2013 .
sales volumes in 2015 compared with 2014 increased in europe , but decreased in russia .
average sales margins improved in russia due to slightly higher average sales price realizations and a more favorable mix .
in europe average sales margins decreased reflecting lower average sales price realizations and an unfavorable mix .
input costs were lower in europe , primarily for wood and energy , but were higher in russia , primarily for wood .
looking forward to the first quarter of 2016 , compared with the fourth quarter of 2015 , sales volumes are expected to be stable .
average sales price realizations are expected to be slightly higher in both russia and europe .
input costs are expected to be flat , while operating costs are expected to increase .
asian consumer packaging the company sold its 55% ( 55 % ) equity share in the ip-sun jv in october 2015 .
net sales and operating profits presented below include results through september 30 , 2015 .
net sales were $ 682 million in 2015 compared with $ 1.0 billion in 2014 and $ 1.1 billion in 2013 .
operating profits in 2015 were a loss of $ 193 million ( a loss of $ 19 million excluding goodwill and other asset impairment costs ) compared with losses of $ 5 million in 2014 and $ 2 million in 2013 .
sales volumes and average sales price realizations were lower in 2015 due to over-supplied market conditions and competitive pressures .
average sales margins were also negatively impacted by a less favorable mix .
input costs and freight costs were lower and operating costs also decreased .
on october 13 , 2015 , the company finalized the sale of its 55% ( 55 % ) interest in ip asia coated paperboard ( ip- sun jv ) business , within the company's consumer packaging segment , to its chinese coated board joint venture partner , shandong sun holding group co. , ltd .
for rmb 149 million ( approximately usd $ 23 million ) .
during the third quarter of 2015 , a determination was made that the current book value of the asset group exceeded its estimated fair value of $ 23 million , which was the agreed upon selling price .
the 2015 loss includes the net pre-tax impairment charge of $ 174 million ( $ 113 million after taxes ) .
a pre-tax charge of $ 186 million was recorded during the third quarter in the company's consumer packaging segment to write down the long-lived assets of this business to their estimated fair value .
in the fourth quarter of 2015 , upon the sale and corresponding deconsolidation of ip-sun jv from the company's consolidated balance sheet , final adjustments were made resulting in a reduction of the impairment of $ 12 million .
the amount of pre-tax losses related to noncontrolling interest of the ip-sun jv included in the company's consolidated statement of operations for the years ended december 31 , 2015 , 2014 and 2013 were $ 19 million , $ 12 million and $ 8 million , respectively .
the amount of pre-tax losses related to the ip-sun jv included in the company's |
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dd4983832 | the aes corporation notes to consolidated financial statements 2014 ( continued ) december 31 , 2017 , 2016 , and 2015 on december 8 , 2017 , the board of directors declared a quarterly common stock dividend of $ 0.13 per share payable on february 15 , 2018 to shareholders of record at the close of business on february 1 , 2018 .
stock repurchase program 2014 no shares were repurchased in 2017 .
the cumulative repurchases from the commencement of the program in july 2010 through december 31 , 2017 totaled 154.3 million shares for a total cost of $ 1.9 billion , at an average price per share of $ 12.12 ( including a nominal amount of commissions ) .
as of december 31 , 2017 , $ 246 million remained available for repurchase under the program .
the common stock repurchased has been classified as treasury stock and accounted for using the cost method .
a total of 155924785 and 156878891 shares were held as treasury stock at december 31 , 2017 and 2016 , respectively .
restricted stock units under the company's employee benefit plans are issued from treasury stock .
the company has not retired any common stock repurchased since it began the program in july 2010 .
15 .
segments and geographic information the segment reporting structure uses the company's organizational structure as its foundation to reflect how the company manages the businesses internally and is organized by geographic regions which provides a socio- political-economic understanding of our business .
during the third quarter of 2017 , the europe and asia sbus were merged in order to leverage scale and are now reported as part of the eurasia sbu .
the management reporting structure is organized by five sbus led by our president and chief executive officer : us , andes , brazil , mcac and eurasia sbus .
the company determined that it has five operating and five reportable segments corresponding to its sbus .
all prior period results have been retrospectively revised to reflect the new segment reporting structure .
in february 2018 , we announced a reorganization as a part of our ongoing strategy to simplify our portfolio , optimize our cost structure , and reduce our carbon intensity .
the company is currently evaluating the impact this reorganization will have on our segment reporting structure .
corporate and other 2014 corporate overhead costs which are not directly associated with the operations of our five reportable segments are included in "corporate and other." also included are certain intercompany charges such as self-insurance premiums which are fully eliminated in consolidation .
the company uses adjusted ptc as its primary segment performance measure .
adjusted ptc , a non-gaap measure , is defined by the company as pre-tax income from continuing operations attributable to the aes corporation excluding gains or losses of the consolidated entity due to ( a ) unrealized gains or losses related to derivative transactions ; ( b ) unrealized foreign currency gains or losses ; ( c ) gains , losses and associated benefits and costs due to dispositions and acquisitions of business interests , including early plant closures ; ( d ) losses due to impairments ; ( e ) gains , losses and costs due to the early retirement of debt ; and ( f ) costs directly associated with a major restructuring program , including , but not limited to , workforce reduction efforts , relocations , and office consolidation .
adjusted ptc also includes net equity in earnings of affiliates on an after-tax basis adjusted for the same gains or losses excluded from consolidated entities .
the company has concluded adjusted ptc better reflects the underlying business performance of the company and is the most relevant measure considered in the company's internal evaluation of the financial performance of its segments .
additionally , given its large number of businesses and complexity , the company concluded that adjusted ptc is a more transparent measure that better assists investors in determining which businesses have the greatest impact on the company's results .
revenue and adjusted ptc are presented before inter-segment eliminations , which includes the effect of intercompany transactions with other segments except for interest , charges for certain management fees , and the write-off of intercompany balances , as applicable .
all intra-segment activity has been eliminated within the segment .
inter-segment activity has been eliminated within the total consolidated results .
the following tables present financial information by segment for the periods indicated ( in millions ) : .
year ended december 31, | total revenue 2017 | total revenue 2016 | total revenue 2015
----------------------- | ------------------ | ------------------ | ------------------
us sbu | $ 3229 | $ 3429 | $ 3593
andes sbu | 2710 | 2506 | 2489
brazil sbu | 542 | 450 | 962
mcac sbu | 2448 | 2172 | 2353
eurasia sbu | 1590 | 1670 | 1875
corporate and other | 35 | 77 | 31
eliminations | -24 ( 24 ) | -23 ( 23 ) | -43 ( 43 )
total revenue | $ 10530 | $ 10281 | $ 11260 |
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dd4bafc78 | page 45 of 100 ball corporation and subsidiaries notes to consolidated financial statements 3 .
acquisitions latapack-ball embalagens ltda .
( latapack-ball ) in august 2010 , the company paid $ 46.2 million to acquire an additional 10.1 percent economic interest in its brazilian beverage packaging joint venture , latapack-ball , through a transaction with the joint venture partner , latapack s.a .
this transaction increased the company 2019s overall economic interest in the joint venture to 60.1 percent and expands and strengthens ball 2019s presence in the growing brazilian market .
as a result of the transaction , latapack-ball became a variable interest entity ( vie ) under consolidation accounting guidelines with ball being identified as the primary beneficiary of the vie and consolidating the joint venture .
latapack-ball operates metal beverage packaging manufacturing plants in tres rios , jacarei and salvador , brazil and has been included in the metal beverage packaging , americas and asia , reporting segment .
in connection with the acquisition , the company recorded a gain of $ 81.8 million on its previously held equity investment in latapack-ball as a result of required purchase accounting .
the following table summarizes the final fair values of the latapack-ball assets acquired , liabilities assumed and non- controlling interest recognized , as well as the related investment in latapack s.a. , as of the acquisition date .
the valuation was based on market and income approaches. .
cash | $ 69.3
---------------------------- | ------------------
current assets | 84.7
property plant and equipment | 265.9
goodwill | 100.2
intangible asset | 52.8
current liabilities | -53.2 ( 53.2 )
long-term liabilities | -174.1 ( 174.1 )
net assets acquired | $ 345.6
noncontrolling interests | $ -132.9 ( 132.9 )
noncontrolling interests $ ( 132.9 ) the customer relationships were identified as an intangible asset by the company and assigned an estimated life of 13.4 years .
the intangible asset is being amortized on a straight-line basis .
neuman aluminum ( neuman ) in july 2010 , the company acquired neuman for approximately $ 62 million in cash .
neuman had sales of approximately $ 128 million in 2009 ( unaudited ) and is the leading north american manufacturer of aluminum slugs used to make extruded aerosol cans , beverage bottles , aluminum collapsible tubes and technical impact extrusions .
neuman operates two plants , one in the united states and one in canada , which employ approximately 180 people .
the acquisition of neuman is not material to the metal food and household products packaging , americas , segment , in which its results of operations have been included since the acquisition date .
guangdong jianlibao group co. , ltd ( jianlibao ) in june 2010 , the company acquired jianlibao 2019s 65 percent interest in a joint venture metal beverage can and end plant in sanshui ( foshan ) , prc .
ball has owned 35 percent of the joint venture plant since 1992 .
ball acquired the 65 percent interest for $ 86.9 million in cash ( net of cash acquired ) and assumed debt , and also entered into a long-term supply agreement with jianlibao and one of its affiliates .
the company recorded equity earnings of $ 24.1 million , which was composed of equity earnings and a gain realized on the fair value of ball 2019s previous 35 percent equity investment as a result of required purchase accounting .
the purchase accounting was completed during the third quarter of 2010 .
the acquisition of the remaining interest is not material to the metal beverage packaging , americas and asia , segment. |
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dd4b912fa | entergy new orleans , inc .
management's financial discussion and analysis 2007 compared to 2006 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 2007 to 2006 .
amount ( in millions ) .
| amount ( in millions )
--------------------- | ----------------------
2006 net revenue | $ 192.2
fuel recovery | 42.6
volume/weather | 25.6
rider revenue | 8.5
net wholesale revenue | -41.2 ( 41.2 )
other | 3.3
2007 net revenue | $ 231.0
the fuel recovery variance is due to the inclusion of grand gulf costs in fuel recoveries effective july 1 , 2006 .
in june 2006 , the city council approved the recovery of grand gulf costs through the fuel adjustment clause , without a corresponding change in base rates ( a significant portion of grand gulf costs was previously recovered through base rates ) .
the volume/weather variance is due to an increase in electricity usage in the service territory in 2007 compared to the same period in 2006 .
the first quarter 2006 was affected by customer losses following hurricane katrina .
entergy new orleans estimates that approximately 132000 electric customers and 86000 gas customers have returned and are taking service as of december 31 , 2007 , compared to approximately 95000 electric customers and 65000 gas customers as of december 31 , 2006 .
billed retail electricity usage increased a total of 540 gwh compared to the same period in 2006 , an increase of 14% ( 14 % ) .
the rider revenue variance is due primarily to a storm reserve rider effective march 2007 as a result of the city council's approval of a settlement agreement in october 2006 .
the approved storm reserve has been set to collect $ 75 million over a ten-year period through the rider and the funds will be held in a restricted escrow account .
the settlement agreement is discussed in note 2 to the financial statements .
the net wholesale revenue variance is due to more energy available for resale in 2006 due to the decrease in retail usage caused by customer losses following hurricane katrina .
in addition , 2006 revenue includes the sales into the wholesale market of entergy new orleans' share of the output of grand gulf , pursuant to city council approval of measures proposed by entergy new orleans to address the reduction in entergy new orleans' retail customer usage caused by hurricane katrina and to provide revenue support for the costs of entergy new orleans' share of grand other income statement variances 2008 compared to 2007 other operation and maintenance expenses decreased primarily due to : a provision for storm-related bad debts of $ 11 million recorded in 2007 ; a decrease of $ 6.2 million in legal and professional fees ; a decrease of $ 3.4 million in employee benefit expenses ; and a decrease of $ 1.9 million in gas operations spending due to higher labor and material costs for reliability work in 2007. |
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dd4b9b232 | interest-earning assets including unearned income in the accretion of fair value adjustments on discounts recognized on acquired or purchased loans is recognized based on the constant effective yield of the financial instrument .
the timing and amount of revenue that we recognize in any period is dependent on estimates , judgments , assumptions , and interpretation of contractual terms .
changes in these factors can have a significant impact on revenue recognized in any period due to changes in products , market conditions or industry norms .
residential and commercial mortgage servicing rights we elect to measure our residential mortgage servicing rights ( msrs ) at fair value .
this election was made to be consistent with our risk management strategy to hedge changes in the fair value of these assets as described below .
the fair value of residential msrs is estimated by using a cash flow valuation model which calculates the present value of estimated future net servicing cash flows , taking into consideration actual and expected mortgage loan prepayment rates , discount rates , servicing costs , and other economic factors which are determined based on current market conditions .
assumptions incorporated into the residential msrs valuation model reflect management 2019s best estimate of factors that a market participant would use in valuing the residential msrs .
although sales of residential msrs do occur , residential msrs do not trade in an active market with readily observable prices so the precise terms and conditions of sales are not available .
as a benchmark for the reasonableness of its residential msrs fair value , pnc obtains opinions of value from independent parties ( 201cbrokers 201d ) .
these brokers provided a range ( +/- 10 bps ) based upon their own discounted cash flow calculations of our portfolio that reflected conditions in the secondary market , and any recently executed servicing transactions .
pnc compares its internally-developed residential msrs value to the ranges of values received from the brokers .
if our residential msrs fair value falls outside of the brokers 2019 ranges , management will assess whether a valuation adjustment is warranted .
for 2011 and 2010 , pnc 2019s residential msrs value has not fallen outside of the brokers 2019 ranges .
we consider our residential msrs value to represent a reasonable estimate of fair value .
commercial msrs are purchased or originated when loans are sold with servicing retained .
commercial msrs do not trade in an active market with readily observable prices so the precise terms and conditions of sales are not available .
commercial msrs are initially recorded at fair value and are subsequently accounted for at the lower of amortized cost or fair value .
commercial msrs are periodically evaluated for impairment .
for purposes of impairment , the commercial mortgage servicing rights are stratified based on asset type , which characterizes the predominant risk of the underlying financial asset .
the fair value of commercial msrs is estimated by using an internal valuation model .
the model calculates the present value of estimated future net servicing cash flows considering estimates of servicing revenue and costs , discount rates and prepayment speeds .
pnc employs risk management strategies designed to protect the value of msrs from changes in interest rates and related market factors .
residential msrs values are economically hedged with securities and derivatives , including interest-rate swaps , options , and forward mortgage-backed and futures contracts .
as interest rates change , these financial instruments are expected to have changes in fair value negatively correlated to the change in fair value of the hedged residential msrs portfolio .
the hedge relationships are actively managed in response to changing market conditions over the life of the residential msrs assets .
commercial msrs are economically hedged at a macro level or with specific derivatives to protect against a significant decline in interest rates .
selecting appropriate financial instruments to economically hedge residential or commercial msrs requires significant management judgment to assess how mortgage rates and prepayment speeds could affect the future values of msrs .
hedging results can frequently be less predictable in the short term , but over longer periods of time are expected to protect the economic value of the msrs .
the fair value of residential and commercial msrs and significant inputs to the valuation model as of december 31 , 2011 are shown in the tables below .
the expected and actual rates of mortgage loan prepayments are significant factors driving the fair value .
management uses a third-party model to estimate future residential loan prepayments and internal proprietary models to estimate future commercial loan prepayments .
these models have been refined based on current market conditions .
future interest rates are another important factor in the valuation of msrs .
management utilizes market implied forward interest rates to estimate the future direction of mortgage and discount rates .
the forward rates utilized are derived from the current yield curve for u.s .
dollar interest rate swaps and are consistent with pricing of capital markets instruments .
changes in the shape and slope of the forward curve in future periods may result in volatility in the fair value estimate .
residential mortgage servicing rights dollars in millions december 31 december 31 .
dollars in millions | december 31 2011 | december 312010
----------------------------------------------- | ------------------ | ------------------
fair value | $ 647 | $ 1033
weighted-average life ( in years ) ( a ) | 3.6 | 5.8
weighted-average constant prepayment rate ( a ) | 22.10% ( 22.10 % ) | 12.61% ( 12.61 % )
weighted-average option adjusted spread | 11.77% ( 11.77 % ) | 12.18% ( 12.18 % )
weighted-average constant prepayment rate ( a ) 22.10% ( 22.10 % ) 12.61% ( 12.61 % ) weighted-average option adjusted spread 11.77% ( 11.77 % ) 12.18% ( 12.18 % ) ( a ) changes in weighted-average life and weighted-average constant prepayment rate reflect the cumulative impact of changes in rates , prepayment expectations and model changes .
the pnc financial services group , inc .
2013 form 10-k 65 |
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dd4bb2a5e | vornado realty trust notes to consolidated financial statements ( continued ) 10 .
redeemable noncontrolling interests - continued redeemable noncontrolling interests on our consolidated balance sheets are recorded at the greater of their carrying amount or redemption value at the end of each reporting period .
changes in the value from period to period are charged to 201cadditional capital 201d in our consolidated statements of changes in equity .
below is a table summarizing the activity of redeemable noncontrolling interests .
( amounts in thousands ) .
balance at december 31 2008 | $ 1177978
------------------------------------------------------------------ | ------------------
net income | 25120
distributions | -42451 ( 42451 )
conversion of class a units into common shares at redemption value | -90955 ( 90955 )
adjustment to carry redeemable class a units at redemption value | 167049
other net | 14887
balance at december 31 2009 | $ 1251628
net income | 55228
distributions | -53515 ( 53515 )
conversion of class a units into common shares at redemption value | -126764 ( 126764 )
adjustment to carry redeemable class a units at redemption value | 191826
redemption of series d-12 redeemable units | -13000 ( 13000 )
other net | 22571
balance at december 31 2010 | $ 1327974
as of december 31 , 2010 and 2009 , the aggregate redemption value of redeemable class a units was $ 1066974000 and $ 971628000 , respectively .
redeemable noncontrolling interests exclude our series g convertible preferred units and series d-13 cumulative redeemable preferred units , as they are accounted for as liabilities in accordance with asc 480 , distinguishing liabilities and equity , because of their possible settlement by issuing a variable number of vornado common shares .
accordingly the fair value of these units is included as a component of 201cother liabilities 201d on our consolidated balance sheets and aggregated $ 55097000 and $ 60271000 as of december 31 , 2010 and 2009 , respectively. |
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dd4ba1ace | the income approach indicates value for an asset or liability based on the present value of cash flow projected to be generated over the remaining economic life of the asset or liability being measured .
both the amount and the duration of the cash flows are considered from a market participant perspective .
our estimates of market participant net cash flows considered historical and projected pricing , remaining developmental effort , operational performance including company- specific synergies , aftermarket retention , product life cycles , material and labor pricing , and other relevant customer , contractual and market factors .
where appropriate , the net cash flows are adjusted to reflect the uncertainties associated with the underlying assumptions , as well as the risk profile of the net cash flows utilized in the valuation .
the adjusted future cash flows are then discounted to present value using an appropriate discount rate .
projected cash flow is discounted at a required rate of return that reflects the relative risk of achieving the cash flows and the time value of money .
the market approach is a valuation technique that uses prices and other relevant information generated by market transactions involving identical or comparable assets , liabilities , or a group of assets and liabilities .
valuation techniques consistent with the market approach often use market multiples derived from a set of comparables .
the cost approach , which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility , was used , as appropriate , for property , plant and equipment .
the cost to replace a given asset reflects the estimated reproduction or replacement cost , less an allowance for loss in value due to depreciation .
the purchase price allocation resulted in the recognition of $ 2.8 billion of goodwill , all of which is expected to be amortizable for tax purposes .
substantially all of the goodwill was assigned to our rms business .
the goodwill recognized is attributable to expected revenue synergies generated by the integration of our products and technologies with those of sikorsky , costs synergies resulting from the consolidation or elimination of certain functions , and intangible assets that do not qualify for separate recognition , such as the assembled workforce of sikorsky .
determining the fair value of assets acquired and liabilities assumed requires the exercise of significant judgments , including the amount and timing of expected future cash flows , long-term growth rates and discount rates .
the cash flows employed in the dcf analyses are based on our best estimate of future sales , earnings and cash flows after considering factors such as general market conditions , customer budgets , existing firm orders , expected future orders , contracts with suppliers , labor agreements , changes in working capital , long term business plans and recent operating performance .
use of different estimates and judgments could yield different results .
impact to 2015 financial results sikorsky 2019s 2015 financial results have been included in our consolidated financial results only for the period from the november 6 , 2015 acquisition date through december 31 , 2015 .
as a result , our consolidated financial results for the year ended december 31 , 2015 do not reflect a full year of sikorsky 2019s results .
from the november 6 , 2015 acquisition date through december 31 , 2015 , sikorsky generated net sales of approximately $ 400 million and operating loss of approximately $ 45 million , inclusive of intangible amortization and adjustments required to account for the acquisition .
we incurred approximately $ 38 million of non-recoverable transaction costs associated with the sikorsky acquisition in 2015 that were expensed as incurred .
these costs are included in other income , net on our consolidated statements of earnings .
we also incurred approximately $ 48 million in costs associated with issuing the $ 7.0 billion november 2015 notes used to repay all outstanding borrowings under the 364-day facility used to finance the acquisition .
the financing costs were recorded as a reduction of debt and will be amortized to interest expense over the term of the related debt .
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 years in 2015 and 2014 ( in millions ) : .
| 2015 | 2014
--------------------------------- | ------- | -------
net sales | $ 45366 | $ 47369
net earnings | 3534 | 3475
basic earnings per common share | 11.39 | 10.97
diluted earnings per common share | 11.23 | 10.78
the unaudited supplemental pro forma financial data above has been calculated after applying our accounting policies and adjusting the historical results of sikorsky with pro forma adjustments , net of tax , that assume the acquisition occurred on january 1 , 2014 .
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 |
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dd497354a | american tower corporation and subsidiaries notes to consolidated financial statements ( 3 ) consists of customer-related intangibles of approximately $ 15.5 million and network location intangibles of approximately $ 19.8 million .
the customer-related intangibles and network location intangibles are being amortized on a straight-line basis over periods of up to 20 years .
( 4 ) the company expects that the goodwill recorded will be deductible for tax purposes .
the goodwill was allocated to the company 2019s international rental and management segment .
uganda acquisition 2014on december 8 , 2011 , the company entered into a definitive agreement with mtn group to establish a joint venture in uganda .
the joint venture is controlled by a holding company of which a wholly owned subsidiary of the company ( the 201catc uganda subsidiary 201d ) holds a 51% ( 51 % ) interest and a wholly owned subsidiary of mtn group ( the 201cmtn uganda subsidiary 201d ) holds a 49% ( 49 % ) interest .
the joint venture is managed and controlled by the company and owns a tower operations company in uganda .
pursuant to the agreement , the joint venture agreed to purchase a total of up to 1000 existing communications sites from mtn group 2019s operating subsidiary in uganda , subject to customary closing conditions .
on june 29 , 2012 , the joint venture acquired 962 communications sites for an aggregate purchase price of $ 171.5 million , subject to post-closing adjustments .
the aggregate purchase price was subsequently increased to $ 173.2 million , subject to future post-closing adjustments .
under the terms of the purchase agreement , legal title to certain of these communications sites will be transferred upon fulfillment of certain conditions by mtn group .
prior to the fulfillment of these conditions , the company will operate and maintain control of these communications sites , and accordingly , reflect these sites in the allocation of purchase price and the consolidated operating results .
the following table summarizes the preliminary allocation of the aggregate purchase price consideration paid and the amounts of assets acquired and liabilities assumed based upon their estimated fair value at the date of acquisition ( in thousands ) : preliminary purchase price allocation .
| preliminary purchase price allocation
--------------------------------- | -------------------------------------
non-current assets | $ 2258
property and equipment | 102366
intangible assets ( 1 ) | 63500
other non-current liabilities | -7528 ( 7528 )
fair value of net assets acquired | $ 160596
goodwill ( 2 ) | 12564
( 1 ) consists of customer-related intangibles of approximately $ 36.5 million and network location intangibles of approximately $ 27.0 million .
the customer-related intangibles and network location intangibles are being amortized on a straight-line basis over periods of up to 20 years .
( 2 ) the company expects that the goodwill recorded will be not be deductible for tax purposes .
the goodwill was allocated to the company 2019s international rental and management segment .
germany acquisition 2014on november 14 , 2012 , the company entered into a definitive agreement to purchase communications sites from e-plus mobilfunk gmbh & co .
kg .
on december 4 , 2012 , the company completed the purchase of 2031 communications sites , for an aggregate purchase price of $ 525.7 million. |
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dd498cefa | notes to the consolidated financial statements unrealized currency translation adjustments related to translation of foreign denominated balance sheets are not presented net of tax given that no deferred u.s .
income taxes have been provided on undistributed earnings of non- u.s .
subsidiaries because they are deemed to be reinvested for an indefinite period of time .
the tax ( cost ) benefit related to unrealized currency translation adjustments other than translation of foreign denominated balance sheets , for the years ended december 31 , 2011 , 2010 and 2009 was $ ( 7 ) million , $ 8 million and $ 62 million , respectively .
the tax benefit related to the adjustment for pension and other postretirement benefits for the years ended december 31 , 2011 , 2010 and 2009 was $ 98 million , $ 65 million and $ 18 million , respectively .
the cumulative tax benefit related to the adjustment for pension and other postretirement benefits at december 31 , 2011 and 2010 was $ 990 million and $ 889 million , respectively .
the tax ( cost ) benefit related to the change in the unrealized gain ( loss ) on marketable securities for the years ended december 31 , 2011 , 2010 and 2009 was $ ( 0.2 ) million , $ 0.6 million and $ 0.1 million , respectively .
the tax benefit ( cost ) related to the change in the unrealized gain ( loss ) on derivatives for the years ended december 31 , 2011 , 2010 and 2009 was $ 19 million , $ 1 million and $ ( 16 ) million , respectively .
18 .
employee savings plan ppg 2019s employee savings plan ( 201csavings plan 201d ) covers substantially all u.s .
employees .
the company makes matching contributions to the savings plan based upon participants 2019 savings , subject to certain limitations .
for most participants not covered by a collective bargaining agreement , company-matching contributions are established each year at the discretion of the company and are applied to a maximum of 6% ( 6 % ) of eligible participant compensation .
for those participants whose employment is covered by a collective bargaining agreement , the level of company-matching contribution , if any , is determined by the relevant collective bargaining agreement .
the company-matching contribution was 100% ( 100 % ) for the first two months of 2009 .
the company-matching contribution was suspended from march 2009 through june 2010 as a cost savings measure in recognition of the adverse impact of the global recession .
effective july 1 , 2010 , the company match was reinstated at 50% ( 50 % ) on the first 6% ( 6 % ) of compensation contributed for most employees eligible for the company-matching contribution feature .
this included the union represented employees in accordance with their collective bargaining agreements .
on january 1 , 2011 , the company match was increased to 75% ( 75 % ) on the first 6% ( 6 % ) of compensation contributed by these eligible employees .
compensation expense and cash contributions related to the company match of participant contributions to the savings plan for 2011 , 2010 and 2009 totaled $ 26 million , $ 9 million and $ 7 million , respectively .
a portion of the savings plan qualifies under the internal revenue code as an employee stock ownership plan .
as a result , the tax deductible dividends on ppg shares held by the savings plan were $ 20 million , $ 24 million and $ 28 million for 2011 , 2010 and 2009 , respectively .
19 .
other earnings ( millions ) 2011 2010 2009 .
( millions ) | 2011 | 2010 | 2009
------------------------------------------------------------------ | ----- | ----- | --------
royalty income | 55 | 58 | 45
share of net earnings ( loss ) of equity affiliates ( see note 5 ) | 37 | 45 | -5 ( 5 )
gain on sale of assets | 12 | 8 | 36
other | 73 | 69 | 74
total | $ 177 | $ 180 | $ 150
total $ 177 $ 180 $ 150 20 .
stock-based compensation the company 2019s stock-based compensation includes stock options , restricted stock units ( 201crsus 201d ) and grants of contingent shares that are earned based on achieving targeted levels of total shareholder return .
all current grants of stock options , rsus and contingent shares are made under the ppg industries , inc .
amended and restated omnibus incentive plan ( 201cppg amended omnibus plan 201d ) , which was amended and restated effective april 21 , 2011 .
shares available for future grants under the ppg amended omnibus plan were 9.7 million as of december 31 , 2011 .
total stock-based compensation cost was $ 36 million , $ 52 million and $ 34 million in 2011 , 2010 and 2009 , respectively .
the total income tax benefit recognized in the accompanying consolidated statement of income related to the stock-based compensation was $ 13 million , $ 18 million and $ 12 million in 2011 , 2010 and 2009 , respectively .
stock options ppg has outstanding stock option awards that have been granted under two stock option plans : the ppg industries , inc .
stock plan ( 201cppg stock plan 201d ) and the ppg amended omnibus plan .
under the ppg amended omnibus plan and the ppg stock plan , certain employees of the company have been granted options to purchase shares of common stock at prices equal to the fair market value of the shares on the date the options were granted .
the options are generally exercisable beginning from six to 48 months after being granted and have a maximum term of 10 years .
upon exercise of a stock option , shares of company stock are issued from treasury stock .
the ppg stock plan includes a restored option provision for options originally granted prior to january 1 , 2003 that 68 2011 ppg annual report and form 10-k |
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dd4be1020 | fixed-price purchase options available in the leases could potentially provide benefits to us ; however , these benefits are not expected to be significant .
we maintain and operate the assets based on contractual obligations within the lease arrangements , which set specific guidelines consistent within the railroad industry .
as such , we have no control over activities that could materially impact the fair value of the leased assets .
we do not hold the power to direct the activities of the vies and , therefore , do not control the ongoing activities that have a significant impact on the economic performance of the vies .
additionally , we do not have the obligation to absorb losses of the vies or the right to receive benefits of the vies that could potentially be significant to the we are not considered to be the primary beneficiary and do not consolidate these vies because our actions and decisions do not have the most significant effect on the vie 2019s performance and our fixed-price purchase price options are not considered to be potentially significant to the vie 2019s .
the future minimum lease payments associated with the vie leases totaled $ 3.6 billion as of december 31 , 2012 .
16 .
leases we lease certain locomotives , freight cars , and other property .
the consolidated statements of financial position as of december 31 , 2012 and 2011 included $ 2467 million , net of $ 966 million of accumulated depreciation , and $ 2458 million , net of $ 915 million of accumulated depreciation , respectively , for properties held under capital leases .
a charge to income resulting from the depreciation 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 , 2012 , were as follows : millions operating leases capital leases .
millions | operatingleases | capitalleases
-------------------------------------- | --------------- | -------------
2013 | $ 525 | $ 282
2014 | 466 | 265
2015 | 410 | 253
2016 | 375 | 232
2017 | 339 | 243
later years | 2126 | 1166
total minimum leasepayments | $ 4241 | $ 2441
amount representing interest | n/a | -593 ( 593 )
present value of minimum leasepayments | n/a | $ 1848
approximately 94% ( 94 % ) of capital lease payments relate to locomotives .
rent expense for operating leases with terms exceeding one month was $ 631 million in 2012 , $ 637 million in 2011 , and $ 624 million in 2010 .
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 .
17 .
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 an actuarial analysis to measure the expense and liability , including unasserted claims .
the federal employers 2019 liability act ( fela ) governs compensation for work-related accidents .
under fela , damages |
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dd4bc04e2 | morgan stanley notes to consolidated financial statements 2014 ( continued ) the following table presents a reconciliation of the beginning and ending amount of unrecognized tax benefits for 2013 , 2012 and 2011 ( dollars in millions ) : unrecognized tax benefits .
balance at december 31 2010 | $ 3711
----------------------------------------------------------------- | ------------
increase based on tax positions related to the current period | 412
increase based on tax positions related to prior periods | 70
decreases based on tax positions related to prior periods | -79 ( 79 )
decreases related to settlements with taxing authorities | -56 ( 56 )
decreases related to a lapse of applicable statute of limitations | -13 ( 13 )
balance at december 31 2011 | $ 4045
increase based on tax positions related to the current period | $ 299
increase based on tax positions related to prior periods | 127
decreases based on tax positions related to prior periods | -21 ( 21 )
decreases related to settlements with taxing authorities | -260 ( 260 )
decreases related to a lapse of applicable statute of limitations | -125 ( 125 )
balance at december 31 2012 | $ 4065
increase based on tax positions related to the current period | $ 51
increase based on tax positions related to prior periods | 267
decreases based on tax positions related to prior periods | -141 ( 141 )
decreases related to settlements with taxing authorities | -146 ( 146 )
balance at december 31 2013 | $ 4096
the company is under continuous examination by the irs and other tax authorities in certain countries , such as japan and the u.k. , and in states in which the company has significant business operations , such as new york .
the company is currently under review by the irs appeals office for the remaining issues covering tax years 1999 2013 2005 .
also , the company is currently at various levels of field examination with respect to audits by the irs , as well as new york state and new york city , for tax years 2006 2013 2008 and 2007 2013 2009 , respectively .
during 2014 , the company expects to reach a conclusion with the u.k .
tax authorities on substantially all issues through tax year 2010 .
the company believes that the resolution of tax matters will not have a material effect on the consolidated statements of financial condition of the company , although a resolution could have a material impact on the company 2019s consolidated statements of income for a particular future period and on the company 2019s effective income tax rate for any period in which such resolution occurs .
the company has established a liability for unrecognized tax benefits that the company believes is adequate in relation to the potential for additional assessments .
once established , the company adjusts unrecognized tax benefits only when more information is available or when an event occurs necessitating a change .
the company periodically evaluates the likelihood of assessments in each taxing jurisdiction resulting from the expiration of the applicable statute of limitations or new information regarding the status of current and subsequent years 2019 examinations .
as part of the company 2019s periodic review , federal and state unrecognized tax benefits were released or remeasured .
as a result of this remeasurement , the income tax provision included a discrete tax benefit of $ 161 million and $ 299 million in 2013 and 2012 , respectively .
it is reasonably possible that the gross balance of unrecognized tax benefits of approximately $ 4.1 billion as of december 31 , 2013 may decrease significantly within the next 12 months due to an expected completion of the |
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dd4bb1c1c | table of contents stock performance graph the following stock performance graph and related information shall not be deemed 201csoliciting material 201d or 201cfiled 201d with the securities and exchange commission , nor shall such information be incorporated by reference into any future filings under the securities act of 1933 or the exchange act , each as amended , except to the extent that we specifically incorporate it by reference into such filing .
the following stock performance graph compares our cumulative total shareholder return on an annual basis on our common stock with the cumulative total return on the standard and poor 2019s 500 stock index and the amex airline index from december 9 , 2013 ( the first trading day of aag common stock ) through december 31 , 2014 .
the comparison assumes $ 100 was invested on december 9 , 2013 in aag common stock and in each of the foregoing indices and assumes reinvestment of dividends .
the stock performance shown on the graph below represents historical stock performance and is not necessarily indicative of future stock price performance. .
| 12/9/2013 | 12/31/2013 | 12/31/2014
----------------------------- | --------- | ---------- | ----------
american airlines group inc . | $ 100 | $ 103 | $ 219
amex airline index | 100 | 102 | 152
s&p 500 | 100 | 102 | 114 |
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dd497fb38 | oneok partners 2019 commodity price risk is estimated as a hypothetical change in the price of ngls , crude oil and natural gas at december 31 , 2008 , excluding the effects of hedging and assuming normal operating conditions .
oneok partners 2019 condensate sales are based on the price of crude oil .
oneok partners estimates the following : 2022 a $ 0.01 per gallon decrease in the composite price of ngls would decrease annual net margin by approximately $ 1.2 million ; 2022 a $ 1.00 per barrel decrease in the price of crude oil would decrease annual net margin by approximately $ 1.0 million ; and 2022 a $ 0.10 per mmbtu decrease in the price of natural gas would decrease annual net margin by approximately $ 0.6 million .
the above estimates of commodity price risk do not include any effects on demand for its services that might be caused by , or arise in conjunction with , price changes .
for example , a change in the gross processing spread may cause a change in the amount of ethane extracted from the natural gas stream , impacting gathering and processing margins , ngl exchange revenues , natural gas deliveries , and ngl volumes shipped and fractionated .
oneok partners is also exposed to commodity price risk primarily as a result of ngls in storage , the relative values of the various ngl products to each other , the relative value of ngls to natural gas and the relative value of ngl purchases at one location and sales at another location , known as basis risk .
oneok partners utilizes fixed-price physical forward contracts to reduce earnings volatility related to ngl price fluctuations .
oneok partners has not entered into any financial instruments with respect to its ngl marketing activities .
in addition , oneok partners is exposed to commodity price risk as its natural gas interstate and intrastate pipelines collect natural gas from its customers for operations or as part of its fee for services provided .
when the amount of natural gas consumed in operations by these pipelines differs from the amount provided by its customers , the pipelines must buy or sell natural gas , or store or use natural gas from inventory , which exposes oneok partners to commodity price risk .
at december 31 , 2008 , there were no hedges in place with respect to natural gas price risk from oneok partners 2019 natural gas pipeline business .
distribution our distribution segment uses derivative instruments to hedge the cost of anticipated natural gas purchases during the winter heating months to protect their customers from upward volatility in the market price of natural gas .
gains or losses associated with these derivative instruments are included in , and recoverable through , the monthly purchased gas cost mechanism .
energy services our energy services segment is exposed to commodity price risk , basis risk and price volatility arising from natural gas in storage , requirement contracts , asset management contracts and index-based purchases and sales of natural gas at various market locations .
we minimize the volatility of our exposure to commodity price risk through the use of derivative instruments , which , under certain circumstances , are designated as cash flow or fair value hedges .
we are also exposed to commodity price risk from fixed-price purchases and sales of natural gas , which we hedge with derivative instruments .
both the fixed-price purchases and sales and related derivatives are recorded at fair value .
fair value component of the energy marketing and risk management assets and liabilities - the following table sets forth the fair value component of the energy marketing and risk management assets and liabilities , excluding $ 21.0 million of net liabilities from derivative instruments declared as either fair value or cash flow hedges. .
| ( thousands of dollars )
------------------------------------------------------------------- | ------------------------
net fair value of derivatives outstanding at december 31 2007 | $ 25171
derivatives reclassified or otherwise settled during the period | -55874 ( 55874 )
fair value of new derivatives entered into during the period | 236772
other changes in fair value | 52731
net fair value of derivatives outstanding at december 31 2008 ( a ) | $ 258800
( a ) - the maturiti es of derivatives are based on inject ion and withdrawal periods from april through m arc h , which is consistent with our business s trategy .
the maturities are as fol lows : $ 225.0 mi llion matures through march 2009 , $ 33.9 mi llion matures through march 2012 and $ ( 0.1 ) mil lion matures through march 2014 .
fair v alue com ponent of energy m arketing and risk m anagement assets and liabili ti es |
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dd4c08d1e | zimmer biomet holdings , inc .
and subsidiaries 2018 form 10-k annual report notes to consolidated financial statements ( continued ) default for unsecured financing arrangements , including , among other things , limitations on consolidations , mergers and sales of assets .
financial covenants under the 2018 , 2016 and 2014 credit agreements include a consolidated indebtedness to consolidated ebitda ratio of no greater than 5.0 to 1.0 through june 30 , 2017 , and no greater than 4.5 to 1.0 thereafter .
if our credit rating falls below investment grade , additional restrictions would result , including restrictions on investments and payment of dividends .
we were in compliance with all covenants under the 2018 , 2016 and 2014 credit agreements as of december 31 , 2018 .
as of december 31 , 2018 , there were no borrowings outstanding under the multicurrency revolving facility .
we may , at our option , redeem our senior notes , in whole or in part , at any time upon payment of the principal , any applicable make-whole premium , and accrued and unpaid interest to the date of redemption , except that the floating rate notes due 2021 may not be redeemed until on or after march 20 , 2019 and such notes do not have any applicable make-whole premium .
in addition , we may redeem , at our option , the 2.700% ( 2.700 % ) senior notes due 2020 , the 3.375% ( 3.375 % ) senior notes due 2021 , the 3.150% ( 3.150 % ) senior notes due 2022 , the 3.700% ( 3.700 % ) senior notes due 2023 , the 3.550% ( 3.550 % ) senior notes due 2025 , the 4.250% ( 4.250 % ) senior notes due 2035 and the 4.450% ( 4.450 % ) senior notes due 2045 without any make-whole premium at specified dates ranging from one month to six months in advance of the scheduled maturity date .
the estimated fair value of our senior notes as of december 31 , 2018 , based on quoted prices for the specific securities from transactions in over-the-counter markets ( level 2 ) , was $ 7798.9 million .
the estimated fair value of japan term loan a and japan term loan b , in the aggregate , as of december 31 , 2018 , based upon publicly available market yield curves and the terms of the debt ( level 2 ) , was $ 294.7 million .
the carrying values of u.s .
term loan b and u.s .
term loan c approximate fair value as they bear interest at short-term variable market rates .
we entered into interest rate swap agreements which we designated as fair value hedges of underlying fixed-rate obligations on our senior notes due 2019 and 2021 .
these fair value hedges were settled in 2016 .
in 2016 , we entered into various variable-to-fixed interest rate swap agreements that were accounted for as cash flow hedges of u.s .
term loan b .
in 2018 , we entered into cross-currency interest rate swaps that we designated as net investment hedges .
the excluded component of these net investment hedges is recorded in interest expense , net .
see note 13 for additional information regarding our interest rate swap agreements .
we also have available uncommitted credit facilities totaling $ 55.0 million .
at december 31 , 2018 and 2017 , the weighted average interest rate for our borrowings was 3.1 percent and 2.9 percent , respectively .
we paid $ 282.8 million , $ 317.5 million , and $ 363.1 million in interest during 2018 , 2017 , and 2016 , respectively .
12 .
accumulated other comprehensive ( loss ) income aoci refers to certain gains and losses that under gaap are included in comprehensive income but are excluded from net earnings as these amounts are initially recorded as an adjustment to stockholders 2019 equity .
amounts in aoci may be reclassified to net earnings upon the occurrence of certain events .
our aoci is comprised of foreign currency translation adjustments , including unrealized gains and losses on net investment hedges , unrealized gains and losses on cash flow hedges , and amortization of prior service costs and unrecognized gains and losses in actuarial assumptions on our defined benefit plans .
foreign currency translation adjustments are reclassified to net earnings upon sale or upon a complete or substantially complete liquidation of an investment in a foreign entity .
unrealized gains and losses on cash flow hedges are reclassified to net earnings when the hedged item affects net earnings .
amounts related to defined benefit plans that are in aoci are reclassified over the service periods of employees in the plan .
see note 14 for more information on our defined benefit plans .
the following table shows the changes in the components of aoci , net of tax ( in millions ) : foreign currency translation hedges defined benefit plan items .
| foreign currency translation | cash flow hedges | defined benefit plan items | total aoci
------------------------------------------------- | ---------------------------- | ---------------- | -------------------------- | ------------------
balance december 31 2017 | $ 121.5 | $ -66.5 ( 66.5 ) | $ -138.2 ( 138.2 ) | $ -83.2 ( 83.2 )
aoci before reclassifications | -135.4 ( 135.4 ) | 68.2 | -29.7 ( 29.7 ) | -96.9 ( 96.9 )
reclassifications to retained earnings ( note 2 ) | -17.4 ( 17.4 ) | -4.4 ( 4.4 ) | -21.1 ( 21.1 ) | -42.9 ( 42.9 )
reclassifications | - | 23.6 | 12.0 | 35.6
balance december 31 2018 | $ -31.3 ( 31.3 ) | $ 20.9 | $ -177.0 ( 177.0 ) | $ -187.4 ( 187.4 ) |
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dd497d14e | 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 89% ( 89 % ) and 91% ( 91 % ) as of december 31 , 2015 and 2014 , 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
------------------ | ---------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------
2015 | $ -33.7 ( 33.7 ) | $ 34.7
2014 | -35.5 ( 35.5 ) | 36.6
we have used interest rate swaps for risk management purposes to manage our exposure to changes in interest rates .
we do not have any interest rate swaps outstanding as of december 31 , 2015 .
we had $ 1509.7 of cash , cash equivalents and marketable securities as of december 31 , 2015 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 2015 and 2014 , we had interest income of $ 22.8 and $ 27.4 , respectively .
based on our 2015 results , a 100-basis-point increase or decrease in interest rates would affect our interest income by approximately $ 15.0 , assuming that all cash , cash equivalents and marketable securities are impacted in the same manner and balances remain constant from year-end 2015 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 primary foreign currencies that impacted our results during 2015 included the australian dollar , brazilian real , british pound sterling and euro .
based on 2015 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 2015 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 derivative financial instruments to hedge the effects of potential adverse fluctuations in foreign currency exchange rates arising from these exposures .
we do not enter into foreign exchange contracts or other derivatives for speculative purposes. |
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dd4ba0214 | conduit assets by asset origin .
( dollars in billions ) | 2008 amount | 2008 percent of total conduit assets | 2008 amount | percent of total conduit assets
----------------------- | ----------- | ------------------------------------ | ----------- | -------------------------------
united states | $ 11.09 | 46% ( 46 % ) | $ 12.14 | 42% ( 42 % )
australia | 4.30 | 17 | 6.10 | 21
great britain | 1.97 | 8 | 2.93 | 10
spain | 1.71 | 7 | 1.90 | 7
italy | 1.66 | 7 | 1.86 | 7
portugal | 0.62 | 3 | 0.70 | 2
germany | 0.57 | 3 | 0.70 | 2
netherlands | 0.40 | 2 | 0.55 | 2
belgium | 0.29 | 1 | 0.31 | 1
greece | 0.27 | 1 | 0.31 | 1
other | 1.01 | 5 | 1.26 | 5
total conduit assets | $ 23.89 | 100% ( 100 % ) | $ 28.76 | 100% ( 100 % )
the conduits meet the definition of a vie , as defined by fin 46 ( r ) .
we have determined that we are not the primary beneficiary of the conduits , as defined by fin 46 ( r ) , and do not record them in our consolidated financial statements .
we hold no direct or indirect ownership interest in the conduits , but we provide subordinated financial support to them through contractual arrangements .
standby letters of credit absorb certain actual credit losses from the conduit assets ; our commitment under these letters of credit totaled $ 1.00 billion and $ 1.04 billion at december 31 , 2008 and 2007 , respectively .
liquidity asset purchase agreements provide liquidity to the conduits in the event they cannot place commercial paper in the ordinary course of their business ; these facilities , which require us to purchase assets from the conduits at par , would provide the needed liquidity to repay maturing commercial paper if there was a disruption in the asset-backed commercial paper market .
the aggregate commitment under the liquidity asset purchase agreements was approximately $ 23.59 billion and $ 28.37 billion at december 31 , 2008 and 2007 , respectively .
we did not accrue for any losses associated with either our commitment under the standby letters of credit or the liquidity asset purchase agreements in our consolidated statement of condition at december 31 , 2008 or 2007 .
during the first quarter of 2008 , pursuant to the contractual terms of our liquidity asset purchase agreements with the conduits , we were required to purchase $ 850 million of conduit assets .
the purchase was the result of various factors , including the continued illiquidity in the commercial paper markets .
the securities were purchased at prices determined in accordance with existing contractual terms in the liquidity asset purchase agreements , and which exceeded their fair value .
accordingly , during the first quarter of 2008 , the securities were written down to their fair value through a $ 12 million reduction of processing fees and other revenue in our consolidated statement of income , and are carried at fair value in securities available for sale in our consolidated statement of condition .
none of our liquidity asset purchase agreements with the conduits were drawn upon during the remainder of 2008 , and no draw-downs on the standby letters of credit occurred during 2008 .
the conduits generally sell commercial paper to independent third-party investors .
however , we sometimes purchase commercial paper from the conduits .
as of december 31 , 2008 , we held an aggregate of approximately $ 230 million of commercial paper issued by the conduits , and $ 2 million at december 31 , 2007 .
in addition , approximately $ 5.70 billion of u.s .
conduit-issued commercial paper had been sold to the cpff .
the cpff is scheduled to expire on october 31 , 2009 .
the weighted-average maturity of the conduits 2019 commercial paper in the aggregate was approximately 25 days as of december 31 , 2008 , compared to approximately 20 days as of december 31 , 2007 .
each of the conduits has issued first-loss notes to independent third parties , which third parties absorb first- dollar losses related to credit risk .
aggregate first-loss notes outstanding at december 31 , 2008 for the four conduits totaled $ 67 million , compared to $ 32 million at december 31 , 2007 .
actual credit losses of the conduits |
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dd4baa23c | table of contents part ii price range our common stock commenced trading on the nasdaq national market under the symbol 201cmktx 201d on november 5 , 2004 .
prior to that date , there was no public market for our common stock .
on november 4 , 2004 , the registration statement relating to our initial public offering was declared effective by the sec .
the high and low bid information for our common stock , as reported by nasdaq , was as follows : on march 28 , 2005 , the last reported closing price of our common stock on the nasdaq national market was $ 10.26 .
holders there were approximately 188 holders of record of our common stock as of march 28 , 2005 .
dividend policy we have not declared or paid any cash dividends on our capital stock since our inception .
we intend to retain future earnings to finance the operation and expansion of our business and do not anticipate paying any cash dividends in the foreseeable future .
in the event we decide to declare dividends on our common stock in the future , such declaration will be subject to the discretion of our board of directors .
our board may take into account such matters as general business conditions , our financial results , capital requirements , contractual , legal , and regulatory restrictions on the payment of dividends by us to our stockholders or by our subsidiaries to us and any such other factors as our board may deem relevant .
use of proceeds on november 4 , 2004 , the registration statement relating to our initial public offering ( no .
333-112718 ) was declared effective .
we received net proceeds from the sale of the shares of our common stock in the offering of $ 53.9 million , at an initial public offering price of $ 11.00 per share , after deducting underwriting discounts and commissions and estimated offering expenses .
additionally , prior to the closing of the initial public offering , all outstanding shares of convertible preferred stock were converted into 14484493 shares of common stock and 4266310 shares of non-voting common stock .
the underwriters for our initial public offering were credit suisse first boston llc , j.p .
morgan securities inc. , banc of america securities llc , bear , stearns & co .
inc .
and ubs securities llc .
all of the underwriters are affiliates of some of our broker-dealer clients and affiliates of some our institutional investor clients .
in addition , affiliates of all the underwriters are stockholders of ours .
except for salaries , and reimbursements for travel expenses and other out-of-pocket costs incurred in the ordinary course of business , none of the proceeds from the offering have been paid by us , directly or indirectly , to any of our directors or officers or any of their associates , or to any persons owning ten percent or more of our outstanding stock or to any of our affiliates .
as of december 31 , 2004 , we have not used any of the net proceeds from the initial public offering for product development costs , sales and marketing activities and working capital .
we have invested the proceeds from the offering in cash and cash equivalents and short-term marketable securities pending their use for these or other purposes .
item 5 .
market for registrant 2019s common equity , related stockholder matters and issuer purchases of equity securities november 5 , 2004 december 31 , 2004 .
high | low
------- | -------
$ 24.41 | $ 12.75 |
|
dd4bcaf0a | the following details the impairment charge resulting from our review ( in thousands ) : .
| year ended may 31 2009
----------------------- | ----------------------
goodwill | $ 136800
trademark | 10000
other long-lived assets | 864
total | $ 147664
net income attributable to noncontrolling interests , net of tax noncontrolling interest , net of tax increased $ 28.9 million from $ 8.1 million fiscal 2008 .
the increase was primarily related to our acquisition of a 51% ( 51 % ) majority interest in hsbc merchant services , llp on june 30 , net income attributable to global payments and diluted earnings per share during fiscal 2009 we reported net income of $ 37.2 million ( $ 0.46 diluted earnings per share ) .
liquidity and capital resources a significant portion of our liquidity comes from operating cash flows , which are generally sufficient to fund operations , planned capital expenditures , debt service and various strategic investments in our business .
cash flow from operations is used to make planned capital investments in our business , to pursue acquisitions that meet our corporate objectives , to pay dividends , and to pay off debt and repurchase our shares at the discretion of our board of directors .
accumulated cash balances are invested in high-quality and marketable short term instruments .
our capital plan objectives are to support the company 2019s operational needs and strategic plan for long term growth while maintaining a low cost of capital .
lines of credit are used in certain of our markets to fund settlement and as a source of working capital and , along with other bank financing , to fund acquisitions .
we regularly evaluate our liquidity and capital position relative to cash requirements , and we may elect to raise additional funds in the future , either through the issuance of debt , equity or otherwise .
at may 31 , 2010 , we had cash and cash equivalents totaling $ 769.9 million .
of this amount , we consider $ 268.1 million to be available cash , which generally excludes settlement related and merchant reserve cash balances .
settlement related cash balances represent surplus funds that we hold on behalf of our member sponsors when the incoming amount from the card networks precedes the member sponsors 2019 funding obligation to the merchant .
merchant reserve cash balances represent funds collected from our merchants that serve as collateral ( 201cmerchant reserves 201d ) to minimize contingent liabilities associated with any losses that may occur under the merchant agreement .
at may 31 , 2010 , our cash and cash equivalents included $ 199.4 million related to merchant reserves .
while this cash is not restricted in its use , we believe that designating this cash to collateralize merchant reserves strengthens our fiduciary standing with our member sponsors and is in accordance with the guidelines set by the card networks .
see cash and cash equivalents and settlement processing assets and obligations under note 1 in the notes to the consolidated financial statements for additional details .
net cash provided by operating activities increased $ 82.8 million to $ 465.8 million for fiscal 2010 from the prior year .
income from continuing operations increased $ 16.0 million and we had cash provided by changes in working capital of $ 60.2 million .
the working capital change was primarily due to the change in net settlement processing assets and obligations of $ 80.3 million and the change in accounts receivable of $ 13.4 million , partially offset by the change |
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dd4c61842 | required to maintain a fhlb stock investment currently equal to the lesser of : a percentage of 0.2% ( 0.2 % ) of total bank assets ; or a dollar cap amount of $ 25 million .
additionally , the bank must maintain an activity based stock investment which is currently equal to 4.5% ( 4.5 % ) of the bank 2019s outstanding advances at the time of borrowing .
on a quarterly basis the fhlb atlanta evaluates excess activity based stock holdings for its members and makes a determination regarding quarterly redemption of any excess activity based stock positions .
the company had an investment in fhlb stock of $ 140.2 million and $ 164.4 million at december 31 , 2011 and 2010 , respectively .
the company must also maintain qualified collateral as a percent of its advances , which varies based on the collateral type , and is further adjusted by the outcome of the most recent annual collateral audit and by fhlb 2019s internal ranking of the bank 2019s creditworthiness .
these advances are secured by a pool of mortgage loans and mortgage-backed securities .
at december 31 , 2011 and 2010 , the company pledged loans with a lendable value of $ 5.0 billion and $ 5.6 billion , respectively , of the one- to four-family and home equity loans as collateral in support of both its advances and unused borrowing lines .
during the year ended december 31 , 2009 , the company paid down in advance of maturity $ 1.6 billion of its fhlb advances .
the company recorded a loss on the early extinguishment of fhlb advances of $ 50.6 million for the year ended december 31 , 2009 .
this loss is recorded in the gains ( losses ) on early extinguishment of debt line item in the consolidated statement of income ( loss ) .
the company did not have any similar transactions for the years ended december 31 , 2011 and 2010 .
other borrowings 2014etbh raised capital in the past through the formation of trusts , which sell trust preferred securities in the capital markets .
the capital securities must be redeemed in whole at the due date , which is generally 30 years after issuance .
each trust issued floating rate cumulative preferred securities ( 201ctrust preferred securities 201d ) , at par with a liquidation amount of $ 1000 per capital security .
the trusts used the proceeds from the sale of issuances to purchase floating rate junior subordinated debentures ( 201csubordinated debentures 201d ) issued by etbh , which guarantees the trust obligations and contributed proceeds from the sale of its subordinated debentures to e*trade bank in the form of a capital contribution .
the most recent issuance of trust preferred securities occurred in 2007 .
the face values of outstanding trusts at december 31 , 2011 are shown below ( dollars in thousands ) : trusts face value maturity date annual interest rate .
trusts | face value | maturity date | annual interest rate
------------------------------------ | ---------- | ------------- | ------------------------------------------------
etbh capital trust ii | $ 5000 | 2031 | 10.25% ( 10.25 % )
etbh capital trust i | 20000 | 2031 | 3.75% ( 3.75 % ) above 6-month libor
etbh capital trust v vi viii | 51000 | 2032 | 3.25%-3.65% ( 3.25%-3.65 % ) above 3-month libor
etbh capital trust vii ix 2014xii | 65000 | 2033 | 3.00%-3.30% ( 3.00%-3.30 % ) above 3-month libor
etbh capital trust xiii 2014xviii xx | 77000 | 2034 | 2.45%-2.90% ( 2.45%-2.90 % ) above 3-month libor
etbh capital trust xix xxi xxii | 60000 | 2035 | 2.20%-2.40% ( 2.20%-2.40 % ) above 3-month libor
etbh capital trust xxiii 2014xxiv | 45000 | 2036 | 2.10% ( 2.10 % ) above 3-month libor
etbh capital trust xxv 2014xxx | 110000 | 2037 | 1.90%-2.00% ( 1.90%-2.00 % ) above 3-month libor
total | $ 433000 | |
as of december 31 , 2011 and 2010 , other borrowings also included $ 2.3 million and $ 19.3 million , respectively , of collateral pledged to the bank by its derivatives counterparties to reduce credit exposure to changes in market value .
as of december 31 , 2010 , other borrowings also included $ 0.5 million of overnight and other short-term borrowings in connection with the federal reserve bank 2019s treasury , tax and loan programs .
the company pledged $ 0.8 million of securities to secure these borrowings from the federal reserve bank as of december 31 , 2010. |
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dd4c54d9a | zero .
to the extent earned , these performance units convert into unrestricted shares after performance results for the three-year performance period are certified by the compensation committee .
we recognize share-based compensation expense based on the grant-date fair value of the performance-based restricted stock units , as determined by use of a monte carlo model , on a straight-line basis over the performance period .
leveraged performance units during the year ended may 31 , 2015 , certain executives were granted performance units that we refer to as 201cleveraged performance units , 201d or 201clpus . 201d 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 , which concluded in october 2017 , one-third of the earned units converted to unrestricted common stock .
the remaining two-thirds converted 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 .
the following table summarizes the changes in unvested restricted stock and performance awards for the years ended december 31 , 2018 and 2017 , the 2016 fiscal transition period and the year ended may 31 , 2016 : shares weighted-average grant-date fair value ( in thousands ) .
| shares ( in thousands ) | weighted-averagegrant-datefair value
---------------------------- | ----------------------- | ------------------------------------
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
granted | 348 | 74.26
vested | -639 ( 639 ) | 31.38
forfeited | -52 ( 52 ) | 45.27
unvested at december 31 2016 | 1263 | 49.55
granted | 899 | 79.79
vested | -858 ( 858 ) | 39.26
forfeited | -78 ( 78 ) | 59.56
unvested at december 31 2017 | 1226 | 78.29
granted | 650 | 109.85
vested | -722 ( 722 ) | 60.08
forfeited | -70 ( 70 ) | 91.47
unvested at december 31 2018 | 1084 | $ 108.51
the total fair value of restricted stock and performance awards vested was $ 43.4 million and $ 33.7 million for the years ended december 31 , 2018 and 2017 , respectively , $ 20.0 million for the 2016 fiscal transition period and $ 17.4 million for the year ended may 31 , 2016 .
for restricted stock and performance awards , we recognized compensation expense of $ 53.2 million and $ 35.2 million for the years ended december 31 , 2018 and 2017 , respectively , $ 17.2 million for the 2016 fiscal transition period and $ 28.8 million for the year ended may 31 , 2016 .
as of december 31 , 2018 , there was $ 62.7 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 2.0 years .
our restricted stock and performance award plans provide for accelerated vesting under certain conditions .
94 2013 global payments inc .
| 2018 form 10-k annual report |
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dd49833dc | use of estimates the preparation of the financial statements requires management to make a number of estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period .
actual results could differ from those estimates .
( 3 ) significant acquisitions and dispositions acquisitions we acquired total income producing real estate related assets of $ 219.9 million , $ 948.4 million and $ 295.6 million in 2007 , 2006 and 2005 , respectively .
in december 2007 , in order to further establish our property positions around strategic port locations , we purchased a portfolio of five industrial buildings , in seattle , virginia and houston , as well as approximately 161 acres of undeveloped land and a 12-acre container storage facility in houston .
the total price was $ 89.7 million and was financed in part through assumption of secured debt that had a fair value of $ 34.3 million .
of the total purchase price , $ 66.1 million was allocated to in-service real estate assets , $ 20.0 million was allocated to undeveloped land and the container storage facility , $ 3.3 million was allocated to lease related intangible assets , and the remaining amount was allocated to acquired working capital related assets and liabilities .
this allocation of purchase price based on the fair value of assets acquired is preliminary .
the results of operations for the acquired properties since the date of acquisition have been included in continuing rental operations in our consolidated financial statements .
in february 2007 , we completed the acquisition of bremner healthcare real estate ( 201cbremner 201d ) , a national health care development and management firm .
the primary reason for the acquisition was to expand our development capabilities within the health care real estate market .
the initial consideration paid to the sellers totaled $ 47.1 million , and the sellers may be eligible for further contingent payments over the next three years .
approximately $ 39.0 million of the total purchase price was allocated to goodwill , which is attributable to the value of bremner 2019s overall development capabilities and its in-place workforce .
the results of operations for bremner since the date of acquisition have been included in continuing operations in our consolidated financial statements .
in february 2006 , we acquired the majority of a washington , d.c .
metropolitan area portfolio of suburban office and light industrial properties ( the 201cmark winkler portfolio 201d ) .
the assets acquired for a purchase price of approximately $ 867.6 million are comprised of 32 in-service properties with approximately 2.9 million square feet for rental , 166 acres of undeveloped land , as well as certain related assets of the mark winkler company , a real estate management company .
the acquisition was financed primarily through assumed mortgage loans and new borrowings .
the assets acquired and liabilities assumed were recorded at their estimated fair value at the date of acquisition , as summarized below ( in thousands ) : .
operating rental properties | $ 602011
----------------------------------------- | ------------------
land held for development | 154300
total real estate investments | 756311
other assets | 10478
lease related intangible assets | 86047
goodwill | 14722
total assets acquired | 867558
debt assumed | -148527 ( 148527 )
other liabilities assumed | -5829 ( 5829 )
purchase price net of assumed liabilities | $ 713202
purchase price , net of assumed liabilities $ 713202 |
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dd4c0de7c | hii expects to incur higher costs to complete ships currently under construction in avondale due to anticipated reductions in productivity .
as a result , in the second quarter of 2010 , the company increased the estimates to complete lpd-23 and lpd-25 by approximately $ 210 million .
the company recognized a $ 113 million pre-tax charge to operating income for these contracts in the second quarter of 2010 .
hii is exploring alternative uses of the avondale facility , including alternative opportunities for the workforce .
in connection with and as a result of the decision to wind down shipbuilding operations at the avondale , louisiana facility , the company began incurring and paying related employee severance and incentive compensation liabilities and expenditures , asset retirement obligation liabilities that became reasonably estimable , and amounts owed for not meeting certain requirements under its cooperative endeavor agreement with the state of louisiana .
the company anticipates that it will incur substantial other restructuring and facilities shutdown related costs , including , but not limited to , severance expense , relocation expense , and asset write-downs related to the avondale facilities .
these costs are expected to be allowable expenses under government accounting standards and thus should be recoverable in future years 2019 overhead costs .
these future costs could approximate $ 271 million , based on management 2019s current estimate .
such costs should be recoverable under existing flexibly priced contracts or future negotiated contracts in accordance with federal acquisition regulation ( 201cfar 201d ) provisions relating to the treatment of restructuring and shutdown related costs .
the company is currently in discussions with the u.s .
navy regarding its cost submission to support the recoverability of these costs under the far and applicable contracts , and this submission is subject to review and acceptance by the u.s .
navy .
the defense contract audit agency ( 201cdcaa 201d ) , a dod agency , prepared an initial audit report on the company 2019s cost proposal for restructuring and shutdown related costs of $ 310 million , which stated that the proposal was not adequately supported for the dcaa to reach a conclusion and questioned approximately $ 25 million , or 8% ( 8 % ) , of the costs submitted by the company .
accordingly , the dcaa did not accept the proposal as submitted .
the company has submitted a revised proposal to address the concerns of the dcaa and to reflect a revised estimated total cost of $ 271 million .
should the company 2019s revised proposal be challenged by the u.s .
navy , the company would likely pursue prescribed dispute resolution alternatives to resolve the challenge .
that process , however , would create uncertainty as to the timing and eventual allowability of the costs related to the wind down of the avondale facility .
ultimately , the company anticipates these discussions with the u.s .
navy will result in an agreement that is substantially in accordance with management 2019s cost recovery expectations .
accordingly , hii has treated these costs as allowable costs in determining the earnings performance on its contracts in process .
the actual restructuring expenses related to the wind down may be greater than the company 2019s current estimate , and any inability to recover such costs could result in a material effect on the company 2019s consolidated financial position , results of operations or cash flows .
the company also evaluated the effect that the wind down of the avondale facilities might have on the benefit plans in which hii employees participate .
hii determined that the potential impact of a curtailment in these plans was not material to its consolidated financial position , results of operations or cash flows .
the table below summarizes the company 2019s liability for restructuring and shutdown related costs associated with winding down the avondale facility .
as of december 31 , 2011 and 2010 , these costs are comprised primarily of employee severance and retention and incentive bonuses .
these amounts were capitalized in inventoried costs , and will be recognized as expenses in cost of product sales beginning in 2014 .
( $ in millions ) employee compensation other accruals total .
( $ in millions ) | employee compensation | other accruals | total
--------------------------- | --------------------- | -------------- | ----------
balance at january 1 2010 | $ 0 | $ 0 | $ 0
accrual established | 27 | 39 | 66
payments | 0 | 0 | 0
adjustments | 0 | 0 | 0
balance at december 31 2010 | $ 27 | $ 39 | $ 66
accrual established | 0 | 0 | 0
payments | -24 ( 24 ) | -36 ( 36 ) | -60 ( 60 )
adjustments | 47 | -3 ( 3 ) | 44
balance at december 31 2011 | $ 50 | $ 0 | $ 50 |
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dd4bccb34 | notes to consolidated financial statements 2014 ( continued ) becton , dickinson and company ( b ) these reclassifications were recorded to interest expense and cost of products sold .
additional details regarding the company's cash flow hedges are provided in note 13 .
on august 25 , 2016 , in anticipation of proceeds to be received from the divestiture of the respiratory solutions business in the first quarter of fiscal year 2017 , the company entered into an accelerated share repurchase ( "asr" ) agreement .
subsequent to the end of the company's fiscal year 2016 and as per the terms of the asr agreement , the company received approximately 1.3 million shares of its common stock , which was recorded as a $ 220 million increase to common stock in treasury .
note 4 2014 earnings per share the weighted average common shares used in the computations of basic and diluted earnings per share ( shares in thousands ) for the years ended september 30 were as follows: .
| 2016 | 2015 | 2014
------------------------------------------------------------------------------ | ------ | ------ | ------
average common shares outstanding | 212702 | 202537 | 193299
dilutive share equivalents from share-based plans | 4834 | 4972 | 4410
average common and common equivalent shares outstanding 2014 assuming dilution | 217536 | 207509 | 197709
average common and common equivalent shares outstanding 2014 assuming dilution 217536 207509 197709 upon closing the acquisition of carefusion corporation ( 201ccarefusion 201d ) on march 17 , 2015 , the company issued approximately 15.9 million of its common shares as part of the purchase consideration .
additional disclosures regarding this acquisition are provided in note 9 .
options to purchase shares of common stock are excluded from the calculation of diluted earnings per share when their inclusion would have an anti-dilutive effect on the calculation .
for the years ended september 30 , 2016 , 2015 and 2014 there were no options to purchase shares of common stock which were excluded from the diluted earnings per share calculation. |
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dd4b88e70 | affiliated company .
the loss recorded on the sale was approximately $ 14 million and is recorded as a loss on sale of assets and asset impairment expenses in the accompanying consolidated statements of operations .
in the second quarter of 2002 , the company recorded an impairment charge of approximately $ 40 million , after income taxes , on an equity method investment in a telecommunications company in latin america held by edc .
the impairment charge resulted from sustained poor operating performance coupled with recent funding problems at the invested company .
during 2001 , the company lost operational control of central electricity supply corporation ( 2018 2018cesco 2019 2019 ) , a distribution company located in the state of orissa , india .
cesco is accounted for as a cost method investment .
in may 2000 , the company completed the acquisition of 100% ( 100 % ) of tractebel power ltd ( 2018 2018tpl 2019 2019 ) for approximately $ 67 million and assumed liabilities of approximately $ 200 million .
tpl owned 46% ( 46 % ) of nigen .
the company also acquired an additional 6% ( 6 % ) interest in nigen from minority stockholders during the year ended december 31 , 2000 through the issuance of approximately 99000 common shares of aes stock valued at approximately $ 4.9 million .
with the completion of these transactions , the company owns approximately 98% ( 98 % ) of nigen 2019s common stock and began consolidating its financial results beginning may 12 , 2000 .
approximately $ 100 million of the purchase price was allocated to excess of costs over net assets acquired and was amortized through january 1 , 2002 at which time the company adopted sfas no .
142 and ceased amortization of goodwill .
in august 2000 , a subsidiary of the company acquired a 49% ( 49 % ) interest in songas limited ( 2018 2018songas 2019 2019 ) for approximately $ 40 million .
the company acquired an additional 16.79% ( 16.79 % ) of songas for approximately $ 12.5 million , and the company began consolidating this entity in 2002 .
songas owns the songo songo gas-to-electricity project in tanzania .
in december 2002 , the company signed a sales purchase agreement to sell songas .
the sale is expected to close in early 2003 .
see note 4 for further discussion of the transaction .
the following table presents summarized comparative financial information ( in millions ) for the company 2019s investments in 50% ( 50 % ) or less owned investments accounted for using the equity method. .
as of and for the years ended december 31, | 2002 | 2001 | 2000
------------------------------------------ | ------ | ------ | ------
revenues | $ 2832 | $ 6147 | $ 6241
operating income | 695 | 1717 | 1989
net income | 229 | 650 | 859
current assets | 1097 | 3700 | 2423
noncurrent assets | 6751 | 14942 | 13080
current liabilities | 1418 | 3510 | 3370
noncurrent liabilities | 3349 | 8297 | 5927
stockholder's equity | 3081 | 6835 | 6206
in 2002 , 2001 and 2000 , the results of operations and the financial position of cemig were negatively impacted by the devaluation of the brazilian real and the impairment charge recorded in 2002 .
the brazilian real devalued 32% ( 32 % ) , 19% ( 19 % ) and 8% ( 8 % ) for the years ended december 31 , 2002 , 2001 and 2000 , respectively .
the company recorded $ 83 million , $ 210 million , and $ 64 million of pre-tax non-cash foreign currency transaction losses on its investments in brazilian equity method affiliates during 2002 , 2001 and 2000 , respectively. |
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dd4bc6df6 | the following table summarized the status of the company 2019s non-vested performance share unit awards and changes for the period indicated : weighted- average grant date performance share unit awards shares fair value .
performance share unit awards | year ended december 31 2015 shares | year ended december 31 2015 weighted- average grant date fair value
----------------------------- | ---------------------------------- | -------------------------------------------------------------------
outstanding at january 1, | - | $ -
granted | 10705 | 178.84
vested | - | -
forfeited | - | -
outstanding at december 31, | 10705 | 178.84
19 .
segment reporting the u.s .
reinsurance operation writes property and casualty reinsurance and specialty lines of business , including marine , aviation , surety and accident and health ( 201ca&h 201d ) business , on both a treaty and facultative basis , through reinsurance brokers , as well as directly with ceding companies primarily within the u.s .
the international operation writes non-u.s .
property and casualty reinsurance through everest re 2019s branches in canada and singapore and through offices in brazil , miami and new jersey .
the bermuda operation provides reinsurance and insurance to worldwide property and casualty markets through brokers and directly with ceding companies from its bermuda office and reinsurance to the united kingdom and european markets through its uk branch and ireland re .
the insurance operation writes property and casualty insurance directly and through general agents , brokers and surplus lines brokers within the u.s .
and canada .
the mt .
logan re segment represents business written for the segregated accounts of mt .
logan re , which were formed on july 1 , 2013 .
the mt .
logan re business represents a diversified set of catastrophe exposures , diversified by risk/peril and across different geographical regions globally .
these segments , with the exception of mt .
logan re , are managed independently , but conform with corporate guidelines with respect to pricing , risk management , control of aggregate catastrophe exposures , capital , investments and support operations .
management generally monitors and evaluates the financial performance of these operating segments based upon their underwriting results .
the mt .
logan re segment is managed independently and seeks to write a diverse portfolio of catastrophe risks for each segregated account to achieve desired risk and return criteria .
underwriting results include earned premium less losses and loss adjustment expenses ( 201clae 201d ) incurred , commission and brokerage expenses and other underwriting expenses .
we measure our underwriting results using ratios , in particular loss , commission and brokerage and other underwriting expense ratios , which , respectively , divide incurred losses , commissions and brokerage and other underwriting expenses by premiums earned .
mt .
logan re 2019s business is sourced through operating subsidiaries of the company ; however , the activity is only reflected in the mt .
logan re segment .
for other inter-affiliate reinsurance , business is generally reported within the segment in which the business was first produced , consistent with how the business is managed .
except for mt .
logan re , the company does not maintain separate balance sheet data for its operating segments .
accordingly , the company does not review and evaluate the financial results of its operating segments based upon balance sheet data. |
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dd4bcde76 | schlumberger limited and subsidiaries shares of common stock issued in treasury shares outstanding ( stated in millions ) .
| issued | in treasury | shares outstanding
------------------------------------------------ | ------ | ------------ | ------------------
balance january 1 2008 | 1334 | -138 ( 138 ) | 1196
shares sold to optionees less shares exchanged | 2013 | 5 | 5
shares issued under employee stock purchase plan | 2013 | 2 | 2
stock repurchase program | 2013 | -21 ( 21 ) | -21 ( 21 )
issued on conversions of debentures | 2013 | 12 | 12
balance december 31 2008 | 1334 | -140 ( 140 ) | 1194
shares sold to optionees less shares exchanged | 2013 | 4 | 4
vesting of restricted stock | 2013 | 1 | 1
shares issued under employee stock purchase plan | 2013 | 4 | 4
stock repurchase program | 2013 | -8 ( 8 ) | -8 ( 8 )
balance december 31 2009 | 1334 | -139 ( 139 ) | 1195
acquisition of smith international inc . | 100 | 76 | 176
shares sold to optionees less shares exchanged | 2013 | 6 | 6
shares issued under employee stock purchase plan | 2013 | 3 | 3
stock repurchase program | 2013 | -27 ( 27 ) | -27 ( 27 )
issued on conversions of debentures | 2013 | 8 | 8
balance december 31 2010 | 1434 | -73 ( 73 ) | 1361
see the notes to consolidated financial statements part ii , item 8 |
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dd4c53418 | december 31 , 2007 , 2006 and 2005 , included ( in millions ) : .
| 2007 | 2006 | 2005
------------------------------------------------------------------------------ | -------------- | ---------------- | ------
( gain ) /loss on disposition or impairment of acquired assets and obligations | $ -1.2 ( 1.2 ) | $ -19.2 ( 19.2 ) | $ 3.2
consulting and professional fees | 1.0 | 8.8 | 5.6
employee severance and retention | 1.6 | 3.3 | 13.3
information technology integration | 2.6 | 3.0 | 6.9
in-process research & development | 6.5 | 2.9 | 2013
integration personnel | 2013 | 2.5 | 3.1
facility and employee relocation | 2013 | 1.0 | 6.2
distributor acquisitions | 4.1 | 2013 | 2013
sales agent and lease contract terminations | 5.4 | 0.2 | 12.7
other | 5.2 | 3.6 | 5.6
acquisition integration and other | $ 25.2 | $ 6.1 | $ 56.6
in-process research and development charges for 2007 are related to the acquisitions of endius and orthosoft .
included in the gain/loss on disposition or impairment of acquired assets and obligations for 2006 is the sale of the former centerpulse austin land and facilities for a gain of $ 5.1 million and the favorable settlement of two pre- acquisition contingent liabilities .
these gains were offset by a $ 13.4 million impairment charge for certain centerpulse tradename and trademark intangibles based principally in our europe operating segment .
cash and 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 equivalents are valued at cost , which approximates their fair value .
restricted cash is primarily composed of cash held in escrow related to certain insurance coverage .
inventories 2013 inventories , net of allowances for obsolete and slow-moving goods , are stated at the lower of cost or market , with cost determined on a first-in first-out basis .
property , plant and equipment 2013 property , plant and equipment is carried at cost less accumulated depreciation .
depreciation is computed using the straight-line method based on estimated useful lives of ten to forty years for buildings and improvements , three to eight years for machinery and equipment and generally five years for instruments .
maintenance and repairs are expensed as incurred .
in accordance with statement of financial accounting standards ( 201csfas 201d ) no .
144 , 201caccounting for the impairment or disposal of long-lived assets , 201d we review property , plant and equipment for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable .
an impairment loss would be recognized when estimated future undiscounted cash flows relating to the asset are less than its carrying amount .
an impairment loss is measured as the amount by which the carrying amount of an asset exceeds its fair value .
software costs 2013 we capitalize certain computer software and software development costs incurred in connection with developing or obtaining computer software for internal use when both the preliminary project stage is completed and it is probable that the software will be used as intended .
capitalized software costs generally include external direct costs of materials and services utilized in developing or obtaining computer software and compensation and related benefits for employees who are directly associated with the software project .
capitalized software costs are included in property , plant and equipment on our balance sheet and amortized on a straight-line basis when placed into service over the estimated useful lives of the software , which approximate three to seven years .
instruments 2013 instruments are hand held devices used by orthopaedic surgeons during total joint replacement and other surgical procedures .
instruments are recognized as long-lived assets and are included in property , plant and equipment .
undeployed instruments are carried at cost , net of allowances for excess and obsolete instruments .
instruments in the field are carried at cost less accumulated depreciation .
depreciation is computed using the straight-line method based on average estimated useful lives , determined principally in reference to associated product life cycles , primarily five years .
we review instruments for impairment in accordance with sfas no .
144 .
depreciation of instruments is recognized as selling , general and administrative expense .
goodwill 2013 we account for goodwill in accordance with sfas no .
142 , 201cgoodwill and other intangible assets 201d .
goodwill is not amortized but is subject to annual impairment tests .
goodwill has been assigned to reporting units , which are consistent with our operating segments .
we perform annual impairment tests by comparing each reporting unit 2019s fair value to its carrying amount to determine if there is potential impairment .
we perform this test in the fourth quarter of the year .
if the fair value of the reporting unit is less than its carrying value , an impairment loss is recorded to the extent that the implied fair value of the reporting unit goodwill is less than the carrying value of the reporting unit goodwill .
the fair value of the reporting unit and the implied fair value of goodwill are determined based upon market multiples .
intangible assets 2013 we account for intangible assets in accordance with sfas no .
142 .
intangible assets are initially measured at their fair value .
we have determined the fair value of our intangible assets either by the fair value of the consideration exchanged for the intangible asset , or the estimated after-tax discounted cash flows expected to be generated from the intangible asset .
intangible assets with an indefinite life , including certain trademarks and trade names , are not amortized .
the useful lives of indefinite life intangible assets are assessed annually to determine whether events and circumstances continue to support an indefinite life .
intangible assets with a finite life , including core and developed technology , certain trademarks and trade names , z i m m e r h o l d i n g s , i n c .
2 0 0 7 f o r m 1 0 - k a n n u a l r e p o r t notes to consolidated financial statements ( continued ) |
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dd4c57c52 | product management , business development and client service .
our alternatives products fall into two main categories 2013 core , which includes hedge funds , funds of funds ( hedge funds and private equity ) and real estate offerings , and currency and commodities .
the products offered under the bai umbrella are described below .
2022 hedge funds ended the year with $ 26.6 billion in aum , down $ 1.4 billion as net inflows into single- strategy hedge funds of $ 1.0 billion were more than offset by return of capital on opportunistic funds .
market valuation gains contributed $ 1.1 billion to aum growth .
hedge fund aum includes a variety of single-strategy , multi-strategy , and global macro , as well as portable alpha , distressed and opportunistic offerings .
products include both open-end hedge funds and similar products , and closed-end funds created to take advantage of specific opportunities over a defined , often longer- term investment horizon .
2022 funds of funds aum increased $ 6.3 billion , or 28% ( 28 % ) , to $ 29.1 billion at december 31 , 2012 , including $ 17.1 billion in funds of hedge funds and hybrid vehicles and $ 12.0 billion in private equity funds of funds .
growth largely reflected $ 6.2 billion of assets from srpep as we expanded our fund of funds product offerings and further engage in european and asian markets .
2022 real estate and hard assets aum totaled $ 12.7 billion , down $ 0.1 billion , or 1% ( 1 % ) , reflecting $ 0.6 billion in client net redemptions and distributions and $ 0.5 billion in portfolio valuation gains .
offerings include high yield debt and core , value-added and opportunistic equity portfolios and renewable power funds .
we continued to expand our real estate platform and product offerings with the launch of our first u.s .
real estate investment trust ( 201creit 201d ) mutual fund and addition of an infrastructure debt team to further increase and diversify our offerings within global infrastructure investing .
currency and commodities .
aum in currency and commodities strategies totaled $ 41.4 billion at year-end 2012 , flat from year-end 2011 , reflecting net outflows of $ 1.5 billion , primarily from active currency and currency overlays , and $ 0.8 billion of market and foreign exchange gains .
claymore also contributed $ 0.9 billion of aum .
currency and commodities products include a range of active and passive products .
our ishares commodities products represented $ 24.3 billion of aum , including $ 0.7 billion acquired from claymore , and are not eligible for performance fees .
cash management cash management aum totaled $ 263.7 billion at december 31 , 2012 , up $ 9.1 billion , or 4% ( 4 % ) , from year-end 2011 .
cash management products include taxable and tax-exempt money market funds and customized separate accounts .
portfolios may be denominated in u.s .
dollar , euro or british pound .
at year-end 2012 , 84% ( 84 % ) of cash aum was managed for institutions and 16% ( 16 % ) for retail and hnw investors .
the investor base was also predominantly in the americas , with 69% ( 69 % ) of aum managed for investors in the americas and 31% ( 31 % ) for clients in other regions , mostly emea-based .
we generated net inflows of $ 5.0 billion during 2012 , reflecting continued uncertainty around future regulatory changes and a challenging investing environment .
to meet investor needs , we sought to provide new solutions and choices for our clients by launching short duration products in the united states , which both immediately address the challenge of a continuing low interest rate environment and will also be important investment options should regulatory changes occur .
in the emea business , and in particular for our euro product set , we have taken action to ensure that we can provide effective cash management solutions in the face of a potentially negative yield environment by taking steps to launch new products and re-engineer our existing product set .
ishares our industry-leading u.s .
and international ishares etp suite is discussed below .
component changes in aum 2013 ishares ( 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
------------------------------ | ---------- | ---------------- | ------------ | ---------------------- | ----------
equity | $ 419651 | $ 52973 | $ 3517 | $ 58507 | $ 534648
fixed income | 153802 | 28785 | 3026 | 7239 | 192852
multi-asset class | 562 | 178 | 78 | 51 | 869
alternatives | 19341 | 3232 | 701 | 1064 | 24338
long-term | $ 593356 | $ 85168 | $ 7322 | $ 66861 | $ 752707 |
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dd4bb4f16 | the following table details the growth in global weighted average berths and the global , north american , european and asia/pacific cruise guests over the past five years ( in thousands , except berth data ) : weighted- average supply of berths marketed globally ( 1 ) caribbean cruises ltd .
total berths ( 2 ) global cruise guests ( 1 ) american cruise guests ( 1 ) ( 3 ) european cruise guests ( 1 ) ( 4 ) asia/pacific cruise guests ( 1 ) ( 5 ) .
year | weighted-averagesupply ofberthsmarketedglobally ( 1 ) | royal caribbean cruises ltd . total berths ( 2 ) | globalcruiseguests ( 1 ) | north american cruise guests ( 1 ) ( 3 ) | european cruise guests ( 1 ) ( 4 ) | asia/pacific cruise guests ( 1 ) ( 5 )
---- | ----------------------------------------------------- | ------------------------------------------------ | ------------------------ | ---------------------------------------- | ---------------------------------- | --------------------------------------
2012 | 425000 | 98650 | 20813 | 11641 | 6225 | 1474
2013 | 432000 | 98750 | 21343 | 11710 | 6430 | 2045
2014 | 448000 | 105750 | 22039 | 12269 | 6387 | 2382
2015 | 469000 | 112700 | 23000 | 12004 | 6587 | 3129
2016 | 493000 | 123270 | 24000 | 12581 | 6542 | 3636
_______________________________________________________________________________ ( 1 ) source : our estimates of the number of global cruise guests and the weighted-average supply of berths marketed globally are based on a combination of data that we obtain from various publicly available cruise industry trade information sources .
we use data obtained from seatrade insider , cruise industry news and company press releases to estimate weighted-average supply of berths and clia and g.p .
wild to estimate cruise guest information .
in addition , our estimates incorporate our own statistical analysis utilizing the same publicly available cruise industry data as a base .
( 2 ) total berths include our berths related to our global brands and partner brands .
( 3 ) our estimates include the united states and canada .
( 4 ) our estimates include european countries relevant to the industry ( e.g. , nordics , germany , france , italy , spain and the united kingdom ) .
( 5 ) our estimates include the southeast asia ( e.g. , singapore , thailand and the philippines ) , east asia ( e.g. , china and japan ) , south asia ( e.g. , india and pakistan ) and oceanian ( e.g. , australia and fiji islands ) regions .
north america the majority of industry cruise guests are sourced from north america , which represented approximately 52% ( 52 % ) of global cruise guests in 2016 .
the compound annual growth rate in cruise guests sourced from this market was approximately 2% ( 2 % ) from 2012 to 2016 .
europe industry cruise guests sourced from europe represented approximately 27% ( 27 % ) of global cruise guests in 2016 .
the compound annual growth rate in cruise guests sourced from this market was approximately 1% ( 1 % ) from 2012 to 2016 .
asia/pacific industry cruise guests sourced from the asia/pacific region represented approximately 15% ( 15 % ) of global cruise guests in 2016 .
the compound annual growth rate in cruise guests sourced from this market was approximately 25% ( 25 % ) from 2012 to 2016 .
the asia/pacific region is experiencing the highest growth rate of the major regions , although it will continue to represent a relatively small sector compared to north america .
competition we compete with a number of cruise lines .
our principal competitors are carnival corporation & plc , which owns , among others , aida cruises , carnival cruise line , costa cruises , cunard line , holland america line , p&o cruises , princess cruises and seabourn ; disney cruise line ; msc cruises ; and norwegian cruise line holdings ltd , which owns norwegian cruise line , oceania cruises and regent seven seas cruises .
cruise lines compete with |
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dd4bbc31a | $ 43.3 million in 2011 compared to $ 34.1 million in 2010 .
the retail segment represented 13% ( 13 % ) and 15% ( 15 % ) of the company 2019s total net sales in 2011 and 2010 , respectively .
the retail segment 2019s operating income was $ 4.7 billion , $ 3.2 billion , and $ 2.3 billion during 2012 , 2011 , and 2010 respectively .
these year-over-year increases in retail operating income were primarily attributable to higher overall net sales that resulted in significantly higher average revenue per store during the respective years .
gross margin gross margin for 2012 , 2011 and 2010 are as follows ( in millions , except gross margin percentages ) : .
| 2012 | 2011 | 2010
----------------------- | ---------------- | ---------------- | ----------------
net sales | $ 156508 | $ 108249 | $ 65225
cost of sales | 87846 | 64431 | 39541
gross margin | $ 68662 | $ 43818 | $ 25684
gross margin percentage | 43.9% ( 43.9 % ) | 40.5% ( 40.5 % ) | 39.4% ( 39.4 % )
the gross margin percentage in 2012 was 43.9% ( 43.9 % ) , compared to 40.5% ( 40.5 % ) in 2011 .
this year-over-year increase in gross margin was largely driven by lower commodity and other product costs , a higher mix of iphone sales , and improved leverage on fixed costs from higher net sales .
the increase in gross margin was partially offset by the impact of a stronger u.s .
dollar .
the gross margin percentage during the first half of 2012 was 45.9% ( 45.9 % ) compared to 41.4% ( 41.4 % ) during the second half of 2012 .
the primary drivers of higher gross margin in the first half of 2012 compared to the second half are a higher mix of iphone sales and improved leverage on fixed costs from higher net sales .
additionally , gross margin in the second half of 2012 was also affected by the introduction of new products with flat pricing that have higher cost structures and deliver greater value to customers , price reductions on certain existing products , higher transition costs associated with product launches , and continued strengthening of the u.s .
dollar ; partially offset by lower commodity costs .
the gross margin percentage in 2011 was 40.5% ( 40.5 % ) , compared to 39.4% ( 39.4 % ) in 2010 .
this year-over-year increase in gross margin was largely driven by lower commodity and other product costs .
the company expects to experience decreases in its gross margin percentage in future periods , as compared to levels achieved during 2012 , and the company anticipates gross margin of about 36% ( 36 % ) during the first quarter of 2013 .
expected future declines in gross margin are largely due to a higher mix of new and innovative products with flat or reduced pricing that have higher cost structures and deliver greater value to customers and anticipated component cost and other cost increases .
future strengthening of the u.s .
dollar could further negatively impact gross margin .
the foregoing statements regarding the company 2019s expected gross margin percentage in future periods , including the first quarter of 2013 , are forward-looking and could differ from actual results because of several factors including , but not limited to those set forth above in part i , item 1a of this form 10-k under the heading 201crisk factors 201d and those described in this paragraph .
in general , gross margins and margins on individual products will remain under downward pressure due to a variety of factors , including continued industry wide global product pricing pressures , increased competition , compressed product life cycles , product transitions and potential increases in the cost of components , as well as potential increases in the costs of outside manufacturing services and a potential shift in the company 2019s sales mix towards products with lower gross margins .
in response to competitive pressures , the company expects it will continue to take product pricing actions , which would adversely affect gross margins .
gross margins could also be affected by the company 2019s ability to manage product quality and warranty costs effectively and to stimulate demand for certain of its products .
due to the company 2019s significant international operations , financial results can be significantly affected in the short-term by fluctuations in exchange rates. |
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dd4c54bf6 | 2018 annual report 21 item 3 : legal proceedings snap-on is involved in various legal matters that are being litigated and/or settled in the ordinary course of business .
although it is not possible to predict the outcome of these legal matters , management believes that the results of these legal matters will not have a material impact on snap-on 2019s consolidated financial position , results of operations or cash flows .
item 4 : mine safety disclosures not applicable .
part ii item 5 : market for registrant 2019s common equity , related stockholder matters and issuer purchases of equity securities snap-on had 55610781 shares of common stock outstanding as of 2018 year end .
snap-on 2019s stock is listed on the new york stock exchange under the ticker symbol 201csna . 201d at february 8 , 2019 , there were 4704 registered holders of snap-on common stock .
issuer purchases of equity securities the following chart discloses information regarding the shares of snap-on 2019s common stock repurchased by the company during the fourth quarter of fiscal 2018 , all of which were purchased pursuant to the board 2019s authorizations that the company has publicly announced .
snap-on has undertaken stock repurchases from time to time to offset dilution created by shares issued for employee and franchisee stock purchase plans , and equity plans , and for other corporate purposes , as well as when the company believes market conditions are favorable .
the repurchase of snap-on common stock is at the company 2019s discretion , subject to prevailing financial and market conditions .
period shares purchased average price per share shares purchased as part of publicly announced plans or programs approximate value of shares that may yet be purchased under publicly announced plans or programs* .
period | sharespurchased | average priceper share | shares purchased aspart of publiclyannounced plans orprograms | approximatevalue of sharesthat may yet bepurchased underpubliclyannounced plansor programs*
-------------------- | --------------- | ---------------------- | ------------------------------------------------------------- | -------------------------------------------------------------------------------------------
09/30/18 to 10/27/18 | 90000 | $ 149.28 | 90000 | $ 292.4 million
10/28/18 to 11/24/18 | 335000 | $ 159.35 | 335000 | $ 239.1 million
11/25/18 to 12/29/18 | 205000 | $ 160.20 | 205000 | $ 215.7 million
total/average | 630000 | $ 158.19 | 630000 | n/a
______________________ n/a : not applicable * subject to further adjustment pursuant to the 1996 authorization described below , as of december 29 , 2018 , the approximate value of shares that may yet be purchased pursuant to the outstanding board authorizations discussed below is $ 215.7 million .
2022 in 1996 , the board authorized the company to repurchase shares of the company 2019s common stock from time to time in the open market or in privately negotiated transactions ( 201cthe 1996 authorization 201d ) .
the 1996 authorization allows the repurchase of up to the number of shares issued or delivered from treasury from time to time under the various plans the company has in place that call for the issuance of the company 2019s common stock .
because the number of shares that are purchased pursuant to the 1996 authorization will change from time to time as ( i ) the company issues shares under its various plans ; and ( ii ) shares are repurchased pursuant to this authorization , the number of shares authorized to be repurchased will vary from time to time .
the 1996 authorization will expire when terminated by the board .
when calculating the approximate value of shares that the company may yet purchase under the 1996 authorization , the company assumed a price of $ 148.71 , $ 161.00 and $ 144.25 per share of common stock as of the end of the fiscal 2018 months ended october 27 , 2018 , november 24 , 2018 , and december 29 , 2018 , respectively .
2022 in 2017 , the board authorized the repurchase of an aggregate of up to $ 500 million of the company 2019s common stock ( 201cthe 2017 authorization 201d ) .
the 2017 authorization will expire when the aggregate repurchase price limit is met , unless terminated earlier by the board. |
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dd4b8c89a | the target awards for the other named executive officers were set as follows : joseph f .
domino , ceo - entergy texas ( 50% ( 50 % ) ) ; hugh t .
mcdonald , ceo - entergy arkansas ( 50% ( 50 % ) ) ; haley fisackerly , ceo - entergy mississippi ( 40% ( 40 % ) ) ; william m .
mohl ( 60% ( 60 % ) ) , ceo - entergy gulf states and entergy louisiana ; charles l .
rice , jr .
( 40% ( 40 % ) ) , ceo - entergy new orleans and theodore h .
bunting , jr .
- principal accounting officer - the subsidiaries ( 60% ( 60 % ) ) .
the target awards for the named executive officers ( other than entergy named executive officers ) were set by their respective supervisors ( subject to ultimate approval of entergy 2019s chief executive officer ) who allocated a potential incentive pool established by the personnel committee among various of their direct and indirect reports .
in setting the target awards , the supervisor took into account considerations similar to those used by the personnel committee in setting the target awards for entergy 2019s named executive officers .
target awards are set based on an executive officer 2019s current position and executive management level within the entergy organization .
executive management levels at entergy range from level 1 thorough level 4 .
mr .
denault and mr .
taylor hold positions in level 2 whereas mr .
bunting and mr .
mohl hold positions in level 3 and mr .
domino , mr .
fisackerly , mr .
mcdonald and mr .
rice hold positions in level 4 .
accordingly , their respective incentive targets differ one from another based on the external market data developed by the committee 2019s independent compensation consultant and the other factors noted above .
in december 2010 , the committee determined the executive incentive plan targets to be used for purposes of establishing annual bonuses for 2011 .
the committee 2019s determination of the target levels was made after full board review of management 2019s 2011 financial plan for entergy corporation , upon recommendation of the finance committee , and after the committee 2019s determination that the established targets aligned with entergy corporation 2019s anticipated 2011 financial performance as reflected in the financial plan .
the targets established to measure management performance against as reported results were: .
| minimum | target | maximum
------------------------------------- | ------- | ------ | -------
earnings per share ( $ ) | $ 6.10 | $ 6.60 | $ 7.10
operating cash flow ( $ in billions ) | $ 2.97 | $ 3.35 | $ 3.70
operating cash flow ( $ in billions ) in january 2012 , after reviewing earnings per share and operating cash flow results against the performance objectives in the above table , the committee determined that entergy corporation had exceeded as reported earnings per share target of $ 6.60 by $ 0.95 in 2011 while falling short of the operating cash flow goal of $ 3.35 billion by $ 221 million in 2011 .
in accordance with the terms of the annual incentive plan , in january 2012 , the personnel committee certified the 2012 entergy achievement multiplier at 128% ( 128 % ) of target .
under the terms of the management effectiveness program , the entergy achievement multiplier is automatically increased by 25 percent for the members of the office of the chief executive if the pre- established underlying performance goals established by the personnel committee are satisfied at the end of the performance period , subject to the personnel committee's discretion to adjust the automatic multiplier downward or eliminate it altogether .
in accordance with section 162 ( m ) of the internal revenue code , the multiplier which entergy refers to as the management effectiveness factor is intended to provide the committee a mechanism to take into consideration specific achievement factors relating to the overall performance of entergy corporation .
in january 2012 , the committee eliminated the management effectiveness factor with respect to the 2011 incentive awards , reflecting the personnel committee's determination that the entergy achievement multiplier , in and of itself without the management effectiveness factor , was consistent with the performance levels achieved by management .
the annual incentive awards for the named executive officers ( other than mr .
leonard , mr .
denault and mr .
taylor ) are awarded from an incentive pool approved by the committee .
from this pool , each named executive officer 2019s supervisor determines the annual incentive payment based on the entergy achievement multiplier .
the supervisor has the discretion to increase or decrease the multiple used to determine an incentive award based on individual and business unit performance .
the incentive awards are subject to the ultimate approval of entergy 2019s chief executive officer. |
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dd4b9dec4 | celanese purchases of its equity securities information regarding repurchases of our common stock during the three months ended december 31 , 2014 is as follows : period number of shares purchased ( 1 ) average price paid per share total number of shares purchased as part of publicly announced program approximate dollar value of shares remaining that may be purchased under the program ( 2 ) .
period | totalnumberof sharespurchased ( 1 ) | averageprice paidper share | total numberof sharespurchased aspart of publiclyannounced program | approximatedollarvalue of sharesremaining thatmay bepurchased underthe program ( 2 )
-------------------- | ----------------------------------- | -------------------------- | ------------------------------------------------------------------ | ------------------------------------------------------------------------------------
october 1 - 31 2014 | 192580 | $ 58.02 | 164800 | $ 490000000
november 1 - 30 2014 | 468128 | $ 59.25 | 468128 | $ 463000000
december 1 - 31 2014 | 199796 | $ 60.78 | 190259 | $ 451000000
total | 860504 | | 823187 |
___________________________ ( 1 ) includes 27780 and 9537 for october and december 2014 , respectively , related to shares withheld from employees to cover their statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock units .
( 2 ) our board of directors has authorized the aggregate repurchase of $ 1.4 billion of our common stock since february 2008 .
see note 17 - stockholders' equity in the accompanying consolidated financial statements for further information .
performance graph the following performance graph and related information shall not be deemed "soliciting material" or to be "filed" 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 we specifically incorporate it by reference into such filing .
comparison of cumulative total return |
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dd4c3cc86 | 2015 compared to 2014 mfc 2019s net sales in 2015 decreased $ 322 million , or 5% ( 5 % ) , compared to the same period in 2014 .
the decrease was attributable to lower net sales of approximately $ 345 million for air and missile defense programs due to fewer deliveries ( primarily pac-3 ) and lower volume ( primarily thaad ) ; and approximately $ 85 million for tactical missile programs due to fewer deliveries ( primarily guided multiple launch rocket system ( gmlrs ) ) and joint air-to-surface standoff missile , partially offset by increased deliveries for hellfire .
these decreases were partially offset by higher net sales of approximately $ 55 million for energy solutions programs due to increased volume .
mfc 2019s operating profit in 2015 decreased $ 62 million , or 5% ( 5 % ) , compared to 2014 .
the decrease was attributable to lower operating profit of approximately $ 100 million for fire control programs due primarily to lower risk retirements ( primarily lantirn and sniper ) ; and approximately $ 65 million for tactical missile programs due to lower risk retirements ( primarily hellfire and gmlrs ) and fewer deliveries .
these decreases were partially offset by higher operating profit of approximately $ 75 million for air and missile defense programs due to increased risk retirements ( primarily thaad ) .
adjustments not related to volume , including net profit booking rate adjustments and other matters , were approximately $ 60 million lower in 2015 compared to 2014 .
backlog backlog decreased in 2016 compared to 2015 primarily due to lower orders on pac-3 , hellfire , and jassm .
backlog increased in 2015 compared to 2014 primarily due to higher orders on pac-3 , lantirn/sniper and certain tactical missile programs , partially offset by lower orders on thaad .
trends we expect mfc 2019s net sales to increase in the mid-single digit percentage range in 2017 as compared to 2016 driven primarily by our air and missile defense programs .
operating profit is expected to be flat or increase slightly .
accordingly , operating profit margin is expected to decline from 2016 levels as a result of contract mix and fewer risk retirements in 2017 compared to 2016 .
rotary and mission systems as previously described , on november 6 , 2015 , we acquired sikorsky and aligned the sikorsky business under our rms business segment .
the 2015 results of the acquired sikorsky business have been included in our financial results from the november 6 , 2015 acquisition date through december 31 , 2015 .
as a result , our consolidated operating results and rms business segment operating results for the year ended december 31 , 2015 do not reflect a full year of sikorsky operations .
our rms business segment provides design , manufacture , service and support for a variety of military and civil helicopters , ship and submarine mission and combat systems ; mission systems and sensors for rotary and fixed-wing aircraft ; sea and land-based missile defense systems ; radar systems ; the littoral combat ship ( lcs ) ; simulation and training services ; and unmanned systems and technologies .
in addition , rms supports the needs of government customers in cybersecurity and delivers communication and command and control capabilities through complex mission solutions for defense applications .
rms 2019 major programs include black hawk and seahawk helicopters , aegis combat system ( aegis ) , lcs , space fence , advanced hawkeye radar system , tpq-53 radar system , ch-53k development helicopter , and vh-92a helicopter program .
rms 2019 operating results included the following ( in millions ) : .
| 2016 | 2015 | 2014
------------------ | -------------- | -------------- | ----------------
net sales | $ 13462 | $ 9091 | $ 8732
operating profit | 906 | 844 | 936
operating margin | 6.7% ( 6.7 % ) | 9.3% ( 9.3 % ) | 10.7% ( 10.7 % )
backlog atyear-end | $ 28400 | $ 30100 | $ 13300
2016 compared to 2015 rms 2019 net sales in 2016 increased $ 4.4 billion , or 48% ( 48 % ) , compared to 2015 .
the increase was primarily attributable to higher net sales of approximately $ 4.6 billion from sikorsky , which was acquired on november 6 , 2015 .
net sales for 2015 include sikorsky 2019s results subsequent to the acquisition date , net of certain revenue adjustments required to account for the acquisition of this business .
this increase was partially offset by lower net sales of approximately $ 70 million for training |
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dd4bcfc62 | dividends for a summary of the cash dividends paid on citi 2019s outstanding common stock during 2009 and 2010 , see note 33 to the consolidated financial statements .
for so long as the u.s .
government holds any citigroup trust preferred securities acquired pursuant to the exchange offers consummated in 2009 , citigroup has agreed not to pay a quarterly common stock dividend exceeding $ 0.01 per quarter , subject to certain customary exceptions .
further , any dividend on citi 2019s outstanding common stock would need to be made in compliance with citi 2019s obligations to any remaining outstanding citigroup preferred stock .
performance graph comparison of five-year cumulative total return the following graph and table compare the cumulative total return on citigroup 2019s common stock with the cumulative total return of the s&p 500 index and the s&p financial index over the five-year period extending through december 31 , 2010 .
the graph and table assume that $ 100 was invested on december 31 , 2005 in citigroup 2019s common stock , the s&p 500 index and the s&p financial index and that all dividends were reinvested .
citigroup s&p 500 index s&p financial index comparison of five-year cumulative total return for the years ended 2006 2007 2008 2009 2010 .
december 31, | citigroup | s&p 500 index | s&p financial index
------------ | --------- | ------------- | -------------------
2006 | 119.55 | 115.79 | 119.19
2007 | 66.10 | 122.15 | 96.98
2008 | 15.88 | 76.96 | 43.34
2009 | 7.85 | 97.33 | 50.80
2010 | 11.22 | 111.99 | 56.96 |
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dd4c0f18c | table of contents adobe inc .
notes to consolidated financial statements ( continued ) stock options the 2003 plan allows us to grant options to all employees , including executive officers , outside consultants and non- employee directors .
this plan will continue until the earlier of ( i ) termination by the board or ( ii ) the date on which all of the shares available for issuance under the plan have been issued and restrictions on issued shares have lapsed .
option vesting periods used in the past were generally four years and expire seven years from the effective date of grant .
we eliminated the use of stock option grants for all employees and non-employee directors but may choose to issue stock options in the future .
performance share programs our 2018 , 2017 and 2016 performance share programs aim to help focus key employees on building stockholder value , provide significant award potential for achieving outstanding company performance and enhance the ability of the company to attract and retain highly talented and competent individuals .
the executive compensation committee of our board of directors approves the terms of each of our performance share programs , including the award calculation methodology , under the terms of our 2003 plan .
shares may be earned based on the achievement of an objective relative total stockholder return measured over a three-year performance period .
performance share awards will be awarded and fully vest upon the later of the executive compensation committee's certification of the level of achievement or the three-year anniversary of each grant .
program participants generally have the ability to receive up to 200% ( 200 % ) of the target number of shares originally granted .
on january 24 , 2018 , the executive compensation committee approved the 2018 performance share program , the terms of which are similar to prior year performance share programs as discussed above .
as of november 30 , 2018 , the shares awarded under our 2018 , 2017 and 2016 performance share programs are yet to be achieved .
issuance of shares upon exercise of stock options , vesting of restricted stock units and performance shares , and purchases of shares under the espp , we will issue treasury stock .
if treasury stock is not available , common stock will be issued .
in order to minimize the impact of on-going dilution from exercises of stock options and vesting of restricted stock units and performance shares , we instituted a stock repurchase program .
see note 12 for information regarding our stock repurchase programs .
valuation of stock-based compensation stock-based compensation cost is measured at the grant date based on the fair value of the award .
our performance share awards are valued using a monte carlo simulation model .
the fair value of the awards are fixed at grant date and amortized over the longer of the remaining performance or service period .
we use the black-scholes option pricing model to determine the fair value of espp shares .
the determination of the fair value of stock-based payment awards on the date of grant using an option pricing model is affected by our stock price as well as assumptions regarding a number of complex and subjective variables .
these variables include our expected stock price volatility over the expected term of the awards , actual and projected employee stock option exercise behaviors , a risk-free interest rate and any expected dividends .
the expected term of espp shares is the average of the remaining purchase periods under each offering period .
the assumptions used to value employee stock purchase rights were as follows: .
| 2018 | 2017 | 2016
-------------------------- | ----------------------------------- | ----------------------------------- | -----------------------
expected life ( in years ) | 0.5 - 2.0 | 0.5 - 2.0 | 0.5 - 2.0
volatility | 26% ( 26 % ) - 29% ( 29 % ) | 22% ( 22 % ) - 27% ( 27 % ) | 26 - 29% ( 29 % )
risk free interest rate | 1.54% ( 1.54 % ) - 2.52% ( 2.52 % ) | 0.62% ( 0.62 % ) - 1.41% ( 1.41 % ) | 0.37 - 1.06% ( 1.06 % ) |
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dd4bd4078 | the goldman sachs group , inc .
and subsidiaries notes to consolidated financial statements lending commitments the firm 2019s lending commitments are agreements to lend with fixed termination dates and depend on the satisfaction of all contractual conditions to borrowing .
these commitments are presented net of amounts syndicated to third parties .
the total commitment amount does not necessarily reflect actual future cash flows because the firm may syndicate all or substantial additional portions of these commitments .
in addition , commitments can expire unused or be reduced or cancelled at the counterparty 2019s request .
the table below presents information about lending commitments. .
$ in millions | as of december 2018 | as of december 2017
------------------- | ------------------- | -------------------
held for investment | $ 120997 | $ 124504
held for sale | 8602 | 9838
at fair value | 7983 | 9404
total | $ 137582 | $ 143746
in the table above : 2030 held for investment lending commitments are accounted for on an accrual basis .
see note 9 for further information about such commitments .
2030 held for sale lending commitments are accounted for at the lower of cost or fair value .
2030 gains or losses related to lending commitments at fair value , if any , are generally recorded , net of any fees in other principal transactions .
2030 substantially all lending commitments relates to the firm 2019s investing & lending segment .
commercial lending .
the firm 2019s commercial lending commitments were primarily extended to investment-grade corporate borrowers .
such commitments included $ 93.99 billion as of december 2018 and $ 85.98 billion as of december 2017 , related to relationship lending activities ( principally used for operating and general corporate purposes ) and $ 27.92 billion as of december 2018 and $ 42.41 billion as of december 2017 , related to other investment banking activities ( generally extended for contingent acquisition financing and are often intended to be short-term in nature , as borrowers often seek to replace them with other funding sources ) .
the firm also extends lending commitments in connection with other types of corporate lending , as well as commercial real estate financing .
see note 9 for further information about funded loans .
sumitomo mitsui financial group , inc .
( smfg ) provides the firm with credit loss protection on certain approved loan commitments ( primarily investment-grade commercial lending commitments ) .
the notional amount of such loan commitments was $ 15.52 billion as of december 2018 and $ 25.70 billion as of december 2017 .
the credit loss protection on loan commitments provided by smfg is generally limited to 95% ( 95 % ) of the first loss the firm realizes on such commitments , up to a maximum of approximately $ 950 million .
in addition , subject to the satisfaction of certain conditions , upon the firm 2019s request , smfg will provide protection for 70% ( 70 % ) of additional losses on such commitments , up to a maximum of $ 1.0 billion , of which $ 550 million of protection had been provided as of both december 2018 and december 2017 .
the firm also uses other financial instruments to mitigate credit risks related to certain commitments not covered by smfg .
these instruments primarily include credit default swaps that reference the same or similar underlying instrument or entity , or credit default swaps that reference a market index .
warehouse financing .
the firm provides financing to clients who warehouse financial assets .
these arrangements are secured by the warehoused assets , primarily consisting of consumer and corporate loans .
contingent and forward starting collateralized agreements / forward starting collateralized financings forward starting collateralized agreements includes resale and securities borrowing agreements , and forward starting collateralized financings includes repurchase and secured lending agreements that settle at a future date , generally within three business days .
the firm also enters into commitments to provide contingent financing to its clients and counterparties through resale agreements .
the firm 2019s funding of these commitments depends on the satisfaction of all contractual conditions to the resale agreement and these commitments can expire unused .
letters of credit the firm has commitments under letters of credit issued by various banks which the firm provides to counterparties in lieu of securities or cash to satisfy various collateral and margin deposit requirements .
investment commitments investment commitments includes commitments to invest in private equity , real estate and other assets directly and through funds that the firm raises and manages .
investment commitments included $ 2.42 billion as of december 2018 and $ 2.09 billion as of december 2017 , related to commitments to invest in funds managed by the firm .
if these commitments are called , they would be funded at market value on the date of investment .
goldman sachs 2018 form 10-k 159 |
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dd4b98b36 | jpmorgan chase & co./2016 annual report 49 net interest income excluding cib 2019s markets businesses in addition to reviewing net interest income on a managed basis , management also reviews net interest income excluding net interest income arising from cib 2019s markets businesses to assess the performance of the firm 2019s lending , investing ( including asset-liability management ) and deposit-raising activities .
cib 2019s markets businesses represent both fixed income markets and equity markets .
the data presented below are non-gaap financial measures due to the exclusion of net interest income from cib 2019s markets businesses ( 201ccib markets 201d ) .
management believes this exclusion provides investors and analysts with another measure by which to analyze the non- markets-related business trends of the firm and provides a comparable measure to other financial institutions that are primarily focused on lending , investing and deposit-raising activities .
year ended december 31 , ( in millions , except rates ) 2016 2015 2014 net interest income 2013 managed basis ( a ) ( b ) $ 47292 $ 44620 $ 44619 less : cib markets net interest income ( c ) 6334 5298 6032 net interest income excluding cib markets ( a ) $ 40958 $ 39322 $ 38587 average interest-earning assets $ 2101604 $ 2088242 $ 2049093 less : average cib markets interest-earning assets ( c ) 520307 510292 522989 average interest-earning assets excluding cib markets $ 1581297 $ 1577950 $ 1526104 net interest yield on average interest-earning assets 2013 managed basis 2.25% ( 2.25 % ) 2.14% ( 2.14 % ) 2.18% ( 2.18 % ) net interest yield on average cib markets interest- earning assets ( c ) 1.22 1.04 1.15 net interest yield on average interest-earning assets excluding cib markets 2.59% ( 2.59 % ) 2.49% ( 2.49 % ) 2.53% ( 2.53 % ) ( a ) interest includes the effect of related hedges .
taxable-equivalent amounts are used where applicable .
( b ) for a reconciliation of net interest income on a reported and managed basis , see reconciliation from the firm 2019s reported u.s .
gaap results to managed basis on page 48 .
( c ) prior period amounts were revised to align with cib 2019s markets businesses .
for further information on cib 2019s markets businesses , see page 61 .
calculation of certain u.s .
gaap and non-gaap financial measures certain u.s .
gaap and non-gaap financial measures are calculated as follows : book value per share ( 201cbvps 201d ) common stockholders 2019 equity at period-end / common shares at period-end overhead ratio total noninterest expense / total net revenue return on assets ( 201croa 201d ) reported net income / total average assets return on common equity ( 201croe 201d ) net income* / average common stockholders 2019 equity return on tangible common equity ( 201crotce 201d ) net income* / average tangible common equity tangible book value per share ( 201ctbvps 201d ) tangible common equity at period-end / common shares at period-end * represents net income applicable to common equity .
year ended december 31 ( in millions except rates ) | 2016 | 2015 | 2014
--------------------------------------------------------------------------- | ---------------- | ---------------- | ----------------
net interest income 2013 managed basis ( a ) ( b ) | $ 47292 | $ 44620 | $ 44619
less : cib markets net interest income ( c ) | 6334 | 5298 | 6032
net interest income excluding cib markets ( a ) | $ 40958 | $ 39322 | $ 38587
average interest-earning assets | $ 2101604 | $ 2088242 | $ 2049093
less : average cib markets interest-earning assets ( c ) | 520307 | 510292 | 522989
average interest-earning assets excluding cib markets | $ 1581297 | $ 1577950 | $ 1526104
net interest yield on average interest-earning assets 2013 managed basis | 2.25% ( 2.25 % ) | 2.14% ( 2.14 % ) | 2.18% ( 2.18 % )
net interest yield on average cib markets interest-earning assets ( c ) | 1.22 | 1.04 | 1.15
net interest yield on average interest-earning assets excluding cib markets | 2.59% ( 2.59 % ) | 2.49% ( 2.49 % ) | 2.53% ( 2.53 % )
jpmorgan chase & co./2016 annual report 49 net interest income excluding cib 2019s markets businesses in addition to reviewing net interest income on a managed basis , management also reviews net interest income excluding net interest income arising from cib 2019s markets businesses to assess the performance of the firm 2019s lending , investing ( including asset-liability management ) and deposit-raising activities .
cib 2019s markets businesses represent both fixed income markets and equity markets .
the data presented below are non-gaap financial measures due to the exclusion of net interest income from cib 2019s markets businesses ( 201ccib markets 201d ) .
management believes this exclusion provides investors and analysts with another measure by which to analyze the non- markets-related business trends of the firm and provides a comparable measure to other financial institutions that are primarily focused on lending , investing and deposit-raising activities .
year ended december 31 , ( in millions , except rates ) 2016 2015 2014 net interest income 2013 managed basis ( a ) ( b ) $ 47292 $ 44620 $ 44619 less : cib markets net interest income ( c ) 6334 5298 6032 net interest income excluding cib markets ( a ) $ 40958 $ 39322 $ 38587 average interest-earning assets $ 2101604 $ 2088242 $ 2049093 less : average cib markets interest-earning assets ( c ) 520307 510292 522989 average interest-earning assets excluding cib markets $ 1581297 $ 1577950 $ 1526104 net interest yield on average interest-earning assets 2013 managed basis 2.25% ( 2.25 % ) 2.14% ( 2.14 % ) 2.18% ( 2.18 % ) net interest yield on average cib markets interest- earning assets ( c ) 1.22 1.04 1.15 net interest yield on average interest-earning assets excluding cib markets 2.59% ( 2.59 % ) 2.49% ( 2.49 % ) 2.53% ( 2.53 % ) ( a ) interest includes the effect of related hedges .
taxable-equivalent amounts are used where applicable .
( b ) for a reconciliation of net interest income on a reported and managed basis , see reconciliation from the firm 2019s reported u.s .
gaap results to managed basis on page 48 .
( c ) prior period amounts were revised to align with cib 2019s markets businesses .
for further information on cib 2019s markets businesses , see page 61 .
calculation of certain u.s .
gaap and non-gaap financial measures certain u.s .
gaap and non-gaap financial measures are calculated as follows : book value per share ( 201cbvps 201d ) common stockholders 2019 equity at period-end / common shares at period-end overhead ratio total noninterest expense / total net revenue return on assets ( 201croa 201d ) reported net income / total average assets return on common equity ( 201croe 201d ) net income* / average common stockholders 2019 equity return on tangible common equity ( 201crotce 201d ) net income* / average tangible common equity tangible book value per share ( 201ctbvps 201d ) tangible common equity at period-end / common shares at period-end * represents net income applicable to common equity |
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dd4c30d0a | 12 .
brokerage receivables and brokerage payables citi has receivables and payables for financial instruments sold to and purchased from brokers , dealers and customers , which arise in the ordinary course of business .
citi is exposed to risk of loss from the inability of brokers , dealers or customers to pay for purchases or to deliver the financial instruments sold , in which case citi would have to sell or purchase the financial instruments at prevailing market prices .
credit risk is reduced to the extent that an exchange or clearing organization acts as a counterparty to the transaction and replaces the broker , dealer or customer in question .
citi seeks to protect itself from the risks associated with customer activities by requiring customers to maintain margin collateral in compliance with regulatory and internal guidelines .
margin levels are monitored daily , and customers deposit additional collateral as required .
where customers cannot meet collateral requirements , citi may liquidate sufficient underlying financial instruments to bring the customer into compliance with the required margin level .
exposure to credit risk is impacted by market volatility , which may impair the ability of clients to satisfy their obligations to citi .
credit limits are established and closely monitored for customers and for brokers and dealers engaged in forwards , futures and other transactions deemed to be credit sensitive .
brokerage receivables and brokerage payables consisted of the following: .
in millions of dollars | december 31 , 2016 | december 31 , 2015
----------------------------------------------------------- | ------------------ | ------------------
receivables from customers | $ 10374 | $ 10435
receivables from brokers dealers and clearing organizations | 18513 | 17248
total brokerage receivables ( 1 ) | $ 28887 | $ 27683
payables to customers | $ 37237 | $ 35653
payables to brokers dealers and clearing organizations | 19915 | 18069
total brokerage payables ( 1 ) | $ 57152 | $ 53722
payables to brokers , dealers , and clearing organizations 19915 18069 total brokerage payables ( 1 ) $ 57152 $ 53722 ( 1 ) includes brokerage receivables and payables recorded by citi broker- dealer entities that are accounted for in accordance with the aicpa accounting guide for brokers and dealers in securities as codified in asc 940-320. |
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dd4bff430 | as of december 31 , 2006 , we also leased an office and laboratory facility in connecticut , additional office , distribution and storage facilities in san diego , and four foreign facilities located in japan , singapore , china and the netherlands under non-cancelable operating leases that expire at various times through july 2011 .
these leases contain renewal options ranging from one to five years .
as of december 31 , 2006 , our contractual obligations were ( in thousands ) : contractual obligation total less than 1 year 1 2013 3 years 1 2013 5 years more than 5 years .
contractual obligation | payments due by period total | payments due by period less than 1 year | payments due by period 1 2013 3 years | payments due by period 1 2013 5 years | payments due by period more than 5 years
---------------------- | ---------------------------- | --------------------------------------- | ------------------------------------- | ------------------------------------- | ----------------------------------------
operating leases | $ 37899 | $ 5320 | $ 10410 | $ 9371 | $ 12798
total | $ 37899 | $ 5320 | $ 10410 | $ 9371 | $ 12798
the above table does not include orders for goods and services entered into in the normal course of business that are not enforceable or legally binding .
item 7a .
quantitative and qualitative disclosures about market risk .
interest rate sensitivity our exposure to market risk for changes in interest rates relates primarily to our investment portfolio .
the fair market value of fixed rate securities may be adversely impacted by fluctuations in interest rates while income earned on floating rate securities may decline as a result of decreases in interest rates .
under our current policies , we do not use interest rate derivative instruments to manage exposure to interest rate changes .
we attempt to ensure the safety and preservation of our invested principal funds by limiting default risk , market risk and reinvestment risk .
we mitigate default risk by investing in investment grade securities .
we have historically maintained a relatively short average maturity for our investment portfolio , and we believe a hypothetical 100 basis point adverse move in interest rates along the entire interest rate yield curve would not materially affect the fair value of our interest sensitive financial instruments .
foreign currency exchange risk although most of our revenue is realized in u.s .
dollars , some portions of our revenue are realized in foreign currencies .
as a result , our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economic conditions in foreign markets .
the functional currencies of our subsidiaries are their respective local currencies .
accordingly , the accounts of these operations are translated from the local currency to the u.s .
dollar using the current exchange rate in effect at the balance sheet date for the balance sheet accounts , and using the average exchange rate during the period for revenue and expense accounts .
the effects of translation are recorded in accumulated other comprehensive income as a separate component of stockholders 2019 equity. |
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dd4c5d0f8 | note 12 .
shareholders 2019 equity accumulated other comprehensive loss : accumulated other comprehensive loss included the following components as of december 31: .
( in millions ) | 2009 | 2008 | 2007
----------------------------------------------------------------------------------------------------------------- | ---------------- | ---------------- | --------------
foreign currency translation | $ 281 | $ 68 | $ 331
net unrealized loss on hedges of net investments in non-u.s . subsidiaries | -14 ( 14 ) | -14 ( 14 ) | -15 ( 15 )
net unrealized loss on available-for-sale securities | -1636 ( 1636 ) | -5205 ( 5205 ) | -678 ( 678 )
net unrealized loss on fair value hedges of available-for-sale securities | -113 ( 113 ) | -242 ( 242 ) | -55 ( 55 )
losses from other-than-temporary impairment on available-for-sale securities related to factors other than credit | -159 ( 159 ) | 2014 | 2014
losses from other-than-temporary impairment on held-to-maturity securities related to factors other than credit | -387 ( 387 ) | 2014 | 2014
minimum pension liability | -192 ( 192 ) | -229 ( 229 ) | -146 ( 146 )
net unrealized loss on cash flow hedges | -18 ( 18 ) | -28 ( 28 ) | -12 ( 12 )
total | $ -2238 ( 2238 ) | $ -5650 ( 5650 ) | $ -575 ( 575 )
the net after-tax unrealized loss on available-for-sale securities of $ 1.64 billion and $ 5.21 billion as of december 31 , 2009 and december 31 , 2008 , respectively , included $ 635 million and $ 1.39 billion , respectively , of net after-tax unrealized losses related to securities reclassified from securities available for sale to securities held to maturity .
the decrease in the losses related to transfers compared to december 31 , 2008 resulted from amortization and from the recognition of losses from other-than-temporary impairment on certain of the securities .
additional information is provided in note 3 .
for the year ended december 31 , 2009 , we realized net gains of $ 368 million from sales of available-for-sale securities .
unrealized pre-tax gains of $ 46 million were included in other comprehensive income at december 31 , 2008 , net of deferred taxes of $ 18 million , related to these sales .
for the year ended december 31 , 2008 , we realized net gains of $ 68 million from sales of available-for-sale securities .
unrealized pre-tax gains of $ 71 million were included in other comprehensive income at december 31 , 2007 , net of deferred taxes of $ 28 million , related to these sales .
for the year ended december 31 , 2007 , we realized net gains of $ 7 million on sales of available-for-sale securities .
unrealized pre-tax losses of $ 32 million were included in other comprehensive income at december 31 , 2006 , net of deferred taxes of $ 13 million , related to these sales .
preferred stock : in october 2008 , in connection with the u.s .
treasury 2019s capital purchase program , we issued 20000 shares of our series b fixed-rate cumulative perpetual preferred stock , $ 100000 liquidation preference per share , and a warrant to purchase 5576208 shares of our common stock at an exercise price of $ 53.80 per share , to treasury , and received aggregate proceeds of $ 2 billion .
the aggregate proceeds were allocated to the preferred stock and the warrant based on their relative fair values on the date of issuance .
as a result , approximately $ 1.88 billion and $ 121 million , respectively , were allocated to the preferred stock and the warrant .
the difference between the initial value of $ 1.88 billion allocated to the preferred stock and the liquidation amount of $ 2 billion was intended to be charged to retained earnings and credited to the preferred stock over the period that the preferred stock was outstanding , using the effective yield method .
for 2008 and 2009 , these charges to retained earnings reduced net income available to common shareholders by $ 4 million and $ 11 million , respectively , and reduced basic and diluted earnings per common share for those periods .
these calculations are presented in note 22 .
the preferred shares qualified as tier 1 regulatory capital , and paid cumulative quarterly dividends at a rate of 5% ( 5 % ) per year .
for 2008 and 2009 , the accrual of dividends on the preferred shares reduced net income available to common shareholders by $ 18 million and $ 46 million , respectively , and reduced basic and diluted earnings per common share for those periods .
these calculations are presented in note 22 .
the warrant was immediately |
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dd4c013de | notes to consolidated financial statements level 3 rollforward if a derivative was transferred to level 3 during a reporting period , its entire gain or loss for the period is included in level 3 .
transfers between levels are reported at the beginning of the reporting period in which they occur .
in the tables below , negative amounts for transfers into level 3 and positive amounts for transfers out of level 3 represent net transfers of derivative liabilities .
gains and losses on level 3 derivatives should be considered in the context of the following : 2030 a derivative with level 1 and/or level 2 inputs is classified in level 3 in its entirety if it has at least one significant level 3 input .
2030 if there is one significant level 3 input , the entire gain or loss from adjusting only observable inputs ( i.e. , level 1 and level 2 inputs ) is classified as level 3 .
2030 gains or losses that have been reported in level 3 resulting from changes in level 1 or level 2 inputs are frequently offset by gains or losses attributable to level 1 or level 2 derivatives and/or level 1 , level 2 and level 3 cash instruments .
as a result , gains/ ( losses ) included in the level 3 rollforward below do not necessarily represent the overall impact on the firm 2019s results of operations , liquidity or capital resources .
the tables below present changes in fair value for all derivatives categorized as level 3 as of the end of the year. .
in millions | level 3 derivative assets and liabilities at fair value for the year ended december 2013 asset/ ( liability ) balance beginning of year | level 3 derivative assets and liabilities at fair value for the year ended december 2013 net realized gains/ ( losses ) | level 3 derivative assets and liabilities at fair value for the year ended december 2013 net unrealized gains/ ( losses ) relating to instruments still held at year-end | level 3 derivative assets and liabilities at fair value for the year ended december 2013 purchases | level 3 derivative assets and liabilities at fair value for the year ended december 2013 sales | level 3 derivative assets and liabilities at fair value for the year ended december 2013 settlements | level 3 derivative assets and liabilities at fair value for the year ended december 2013 transfers into level 3 | level 3 derivative assets and liabilities at fair value for the year ended december 2013 transfers out of level 3 | level 3 derivative assets and liabilities at fair value for the year ended december 2013 asset/ ( liability ) balance endof year
-------------------------- | --------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------
interest rates 2014 net | $ -355 ( 355 ) | $ -78 ( 78 ) | $ 168 | $ 1 | $ -8 ( 8 ) | $ 196 | $ -9 ( 9 ) | $ -1 ( 1 ) | $ -86 ( 86 )
credit 2014 net | 6228 | -1 ( 1 ) | -977 ( 977 ) | 201 | -315 ( 315 ) | -1508 ( 1508 ) | 695 | -147 ( 147 ) | 4176
currencies 2014 net | 35 | -93 ( 93 ) | -419 ( 419 ) | 22 | -6 ( 6 ) | 169 | 139 | -47 ( 47 ) | -200 ( 200 )
commodities 2014 net | -304 ( 304 ) | -6 ( 6 ) | 58 | 21 | -48 ( 48 ) | 281 | 50 | 8 | 60
equities 2014 net | -1248 ( 1248 ) | -67 ( 67 ) | -202 ( 202 ) | 77 | -472 ( 472 ) | 1020 | -15 ( 15 ) | -52 ( 52 ) | -959 ( 959 )
total derivatives 2014 net | $ 4356 | $ ( 245 ) 1 | $ ( 1372 ) 1 | $ 322 | $ -849 ( 849 ) | $ 158 | $ 860 | $ -239 ( 239 ) | $ 2991
1 .
the aggregate amounts include losses of approximately $ 1.29 billion and $ 324 million reported in 201cmarket making 201d and 201cother principal transactions , 201d respectively .
the net unrealized loss on level 3 derivatives of $ 1.37 billion for 2013 principally resulted from changes in level 2 inputs and was primarily attributable to losses on certain credit derivatives , principally due to the impact of tighter credit spreads , and losses on certain currency derivatives , primarily due to changes in foreign exchange rates .
transfers into level 3 derivatives during 2013 primarily reflected transfers of credit derivative assets from level 2 , principally due to reduced transparency of upfront credit points and correlation inputs used to value these derivatives .
transfers out of level 3 derivatives during 2013 primarily reflected transfers of certain credit derivatives to level 2 , principally due to unobservable credit spread and correlation inputs no longer being significant to the valuation of these derivatives and unobservable inputs not being significant to the net risk of certain portfolios .
goldman sachs 2013 annual report 143 |
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dd4bb957a | american tower corporation and subsidiaries notes to consolidated financial statements 2014 ( continued ) pro forma disclosure 2014the company has adopted the disclosure-only provisions of sfas no .
123 , as amended by sfas no .
148 , and has presented such disclosure in note 1 .
the 201cfair value 201d of each option grant is estimated on the date of grant using the black-scholes option pricing model .
the weighted average fair values of the company 2019s options granted during 2004 , 2003 and 2002 were $ 7.05 , $ 6.32 , and $ 2.23 per share , respectively .
key assumptions used to apply this pricing model are as follows: .
| 2004 | 2003 | 2002
---------------------------------------------------------------------------------- | ---------------- | ---------------- | ----------------
approximate risk-free interest rate | 4.23% ( 4.23 % ) | 4.00% ( 4.00 % ) | 4.53% ( 4.53 % )
expected life of option grants | 4 years | 4 years | 5 years
expected volatility of underlying stock ( the company plan ) | 80.6% ( 80.6 % ) | 86.6% ( 86.6 % ) | 92.3% ( 92.3 % )
expected volatility of underlying stock ( atc mexico and atc south america plans ) | n/a | n/a | n/a
expected dividends | n/a | n/a | n/a
voluntary option exchanges 2014in february 2004 , the company issued to eligible employees 1032717 options with an exercise price of $ 11.19 per share , the fair market value of the class a common stock on the date of grant .
these options were issued in connection with a voluntary option exchange program entered into by the company in august 2003 , where the company accepted for surrender and cancelled options ( having an exercise price of $ 10.25 or greater ) to purchase 1831981 shares of its class a common stock .
the program , which was offered to both full and part-time employees , excluding the company 2019s executive officers and its directors , called for the grant ( at least six months and one day from the surrender date to employees still employed on that date ) of new options exercisable for two shares of class a common stock for every three shares of class a common stock issuable upon exercise of a surrendered option .
no options were granted to any employees who participated in the exchange offer between the cancellation date and the new grant date .
in may 2002 , the company issued to eligible employees 2027612 options with an exercise price of $ 3.84 per share , the fair market value of the class a common stock on the date of grant .
these options were issued in connection with a voluntary option exchange program entered into by the company in october 2001 , where the company accepted for surrender and cancelled options to purchase 3471211 shares of its class a common stock .
the program , which was offered to both full and part-time employees , excluding most of the company 2019s executive officers , called for the grant ( at least six months and one day from the surrender date to employees still employed on that date ) of new options exercisable for two shares of class a common stock for every three shares of class a common stock issuable upon exercise of a surrendered option .
no options were granted to any employees who participated in the exchange offer between the cancellation date and the new grant date .
atc mexico holding stock option plan 2014the company maintains a stock option plan in its atc mexico subsidiary ( atc mexico plan ) .
the atc mexico plan provides for the issuance of options to officers , employees , directors and consultants of atc mexico .
the atc mexico plan limits the number of shares of common stock which may be granted to an aggregate of 360 shares , subject to adjustment based on changes in atc mexico 2019s capital structure .
during 2002 , atc mexico granted options to purchase 318 shares of atc mexico common stock to officers and employees .
such options were issued at one time with an exercise price of $ 10000 per share .
the exercise price per share was at fair market value as determined by the board of directors with the assistance of an independent appraisal performed at the company 2019s request .
the fair value of atc mexico plan options granted during 2002 were $ 3611 per share as determined by using the black-scholes option pricing model .
as described in note 10 , all outstanding options were exercised in march 2004 .
no options under the atc mexico plan were granted in 2004 or 2003 , or exercised or cancelled in 2003 or 2002 , and no options were exercisable as of december 31 , 2003 or 2002 .
( see note 10. ) |
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dd4c4a3cc | 2022 fuel prices 2013 crude oil prices increased at a steady rate in 2007 , rising from a low of $ 56.58 per barrel in january to close at nearly $ 96.00 per barrel at the end of december .
our 2007 average fuel price increased by 9% ( 9 % ) and added $ 242 million of operating expenses compared to 2006 .
our fuel surcharge programs are designed to help offset the impact of higher fuel prices .
in addition , our fuel conservation efforts allowed us to improve our consumption rate by 2% ( 2 % ) .
locomotive simulator training , operating practices , and technology all contributed to this improvement , saving approximately 21 million gallons of fuel in 2007 .
2022 free cash flow 2013 cash generated by operating activities totaled a record $ 3.3 billion , yielding free cash flow of $ 487 million in 2007 .
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 united states ( gaap ) by sec regulation g and item 10 of sec regulation s-k .
we believe free cash flow is important 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 of dollars 2007 2006 2005 .
millions of dollars | 2007 | 2006 | 2005
------------------------------------- | -------------- | -------------- | --------------
cash provided by operating activities | $ 3277 | $ 2880 | $ 2595
cash used in investing activities | -2426 ( 2426 ) | -2042 ( 2042 ) | -2047 ( 2047 )
dividends paid | -364 ( 364 ) | -322 ( 322 ) | -314 ( 314 )
free cash flow | $ 487 | $ 516 | $ 234
2008 outlook 2022 safety 2013 operating a safe railroad benefits our employees , our customers , our shareholders , and the public .
we will continue using a multi-faceted approach to safety , utilizing technology , risk assessment , quality control , and training for , and engaging with our employees .
we plan to implement total safety culture ( tsc ) throughout our operations .
tsc , an employee-focused initiative that has helped improve safety , is a process designed to establish , maintain , and promote safety among co-workers .
with respect to public safety , we will continue our efforts to maintain , upgrade , and close crossings , install video cameras on locomotives , and educate the public about crossing safety through various internal and industry programs , along with other activities .
2022 commodity revenue 2013 despite uncertainty regarding the u.s .
economy , we expect record revenue in 2008 based on current economic indicators , forecasted demand , improved customer service , and additional opportunities to reprice certain of our business .
yield increases and fuel surcharges will be the primary drivers of commodity revenue growth in 2008 .
we expect that overall volume will fall within a range of 1% ( 1 % ) higher to 1% ( 1 % ) lower than 2007 , with continued softness in some market sectors .
2022 transportation plan 2013 in 2008 , we will continue to evaluate traffic flows and network logistic patterns to identify additional opportunities to simplify operations and improve network efficiency and asset utilization .
we plan to maintain adequate manpower and locomotives , improve productivity using industrial engineering techniques , and improve our operating margins .
2022 fuel prices 2013 fuel prices should remain volatile , with crude oil prices and conversion and regional spreads fluctuating throughout the year .
on average , we expect fuel prices to increase 15% ( 15 % ) to 20% ( 20 % ) above the average price in 2007 .
to reduce the impact of fuel price on earnings , we will continue to seek recovery from our customers through our fuel surcharge programs and expand our fuel conservation efforts. |
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dd4be206a | continue to be deployed as wireless service providers are beginning their investments in 3g data networks .
similarly , in ghana and uganda , wireless service providers continue to build out their voice and data networks in order to satisfy increasing demand for wireless services .
in south africa , where voice networks are in a more advanced stage of development , carriers are beginning to deploy 3g data networks across spectrum acquired in recent spectrum auctions .
in mexico and brazil , where nationwide voice networks have also been deployed , some incumbent wireless service providers continue to invest in their 3g data networks , and recent spectrum auctions have enabled other incumbent wireless service providers to begin their initial investments in 3g data networks .
in markets such as chile , peru and colombia , recent or anticipated spectrum auctions are expected to drive investment in nationwide voice and 3g data networks .
in germany , our most mature international wireless market , demand is currently being driven by a government-mandated rural fourth generation network build-out , as well as other tenant initiatives to deploy next generation wireless services .
we believe incremental demand for our tower sites will continue in our international markets as wireless service providers seek to remain competitive by increasing the coverage of their networks while also investing in next generation data networks .
rental and management operations new site revenue growth .
during the year ended december 31 , 2012 , we grew our portfolio of communications real estate through acquisitions and construction activities , including the acquisition and construction of approximately 8810 sites .
in a majority of our international markets , the acquisition or construction of new sites results in increased pass-through revenues and expenses .
we continue to evaluate opportunities to acquire larger communications real estate portfolios , both domestically and internationally , to determine whether they meet our risk adjusted hurdle rates and whether we believe we can effectively integrate them into our existing portfolio. .
new sites ( acquired or constructed ) | 2012 | 2011 | 2010
------------------------------------- | ---- | ----- | ----
domestic | 960 | 470 | 950
international ( 1 ) | 7850 | 10000 | 6870
( 1 ) the majority of sites acquired or constructed in 2012 were in brazil , germany , india and uganda ; in 2011 were in brazil , colombia , ghana , india , mexico and south africa ; and in 2010 were in chile , colombia , india and peru .
network development services segment revenue growth .
as we continue to focus on growing our rental and management operations , we anticipate that our network development services revenue will continue to represent a relatively small percentage of our total revenues .
through our network development services segment , we offer tower-related services , including site acquisition , zoning and permitting services and structural analysis services , which primarily support our site leasing business and the addition of new tenants and equipment on our sites , including in connection with provider network upgrades .
rental and management operations expenses .
direct operating expenses incurred by our domestic and international rental and management segments include direct site level expenses and consist primarily of ground rent , property taxes , repairs and maintenance , security and power and fuel costs , some of which may be passed through to our tenants .
these segment direct operating expenses exclude all segment and corporate selling , general , administrative and development expenses , which are aggregated into one line item entitled selling , general , administrative and development expense in our consolidated statements of operations .
in general , our domestic and international rental and management segments selling , general , administrative and development expenses do not significantly increase as a result of adding incremental tenants to our legacy sites and typically increase only modestly year-over-year .
as a result , leasing additional space to new tenants on our legacy sites provides significant incremental cash flow .
we may incur additional segment selling , general , administrative and development expenses as we increase our presence in geographic areas where we have recently launched operations or are focused on expanding our portfolio .
our profit margin growth is therefore positively impacted by the addition of new tenants to our legacy sites and can be temporarily diluted by our development activities. |
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dd4b8da4c | note 17 .
debt our debt as of december 2 , 2011 and december 3 , 2010 consisted of the following ( in thousands ) : capital lease obligations total debt and capital lease obligations less : current portion debt and capital lease obligations $ 1494627 19681 1514308 $ 1505096 $ 1493969 28492 1522461 $ 1513662 in february 2010 , we issued $ 600.0 million of 3.25% ( 3.25 % ) senior notes due february 1 , 2015 ( the 201c2015 notes 201d ) and $ 900.0 million of 4.75% ( 4.75 % ) senior notes due february 1 , 2020 ( the 201c2020 notes 201d and , together with the 2015 notes , the 201cnotes 201d ) .
our proceeds were approximately $ 1.5 billion and were net of an issuance discount of $ 6.6 million .
the notes rank equally with our other unsecured and unsubordinated indebtedness .
in addition , we incurred issuance costs of approximately $ 10.7 million .
both the discount and issuance costs are being amortized to interest expense over the respective terms of the notes using the effective interest method .
the effective interest rate including the discount and issuance costs is 3.45% ( 3.45 % ) for the 2015 notes and 4.92% ( 4.92 % ) for the 2020 notes .
interest is payable semi-annually , in arrears , on february 1 and august 1 , commencing on august 1 , 2010 .
during fiscal 2011 interest payments totaled $ 62.3 million .
the proceeds from the notes are available for general corporate purposes , including repayment of any balance outstanding on our credit facility .
based on quoted market prices , the fair value of the notes was approximately $ 1.6 billion as of december 2 , 2011 .
we may redeem the notes at any time , subject to a make whole premium .
in addition , upon the occurrence of certain change of control triggering events , we may be required to repurchase the notes , at a price equal to 101% ( 101 % ) of their principal amount , plus accrued and unpaid interest to the date of repurchase .
the notes also include covenants that limit our ability to grant liens on assets and to enter into sale and leaseback transactions , subject to significant allowances .
as of december 2 , 2011 , we were in compliance with all of the covenants .
credit agreement in august 2007 , we entered into an amendment to our credit agreement dated february 2007 ( the 201camendment 201d ) , which increased the total senior unsecured revolving facility from $ 500.0 million to $ 1.0 billion .
the amendment also permits us to request one-year extensions effective on each anniversary of the closing date of the original agreement , subject to the majority consent of the lenders .
we also retain an option to request an additional $ 500.0 million in commitments , for a maximum aggregate facility of $ 1.5 billion .
in february 2008 , we entered into a second amendment to the credit agreement dated february 26 , 2008 , which extended the maturity date of the facility by one year to february 16 , 2013 .
the facility would terminate at this date if no additional extensions have been requested and granted .
all other terms and conditions remain the same .
the facility contains a financial covenant requiring us not to exceed a certain maximum leverage ratio .
at our option , borrowings under the facility accrue interest based on either the london interbank offered rate ( 201clibor 201d ) for one , two , three or six months , or longer periods with bank consent , plus a margin according to a pricing grid tied to this financial covenant , or a base rate .
the margin is set at rates between 0.20% ( 0.20 % ) and 0.475% ( 0.475 % ) .
commitment fees are payable on the facility at rates between 0.05% ( 0.05 % ) and 0.15% ( 0.15 % ) per year based on the same pricing grid .
the facility is available to provide loans to us and certain of our subsidiaries for general corporate purposes .
on february 1 , 2010 , we paid the outstanding balance on our credit facility and the entire $ 1.0 billion credit line under this facility remains available for borrowing .
capital lease obligation in june 2010 , we entered into a sale-leaseback agreement to sell equipment totaling $ 32.2 million and leaseback the same equipment over a period of 43 months .
this transaction was classified as a capital lease obligation and recorded at fair value .
as of december 2 , 2011 , our capital lease obligations of $ 19.7 million includes $ 9.2 million of current debt .
table of contents adobe systems incorporated notes to consolidated financial statements ( continued ) .
| 2011 | 2010
---------------------------------------- | --------- | ---------
notes | $ 1494627 | $ 1493969
capital lease obligations | 19681 | 28492
total debt and capital lease obligations | 1514308 | 1522461
less : current portion | 9212 | 8799
debt and capital lease obligations | $ 1505096 | $ 1513662
note 17 .
debt our debt as of december 2 , 2011 and december 3 , 2010 consisted of the following ( in thousands ) : capital lease obligations total debt and capital lease obligations less : current portion debt and capital lease obligations $ 1494627 19681 1514308 $ 1505096 $ 1493969 28492 1522461 $ 1513662 in february 2010 , we issued $ 600.0 million of 3.25% ( 3.25 % ) senior notes due february 1 , 2015 ( the 201c2015 notes 201d ) and $ 900.0 million of 4.75% ( 4.75 % ) senior notes due february 1 , 2020 ( the 201c2020 notes 201d and , together with the 2015 notes , the 201cnotes 201d ) .
our proceeds were approximately $ 1.5 billion and were net of an issuance discount of $ 6.6 million .
the notes rank equally with our other unsecured and unsubordinated indebtedness .
in addition , we incurred issuance costs of approximately $ 10.7 million .
both the discount and issuance costs are being amortized to interest expense over the respective terms of the notes using the effective interest method .
the effective interest rate including the discount and issuance costs is 3.45% ( 3.45 % ) for the 2015 notes and 4.92% ( 4.92 % ) for the 2020 notes .
interest is payable semi-annually , in arrears , on february 1 and august 1 , commencing on august 1 , 2010 .
during fiscal 2011 interest payments totaled $ 62.3 million .
the proceeds from the notes are available for general corporate purposes , including repayment of any balance outstanding on our credit facility .
based on quoted market prices , the fair value of the notes was approximately $ 1.6 billion as of december 2 , 2011 .
we may redeem the notes at any time , subject to a make whole premium .
in addition , upon the occurrence of certain change of control triggering events , we may be required to repurchase the notes , at a price equal to 101% ( 101 % ) of their principal amount , plus accrued and unpaid interest to the date of repurchase .
the notes also include covenants that limit our ability to grant liens on assets and to enter into sale and leaseback transactions , subject to significant allowances .
as of december 2 , 2011 , we were in compliance with all of the covenants .
credit agreement in august 2007 , we entered into an amendment to our credit agreement dated february 2007 ( the 201camendment 201d ) , which increased the total senior unsecured revolving facility from $ 500.0 million to $ 1.0 billion .
the amendment also permits us to request one-year extensions effective on each anniversary of the closing date of the original agreement , subject to the majority consent of the lenders .
we also retain an option to request an additional $ 500.0 million in commitments , for a maximum aggregate facility of $ 1.5 billion .
in february 2008 , we entered into a second amendment to the credit agreement dated february 26 , 2008 , which extended the maturity date of the facility by one year to february 16 , 2013 .
the facility would terminate at this date if no additional extensions have been requested and granted .
all other terms and conditions remain the same .
the facility contains a financial covenant requiring us not to exceed a certain maximum leverage ratio .
at our option , borrowings under the facility accrue interest based on either the london interbank offered rate ( 201clibor 201d ) for one , two , three or six months , or longer periods with bank consent , plus a margin according to a pricing grid tied to this financial covenant , or a base rate .
the margin is set at rates between 0.20% ( 0.20 % ) and 0.475% ( 0.475 % ) .
commitment fees are payable on the facility at rates between 0.05% ( 0.05 % ) and 0.15% ( 0.15 % ) per year based on the same pricing grid .
the facility is available to provide loans to us and certain of our subsidiaries for general corporate purposes .
on february 1 , 2010 , we paid the outstanding balance on our credit facility and the entire $ 1.0 billion credit line under this facility remains available for borrowing .
capital lease obligation in june 2010 , we entered into a sale-leaseback agreement to sell equipment totaling $ 32.2 million and leaseback the same equipment over a period of 43 months .
this transaction was classified as a capital lease obligation and recorded at fair value .
as of december 2 , 2011 , our capital lease obligations of $ 19.7 million includes $ 9.2 million of current debt .
table of contents adobe systems incorporated notes to consolidated financial statements ( continued ) |
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dd4c5141a | notes to consolidated financial statements see notes 6 and 7 for further information about fair value measurements of cash instruments and derivatives , respectively , included in 201cfinancial instruments owned , at fair value 201d and 201cfinancial instruments sold , but not yet purchased , at fair value , 201d and note 8 for further information about fair value measurements of other financial assets and financial liabilities accounted for at fair value under the fair value option .
the table below presents financial assets and financial liabilities accounted for at fair value under the fair value option or in accordance with other u.s .
gaap .
in the table below , cash collateral and counterparty netting represents the impact on derivatives of netting across levels of the fair value hierarchy .
netting among positions classified in the same level is included in that level. .
$ in millions | as of december 2013 | as of december 2012
----------------------------------------------------------------------------------------------- | ------------------- | -------------------
total level 1 financial assets | $ 156030 | $ 190737
total level 2 financial assets | 499480 | 502293
total level 3 financial assets | 40013 | 47095
cash collateral and counterparty netting | -95350 ( 95350 ) | -101612 ( 101612 )
total financial assets at fair value | $ 600173 | $ 638513
total assets1 | $ 911507 | $ 938555
total level 3 financial assets as a percentage of total assets | 4.4% ( 4.4 % ) | 5.0% ( 5.0 % )
total level 3 financial assets as a percentage of total financial assets at fair value | 6.7% ( 6.7 % ) | 7.4% ( 7.4 % )
total level 1 financialliabilities | $ 68412 | $ 65994
total level 2 financial liabilities | 300583 | 318764
total level 3 financial liabilities | 12046 | 25679
cash collateral and counterparty netting | -25868 ( 25868 ) | -32760 ( 32760 )
total financial liabilities at fair value | $ 355173 | $ 377677
total level 3 financial liabilities as a percentage of total financial liabilities at fairvalue | 3.4% ( 3.4 % ) | 6.8% ( 6.8 % )
1 .
includes approximately $ 890 billion and $ 915 billion as of december 2013 and december 2012 , respectively , that is carried at fair value or at amounts that generally approximate fair value .
level 3 financial assets as of december 2013 decreased compared with december 2012 , primarily reflecting a decrease in derivative assets , bank loans and bridge loans , and loans and securities backed by commercial real estate .
the decrease in derivative assets primarily reflected a decline in credit derivative assets , principally due to settlements and unrealized losses .
the decrease in bank loans and bridge loans , and loans and securities backed by commercial real estate primarily reflected settlements and sales , partially offset by purchases and transfers into level 3 .
level 3 financial liabilities as of december 2013 decreased compared with december 2012 , primarily reflecting a decrease in other liabilities and accrued expenses , principally due to the sale of a majority stake in the firm 2019s european insurance business in december 2013 .
see notes 6 , 7 and 8 for further information about level 3 cash instruments , derivatives and other financial assets and financial liabilities accounted for at fair value under the fair value option , respectively , including information about significant unrealized gains and losses , and transfers in and out of level 3 .
124 goldman sachs 2013 annual report |
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dd4bc67a2 | 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 2016 , 2017 , and 2018 under our board approved quarterly cash dividend policy : payment amount per share amount ( in millions ) .
paymentdate | amountper share | totalamount ( in millions )
----------- | --------------- | ---------------------------
2016 | $ 1.16 | $ 172
2017 | $ 1.49 | $ 216
2018 | $ 1.90 | $ 262
on november 2 , 2018 , the board declared a cash dividend of $ 0.50 per share that was paid on january 25 , 2019 to stockholders of record on december 31 , 2018 , for an aggregate amount of $ 68 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 .
in february 2019 , the board declared a cash dividend of $ 0.55 per share payable on april 26 , 2019 to stockholders of record on march 29 , 2019 .
stock repurchases our board of directors may authorize the purchase of our common shares .
under our 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 .
on february 14 , 2017 , our board of directors authorized the repurchase of up to $ 2.25 billion of our common shares expiring on december 31 , 2017 , exclusive of shares repurchased in connection with employee stock plans .
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 authorized on february 14 , 2017 .
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 , less a discount and subject to adjustments pursuant to the terms and conditions of the february 2017 asr , 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 .
on december 14 , 2017 , our board of directors authorized the repurchase of up to $ 3.0 billion of our common shares expiring on december 31 , 2020 , exclusive of shares repurchased in connection with employee stock plans. |
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dd4b9bda4 | a lump sum buyout cost of approximately $ 1.1 million .
total rent expense under these leases , included in the accompanying consolidated statements of operations , was approximately $ 893000 , $ 856000 and $ 823000 for the fiscal years ended march 31 , 2001 , 2002 and 2003 , respectively .
during the fiscal year ended march 31 , 2000 , the company entered into 36-month operating leases totaling approximately $ 644000 for the lease of office furniture .
these leases ended in fiscal year 2003 and at the company 2019s option the furniture was purchased at its fair market value .
rental expense recorded for these leases during the fiscal years ended march 31 , 2001 , 2002 and 2003 was approximately $ 215000 , $ 215000 and $ 127000 respectively .
during fiscal 2000 , the company entered into a 36-month capital lease for computer equipment and software for approximately $ 221000 .
this lease ended in fiscal year 2003 and at the company 2019s option these assets were purchased at the stipulated buyout price .
future minimum lease payments under all non-cancelable operating leases as of march 31 , 2003 are approximately as follows ( in thousands ) : .
year ending march 31, | operating leases
----------------------------------- | ----------------
2004 | $ 781
2005 | 776
2006 | 776
2007 | 769
2008 | 772
thereafter | 1480
total future minimum lease payments | $ 5354
from time to time , the company is involved in legal and administrative proceedings and claims of various types .
while any litigation contains an element of uncertainty , management , in consultation with the company 2019s general counsel , presently believes that the outcome of each such other proceedings or claims which are pending or known to be threatened , or all of them combined , will not have a material adverse effect on the company .
7 .
stock option and purchase plans all stock options granted by the company under the below-described plans were granted at the fair value of the underlying common stock at the date of grant .
outstanding stock options , if not exercised , expire 10 years from the date of grant .
the 1992 combination stock option plan ( the combination plan ) , as amended , was adopted in september 1992 as a combination and restatement of the company 2019s then outstanding incentive stock option plan and nonqualified plan .
a total of 2670859 options were awarded from the combination plan during its ten-year restatement term that ended on may 1 , 2002 .
as of march 31 , 2003 , 1286042 of these options remain outstanding and eligible for future exercise .
these options are held by company employees and generally become exercisable ratably over five years .
the 1998 equity incentive plan , ( the equity incentive plan ) , was adopted by the company in august 1998 .
the equity incentive plan provides for grants of options to key employees , directors , advisors and consultants as either incentive stock options or nonqualified stock options as determined by the company 2019s board of directors .
a maximum of 1000000 shares of common stock may be awarded under this plan .
options granted under the equity incentive plan are exercisable at such times and subject to such terms as the board of directors may specify at the time of each stock option grant .
options outstanding under the equity incentive plan have vesting periods of 3 to 5 years from the date of grant .
the 2000 stock incentive plan , ( the 2000 plan ) , was adopted by the company in august 2000 .
the 2000 plan provides for grants of options to key employees , directors , advisors and consultants to the company or its subsidiaries as either incentive or nonqualified stock options as determined by the company 2019s board of directors .
up to 1400000 shares of common stock may be awarded under the 2000 plan and are exercisable at such times and subject to such terms as the board of directors may specify at the time of each stock option grant .
options outstanding under the 2000 plan generally vested 4 years from the date of grant .
the company has a nonqualified stock option plan for non-employee directors ( the directors 2019 plan ) .
the directors 2019 plan , as amended , was adopted in july 1989 and provides for grants of options to purchase shares of the company 2019s common stock to non-employee directors of the company .
up to 400000 shares of common stock may be awarded under the directors 2019 plan .
options outstanding under the directors 2019 plan have vesting periods of 1 to 5 years from the date of grant .
notes to consolidated financial statements ( continued ) march 31 , 2003 page 25 |
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dd4b8de70 | all highly liquid securities with a maturity of three months or less at the date of purchase are considered to be cash equivalents .
securities with maturities greater than three months are classified as available-for-sale and are considered to be short-term investments .
the carrying value of our interest-bearing instruments approximated fair value as of december 29 , 2012 .
interest rates under our revolving credit facility are variable , so interest expense for periods when the credit facility is utilized could be adversely affected by changes in interest rates .
interest rates under our revolving credit facility can fluctuate based on changes in market interest rates and in an interest rate margin that varies based on our consolidated leverage ratio .
as of december 29 , 2012 , we had no outstanding balance on the credit facility .
see note 3 in the notes to consolidated financial statements for an additional description of our credit facility .
equity price risk convertible notes our 2015 notes and 2013 notes include conversion and settlement provisions that are based on the price of our common stock at conversion or at maturity of the notes .
in addition , the hedges and warrants associated with these convertible notes also include settlement provisions that are based on the price of our common stock .
the amount of cash we may be required to pay , or the number of shares we may be required to provide to note holders at conversion or maturity of these notes , is determined by the price of our common stock .
the amount of cash or number of shares that we may receive from hedge counterparties in connection with the related hedges and the number of shares that we may be required to provide warrant counterparties in connection with the related warrants are also determined by the price of our common stock .
upon the expiration of our 2015 warrants , cadence will issue shares of common stock to the purchasers of the warrants to the extent our stock price exceeds the warrant strike price of $ 10.78 at that time .
the following table shows the number of shares that cadence would issue to 2015 warrant counterparties at expiration of the warrants , assuming various cadence closing stock prices on the dates of warrant expiration : shares ( in millions ) .
| shares ( in millions )
------- | ----------------------
$ 11.00 | 0.9
$ 12.00 | 4.7
$ 13.00 | 7.9
$ 14.00 | 10.7
$ 15.00 | 13.0
$ 16.00 | 15.1
$ 17.00 | 17.0
$ 18.00 | 18.6
$ 19.00 | 20.1
$ 20.00 | 21.4
prior to the expiration of the 2015 warrants , for purposes of calculating diluted earnings per share , our diluted weighted-average shares outstanding will increase when our average closing stock price for a quarter exceeds $ 10.78 .
for an additional description of our 2015 notes and 2013 notes , see note 3 in the notes to consolidated financial statements and 201cliquidity and capital resources 2014 other factors affecting liquidity and capital resources , 201d under item 7 , 201cmanagement 2019s discussion and analysis of financial condition and results of operations . 201d |
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dd4c5e9a8 | 4 .
acquisitions and dispositions acquisitions the company makes acquisitions that align with its strategic business objectives .
the assets and liabilities of the acquired entities have been recorded as of the acquisition date , at their respective fair values , and are included in the consolidated balance sheet .
the purchase price allocation is based on estimates of the fair value of assets acquired and liabilities assumed .
the aggregate purchase price of acquisitions has been reduced for any cash or cash equivalents acquired with the acquisition .
acquisitions during 2017 , 2016 and 2015 were not significant to the company 2019s consolidated financial statements ; therefore , pro forma financial information is not presented .
anios acquisition on february 1 , 2017 , the company acquired anios for total consideration of $ 798.3 million , including satisfaction of outstanding debt .
anios had annualized pre-acquisition sales of approximately $ 245 million and is a leading european manufacturer and marketer of hygiene and disinfection products for the healthcare , food service , and food and beverage processing industries .
anios provides an innovative product line that expands the solutions the company is able to offer , while also providing a complementary geographic footprint within the healthcare market .
during 2016 , the company deposited 20ac50 million in an escrow account that was released back to the company upon closing of the transaction in february 2017 .
as shown within note 5 , this was recorded as restricted cash within other assets on the consolidated balance sheet as of december 31 , 2016 .
the company incurred certain acquisition and integration costs associated with the transaction that were expensed and are reflected in the consolidated statement of income .
see note 3 for additional information related to the company 2019s special ( gains ) and charges related to such activities .
the components of the cash paid for anios are shown in the following table. .
( millions ) | 2017
---------------------------------------- | -------
tangible assets | $ 139.8
identifiable intangible assets |
customer relationships | 252.0
trademarks | 65.7
other technology | 16.1
total assets acquired | 473.6
goodwill | 511.7
total liabilities | 187.0
total consideration transferred | 798.3
long-term debt repaid upon close | 192.8
net consideration transferred to sellers | $ 605.5
tangible assets are primarily comprised of accounts receivable of $ 64.8 million , property , plant and equipment of $ 24.7 million and inventory of $ 29.1 million .
liabilities primarily consist of deferred tax liabilities of $ 102.3 million and current liabilities of $ 62.5 million .
customer relationships , trademarks and other technology are being amortized over weighted average lives of 20 , 17 , and 11 years , respectively .
goodwill of $ 511.7 million arising from the acquisition consists largely of the synergies and economies of scale expected through adding complementary geographies and innovative products to the company 2019s healthcare portfolio .
the goodwill was allocated to the institutional , healthcare , and specialty operating segments within the global institutional reportable segment and the food & beverage and life sciences operating segments within the global industrial reportable segment .
none of the goodwill recognized is expected to be deductible for income tax purposes. |
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dd4bb3742 | the weighted average grant date fair value of performance-based restricted stock units granted during the years 2008 and 2007 was $ 84.33 and $ 71.72 , respectively .
the total fair value of performance-based restricted stock units vested during 2009 , 2008 and 2007 was $ 33712 , $ 49387 and $ 9181 , respectively .
at september 30 , 2009 , the weighted average remaining vesting term of performance-based restricted stock units is 1.28 years .
time-vested restricted stock units time-vested restricted stock units generally cliff vest three years after the date of grant , except for certain key executives of the company , including the executive officers , for which such units generally vest one year following the employee 2019s retirement .
the related share-based compensation expense is recorded over the requisite service period , which is the vesting period or in the case of certain key executives is based on retirement eligibility .
the fair value of all time-vested restricted stock units is based on the market value of the company 2019s stock on the date of grant .
a summary of time-vested restricted stock units outstanding as of september 30 , 2009 , and changes during the year then ended is as follows : weighted average grant date fair value .
| stock units | weighted average grant date fair value
-------------------------------- | ------------------ | --------------------------------------
balance at october 1 | 1570329 | $ 69.35
granted | 618679 | 62.96
distributed | -316839 ( 316839 ) | 60.32
forfeited or canceled | -165211 ( 165211 ) | 62.58
balance at september 30 | 1706958 | $ 69.36
expected to vest at september 30 | 1536262 | $ 69.36
the weighted average grant date fair value of time-vested restricted stock units granted during the years 2008 and 2007 was $ 84.42 and $ 72.20 , respectively .
the total fair value of time-vested restricted stock units vested during 2009 , 2008 and 2007 was $ 29535 , $ 26674 and $ 3392 , respectively .
at september 30 , 2009 , the weighted average remaining vesting term of the time-vested restricted stock units is 1.71 years .
the amount of unrecognized compensation expense for all non-vested share-based awards as of september 30 , 2009 , is approximately $ 97034 , which is expected to be recognized over a weighted-average remaining life of approximately 2.02 years .
at september 30 , 2009 , 4295402 shares were authorized for future grants under the 2004 plan .
the company has a policy of satisfying share-based payments through either open market purchases or shares held in treasury .
at september 30 , 2009 , the company has sufficient shares held in treasury to satisfy these payments in 2010 .
other stock plans the company has a stock award plan , which allows for grants of common shares to certain key employees .
distribution of 25% ( 25 % ) or more of each award is deferred until after retirement or involuntary termination , upon which the deferred portion of the award is distributable in five equal annual installments .
the balance of the award is distributable over five years from the grant date , subject to certain conditions .
in february 2004 , this plan was terminated with respect to future grants upon the adoption of the 2004 plan .
at september 30 , 2009 and 2008 , awards for 114197 and 161145 shares , respectively , were outstanding .
becton , dickinson and company notes to consolidated financial statements 2014 ( continued ) |
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dd4bb59ac | sources of liquidity primary sources of liquidity for citigroup and its principal subsidiaries include : 2022 deposits ; 2022 collateralized financing transactions ; 2022 senior and subordinated debt ; 2022 commercial paper ; 2022 trust preferred and preferred securities ; and 2022 purchased/wholesale funds .
citigroup 2019s funding sources are diversified across funding types and geography , a benefit of its global franchise .
funding for citigroup and its major operating subsidiaries includes a geographically diverse retail and corporate deposit base of $ 774.2 billion .
these deposits are diversified across products and regions , with approximately two-thirds of them outside of the u.s .
this diversification provides the company with an important , stable and low-cost source of funding .
a significant portion of these deposits has been , and is expected to be , long-term and stable , and are considered to be core .
there are qualitative as well as quantitative assessments that determine the company 2019s calculation of core deposits .
the first step in this process is a qualitative assessment of the deposits .
for example , as a result of the company 2019s qualitative analysis certain deposits with wholesale funding characteristics are excluded from consideration as core .
deposits that qualify under the company 2019s qualitative assessments are then subjected to quantitative analysis .
excluding the impact of changes in foreign exchange rates and the sale of our retail banking operations in germany during the year ending december 31 , 2008 , the company 2019s deposit base remained stable .
on a volume basis , deposit increases were noted in transaction services , u.s .
retail banking and smith barney .
this was partially offset by the company 2019s decision to reduce deposits considered wholesale funding , consistent with the company 2019s de-leveraging efforts , and declines in international consumer banking and the private bank .
citigroup and its subsidiaries have historically had a significant presence in the global capital markets .
the company 2019s capital markets funding activities have been primarily undertaken by two legal entities : ( i ) citigroup inc. , which issues long-term debt , medium-term notes , trust preferred securities , and preferred and common stock ; and ( ii ) citigroup funding inc .
( cfi ) , a first-tier subsidiary of citigroup , which issues commercial paper , medium-term notes and structured equity-linked and credit-linked notes , all of which are guaranteed by citigroup .
other significant elements of long- term debt on the consolidated balance sheet include collateralized advances from the federal home loan bank system , long-term debt related to the consolidation of icg 2019s structured investment vehicles , asset-backed outstandings , and certain borrowings of foreign subsidiaries .
each of citigroup 2019s major operating subsidiaries finances its operations on a basis consistent with its capitalization , regulatory structure and the environment in which it operates .
particular attention is paid to those businesses that for tax , sovereign risk , or regulatory reasons cannot be freely and readily funded in the international markets .
citigroup 2019s borrowings have historically been diversified by geography , investor , instrument and currency .
decisions regarding the ultimate currency and interest rate profile of liquidity generated through these borrowings can be separated from the actual issuance through the use of derivative instruments .
citigroup is a provider of liquidity facilities to the commercial paper programs of the two primary credit card securitization trusts with which it transacts .
citigroup may also provide other types of support to the trusts .
as a result of the recent economic downturn , its impact on the cashflows of the trusts , and in response to credit rating agency reviews of the trusts , the company increased the credit enhancement in the omni trust , and plans to provide additional enhancement to the master trust ( see note 23 to consolidated financial statements on page 175 for a further discussion ) .
this support preserves investor sponsorship of our card securitization franchise , an important source of liquidity .
banking subsidiaries there are various legal limitations on the ability of citigroup 2019s subsidiary depository institutions to extend credit , pay dividends or otherwise supply funds to citigroup and its non-bank subsidiaries .
the approval of the office of the comptroller of the currency , in the case of national banks , or the office of thrift supervision , in the case of federal savings banks , is required if total dividends declared in any calendar year exceed amounts specified by the applicable agency 2019s regulations .
state-chartered depository institutions are subject to dividend limitations imposed by applicable state law .
in determining the declaration of dividends , each depository institution must also consider its effect on applicable risk-based capital and leverage ratio requirements , as well as policy statements of the federal regulatory agencies that indicate that banking organizations should generally pay dividends out of current operating earnings .
non-banking subsidiaries citigroup also receives dividends from its non-bank subsidiaries .
these non-bank subsidiaries are generally not subject to regulatory restrictions on dividends .
however , as discussed in 201ccapital resources and liquidity 201d on page 94 , the ability of cgmhi to declare dividends can be restricted by capital considerations of its broker-dealer subsidiaries .
cgmhi 2019s consolidated balance sheet is liquid , with the vast majority of its assets consisting of marketable securities and collateralized short-term financing agreements arising from securities transactions .
cgmhi monitors and evaluates the adequacy of its capital and borrowing base on a daily basis to maintain liquidity and to ensure that its capital base supports the regulatory capital requirements of its subsidiaries .
some of citigroup 2019s non-bank subsidiaries , including cgmhi , have credit facilities with citigroup 2019s subsidiary depository institutions , including citibank , n.a .
borrowings under these facilities must be secured in accordance with section 23a of the federal reserve act .
there are various legal restrictions on the extent to which a bank holding company and certain of its non-bank subsidiaries can borrow or obtain credit from citigroup 2019s subsidiary depository institutions or engage in certain other transactions with them .
in general , these restrictions require that transactions be on arm 2019s length terms and be secured by designated amounts of specified collateral .
see note 20 to the consolidated financial statements on page 169 .
at december 31 , 2008 , long-term debt and commercial paper outstanding for citigroup , cgmhi , cfi and citigroup 2019s subsidiaries were as follows : in billions of dollars citigroup parent company cgmhi ( 2 ) citigroup funding inc .
( 2 ) citigroup subsidiaries long-term debt $ 192.3 $ 20.6 $ 37.4 $ 109.3 ( 1 ) .
in billions of dollars | citigroup parent company | cgmhi ( 2 ) | citigroup funding inc. ( 2 ) | other citigroup subsidiaries |
---------------------- | ------------------------ | ----------- | ---------------------------- | ---------------------------- | --------
long-term debt | $ 192.3 | $ 20.6 | $ 37.4 | $ 109.3 | -1 ( 1 )
commercial paper | $ 2014 | $ 2014 | $ 28.6 | $ 0.5 |
( 1 ) at december 31 , 2008 , approximately $ 67.4 billion relates to collateralized advances from the federal home loan bank .
( 2 ) citigroup inc .
guarantees all of cfi 2019s debt and cgmhi 2019s publicly issued securities. |
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dd4bb1a6e | ( 2 ) our union-represented mainline employees are covered by agreements that are not currently amendable .
joint collective bargaining agreements ( jcbas ) have been reached with post-merger employee groups , except the maintenance , fleet service , stock clerks , maintenance control technicians and maintenance training instructors represented by the twu-iam association who are covered by separate cbas that become amendable in the third quarter of 2018 .
until those agreements become amendable , negotiations for jcbas will be conducted outside the traditional rla bargaining process as described above , and , in the meantime , no self-help will be permissible .
( 3 ) among our wholly-owned regional subsidiaries , the psa mechanics and flight attendants have agreements that are now amendable and are engaged in traditional rla negotiations .
the envoy passenger service employees are engaged in traditional rla negotiations for an initial cba .
the piedmont fleet and passenger service employees have reached a tentative five-year agreement which is subject to membership ratification .
for more discussion , see part i , item 1a .
risk factors 2013 201cunion disputes , employee strikes and other labor-related disruptions may adversely affect our operations . 201d aircraft fuel our operations and financial results are significantly affected by the availability and price of jet fuel , which is our second largest expense .
based on our 2018 forecasted mainline and regional fuel consumption , we estimate that a one cent per gallon increase in aviation fuel price would increase our 2018 annual fuel expense by $ 45 million .
the following table shows annual aircraft fuel consumption and costs , including taxes , for our mainline and regional operations for 2017 , 2016 and 2015 ( gallons and aircraft fuel expense in millions ) .
year gallons average price per gallon aircraft fuel expense percent of total operating expenses .
year | gallons | average priceper gallon | aircraft fuelexpense | percent of totaloperating expenses
---- | ------- | ----------------------- | -------------------- | ----------------------------------
2017 | 4352 | $ 1.73 | $ 7510 | 19.7% ( 19.7 % )
2016 | 4347 | 1.42 | 6180 | 17.7% ( 17.7 % )
2015 | 4323 | 1.72 | 7456 | 21.4% ( 21.4 % )
as of december 31 , 2017 , we did not have any fuel hedging contracts outstanding to hedge our fuel consumption .
as such , and assuming we do not enter into any future transactions to hedge our fuel consumption , we will continue to be fully exposed to fluctuations in fuel prices .
our current policy is not to enter into transactions to hedge our fuel consumption , although we review that policy from time to time based on market conditions and other factors .
fuel prices have fluctuated substantially over the past several years .
we cannot predict the future availability , price volatility or cost of aircraft fuel .
natural disasters ( including hurricanes or similar events in the u.s .
southeast and on the gulf coast where a significant portion of domestic refining capacity is located ) , political disruptions or wars involving oil-producing countries , changes in fuel-related governmental policy , the strength of the u.s .
dollar against foreign currencies , changes in access to petroleum product pipelines and terminals , speculation in the energy futures markets , changes in aircraft fuel production capacity , environmental concerns and other unpredictable events may result in fuel supply shortages , distribution challenges , additional fuel price volatility and cost increases in the future .
see part i , item 1a .
risk factors 2013 201cour business is very dependent on the price and availability of aircraft fuel .
continued periods of high volatility in fuel costs , increased fuel prices or significant disruptions in the supply of aircraft fuel could have a significant negative impact on our operating results and liquidity . 201d seasonality and other factors due to the greater demand for air travel during the summer months , revenues in the airline industry in the second and third quarters of the year tend to be greater than revenues in the first and fourth quarters of the year .
general economic conditions , fears of terrorism or war , fare initiatives , fluctuations in fuel prices , labor actions , weather , natural disasters , outbreaks of disease and other factors could impact this seasonal pattern .
therefore , our quarterly results of operations are not necessarily indicative of operating results for the entire year , and historical operating results in a quarterly or annual period are not necessarily indicative of future operating results. |
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dd4c12b5c | in the fourth quarter of 2002 , aes lost voting control of one of the holding companies in the cemig ownership structure .
this holding company indirectly owns the shares related to the cemig investment and indirectly holds the project financing debt related to cemig .
as a result of the loss of voting control , aes stopped consolidating this holding company at december 31 , 2002 .
other .
during the fourth quarter of 2003 , the company sold its 25% ( 25 % ) ownership interest in medway power limited ( 2018 2018mpl 2019 2019 ) , a 688 mw natural gas-fired combined cycle facility located in the united kingdom , and aes medway operations limited ( 2018 2018aesmo 2019 2019 ) , the operating company for the facility , in an aggregate transaction valued at approximately a347 million ( $ 78 million ) .
the sale resulted in a gain of $ 23 million which was recorded in continuing operations .
mpl and aesmo were previously reported in the contract generation segment .
in the second quarter of 2002 , the company sold its investment in empresa de infovias s.a .
( 2018 2018infovias 2019 2019 ) , a telecommunications company in brazil , for proceeds of $ 31 million to cemig , an affiliated company .
the loss recorded on the sale was approximately $ 14 million and is recorded as a loss on sale of assets and asset impairment expenses in the accompanying consolidated statements of operations .
in the second quarter of 2002 , the company recorded an impairment charge of approximately $ 40 million , after income taxes , on an equity method investment in a telecommunications company in latin america held by edc .
the impairment charge resulted from sustained poor operating performance coupled with recent funding problems at the invested company .
during 2001 , the company lost operational control of central electricity supply corporation ( 2018 2018cesco 2019 2019 ) , a distribution company located in the state of orissa , india .
the state of orissa appointed an administrator to take operational control of cesco .
cesco is accounted for as a cost method investment .
aes 2019s investment in cesco is negative .
in august 2000 , a subsidiary of the company acquired a 49% ( 49 % ) interest in songas for approximately $ 40 million .
the company acquired an additional 16.79% ( 16.79 % ) of songas for approximately $ 12.5 million , and the company began consolidating this entity in 2002 .
songas owns the songo songo gas-to-electricity project in tanzania .
in december 2002 , the company signed a sales purchase agreement to sell 100% ( 100 % ) of our ownership interest in songas .
the sale of songas closed in april 2003 ( see note 4 for further discussion of the transaction ) .
the following tables present summarized comparative financial information ( in millions ) of the entities in which the company has the ability to exercise significant influence but does not control and that are accounted for using the equity method. .
as of and for the years ended december 31, | 2003 | 2002 ( 1 ) | 2001 ( 1 )
------------------------------------------ | ------ | ---------- | ----------
revenues | $ 2758 | $ 2832 | $ 6147
operating income | 1039 | 695 | 1717
net income | 407 | 229 | 650
current assets | 1347 | 1097 | 3700
noncurrent assets | 7479 | 6751 | 14942
current liabilities | 1434 | 1418 | 3510
noncurrent liabilities | 3795 | 3349 | 8297
stockholder's equity | 3597 | 3081 | 6835
( 1 ) includes information pertaining to eletropaulo and light prior to february 2002 .
in 2002 and 2001 , the results of operations and the financial position of cemig were negatively impacted by the devaluation of the brazilian real and the impairment charge recorded in 2002 .
the brazilian real devalued 32% ( 32 % ) and 19% ( 19 % ) for the years ended december 31 , 2002 and 2001 , respectively. |
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dd4bfa8cc | which , $ 44.9 million , or $ 38.2 million , net of taxes , is expected to be reclassified to earnings over the next twelve months .
we also enter into foreign currency forward exchange contracts with terms of one month to manage currency exposures for assets and liabilities denominated in a currency other than an entity 2019s functional currency .
as a result , any foreign currency translation gains/losses recognized in earnings under sfas no .
52 , 201cforeign currency translation 201d are generally offset with gains/losses on the foreign currency forward exchange contracts in the same reporting period .
other comprehensive income 2013 other comprehensive income refers to revenues , expenses , gains and losses that under generally accepted accounting principles are included in comprehensive income but are excluded from net earnings as these amounts are recorded directly as an adjustment to stockholders 2019 equity .
other comprehensive income is comprised of foreign currency translation adjustments , unrealized foreign currency hedge gains and losses , unrealized gains and losses on available-for-sale securities and amortization of prior service costs and unrecognized gains and losses in actuarial assumptions .
the components of accumulated other comprehensive income are as follows ( in millions ) : balance at december 31 , comprehensive income ( loss ) balance at december 31 .
| balance at december 31 2006 | other comprehensive income ( loss ) | balance at december 31 2007
----------------------------------------------------------------------------------------- | --------------------------- | ----------------------------------- | ---------------------------
foreign currency translation | $ 267.7 | $ 101.1 | $ 368.8
foreign currency hedges | -22.6 ( 22.6 ) | -22.8 ( 22.8 ) | -45.4 ( 45.4 )
unrealized gains ( losses ) on securities | -0.5 ( 0.5 ) | -1.4 ( 1.4 ) | -1.9 ( 1.9 )
unrecognized prior service cost and unrecognized ( gain ) / loss in actuarial assumptions | -35.4 ( 35.4 ) | 4.2 | -31.2 ( 31.2 )
accumulated other comprehensive income | $ 209.2 | $ 81.1 | $ 290.3
treasury stock 2013 we account for repurchases of common stock under the cost method and present treasury stock as a reduction of shareholders equity .
we may reissue common stock held in treasury only for limited purposes .
accounting pronouncements 2013 in june 2006 , the fasb issued interpretation no .
48 , 201caccounting for uncertainty in income taxes , an interpretation of fas 109 , accounting for income taxes 201d ( fin 48 ) , to create a single model to address accounting for uncertainty in tax positions .
see our income tax disclosures in note 11 for more information regarding the adoption of fin 48 .
in september 2006 , the fasb issued sfas no .
158 , 201cemployers 2019 accounting for defined benefit pension and other postretirement plans 2013 an amendment of fasb statements no .
87 , 88 , 106 and 132 ( r ) . 201d this statement requires recognition of the funded status of a benefit plan in the statement of financial position .
sfas no .
158 also requires recognition in other comprehensive income of certain gains and losses that arise during the period but are deferred under pension accounting rules , as well as modifies the timing of reporting and adds certain disclosures .
the statement provides recognition and disclosure elements to be effective as of the end of the fiscal year after december 15 , 2006 and measurement elements to be effective for fiscal years ending after december 15 , 2008 .
we adopted sfas no .
158 on december 31 , 2006 .
see our pension and other postretirement disclosures in note 10 .
in december 2004 , the fasb issued sfas no .
123 ( r ) , 201cshare-based payment 201d , which is a revision to sfas no .
123 .
sfas 123 ( r ) requires all share-based payments to employees , including stock options , to be expensed based on their fair values .
we adopted sfas 123 ( r ) on january 1 , 2006 using the modified prospective method and did not restate prior periods .
in september 2006 , the fasb issued sfas no .
157 , 201cfair value measurements 201d , which defines fair value , establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements .
this statement does not require any new fair value measurements , but provides guidance on how to measure fair value by providing a fair value hierarchy used to classify the source of the information .
sfas no .
157 is effective for financial statements issued for fiscal years beginning after november 15 , 2007 and interim periods within those fiscal years .
in february 2008 , the fasb issued fasb staff position ( fsp ) no .
sfas 157-2 , which delays the effective date of certain provisions of sfas no .
157 relating to non-financial assets and liabilities measured at fair value on a non-recurring basis until fiscal years beginning after november 15 , 2008 .
the adoption of sfas no .
157 is not expected to have a material impact on our consolidated financial statements or results of operations .
in february 2007 , the fasb issued sfas no .
159 , 201cthe fair value option for financial assets and financial liabilities 2013 including an amendment of fasb statement no .
115 201d ( sfas no .
159 ) .
sfas no .
159 creates a 201cfair value option 201d under which an entity may elect to record certain financial assets or liabilities at fair value upon their initial recognition .
subsequent changes in fair value would be recognized in earnings as those changes occur .
the election of the fair value option would be made on a contract-by-contract basis and would need to be supported by concurrent documentation or a preexisting documented policy .
sfas no .
159 requires an entity to separately disclose the fair z i m m e r h o l d i n g s , i n c .
2 0 0 7 f o r m 1 0 - k a n n u a l r e p o r t notes to consolidated financial statements ( continued ) |
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dd4bf49c2 | 2022 selling costs increased $ 25.0 million to $ 94.6 million in 2010 from $ 69.6 million in 2009 .
this increase was primarily due to higher personnel and other costs incurred for the continued expansion of our direct to consumer distribution channel and higher selling personnel costs , including increased expenses for our performance incentive plan as compared to the prior year .
as a percentage of net revenues , selling costs increased to 8.9% ( 8.9 % ) in 2010 from 8.1% ( 8.1 % ) in 2009 primarily due to higher personnel and other costs incurred for the continued expansion of our factory house stores .
2022 product innovation and supply chain costs increased $ 25.0 million to $ 96.8 million in 2010 from $ 71.8 million in 2009 primarily due to higher personnel costs for the design and sourcing of our expanding apparel , footwear and accessories lines and higher distribution facilities operating and personnel costs as compared to the prior year to support our growth in net revenues .
in addition , we incurred higher expenses for our performance incentive plan as compared to the prior year .
as a percentage of net revenues , product innovation and supply chain costs increased to 9.1% ( 9.1 % ) in 2010 from 8.4% ( 8.4 % ) in 2009 primarily due to the items noted above .
2022 corporate services costs increased $ 24.0 million to $ 98.6 million in 2010 from $ 74.6 million in 2009 .
this increase was attributable primarily to higher corporate facility costs , information technology initiatives and corporate personnel costs , including increased expenses for our performance incentive plan as compared to the prior year .
as a percentage of net revenues , corporate services costs increased to 9.3% ( 9.3 % ) in 2010 from 8.7% ( 8.7 % ) in 2009 primarily due to the items noted above .
income from operations increased $ 27.1 million , or 31.8% ( 31.8 % ) , to $ 112.4 million in 2010 from $ 85.3 million in 2009 .
income from operations as a percentage of net revenues increased to 10.6% ( 10.6 % ) in 2010 from 10.0% ( 10.0 % ) in 2009 .
this increase was a result of the items discussed above .
interest expense , net remained unchanged at $ 2.3 million in 2010 and 2009 .
other expense , net increased $ 0.7 million to $ 1.2 million in 2010 from $ 0.5 million in 2009 .
the increase in 2010 was due to higher net losses on the combined foreign currency exchange rate changes on transactions denominated in the euro and canadian dollar and our derivative financial instruments as compared to 2009 .
provision for income taxes increased $ 4.8 million to $ 40.4 million in 2010 from $ 35.6 million in 2009 .
our effective tax rate was 37.1% ( 37.1 % ) in 2010 compared to 43.2% ( 43.2 % ) in 2009 , primarily due to tax planning strategies and federal and state tax credits reducing the effective tax rate , partially offset by a valuation allowance recorded against our foreign net operating loss carryforward .
segment results of operations year ended december 31 , 2011 compared to year ended december 31 , 2010 net revenues by geographic region are summarized below: .
( in thousands ) | year ended december 31 , 2011 | year ended december 31 , 2010 | year ended december 31 , $ change | year ended december 31 , % ( % ) change
----------------------- | ----------------------------- | ----------------------------- | --------------------------------- | ----------------------------------------
north america | $ 1383346 | $ 997816 | $ 385530 | 38.6% ( 38.6 % )
other foreign countries | 89338 | 66111 | 23227 | 35.1
total net revenues | $ 1472684 | $ 1063927 | $ 408757 | 38.4% ( 38.4 % )
net revenues in our north american operating segment increased $ 385.5 million to $ 1383.3 million in 2011 from $ 997.8 million in 2010 primarily due to the items discussed above in the consolidated results of operations .
net revenues in other foreign countries increased by $ 23.2 million to $ 89.3 million in 2011 from $ 66.1 million in 2010 primarily due to footwear shipments to our dome licensee , as well as unit sales growth to our distributors in our latin american operating segment. |
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dd4bd05a4 | contractual obligations in 2011 , we issued $ 1200 million of senior notes and entered into the credit facility with third-party lenders in the amount of $ 1225 million .
as of december 31 , 2011 , total outstanding long-term debt was $ 1859 million , consisting of these senior notes and the credit facility , in addition to $ 105 million of third party debt that remained outstanding subsequent to the spin-off .
in connection with the spin-off , we entered into a transition services agreement with northrop grumman , under which northrop grumman or certain of its subsidiaries provides us with certain services to help ensure an orderly transition following the distribution .
under the transition services agreement , northrop grumman provides , for up to 12 months following the spin-off , certain enterprise shared services ( including information technology , resource planning , financial , procurement and human resource services ) , benefits support services and other specified services .
the original term of the transition services agreement ends on march 31 , 2012 , although we have the right to and have cancelled certain services as we transition to new third-party providers .
the services provided by northrop grumman are charged to us at cost , and a limited number of these services may be extended for a period of approximately six months to allow full information systems transition .
see note 20 : related party transactions and former parent company equity in item 8 .
in connection with the spin-off , we entered into a tax matters agreement with northrop grumman ( the 201ctax matters agreement 201d ) that governs the respective rights , responsibilities and obligations of northrop grumman and us after the spin-off with respect to tax liabilities and benefits , tax attributes , tax contests and other tax sharing regarding u.s .
federal , state , local and foreign income taxes , other taxes and related tax returns .
we have several liabilities with northrop grumman to the irs for the consolidated u.s .
federal income taxes of the northrop grumman consolidated group relating to the taxable periods in which we were part of that group .
however , the tax matters agreement specifies the portion of this tax liability for which we will bear responsibility , and northrop grumman has agreed to indemnify us against any amounts for which we are not responsible .
the tax matters agreement also provides special rules for allocating tax liabilities in the event that the spin-off , together with certain related transactions , is not tax-free .
see note 20 : related party transactions and former parent company equity in item 8 .
we do not expect either the transition services agreement or the tax matters agreement to have a significant impact on our financial condition and results of operations .
the following table presents our contractual obligations as of december 31 , 2011 , and the related estimated timing of future cash payments : ( $ in millions ) total 2012 2013 - 2014 2015 - 2016 2017 and beyond .
( $ in millions ) | total | 2012 | 2013 - 2014 | 2015 - 2016 | 2017 and beyond
----------------------------------------- | ------ | ------ | ----------- | ----------- | ---------------
long-term debt | $ 1859 | $ 29 | $ 129 | $ 396 | $ 1305
interest payments on long-term debt ( 1 ) | 854 | 112 | 219 | 202 | 321
operating leases | 124 | 21 | 32 | 23 | 48
purchase obligations ( 2 ) | 2425 | 1409 | 763 | 209 | 44
other long-term liabilities ( 3 ) | 587 | 66 | 96 | 67 | 358
total contractual obligations | $ 5849 | $ 1637 | $ 1239 | $ 897 | $ 2076
( 1 ) interest payments include interest on $ 554 million of variable interest rate debt calculated based on interest rates at december 31 , 2011 .
( 2 ) a 201cpurchase obligation 201d is defined as an agreement to purchase goods or services that is enforceable and legally binding on us and that specifies all significant terms , including : fixed or minimum quantities to be purchased ; fixed , minimum , or variable price provisions ; and the approximate timing of the transaction .
these amounts are primarily comprised of open purchase order commitments to vendors and subcontractors pertaining to funded contracts .
( 3 ) other long-term liabilities primarily consist of total accrued workers 2019 compensation reserves , deferred compensation , and other miscellaneous liabilities , of which $ 201 million is the current portion of workers 2019 compensation liabilities .
it excludes obligations for uncertain tax positions of $ 9 million , as the timing of the payments , if any , cannot be reasonably estimated .
the above table excludes retirement related contributions .
in 2012 , we expect to make minimum and discretionary contributions to our qualified pension plans of approximately $ 153 million and $ 65 million , respectively , exclusive of any u.s .
government recoveries .
we will continue to periodically evaluate whether to make additional discretionary contributions .
in 2012 , we expect to make $ 35 million in contributions for our other postretirement plans , exclusive of any |
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dd4c25234 | in september 2006 , the fasb issued sfas no .
158 , 201cemployers 2019 accounting for defined benefit pension and other postretirement plans , an amendment of fasb statements no .
87 , 88 , 106 and 132 ( r ) . 201d this standard eliminated the requirement for a 201cminimum pension liability adjustment 201d that was previously required under sfas no .
87 and required employers to recognize the underfunded or overfunded status of a defined benefit plan as an asset or liability in its statement of financial position .
in 2006 , as a result of the implementation of sfas no .
158 , the company recognized an after-tax decrease in accumulated other comprehensive income of $ 1.187 billion and $ 513 million for the u.s .
and international pension benefit plans , respectively , and $ 218 million for the postretirement health care and life insurance benefit plan .
see note 11 for additional detail .
reclassification adjustments are made to avoid double counting in comprehensive income items that are also recorded as part of net income .
in 2007 , as disclosed in the net periodic benefit cost table in note 11 , $ 198 million pre-tax ( $ 123 million after-tax ) were reclassified to earnings from accumulated other comprehensive income to pension and postretirement expense in the income statement .
these pension and postretirement expense amounts are shown in the table in note 11 as amortization of transition ( asset ) obligation , amortization of prior service cost ( benefit ) and amortization of net actuarial ( gain ) loss .
other reclassification adjustments ( except for cash flow hedging instruments adjustments provided in note 12 ) were not material .
no tax provision has been made for the translation of foreign currency financial statements into u.s .
dollars .
note 7 .
supplemental cash flow information .
( millions ) | 2007 | 2006 | 2005
------------------------ | ------ | ------ | ------
cash income tax payments | $ 1999 | $ 1842 | $ 1277
cash interest payments | 162 | 119 | 79
capitalized interest | 25 | 16 | 12
individual amounts in the consolidated statement of cash flows exclude the impacts of acquisitions , divestitures and exchange rate impacts , which are presented separately .
201cother 2013 net 201d in the consolidated statement of cash flows within operating activities in 2007 and 2006 includes changes in liabilities related to 3m 2019s restructuring actions ( note 4 ) and in 2005 includes the non-cash impact of adopting fin 47 ( $ 35 million cumulative effect of accounting change ) .
transactions related to investing and financing activities with significant non-cash components are as follows : in 2007 , 3m purchased certain assets of diamond productions , inc .
for approximately 150 thousand shares of 3m common stock , which has a market value of approximately $ 13 million at the acquisition 2019s measurement date .
liabilities assumed from acquisitions are provided in the tables in note 2. |
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dd4b917dc | performance graph the performance graph below shows the five-year cumulative total stockholder return on applied common stock during the period from october 28 , 2012 through october 29 , 2017 .
this is compared with the cumulative total return of the standard & poor 2019s 500 stock index and the rdg semiconductor composite index over the same period .
the comparison assumes $ 100 was invested on october 28 , 2012 in applied common stock and in each of the foregoing indices and assumes reinvestment of dividends , if any .
dollar amounts in the graph are rounded to the nearest whole dollar .
the performance shown in the graph represents past performance and should not be considered an indication of future performance .
comparison of 5 year cumulative total return* among applied materials , inc. , the s&p 500 index and the rdg semiconductor composite index *assumes $ 100 invested on 10/28/12 in stock or 10/31/12 in index , including reinvestment of dividends .
indexes calculated on month-end basis .
copyright a9 2017 standard & poor 2019s , a division of s&p global .
all rights reserved. .
| 10/28/2012 | 10/27/2013 | 10/26/2014 | 10/25/2015 | 10/30/2016 | 10/29/2017
--------------------------------- | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
applied materials | 100.00 | 171.03 | 207.01 | 165.34 | 293.64 | 586.91
s&p 500 index | 100.00 | 127.18 | 149.14 | 156.89 | 163.97 | 202.72
rdg semiconductor composite index | 100.00 | 131.94 | 167.25 | 160.80 | 193.36 | 288.96
dividends during each of fiscal 2017 , 2016 and 2015 , applied 2019s board of directors declared four quarterly cash dividends in the amount of $ 0.10 per share .
applied currently anticipates that cash dividends will continue to be paid on a quarterly basis , although the declaration of any future cash dividend is at the discretion of the board of directors and will depend on applied 2019s financial condition , results of operations , capital requirements , business conditions and other factors , as well as a determination by the board of directors that cash dividends are in the best interests of applied 2019s stockholders .
10/28/12 10/27/13 10/26/14 10/25/15 10/30/16 10/29/17 applied materials , inc .
s&p 500 rdg semiconductor composite |
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dd4bc0dd4 | levels during 2008 , an indication that efforts to improve network operations translated into better customer service .
2022 fuel prices 2013 crude oil prices increased at a steady rate through the first seven months of 2008 , closing at a record high of $ 145.29 a barrel in early july .
as the economy worsened during the third and fourth quarters , fuel prices dropped dramatically , hitting $ 33.87 per barrel in december , a near five-year low .
despite these price declines toward the end of the year , our 2008 average fuel price increased by 39% ( 39 % ) and added $ 1.1 billion of operating expenses compared to 2007 .
our fuel surcharge programs helped offset the impact of higher fuel prices .
in addition , we reduced our consumption rate by 4% ( 4 % ) , saving approximately 58 million gallons of fuel during the year .
the use of newer , more fuel efficient locomotives ; our fuel conservation programs ; improved network operations ; and a shift in commodity mix , primarily due to growth in bulk shipments , contributed to the improvement .
2022 free cash flow 2013 cash generated by operating activities totaled a record $ 4.1 billion , yielding free cash flow of $ 825 million in 2008 .
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 united states ( gaap ) by sec regulation g and item 10 of sec regulation s-k .
we believe free cash flow is important 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 of dollars 2008 2007 2006 .
millions of dollars | 2008 | 2007 | 2006
------------------------------------- | -------------- | -------------- | --------------
cash provided by operating activities | $ 4070 | $ 3277 | $ 2880
cash used in investing activities | -2764 ( 2764 ) | -2426 ( 2426 ) | -2042 ( 2042 )
dividends paid | -481 ( 481 ) | -364 ( 364 ) | -322 ( 322 )
free cash flow | $ 825 | $ 487 | $ 516
2009 outlook 2022 safety 2013 operating a safe railroad benefits our employees , our customers , our shareholders , and the public .
we will continue using a multi-faceted approach to safety , utilizing technology , risk assessment , quality control , and training and engaging our employees .
we plan to continue implementation of total safety culture ( tsc ) throughout our operations .
tsc , an employee-focused initiative that has helped improve safety , is a process designed to establish , maintain , and promote safety among co-workers .
with respect to public safety , we will continue our efforts to maintain , upgrade , and close crossings , install video cameras on locomotives , and educate the public about crossing safety through various railroad and industry programs , along with other activities .
2022 transportation plan 2013 in 2009 , we will continue to evaluate traffic flows and network logistic patterns to identify additional opportunities to simplify operations and improve network efficiency and asset utilization .
we plan to maintain adequate manpower and locomotives , and improve productivity using industrial engineering techniques .
2022 fuel prices 2013 on average , we expect fuel prices to decrease substantially from the average price we paid in 2008 .
however , due to economic uncertainty , other global pressures , and weather incidents , fuel prices again could be volatile during the year .
to reduce the impact of fuel price on earnings , we |
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dd4c31dd6 | the following is a summary of our floor space by business segment at december 31 , 2010 : ( square feet in millions ) owned leased government- owned total .
( square feet in millions ) | owned | leased | government-owned | total
-------------------------------------- | ----- | ------ | ---------------- | -----
aeronautics | 5.2 | 3.7 | 15.2 | 24.1
electronic systems | 10.3 | 11.5 | 7.1 | 28.9
information systems & global solutions | 2.6 | 7.9 | 2014 | 10.5
space systems | 8.6 | 1.6 | .9 | 11.1
corporate activities | 2.9 | .8 | 2014 | 3.7
total | 29.6 | 25.5 | 23.2 | 78.3
some of our owned properties , primarily classified under corporate activities , are leased to third parties .
in the area of manufacturing , most of the operations are of a job-order nature , rather than an assembly line process , and productive equipment has multiple uses for multiple products .
management believes that all of our major physical facilities are in good condition and are adequate for their intended use .
item 3 .
legal proceedings we are a party to or have property subject to litigation and other proceedings , including matters arising under provisions relating to the protection of the environment .
we believe the probability is remote that the outcome of these matters will have a material adverse effect on the corporation as a whole , notwithstanding that the unfavorable resolution of any matter may have a material effect on our net earnings in any particular quarter .
we cannot predict the outcome of legal proceedings with certainty .
these matters include the proceedings summarized in note 14 2013 legal proceedings , commitments , and contingencies beginning on page 78 of this form 10-k .
from time-to-time , agencies of the u.s .
government investigate whether our operations are being conducted in accordance with applicable regulatory requirements .
u.s .
government investigations of us , whether relating to government contracts or conducted for other reasons , could result in administrative , civil , or criminal liabilities , including repayments , fines , or penalties being imposed upon us , or could lead to suspension or debarment from future u.s .
government contracting .
u.s .
government investigations often take years to complete and many result in no adverse action against us .
we are subject to federal and state requirements for protection of the environment , including those for discharge of hazardous materials and remediation of contaminated sites .
as a result , we are a party to or have our property subject to various lawsuits or proceedings involving environmental protection matters .
due in part to their complexity and pervasiveness , such requirements have resulted in us being involved with related legal proceedings , claims , and remediation obligations .
the extent of our financial exposure cannot in all cases be reasonably estimated at this time .
for information regarding these matters , including current estimates of the amounts that we believe are required for remediation or clean-up to the extent estimable , see 201ccritical accounting policies 2013 environmental matters 201d in management 2019s discussion and analysis of financial condition and results of operations beginning on page 45 , and note 14 2013 legal proceedings , commitments , and contingencies beginning on page 78 of this form 10-k .
item 4 .
( removed and reserved ) item 4 ( a ) .
executive officers of the registrant our executive officers are listed below , as well as information concerning their age at december 31 , 2010 , positions and offices held with the corporation , and principal occupation and business experience over the past five years .
there were no family relationships among any of our executive officers and directors .
all officers serve at the pleasure of the board of directors .
linda r .
gooden ( 57 ) , executive vice president 2013 information systems & global solutions ms .
gooden has served as executive vice president 2013 information systems & global solutions since january 2007 .
she previously served as deputy executive vice president 2013 information & technology services from october 2006 to december 2006 , and president , lockheed martin information technology from september 1997 to december 2006 .
christopher j .
gregoire ( 42 ) , vice president and controller ( chief accounting officer ) mr .
gregoire has served as vice president and controller ( chief accounting officer ) since march 2010 .
he previously was employed by sprint nextel corporation from august 2006 to may 2009 , most recently as principal accounting officer and assistant controller , and was a partner at deloitte & touche llp from september 2003 to july 2006. |
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dd4c32ede | notes to five year summary ( a ) includes the effects of items not considered in the assessment of the operating performance of our business segments ( see the section , 201cresults of operations 2013 unallocated corporate ( expense ) income , net 201d in management 2019s discussion and analysis of financial condition and results of operations ( md&a ) ) which , on a combined basis , increased earnings from continuing operations before income taxes by $ 214 million , $ 139 million after tax ( $ 0.31 per share ) .
also includes a reduction in income tax expense of $ 62 million ( $ 0.14 per share ) resulting from a tax benefit related to claims we filed for additional extraterritorial income exclusion ( eti ) tax benefits .
these items increased earnings by $ 201 million after tax ( $ 0.45 per share ) .
( b ) includes the effects of items not considered in the assessment of the operating performance of our business segments ( see the section , 201cresults of operations 2013 unallocated corporate ( expense ) income , net 201d in md&a ) which , on a combined basis , increased earnings from continuing operations before income taxes by $ 173 million , $ 113 million after tax ( $ 0.25 per share ) .
( c ) includes the effects of items not considered in the assessment of the operating performance of our business segments ( see the section , 201cresults of operations 2013 unallocated corporate ( expense ) income , net 201d in md&a ) which , on a combined basis , decreased earnings from continuing operations before income taxes by $ 215 million , $ 154 million after tax ( $ 0.34 per share ) .
also includes a reduction in income tax expense resulting from the closure of an internal revenue service examination of $ 144 million ( $ 0.32 per share ) .
these items reduced earnings by $ 10 million after tax ( $ 0.02 per share ) .
( d ) includes the effects of items not considered in the assessment of the operating performance of our business segments which , on a combined basis , decreased earnings from continuing operations before income taxes by $ 153 million , $ 102 million after tax ( $ 0.22 per share ) .
( e ) includes the effects of items not considered in the assessment of the operating performance of our business segments which , on a combined basis , decreased earnings from continuing operations before income taxes by $ 1112 million , $ 632 million after tax ( $ 1.40 per share ) .
( f ) we define return on invested capital ( roic ) as net earnings plus after-tax interest expense divided by average invested capital ( stockholders 2019 equity plus debt ) , after adjusting stockholders 2019 equity by adding back adjustments related to postretirement benefit plans .
we believe that reporting roic provides investors with greater visibility into how effectively we use the capital invested in our operations .
we use roic to evaluate multi-year investment decisions and as a long-term performance measure , and also use it as a factor in evaluating management performance under certain of our incentive compensation plans .
roic is not a measure of financial performance under gaap , and may not be defined and calculated by other companies in the same manner .
roic should not be considered in isolation or as an alternative to net earnings as an indicator of performance .
we calculate roic as follows : ( in millions ) 2006 2005 2004 2003 2002 .
( in millions ) | 2006 | 2005 | 2004 | 2003 | 2002
------------------------------------------------- | ---------------- | ---------------- | ---------------- | -------------- | --------------
net earnings | $ 2529 | $ 1825 | $ 1266 | $ 1053 | $ 500
interest expense ( multiplied by 65% ( 65 % ) ) 1 | 235 | 241 | 276 | 317 | 378
return | $ 2764 | $ 2066 | $ 1542 | $ 1370 | $ 878
average debt2 5 | $ 4727 | $ 5077 | $ 5932 | $ 6612 | $ 7491
average equity3 5 | 7686 | 7590 | 7015 | 6170 | 6853
average benefit plan adjustments3 45 | 2006 | 1545 | 1296 | 1504 | 341
average invested capital | $ 14419 | $ 14212 | $ 14243 | $ 14286 | $ 14685
return on invested capital | 19.2% ( 19.2 % ) | 14.5% ( 14.5 % ) | 10.8% ( 10.8 % ) | 9.6% ( 9.6 % ) | 6.0% ( 6.0 % )
1 represents after-tax interest expense utilizing the federal statutory rate of 35% ( 35 % ) .
2 debt consists of long-term debt , including current maturities , and short-term borrowings ( if any ) .
3 equity includes non-cash adjustments , primarily for the additional minimum pension liability in all years and the adoption of fas 158 in 2006 .
4 average benefit plan adjustments reflect the cumulative value of entries identified in our statement of stockholders equity under the captions 201cadjustment for adoption of fas 158 201d and 201cminimum pension liability . 201d the annual benefit plan adjustments to equity were : 2006 = ( $ 1883 ) million ; 2005 = ( $ 105 ) million ; 2004 = ( $ 285 ) million ; 2003 = $ 331 million ; and 2002 = ( $ 1537 ) million .
as these entries are recorded in the fourth quarter , the value added back to our average equity in a given year is the cumulative impact of all prior year entries plus 20% ( 20 % ) of the current year entry value .
5 yearly averages are calculated using balances at the start of the year and at the end of each quarter. |
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dd4bc1504 | the following table sets forth our refined products sales by product group and our average sales price for each of the last three years .
refined product sales ( thousands of barrels per day ) 2009 2008 2007 .
( thousands of barrels per day ) | 2009 | 2008 | 2007
------------------------------------------ | ------- | -------- | -------
gasoline | 830 | 756 | 791
distillates | 357 | 375 | 377
propane | 23 | 22 | 23
feedstocks and special products | 75 | 100 | 103
heavy fuel oil | 24 | 23 | 29
asphalt | 69 | 76 | 87
total | 1378 | 1352 | 1410
average sales price ( dollars per barrel ) | $ 70.86 | $ 109.49 | $ 86.53
we sell gasoline , gasoline blendstocks and no .
1 and no .
2 fuel oils ( including kerosene , jet fuel and diesel fuel ) to wholesale marketing customers in the midwest , upper great plains , gulf coast and southeastern regions of the united states .
we sold 51 percent of our gasoline volumes and 87 percent of our distillates volumes on a wholesale or spot market basis in 2009 .
the demand for gasoline is seasonal in many of our markets , with demand typically being at its highest levels during the summer months .
we have blended ethanol into gasoline for over 20 years and began expanding our blending program in 2007 , in part due to federal regulations that require us to use specified volumes of renewable fuels .
ethanol volumes sold in blended gasoline were 60 mbpd in 2009 , 54 mbpd in 2008 and 40 mbpd in 2007 .
the future expansion or contraction of our ethanol blending program will be driven by the economics of the ethanol supply and by government regulations .
we sell reformulated gasoline , which is also blended with ethanol , in parts of our marketing territory , including : chicago , illinois ; louisville , kentucky ; northern kentucky ; milwaukee , wisconsin , and hartford , illinois .
we also sell biodiesel-blended diesel in minnesota , illinois and kentucky .
we produce propane at all seven of our refineries .
propane is primarily used for home heating and cooking , as a feedstock within the petrochemical industry , for grain drying and as a fuel for trucks and other vehicles .
our propane sales are typically split evenly between the home heating market and industrial consumers .
we are a producer and marketer of petrochemicals and specialty products .
product availability varies by refinery and includes benzene , cumene , dilute naphthalene oil , molten maleic anhydride , molten sulfur , propylene , toluene and xylene .
we market propylene , cumene and sulfur domestically to customers in the chemical industry .
we sell maleic anhydride throughout the united states and canada .
we also have the capacity to produce 1400 tons per day of anode grade coke at our robinson refinery , which is used to make carbon anodes for the aluminum smelting industry , and 5500 tons per day of fuel grade coke at the garyville refinery , which is used for power generation and in miscellaneous industrial applications .
in early 2009 , we discontinued production and sales of petroleum pitch and aliphatic solvents at our catlettsburg refinery .
we produce and market heavy residual fuel oil or related components at all seven of our refineries .
another product of crude oil , heavy residual fuel oil , is primarily used in the utility and ship bunkering ( fuel ) industries , though there are other more specialized uses of the product .
we have refinery based asphalt production capacity of up to 108 mbpd .
we market asphalt through 33 owned or leased terminals throughout the midwest and southeast .
we have a broad customer base , including approximately 675 asphalt-paving contractors , government entities ( states , counties , cities and townships ) and asphalt roofing shingle manufacturers .
we sell asphalt in the wholesale and cargo markets via rail and barge .
we also produce asphalt cements , polymer modified asphalt , emulsified asphalt and industrial asphalts .
in 2007 , we acquired a 35 percent interest in an entity which owns and operates a 110-million-gallon-per-year ethanol production facility in clymers , indiana .
we also own a 50 percent interest in an entity which owns a 110-million-gallon-per-year ethanol production facility in greenville , ohio .
the greenville plant began production in february 2008 .
both of these facilities are managed by a co-owner. |
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dd497aec6 | 38 2013 ppg annual report and form 10-k notes to the consolidated financial statements 1 .
summary of significant accounting policies principles of consolidation the accompanying consolidated financial statements include the accounts of ppg industries , inc .
( 201cppg 201d or the 201ccompany 201d ) and all subsidiaries , both u.s .
and non-u.s. , that it controls .
ppg owns more than 50% ( 50 % ) of the voting stock of most of the subsidiaries that it controls .
for those consolidated subsidiaries in which the company 2019s ownership is less than 100% ( 100 % ) , the outside shareholders 2019 interests are shown as noncontrolling interests .
investments in companies in which ppg owns 20% ( 20 % ) to 50% ( 50 % ) of the voting stock and has the ability to exercise significant influence over operating and financial policies of the investee are accounted for using the equity method of accounting .
as a result , ppg 2019s share of the earnings or losses of such equity affiliates is included in the accompanying consolidated statement of income and ppg 2019s share of these companies 2019 shareholders 2019 equity is included in "investments" in the accompanying consolidated balance sheet .
transactions between ppg and its subsidiaries are eliminated in consolidation .
use of estimates in the preparation of financial statements the preparation of financial statements in conformity with u.s .
generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements , as well as the reported amounts of income and expenses during the reporting period .
such estimates also include the fair value of assets acquired and liabilities assumed as a result of allocations of purchase price of business combinations consummated .
actual outcomes could differ from those estimates .
revenue recognition the company recognizes revenue when the earnings process is complete .
revenue from sales is recognized by all operating segments when goods are shipped and title to inventory and risk of loss passes to the customer or when services have been rendered .
shipping and handling costs amounts billed to customers for shipping and handling are reported in 201cnet sales 201d in the accompanying consolidated statement of income .
shipping and handling costs incurred by the company for the delivery of goods to customers are included in 201ccost of sales , exclusive of depreciation and amortization 201d in the accompanying consolidated statement of income .
selling , general and administrative costs amounts presented as 201cselling , general and administrative 201d in the accompanying consolidated statement of income are comprised of selling , customer service , distribution and advertising costs , as well as the costs of providing corporate- wide functional support in such areas as finance , law , human resources and planning .
distribution costs pertain to the movement and storage of finished goods inventory at company- owned and leased warehouses , terminals and other distribution facilities .
advertising costs advertising costs are expensed in the year incurred and totaled $ 345 million , $ 288 million and $ 245 million in 2013 , 2012 and 2011 , respectively .
research and development research and development costs , which consist primarily of employee related costs , are charged to expense as incurred .
the following are the research and development costs for the years ended december 31: .
( millions ) | 2013 | 2012 | 2011
---------------------------------------- | ----- | ----- | -----
research and development 2013 total | $ 505 | $ 468 | $ 443
less depreciation on research facilities | 17 | 15 | 15
research and development net | $ 488 | $ 453 | $ 428
legal costs legal costs are expensed as incurred .
legal costs incurred by ppg include legal costs associated with acquisition and divestiture transactions , general litigation , environmental regulation compliance , patent and trademark protection and other general corporate purposes .
foreign currency translation the functional currency of most significant non-u.s .
operations is their local currency .
assets and liabilities of those operations are translated into u.s .
dollars using year-end exchange rates ; income and expenses are translated using the average exchange rates for the reporting period .
unrealized foreign currency translation adjustments are deferred in accumulated other comprehensive loss , a separate component of shareholders 2019 equity .
cash equivalents cash equivalents are highly liquid investments ( valued at cost , which approximates fair value ) acquired with an original maturity of three months or less .
short-term investments short-term investments are highly liquid , high credit quality investments ( valued at cost plus accrued interest ) that have stated maturities of greater than three months to one year .
the purchases and sales of these investments are classified as investing activities in the consolidated statement of cash flows .
marketable equity securities the company 2019s investment in marketable equity securities is recorded at fair market value and reported in 201cother current assets 201d and 201cinvestments 201d in the accompanying consolidated balance sheet with changes in fair market value recorded in income for those securities designated as trading securities and in other comprehensive income , net of tax , for those designated as available for sale securities. |
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dd4b8a7fc | adobe systems incorporated notes to consolidated financial statements ( continued ) note 8 .
other assets other assets as of november 27 , 2009 and november 28 , 2008 consisted of the following ( in thousands ) : .
| 2009 | 2008
--------------------------------- | -------- | --------
acquired rights to use technology | $ 84313 | $ 90643
investments | 63526 | 76589
security and other deposits | 11692 | 16087
prepaid royalties | 12059 | 9026
deferred compensation plan assets | 9045 | 7560
restricted cash | 4650 | 7361
prepaid land lease | 3209 | 3185
prepaid rent | 1377 | 2658
other | 1394 | 3420
other assets | $ 191265 | $ 216529
acquired rights to use technology purchased during fiscal 2009 and fiscal 2008 was $ 6.0 million and $ 100.4 million , respectively .
of the cost for fiscal 2008 , an estimated $ 56.4 million was related to future licensing rights and has been capitalized and is being amortized on a straight-line basis over the estimated useful lives up to fifteen years .
of the remaining costs for fiscal 2008 , we estimated that $ 27.2 million was related to historical use of licensing rights which was expensed as cost of sales and the residual of $ 16.8 million for fiscal 2008 was expensed as general and administrative costs .
in connection with these licensing arrangements , we have the ability to acquire additional rights to use technology in the future .
see note 17 for further information regarding our contractual commitments .
in general , acquired rights to use technology are amortized over their estimated useful lives of 3 to 15 years .
included in investments are our indirect investments through our limited partnership interest in adobe ventures of approximately $ 37.1 million and $ 39.0 million as of november 27 , 2009 and november 28 , 2008 , respectively , which is consolidated in accordance with the provisions for consolidating variable interest entities .
the partnership is controlled by granite ventures , an independent venture capital firm and sole general partner of adobe ventures .
we are the primary beneficiary of adobe ventures and bear virtually all of the risks and rewards related to our ownership .
our investment in adobe ventures does not have a significant impact on our consolidated financial position , results of operations or cash flows .
adobe ventures carries its investments in equity securities at estimated fair value and investment gains and losses are included in our consolidated statements of income .
substantially all of the investments held by adobe ventures at november 27 , 2009 and november 28 , 2008 are not publicly traded and , therefore , there is no established market for these securities .
in order to determine the fair value of these investments , we use the most recent round of financing involving new non-strategic investors or estimates of current market value made by granite ventures .
it is our policy to evaluate the fair value of these investments held by adobe ventures , as well as our direct investments , on a regular basis .
this evaluation includes , but is not limited to , reviewing each company 2019s cash position , financing needs , earnings and revenue outlook , operational performance , management and ownership changes and competition .
in the case of privately-held companies , this evaluation is based on information that we request from these companies .
this information is not subject to the same disclosure regulations as u.s .
publicly traded companies and as such , the basis for these evaluations is subject to the timing and the accuracy of the data received from these companies .
see note 4 for further information regarding adobe ventures .
also included in investments are our direct investments in privately-held companies of approximately $ 26.4 million and $ 37.6 million as of november 27 , 2009 and november 28 , 2008 , respectively , which are accounted for based on the cost method .
we assess these investments for impairment in value as circumstances dictate .
see note 4 for further information regarding our cost method investments .
we entered into a purchase and sale agreement , effective may 12 , 2008 , for the acquisition of real property located in waltham , massachusetts .
we purchased the property upon completion of construction of an office building shell and core , parking structure , and site improvements .
the purchase price for the property was $ 44.7 million and closed on june 16 , 2009 .
we made an initial deposit of $ 7.0 million which was included in security and other deposits as of november 28 , 2008 and the remaining balance was paid at closing .
this deposit was held in escrow until closing and then applied to the purchase price. |
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dd4bf03ea | the company has a restricted stock plan for non-employee directors which reserves for issuance of 300000 shares of the company 2019s common stock .
no restricted shares were issued in 2009 .
the company has a directors 2019 deferral plan , which provides a means to defer director compensation , from time to time , on a deferred stock or cash basis .
as of september 30 , 2009 , 86643 shares were held in trust , of which 4356 shares represented directors 2019 compensation in 2009 , in accordance with the provisions of the plan .
under this plan , which is unfunded , directors have an unsecured contractual commitment from the company .
the company also has a deferred compensation plan that allows certain highly-compensated employees , including executive officers , to defer salary , annual incentive awards and certain equity-based compensation .
as of september 30 , 2009 , 557235 shares were issuable under this plan .
note 16 2014 earnings per share the weighted average common shares used in the computations of basic and diluted earnings per share ( shares in thousands ) for the years ended september 30 were as follows: .
| 2009 | 2008 | 2007
----------------------------------------------------------------------------- | ------ | ------ | ------
average common shares outstanding | 240479 | 244323 | 244929
dilutive share equivalents from share-based plans | 6319 | 8358 | 9881
average common and common equivalent sharesoutstanding 2014 assuming dilution | 246798 | 252681 | 254810
average common and common equivalent shares outstanding 2014 assuming dilution .
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246798 252681 254810 note 17 2014 segment data the company 2019s organizational structure is based upon its three principal business segments : bd medical ( 201cmedical 201d ) , bd diagnostics ( 201cdiagnostics 201d ) and bd biosciences ( 201cbiosciences 201d ) .
the principal product lines in the medical segment include needles , syringes and intravenous catheters for medication delivery ; safety-engineered and auto-disable devices ; prefilled iv flush syringes ; syringes and pen needles for the self-injection of insulin and other drugs used in the treatment of diabetes ; prefillable drug delivery devices provided to pharmaceutical companies and sold to end-users as drug/device combinations ; surgical blades/scalpels and regional anesthesia needles and trays ; critical care monitoring devices ; ophthalmic surgical instruments ; and sharps disposal containers .
the principal products and services in the diagnostics segment include integrated systems for specimen collection ; an extensive line of safety-engineered specimen blood collection products and systems ; plated media ; automated blood culturing systems ; molecular testing systems for sexually transmitted diseases and healthcare-associated infections ; microorganism identification and drug susceptibility systems ; liquid-based cytology systems for cervical cancer screening ; and rapid diagnostic assays .
the principal product lines in the biosciences segment include fluorescence activated cell sorters and analyzers ; cell imaging systems ; monoclonal antibodies and kits for performing cell analysis ; reagent systems for life sciences research ; tools to aid in drug discovery and growth of tissue and cells ; cell culture media supplements for biopharmaceutical manufacturing ; and diagnostic assays .
the company evaluates performance of its business segments based upon operating income .
segment operating income represents revenues reduced by product costs and operating expenses .
the company hedges against certain forecasted sales of u.s.-produced products sold outside the united states .
gains and losses associated with these foreign currency translation hedges are reported in segment revenues based upon their proportionate share of these international sales of u.s.-produced products .
becton , dickinson and company notes to consolidated financial statements 2014 ( continued ) |
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dd4c47582 | 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 in march 2016 and a provision recorded in 2016 related to the settlement of the waterford 3 replacement steam generator prudence review proceeding .
see note 2 to the financial statements for further discussion of the formula rate plan revenues and the waterford 3 replacement steam generator prudence review proceeding .
the louisiana act 55 financing savings obligation variance results from a regulatory charge recorded in 2016 for tax savings to be shared with customers per an agreement approved by the lpsc .
the tax savings resulted from the 2010-2011 irs audit settlement on the treatment of the louisiana act 55 financing of storm costs for hurricane gustav and hurricane ike .
see note 3 to the financial statements for additional discussion of the settlement and benefit sharing .
the volume/weather variance is primarily due to the effect of less favorable weather on residential and commercial sales and decreased usage during the unbilled sales period .
the decrease was partially offset by an increase of 1237 gwh , or 4% ( 4 % ) , in industrial usage primarily due to an increase in demand from existing customers and expansion projects in the chemicals industry .
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 | 62.5
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 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 in industrial usage is primarily due to increased demand from new customers and expansion projects , primarily in the chemicals industry .
the louisiana act 55 financing savings obligation variance results from a regulatory charge for tax savings to be shared with customers per an agreement approved by the lpsc .
the tax savings resulted from the 2010-2011 irs audit settlement on the treatment of the louisiana act 55 financing of storm costs for hurricane gustav and hurricane ike .
see note 3 to the financial statements for additional discussion of the settlement and benefit sharing .
included in other is a provision of $ 23 million recorded in 2016 related to the settlement of the waterford 3 replacement steam generator prudence review proceeding , offset by a provision of $ 32 million recorded in 2015 related to the uncertainty at that time associated with the resolution of the waterford 3 replacement steam generator prudence entergy louisiana , llc and subsidiaries management 2019s financial discussion and analysis |
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dd4b97e7a | notes to consolidated financial statements 2013 ( continued ) ( amounts in millions , except per share amounts ) assumptions can materially affect the estimate of fair value , and our results of operations could be materially impacted .
there were no stock options granted during the years ended december 31 , 2015 and 2014 .
the weighted-average grant-date fair value per option during the year ended december 31 , 2013 was $ 4.14 .
the fair value of each option grant has been estimated with the following weighted-average assumptions. .
| year ended december 31 2013
------------------------- | ---------------------------
expected volatility1 | 40.2% ( 40.2 % )
expected term ( years ) 2 | 6.9
risk-free interest rate3 | 1.3% ( 1.3 % )
expected dividend yield4 | 2.4% ( 2.4 % )
expected volatility 1 .
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40.2% ( 40.2 % ) expected term ( years ) 2 .
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6.9 risk-free interest rate 3 .
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1.3% ( 1.3 % ) expected dividend yield 4 .
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2.4% ( 2.4 % ) 1 the expected volatility used to estimate the fair value of stock options awarded is based on a blend of : ( i ) historical volatility of our common stock for periods equal to the expected term of our stock options and ( ii ) implied volatility of tradable forward put and call options to purchase and sell shares of our common stock .
2 the estimate of our expected term is based on the average of : ( i ) an assumption that all outstanding options are exercised upon achieving their full vesting date and ( ii ) an assumption that all outstanding options will be exercised at the midpoint between the current date ( i.e. , the date awards have ratably vested through ) and their full contractual term .
in determining the estimate , we considered several factors , including the historical option exercise behavior of our employees and the terms and vesting periods of the options .
3 the risk-free interest rate is determined using the implied yield currently available for zero-coupon u.s .
government issuers with a remaining term equal to the expected term of the options .
4 the expected dividend yield was calculated based on an annualized dividend of $ 0.30 per share in 2013 .
stock-based compensation we grant other stock-based compensation awards such as stock-settled awards , cash-settled awards and performance- based awards ( settled in cash or shares ) to certain key employees .
the number of shares or units received by an employee for performance-based awards depends on company performance against specific performance targets and could range from 0% ( 0 % ) to 300% ( 300 % ) of the target amount of shares originally granted .
incentive awards are subject to certain restrictions and vesting requirements as determined by the compensation committee .
the fair value of the shares on the grant date is amortized over the vesting period , which is generally three years .
upon completion of the vesting period for cash-settled awards , the grantee is entitled to receive a payment in cash based on the fair market value of the corresponding number of shares of common stock .
no monetary consideration is paid by a recipient for any incentive award .
the fair value of cash-settled awards is adjusted each quarter based on our share price .
the holders of stock-settled awards have absolute ownership interest in the underlying shares of common stock prior to vesting , which includes the right to vote and receive dividends .
dividends declared on common stock are accrued during the vesting period and paid when the award vests .
the holders of cash-settled and performance-based awards have no ownership interest in the underlying shares of common stock until the awards vest and the shares of common stock are issued. |
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dd4c39c3e | contribution incurred in 2013 and foreign currency remeasurement , partially offset by the $ 50 million reduction of an indemnification asset .
as adjusted .
expense , as adjusted , increased $ 362 million , or 6% ( 6 % ) , to $ 6518 million in 2014 from $ 6156 million in 2013 .
the increase in total expense , as adjusted , is primarily attributable to higher employee compensation and benefits and direct fund expense .
amounts related to the reduction of the indemnification asset and the charitable contribution have been excluded from as adjusted results .
2013 compared with 2012 gaap .
expense increased $ 510 million , or 9% ( 9 % ) , from 2012 , primarily reflecting higher revenue-related expense and the $ 124 million expense related to the charitable contribution .
employee compensation and benefits expense increased $ 273 million , or 8% ( 8 % ) , to $ 3560 million in 2013 from $ 3287 million in 2012 , reflecting higher headcount and higher incentive compensation driven by higher operating income , including higher performance fees .
employees at december 31 , 2013 totaled approximately 11400 compared with approximately 10500 at december 31 , 2012 .
distribution and servicing costs totaled $ 353 million in 2013 compared with $ 364 million in 2012 .
these costs included payments to bank of america/merrill lynch under a global distribution agreement and payments to pnc , as well as other third parties , primarily associated with the distribution and servicing of client investments in certain blackrock products .
distribution and servicing costs for 2013 and 2012 included $ 184 million and $ 195 million , respectively , attributable to bank of america/merrill lynch .
direct fund expense increased $ 66 million , reflecting higher average aum , primarily related to ishares , where blackrock pays certain nonadvisory expense of the funds .
general and administration expense increased $ 181 million , largely driven by the $ 124 million expense related to the charitable contribution , higher marketing and promotional costs and various lease exit costs .
the full year 2012 included a one-time $ 30 million contribution to stifs .
as adjusted .
expense , as adjusted , increased $ 393 million , or 7% ( 7 % ) , to $ 6156 million in 2013 from $ 5763 million in 2012 .
the increase in total expense , as adjusted , is primarily attributable to higher employee compensation and benefits , direct fund expense and general and administration expense .
nonoperating results nonoperating income ( expense ) , less net income ( loss ) attributable to nci for 2014 , 2013 and 2012 was as follows : ( in millions ) 2014 2013 2012 nonoperating income ( expense ) , gaap basis $ ( 79 ) $ 116 $ ( 54 ) less : net income ( loss ) attributable to nci ( 1 ) ( 30 ) 19 ( 18 ) nonoperating income ( expense ) ( 2 ) ( 49 ) 97 ( 36 ) gain related to the charitable contribution 2014 ( 80 ) 2014 compensation expense related to ( appreciation ) depreciation on deferred compensation plans ( 7 ) ( 10 ) ( 6 ) nonoperating income ( expense ) , as adjusted ( 2 ) $ ( 56 ) $ 7 $ ( 42 ) ( 1 ) amounts included losses of $ 41 million and $ 38 million attributable to consolidated variable interest entities ( 201cvies 201d ) for 2014 and 2012 , respectively .
during 2013 , the company did not record any nonoperating income ( loss ) or net income ( loss ) attributable to vies on the consolidated statements of income .
( 2 ) net of net income ( loss ) attributable to nci. .
( in millions ) | 2014 | 2013 | 2012
-------------------------------------------------------------------------------------------- | ------------ | ---------- | ------------
nonoperating income ( expense ) gaap basis | $ -79 ( 79 ) | $ 116 | $ -54 ( 54 )
less : net income ( loss ) attributableto nci ( 1 ) | -30 ( 30 ) | 19 | -18 ( 18 )
nonoperating income ( expense ) ( 2 ) | -49 ( 49 ) | 97 | -36 ( 36 )
gain related to the charitable contribution | 2014 | -80 ( 80 ) | 2014
compensation expense related to ( appreciation ) depreciation on deferred compensation plans | -7 ( 7 ) | -10 ( 10 ) | -6 ( 6 )
nonoperating income ( expense ) asadjusted ( 2 ) | $ -56 ( 56 ) | $ 7 | $ -42 ( 42 )
contribution incurred in 2013 and foreign currency remeasurement , partially offset by the $ 50 million reduction of an indemnification asset .
as adjusted .
expense , as adjusted , increased $ 362 million , or 6% ( 6 % ) , to $ 6518 million in 2014 from $ 6156 million in 2013 .
the increase in total expense , as adjusted , is primarily attributable to higher employee compensation and benefits and direct fund expense .
amounts related to the reduction of the indemnification asset and the charitable contribution have been excluded from as adjusted results .
2013 compared with 2012 gaap .
expense increased $ 510 million , or 9% ( 9 % ) , from 2012 , primarily reflecting higher revenue-related expense and the $ 124 million expense related to the charitable contribution .
employee compensation and benefits expense increased $ 273 million , or 8% ( 8 % ) , to $ 3560 million in 2013 from $ 3287 million in 2012 , reflecting higher headcount and higher incentive compensation driven by higher operating income , including higher performance fees .
employees at december 31 , 2013 totaled approximately 11400 compared with approximately 10500 at december 31 , 2012 .
distribution and servicing costs totaled $ 353 million in 2013 compared with $ 364 million in 2012 .
these costs included payments to bank of america/merrill lynch under a global distribution agreement and payments to pnc , as well as other third parties , primarily associated with the distribution and servicing of client investments in certain blackrock products .
distribution and servicing costs for 2013 and 2012 included $ 184 million and $ 195 million , respectively , attributable to bank of america/merrill lynch .
direct fund expense increased $ 66 million , reflecting higher average aum , primarily related to ishares , where blackrock pays certain nonadvisory expense of the funds .
general and administration expense increased $ 181 million , largely driven by the $ 124 million expense related to the charitable contribution , higher marketing and promotional costs and various lease exit costs .
the full year 2012 included a one-time $ 30 million contribution to stifs .
as adjusted .
expense , as adjusted , increased $ 393 million , or 7% ( 7 % ) , to $ 6156 million in 2013 from $ 5763 million in 2012 .
the increase in total expense , as adjusted , is primarily attributable to higher employee compensation and benefits , direct fund expense and general and administration expense .
nonoperating results nonoperating income ( expense ) , less net income ( loss ) attributable to nci for 2014 , 2013 and 2012 was as follows : ( in millions ) 2014 2013 2012 nonoperating income ( expense ) , gaap basis $ ( 79 ) $ 116 $ ( 54 ) less : net income ( loss ) attributable to nci ( 1 ) ( 30 ) 19 ( 18 ) nonoperating income ( expense ) ( 2 ) ( 49 ) 97 ( 36 ) gain related to the charitable contribution 2014 ( 80 ) 2014 compensation expense related to ( appreciation ) depreciation on deferred compensation plans ( 7 ) ( 10 ) ( 6 ) nonoperating income ( expense ) , as adjusted ( 2 ) $ ( 56 ) $ 7 $ ( 42 ) ( 1 ) amounts included losses of $ 41 million and $ 38 million attributable to consolidated variable interest entities ( 201cvies 201d ) for 2014 and 2012 , respectively .
during 2013 , the company did not record any nonoperating income ( loss ) or net income ( loss ) attributable to vies on the consolidated statements of income .
( 2 ) net of net income ( loss ) attributable to nci. |
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dd4980f7e | 54| | duke realty corporation annual report 2009 net income ( loss ) per common share basic net income ( loss ) per common share is computed by dividing net income ( loss ) attributable to common shareholders , less dividends on share-based awards expected to vest , by the weighted average number of common shares outstanding for the period .
diluted net income ( loss ) per common share is computed by dividing the sum of basic net income ( loss ) attributable to common shareholders and the noncontrolling interest in earnings allocable to units not owned by us ( to the extent the units are dilutive ) , by the sum of the weighted average number of common shares outstanding and , to the extent they are dilutive , limited partnership units outstanding , as well as any potential dilutive securities for the period .
during the first quarter of 2009 , we adopted a new accounting standard ( fasb asc 260-10 ) on participating securities , which we have applied retrospectively to prior period calculations of basic and diluted earnings per common share .
pursuant to this new standard , certain of our share-based awards are considered participating securities because they earn dividend equivalents that are not forfeited even if the underlying award does not vest .
the following table reconciles the components of basic and diluted net income ( loss ) per common share ( in thousands ) : .
| 2009 | 2008 | 2007
-------------------------------------------------------------------------- | -------------------- | -------------- | --------------
net income ( loss ) attributable to common shareholders | $ -333601 ( 333601 ) | $ 50408 | $ 211942
less : dividends on share-based awards expected to vest | -1759 ( 1759 ) | -1631 ( 1631 ) | -1149 ( 1149 )
basic net income ( loss ) attributable to common shareholders | -335360 ( 335360 ) | 48777 | 210793
noncontrolling interest in earnings of common unitholders ( 1 ) | - | 2640 | 13998
diluted net income ( loss ) attributable to common shareholders | $ -335360 ( 335360 ) | $ 51417 | $ 224791
weighted average number of common shares outstanding | 201206 | 146915 | 139255
weighted average partnership units outstanding | - | 7619 | 9204
other potential dilutive shares ( 2 ) | - | 19 | 791
weighted average number of common shares and potential dilutive securities | 201206 | 154553 | 149250
weighted average number of common shares and potential diluted securities 201206 154553 149250 ( 1 ) the partnership units are anti-dilutive for the year ended december 31 , 2009 , as a result of the net loss for that period .
therefore , 6687 units ( in thousands ) are excluded from the weighted average number of common shares and potential dilutive securities for the year ended december 31 , 2009 and $ 11099 noncontrolling interest in earnings of common unitholders ( in thousands ) is excluded from diluted net loss attributable to common shareholders for the year ended december 31 , 2009 .
( 2 ) excludes ( in thousands of shares ) 7872 ; 8219 and 1144 of anti-dilutive shares for the years ended december 31 , 2009 , 2008 and 2007 , respectively related to stock-based compensation plans .
also excludes ( in thousands of shares ) the exchangeable notes that have 8089 ; 11771 and 11751 of anti-dilutive shares for the years ended december 31 , 2009 , 2008 and 2007 , respectively .
federal income taxes we have elected to be taxed as a real estate investment trust ( 201creit 201d ) under the internal revenue code of 1986 , as amended .
to qualify as a reit , we must meet a number of organizational and operational requirements , including a requirement to distribute at least 90% ( 90 % ) of our adjusted taxable income to our stockholders .
management intends to continue to adhere to these requirements and to maintain our reit status .
as a reit , we are entitled to a tax deduction for some or all of the dividends we pay to shareholders .
accordingly , we generally will not be subject to federal income taxes as long as we distribute an amount equal to or in excess of our taxable income currently to shareholders .
we are also generally subject to federal income taxes on any taxable income that is not currently distributed to our shareholders .
if we fail to qualify as a reit in any taxable year , we will be subject to federal income taxes and may not be able to qualify as a reit for four subsequent taxable years .
reit qualification reduces , but does not eliminate , the amount of state and local taxes we pay .
in addition , our financial statements include the operations of taxable corporate subsidiaries that are not entitled to a dividends paid deduction and are subject to corporate federal , state and local income taxes .
as a reit , we may also be subject to certain federal excise taxes if we engage in certain types of transactions. |
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dd4c24b7c | the fair value of our grants receivable is determined using a discounted cash flow model , which discounts future cash flows using an appropriate yield curve .
as of december 28 , 2013 , and december 29 , 2012 , the carrying amount of our grants receivable was classified within other current assets and other long-term assets , as applicable .
our long-term debt recognized at amortized cost is comprised of our senior notes and our convertible debentures .
the fair value of our senior notes is determined using active market prices , and it is therefore classified as level 1 .
the fair value of our convertible long-term debt is determined using discounted cash flow models with observable market inputs , and it takes into consideration variables such as interest rate changes , comparable securities , subordination discount , and credit-rating changes , and it is therefore classified as level 2 .
the nvidia corporation ( nvidia ) cross-license agreement liability in the preceding table was incurred as a result of entering into a long-term patent cross-license agreement with nvidia in january 2011 .
we agreed to make payments to nvidia over six years .
as of december 28 , 2013 , and december 29 , 2012 , the carrying amount of the liability arising from the agreement was classified within other accrued liabilities and other long-term liabilities , as applicable .
the fair value is determined using a discounted cash flow model , which discounts future cash flows using our incremental borrowing rates .
note 5 : cash and investments cash and investments at the end of each period were as follows : ( in millions ) dec 28 , dec 29 .
( in millions ) | dec 282013 | dec 292012
-------------------------------------- | ---------- | ----------
available-for-sale investments | $ 18086 | $ 14001
cash | 854 | 593
equity method investments | 1038 | 992
loans receivable | 1072 | 979
non-marketable cost method investments | 1270 | 1202
reverse repurchase agreements | 800 | 2850
trading assets | 8441 | 5685
total cash and investments | $ 31561 | $ 26302
in the third quarter of 2013 , we sold our shares in clearwire corporation , which had been accounted for as available-for-sale marketable equity securities , and our interest in clearwire communications , llc ( clearwire llc ) , which had been accounted for as an equity method investment .
in total , we received proceeds of $ 470 million on these transactions and recognized a gain of $ 439 million , which is included in gains ( losses ) on equity investments , net on the consolidated statements of income .
proceeds received and gains recognized for each investment are included in the "available-for-sale investments" and "equity method investments" sections that follow .
table of contents intel corporation notes to consolidated financial statements ( continued ) |