This excerpt taken from the SYMC 10-Q filed Feb 4, 2005.
Contractual Obligations and Off-Balance Sheet Arrangements
On December 16, 2004, we announced a definitive agreement with VERITAS Software Corporation (VERITAS) under which we would acquire all of the outstanding stock of VERITAS in exchange for 1.1242 shares of Symantec common stock for each outstanding share of VERITAS stock. The transaction, which is expected to close in the second quarter of calendar year 2005, is subject to customary closing conditions. Under certain terms specified in the merger agreement, Symantec or VERITAS may terminate the agreement, and as a result either Symantec or VERITAS may be required to pay a $440 million termination fee to the other party in certain circumstances.
On October 24, 2001, we completed a private offering of $600 million 3% convertible subordinated notes due November 1, 2006, the net proceeds of which were $585 million. The notes were convertible into shares of our common stock by the holders at any time before maturity at a conversion price of $8.54 per share, subject to certain adjustments. We had the right to redeem the remaining notes on or after November 5, 2004, at a redemption price of 100.75% of stated principal during the period November 5, 2004 through October 31, 2005 and 100.0% of stated principal thereafter. Interest was paid semi-annually and we commenced making these payments on May 1, 2002. Debt issuance costs of $16 million related to the notes were being amortized on a straight-line basis through November 1, 2006. We had reserved 70.3 million shares of common stock for issuance upon conversion of the notes.
On July 20, 2004, our Board of Directors approved the redemption of all of the outstanding convertible subordinated notes and in September 2004 we sent notice to registered holders that all notes would be redeemed November 5, 2004. As of November 4, 2004 (the day prior to the redemption date), substantially all of the outstanding convertible subordinated notes were converted into 70.3 million shares of our common stock. Unamortized debt issuance costs relative to the converted notes were charged to Capital in excess of par value on the Condensed Consolidated Balance Sheet during the three-month period ended December 2004.
We enter into purchase obligations in the normal course of our business. As of December 31, 2004, we had total purchase obligations of approximately $98 million, compared with $58 million at March 31, 2004, as previously reported in our Annual Report on Form 10-K for the fiscal year ended March 31, 2004.
We lease office space in North America (principally in the United States), Latin America, Asia-Pacific, and EMEA. There were no significant changes in our obligations previously reported in our Annual Report on Form 10-K for the fiscal year ended March 31, 2004. For further details, see Part II, Item 7, Managements Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the fiscal year ended March 31, 2004.