DTV » Topics » Note 13: Stockholders' Equity

This excerpt taken from the DTV 10-Q filed May 7, 2008.

Note 9: Stockholders' Equity

Share Repurchase Program

        During 2007 and 2008 our Board of Directors approved multiple authorizations for the repurchase of our common stock, including a $1 billion authorization in January 2008. The authorization allows us to repurchase our common stock from time to time through open market purchases and negotiated transactions, or otherwise. The timing, nature and amount of such transactions will depend on a variety of factors, including market conditions, and the program may be suspended, discontinued or accelerated at any time. The sources of funds for the purchases is our existing cash on hand and cash from operations. Purchases are made in the open market, through block trades and other negotiated transactions. Repurchased shares are retired but remain authorized for registration and issuance in the future.

        The following table sets forth information regarding shares repurchased and retired during the periods presented:

 
  Three Months Ended
March 31,

 
  2008
  2007
 
  (Amounts in Millions,
Except Per Share
Amounts)

Total cost of repurchased shares   $ 170   $ 133
Average price per share     24.14     22.85
Number of shares repurchased and retired     7     6

        For the three months ended March 31, 2008, we recorded the $170 million in repurchases as a decrease of $57 million to "Common stock and additional paid in capital" and an increase of

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THE DIRECTV GROUP, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(continued)


$113 million to "Accumulated deficit" in the Consolidated Balance Sheets. We paid for $10 million of the $170 million in repurchases during the first quarter of 2008 in April 2008. We paid for $32 million of the $133 million in repurchases during the first quarter of 2007 in April 2007.

Accumulated Other Comprehensive Loss

 
  As of March 31,
2008

  As of December 31,
2007

 
 
  (Dollars in Millions)

 
Unamortized net amount resulting from changes in defined benefit plan experience and actuarial assumptions, net of taxes   $ (37 ) $ (37 )
Unamortized amount resulting from changes in defined benefit plan provisions, net of taxes     (4 )   (4 )
Accumulated unrealized gains on securities, net of taxes     12     21  
Accumulated foreign currency translation adjustments     (1 )   (1 )
   
 
 
  Total Accumulated Other Comprehensive Loss   $ (30 ) $ (21 )
   
 
 

Other Comprehensive Income

        Total comprehensive income was as follows:

 
  Three Months Ended
March 31,

 
  2008
  2007
 
  (Dollars in Millions)

Net income   $ 371   $ 336
Other comprehensive income (loss):            
  Unrealized holding gains (losses) on securities, net of taxes     (9 )   7
   
 
  Other comprehensive income (loss)     (9 )   7
   
 
    Total comprehensive income   $ 362     343
   
 
This excerpt taken from the DTV 10-Q filed Nov 7, 2007.

Note 11: Stockholders' Equity

Share Repurchase Program

        On February 7, 2006, our Board of Directors authorized a $3 billion share repurchase program which we completed in February 2007. On February 27, 2007, our Board of Directors authorized the repurchase of an additional $1 billion of our common stock which we completed in August 2007. On August 8, 2007, our Board of Directors authorized the repurchase of an additional $1 billion of our common stock. The source of funds for the purchases is our existing cash on hand and cash from operations.

        The following table sets forth information regarding shares repurchased and retired during the periods presented:

 
  Nine Months Ended
September 30,

 
  2007
  2006
 
  (Amounts in Millions, Except Per Share Amounts)

Total cost of repurchased and retired shares   $ 1,546   $ 2,947
Average price per share     23.03     16.12
Number of shares repurchased and retired     67     183

        For the nine months ended September 30, 2007, we recorded the $1,546 million in repurchases as a decrease of $539 million to "Common stock and additional paid in capital" and an increase of $1,007 million to "Accumulated deficit" in the Consolidated Balance Sheets.

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Accumulated Other Comprehensive Loss

        The following table sets forth the components of "Accumulated other comprehensive loss" in the Consolidated Balance Sheets for the periods presented:

 
  As of
September 30,
2007

  As of
December 31,
2006

 
 
  (Dollars in Millions)

 
Unamortized net amount resulting from changes in defined benefit plan experience and actuarial assumptions, net of taxes   $ (50 ) $ (53 )
Unamortized amount resulting from changes in defined benefit plan provisions, net of taxes     (4 )   (4 )
Accumulated unrealized gains on securities, net of taxes     20     9  
Accumulated foreign currency translation adjustments     (1 )    
   
 
 
Total accumulated other comprehensive loss   $ (35 ) $ (48 )
   
 
 

Other Comprehensive Income

        Total comprehensive income was as follows for the periods presented:

 
  Three Months Ended
September 30,

  Nine Months Ended
September 30,

 
 
  2007
  2006
  2007
  2006
 
 
  (Dollars in Millions)

 
Net income   $ 319   $ 370   $ 1,103   $ 1,064  
   
 
 
 
 
Other comprehensive income (loss):                          
  Adjustments to unamortized defined benefit plan amounts, net of taxes     3         3     (5 )
  Foreign currency translation adjustments             (1 )   3  
  Unrealized gains (losses) on securities, net of taxes:                          
    Unrealized holding gains (losses)     (2 )   2     11     (12 )
    Less: reclassification adjustment for net gains recognized during the period                 (1 )
   
 
 
 
 
Other comprehensive income (loss)     1     2     13     (15 )
   
 
 
 
 
    Total comprehensive income   $ 320   $ 372   $ 1,116   $ 1,049  
   
 
 
 
 
This excerpt taken from the DTV 10-Q filed Aug 9, 2007.

Note 11: Stockholders' Equity

Share Repurchase Program

        On February 7, 2006, our Board of Directors authorized a $3 billion share repurchase program which we completed in February 2007. On February 27, 2007, our Board of Directors authorized the repurchase of an additional $1 billion of our common stock which we completed in August 2007. We used available cash and cash equivalents to repurchase all shares under the repurchase programs. On August 8, 2007, our Board of Directors authorized the repurchase of an additional $1 billion of our

15



common stock. The source of funds for the purchases is our existing cash on hand and cash from operations.

        The following table sets forth information regarding shares repurchased and retired during the periods presented:

 
  Six Months Ended June 30,
 
  2007
  2006
 
  (Amounts in Millions,
Expect Per Share Amounts)

Total cost of repurchased shares   $ 737   $ 2,696
Average price per share     23.31     16.01
Number of shares repurchased and retired     32     168

        For the six months ended June 30, 2007, we recorded the $737 million in repurchases as a decrease of $254 million to "Common stock and additional paid in capital" and an increase of $483 million to "Accumulated deficit" in the Consolidated Balance Sheets. We paid $40 million of the $737 million in repurchases during the first half of 2007 in July 2007. We paid $14 million of the $2,696 million in repurchases during the first half of 2006 in July 2006.

Accumulated Other Comprehensive Loss

        The following table sets forth the components of "Accumulated other comprehensive loss" in the Consolidated Balance Sheets for the periods presented:

 
  As of
June 30,
2007

  As of
December 31,
2006

 
 
  (Dollars in Millions)

 
Unamortized net amount resulting from changes in defined benefit plan experience and actuarial assumptions, net of taxes   $ (53 ) $ (53 )
Unamortized amount resulting from changes in defined benefit plan provisions, net of taxes     (4 )   (4 )
Accumulated unrealized gains on securities, net of taxes     22     9  
Accumulated foreign currency translation adjustments     (1 )    
   
 
 
  Total accumulated other comprehensive loss   $ (36 ) $ (48 )
   
 
 

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Other Comprehensive Income

        Total comprehensive income was as follows for the periods presented:

 
  Three Months
Ended June 30,

  Six Months
Ended June 30,

 
 
  2007
  2006
  2007
  2006
 
 
  (Dollars in Millions)

 
Net income   $ 448   $ 459   $ 784   $ 694  
Other comprehensive income (loss):                          
  Minimum pension liability adjustments, net of taxes         (5 )       (5 )
  Foreign currency translation adjustments     (1 )       (1 )   3  
  Unrealized gains (losses) on securities, net of taxes:                          
    Unrealized holding gains (losses)     6     (7 )   13     (14 )
    Less: reclassification adjustment for net gains recognized during the period                 (1 )
   
 
 
 
 
Other comprehensive income (loss)     5     (12 )   12     (17 )
   
 
 
 
 
    Total comprehensive income   $ 453   $ 447   $ 796   $ 677  
   
 
 
 
 
This excerpt taken from the DTV 10-Q filed May 10, 2007.

Note 11: Stockholders' Equity

Share Repurchase Program

        On February 7, 2006, our Board of Directors authorized a share repurchase program which was implemented on February 10, 2006 and completed in February 2007. Under the repurchase program, we were authorized to repurchase up to $3.0 billion of our common stock. On February 27, 2007, our Board of Directors authorized the repurchase of an additional $1.0 billion of our common stock. The source of funds for the purchases is our existing cash on hand and cash from operations.

14



        The following table sets forth information regarding shares repurchased and retired during the periods presented:

 
  Three Months Ended
March 31,

 
  2007
  2006
 
  (Amounts in Millions, Expect Per Share Amounts)

Total cost of repurchased shares   $ 132.5   $ 1,800.1
Average price per share     22.85     15.52
Number of shares repurchased and retired     5.8     116.0

        For the three months ended March 31, 2007, we recorded the $132.5 million in repurchases as a decrease of $46.5 million to "Common stock and additional paid in capital" and an increase of $86.0 million to "Accumulated deficit" in the Consolidated Balance Sheets. We paid for $31.8 million of the $132.5 million in repurchases during the first quarter of 2007 in April 2007. We paid for $20.8 million of the $1,800.1 million in repurchases during the first quarter of 2006 in April 2006.

Accumulated Other Comprehensive Loss

 
  As of
March 31,
2007

  As of
December 31,
2006

 
 
  (Dollars in Millions)

 
Unamortized net amount resulting from changes in defined benefit plan experience and actuarial assumptions, net of taxes   $ (52.9 ) $ (52.9 )
Unamortized amount resulting from changes in defined benefit plan provisions, net of taxes     (4.1 )   (4.1 )
Accumulated unrealized gains on securities, net of taxes     15.8     8.8  
Accumulated foreign currency translation adjustments     (0.6 )   (0.5 )
   
 
 
  Total Accumulated Other Comprehensive Loss   $ (41.8 ) $ (48.7 )
   
 
 

Other Comprehensive Income

        Total comprehensive income was as follows:

 
  Three Months Ended
March 31,

 
 
  2007
  2006
 
 
  (Dollars in Millions)

 
Net income   $ 336.4   $ 235.2  
Other comprehensive income (loss):              
  Foreign currency translation adjustments     (0.1 )   3.1  
  Unrealized gains (losses) on securities, net of taxes:              
    Unrealized holding gains (losses)     7.0     (7.2 )
    Less: reclassification adjustment for net gains recognized during the period         (0.6 )
   
 
 
    Other comprehensive income (loss)     6.9     (4.7 )
   
 
 
      Total comprehensive income   $ 343.3   $ 230.5  
   
 
 

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This excerpt taken from the DTV 10-K filed Mar 1, 2007.

Note 12: Stockholders' Equity

Capital Stock and Additional Paid-In Capital

        We are a publicly-traded company with our common stock listed as "DTV" on the New York Stock Exchange. Our certificate of incorporation provides for the following capital stock: common stock, par value $0.01 per share, 3,000,000,000 shares authorized; Class B common stock, par value $0.01 per share, 275,000,000 shares authorized; excess stock, par value $0.01 per share, 800,000,000 shares authorized; and preferred stock, par value $0.01 per share, 9,000,000 shares authorized. As of December 31, 2006 and 2005, there were no shares outstanding of the Class B common stock, excess stock or preferred stock.

95



Share Repurchase Program

        On February 7, 2006, our Board of Directors authorized a share repurchase program which was implemented on February 10, 2006 and completed in February 2007. Under the repurchase program, we were authorized to spend up to $3.0 billion to repurchase outstanding shares of our common stock. On February 27, 2007, our Board of Directors authorized the repurchase of an additional $1.0 billion of our common stock. This program may be suspended or discontinued at any time. The source of funds for the purchases is our existing cash on hand and cash from operations. Purchases are made in the open market, through block trades and other negotiated transactions. Repurchased shares are retired but remain authorized for registration and issuance in the future. Through December 31, 2006, we repurchased 184.1 million shares for $2.98 billion, at an average price of $16.16 per share, resulting in a decrease in Stockholders' Equity. The $2.98 billion decrease in Stockholders' Equity was recorded as a decrease of $1,452.5 million to "Common stock and additional paid in capital" and an increase of $1,524.6 million to "Accumulated deficit" in the Consolidated Balance Sheets during the year ended December 31, 2006.

Other Comprehensive Income

        The following represents the components of OCI, net of taxes, for the years ended December 31:

 
  2006
  2005
  2004
 
 
  Pre-tax
Amount

  Tax
(Benefit)
Expense

  Net
Amount

  Pre-tax
Amount

  Tax
(Benefit)
Expense

  Net
Amount

  Pre-tax
Amount

  Tax
(Benefit)
Expense

  Net
Amount

 
 
  (Dollars in Millions)

 
Minimum pension liability adjustments   $ 37.8   $ 14.0   $ 23.8   $ 11.4   $ 4.4   $ 7.0   $ 11.4   $ 4.0   $ 7.4  
Foreign currency translation adjustments:                                                        
Unrealized gains     2.2         2.2     2.6         2.6     14.8         14.8  
Unrealized holding gains (losses) on securities:                                                        
Unrealized holding gains (losses)     (21.7 )   (8.0 )   (13.7 )   1.1     0.4     0.7     (9.1 )   (3.5 )   (5.6 )
Less: reclassification adjustment for net losses (gains) recognized during the period     (1.0 )   (0.4 )   (0.6 )   0.6     0.2     0.4     (243.8 )       (243.8 )

96


Accumulated Other Comprehensive Loss

        The following represent the components of accumulated other comprehensive income as of December 31:

 
  2006
  2005
 
 
  (Dollars in Millions)

 
Unamortized net amount resulting from changes in defined benefit plan experience and actuarial assumptions, net of taxes   $ (52.9 ) $  
Unamortized amount resulting from changes in defined benefit plan provisions, net of taxes     (4.1 )    
Minimum pension liability adjustment, net of taxes         (34.4 )
Accumulated unrealized gains on securities, net of taxes     8.8     23.1  
Accumulated foreign currency translation adjustments     (0.5 )   (2.7 )
   
 
 
  Total Accumulated Other Comprehensive Loss   $ (48.7 ) $ (14.0 )
   
 
 

        We recorded a $46.4 million charge to "Accumulated Other Comprehensive Loss" in our Consolidated Balance Sheets as of December 31, 2006 for the initial adoption of SFAS No. 158. See Note 2 for additional information regarding our adoption of SFAS No. 158.

This excerpt taken from the DTV 10-Q filed Nov 9, 2006.

Note 13: Stockholders' Equity

Share Repurchase Program

        On February 7, 2006, our Board of Directors authorized a share repurchase program. Under the repurchase program, we are authorized to spend up to $3.0 billion to repurchase outstanding shares of our common stock. The source of funds for the purchases is from our available cash and cash from operations. We implemented the repurchase program on February 10, 2006. There is no fixed termination date for the repurchase program and purchases may be made in the open market, through block trades and other negotiated transactions. The program may be suspended, discontinued or accelerated at any time. Repurchased shares are retired but remain authorized for registration and issuance in the future. Through September 30, 2006, we have repurchased approximately 182.7 million shares for approximately $2.95 billion, at an average price of $16.12 per share, resulting in a decrease in Stockholders' Equity. The $2.95 billion decrease in Stockholders' Equity was recorded as a decrease of $1,441.5 million to "Common stock and additional paid in capital" and an increase of $1,505.1 million to "Accumulated deficit" in the Consolidated Balance Sheets during the nine months ended September 30, 2006.

Accumulated Other Comprehensive Loss

 
  As of
September 30,
2006

  As of
December 31,
2005

 
 
  (Dollars in Millions)

 
Minimum pension liability adjustment, net of taxes   $ (39.3 ) $ (34.4 )
Accumulated unrealized gains on securities, net of taxes     10.8     23.1  
Accumulated foreign currency translation adjustments     (0.1 )   (2.7 )
   
 
 
  Total Accumulated Other Comprehensive Loss   $ (28.6 ) $ (14.0 )
   
 
 

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Other Comprehensive Income

        Total comprehensive income was as follows:

 
  Three Months Ended
September 30,

  Nine Months Ended
September 30,

 
 
  2006
  2005
  2006
  2005
 
 
  (Dollars in Millions)

 
Net income   $ 370.2   $ 94.6   $ 1,064.1   $ 214.7  
Other comprehensive income (loss):                          
  Minimum pension liability adjustments, net of taxes         (13.8 )   (4.9 )   (13.8 )
  Foreign currency translation adjustments     (0.4 )   (3.7 )   2.6     1.5  
  Unrealized gains (losses) on securities, net of taxes:                          
    Unrealized holding gains (losses)     2.7     5.5     (11.7 )   6.1  
    Less: reclassification adjustment for net (gains) losses recognized during the period             (0.6 )   0.4  
   
 
 
 
 
    Other comprehensive income (loss)     2.3     (12.0 )   (14.6 )   (5.8 )
   
 
 
 
 
      Total comprehensive income   $ 372.5   $ 82.6   $ 1,049.5   $ 208.9  
   
 
 
 
 
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