This excerpt taken from the VRSN 8-K filed Nov 5, 2007.
Events (Unaudited) Subsequent to the Date of the Report of Independent Registered Public Accounting Firm
In August 2007, VeriSign issued $1.25 billion principal amount of 3.25% convertible debentures due August 15, 2037, to an initial purchaser in a private offering. The debentures are subordinated in right of payment to the Companys existing and future senior debt and to the other liabilities of the Companys subsidiaries. The debentures are initially convertible, subject to certain conditions, into shares of the Company common stock at a conversion rate of 29.0968 shares of common stock per $1,000 principal amount of debentures, representing an initial effective conversion price of approximately $34.37 per share of common stock. The conversion rate will be subject to adjustment for certain events as outlined in the indenture governing the debentures but will not be adjusted for accrued interest.
In August 2007, the Board of Directors of VeriSign authorized the use of the net proceeds from the issuance of the Debentures to repurchase shares of its common stock in addition to the previously approved 2006 stock repurchase program. The Company used proceeds from the issuance of the convertible debentures to repurchase 12.2 million shares of its common stock for an aggregate of approximately $350.0 million. Additionally, the Company entered into a $600.0 million Accelerated Share Repurchase (ASR) agreement and a $200.0 million Guaranteed Share Repurchase (GSR) agreement with two independent financial institutions. In August 2007, 12.9 million shares of the Companys common stock were delivered to the Company, and the Company expects to receive delivery of up to 6.6 million additional shares of its common stock no later than December 2007. Under the terms of the ASR agreement under the terms of the GSR agreement, in September 2007, 6.3 million shares of the Companys common stock were settled and delivered to the Company.