Annual report pursuant to Section 13 and 15(d)

Capital Stock

v3.3.0.814
Capital Stock
 12 Months Ended
Sep. 27, 2015
Class of Stock Disclosures [Abstract]  
Capital Stock
Note 4. Capital Stock
Preferred Stock. The Company has 8,000,000 shares of preferred stock authorized for issuance in one or more series, at a par value of $0.0001 per share. In conjunction with the Amended and Restated Rights Agreement dated as of September 25, 2005 between the Company and Computershare Trust Company, N.A., as successor Rights Agent to Computershare Investor Services LLC, as amended (the Rights Agreement), 4,000,000 shares of preferred stock were designated as Series A Junior Participating Preferred Stock. The Rights Agreement expired on its scheduled expiration date of September 25, 2015, and all shares of preferred stock previously designated as Series A Junior Participating Preferred Stock were eliminated and returned to the status of authorized but unissued shares of preferred stock, without designation on September 28, 2015. At September 27, 2015 and September 28, 2014, no shares of preferred stock were outstanding.
Stock Repurchase Program. On March 9, 2015, the Company announced a stock repurchase program authorizing it to repurchase up to $15 billion of the Company’s common stock. The stock repurchase program has no expiration date.
In May 2015, the Company entered into two accelerated share repurchase agreements (ASR Agreements) with two financial institutions under which the Company paid an aggregate of $5.0 billion upfront to the financial institutions and received from them an initial delivery of 57,737,000 shares of the Company’s common stock, which were retired and recorded as a $4.0 billion reduction to stockholders’ equity. The remaining payment of $1.0 billion was recorded as a reduction to stockholders’ equity as an unsettled forward contract indexed to the Company’s own stock. During August 2015, the ASR Agreements were completed, and an additional 20,539,000 shares were delivered to the Company, which were retired. In total, the Company purchased 78,276,000 shares based on the average daily volume weighted-average stock price of the Company’s common stock during the respective terms of the ASR Agreements, less a discount.
During fiscal 2015, 2014 and 2013, the Company repurchased and retired an additional 94,159,000, 60,253,000 and 71,696,000 shares of common stock, respectively, for $6.2 billion, $4.5 billion and $4.6 billion, respectively, before commissions. To reflect share repurchases in the consolidated balance sheet, the Company (i) reduces common stock for the par value of the shares, (ii) reduces paid-in capital for the amount in excess of par to zero during the quarter in which the shares are repurchased and (iii) records the residual amount to retained earnings. At September 27, 2015, $6.9 billion remained authorized for repurchase under the Company’s stock repurchase program. Since September 27, 2015, the Company repurchased and retired 24,561,000 shares of common stock for $1.4 billion.
Dividends. On October 9, 2015, the Company announced a cash dividend of $0.48 per share on the Company’s common stock, payable on December 18, 2015 to stockholders of record as of the close of business on December 1, 2015. Dividends charged to retained earnings in fiscal 2015, 2014 and 2013 were as follows (in millions, except per share data):
 
2015
 
2014
 
2013
 
Per Share
 
Total
 
Per Share
 
Total
 
Per Share
 
Total
First quarter
$
0.42

 
$
710

 
$
0.35

 
$
599

 
$
0.25

 
$
435

Second quarter
0.42

 
702

 
0.35

 
599

 
0.25

 
439

Third quarter
0.48

 
771

 
0.42

 
718

 
0.35

 
615

Fourth quarter
0.48

 
749

 
0.42

 
713

 
0.35

 
604

 
$
1.80

 
$
2,932

 
$
1.54

 
$
2,629

 
$
1.20

 
$
2,093