Annual report pursuant to Section 13 and 15(d)

Capital Stock

v2.4.0.8
Capital Stock
 12 Months Ended
Sep. 29, 2013
Notes to Financial Statements [Abstract]  
Note 5 - Capital Stock
Note 5. 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 distribution of preferred share purchase rights, 4,000,000 shares of preferred stock are designated as Series A Junior Participating Preferred Stock, and such shares are reserved for issuance upon exercise of the preferred share purchase rights. At September 29, 2013 and September 30, 2012, no shares of preferred stock were outstanding.
Preferred Share Purchase Rights Agreement. The Company has a Preferred Share Purchase Rights Agreement (Rights Agreement) to protect stockholders’ interests in the event of a proposed takeover of the Company. Under the original Rights Agreement, adopted on September 26, 1995, the Company declared a dividend of one preferred share purchase right (a Right) for each share of the Company’s common stock outstanding. Pursuant to the Rights Agreement, as amended and restated on December 7, 2006, each Right entitles the registered holder to purchase from the Company a one one-thousandth share of Series A Junior Participating Preferred Stock, $0.0001 par value per share, subject to adjustment for subsequent stock splits, at a purchase price of $180. The Rights are exercisable only if a person or group (an Acquiring Person) acquires beneficial ownership of 20% or more of the Company’s outstanding shares of common stock without approval of the Board of Directors. Upon exercise, holders, other than an Acquiring Person, will have the right, subject to termination, to receive the Company’s common stock or other securities, cash or other assets having a market value, as defined, equal to twice such purchase price. The Rights, which expire on September 25, 2015, are redeemable in whole, but not in part, at the Company’s option prior to the time such Rights are triggered for a price of $0.001 per Right. 
Stock Repurchase Program. On September 11, 2013, the Company announced a new repurchase program authorizing it to repurchase up to $5.0 billion of the Company’s common stock. The stock repurchase program has no expiration date. This $5.0 billion stock repurchase program replaced the previous $5.0 billion stock repurchase program, of which $791 million remained available for repurchase. Any shares repurchased are retired, and the amount paid in excess of par value is recorded to paid-in capital. During fiscal 2013, 2012 and 2011, the Company repurchased and retired 71,696,000, 23,893,000 and 2,878,000 shares of common stock, respectively, for $4.6 billion, $1.3 billion and $142 million, respectively, before commissions. At September 29, 2013, approximately $4.9 billion remained authorized for repurchase under the Company’s stock repurchase program.
In connection with the Company’s prior stock repurchase programs, the Company sold three put options on its own stock during fiscal 2011, of which all expired unexercised during fiscal 2012. During fiscal 2012 and 2011, the Company recognized gains of $80 million and losses of $5 million, respectively, in net investment income due to changes in the fair values of the put options. No put options were outstanding during fiscal 2013.
Dividends. The Company announced increases in its quarterly dividend per share of common stock from $0.19 to $0.215 on March 8, 2011, from $0.215 to $0.25 on March 6, 2012, and from $0.25 to $0.35 on March 5, 2013. Dividends charged to retained earnings in fiscal 2013, 2012 and 2011 were as follows (in millions, except per share data):
 
2013
 
2012
 
2011
 
Per Share
 
Total
 
Per Share
 
Total
 
Per Share
 
Total
First quarter
$
0.250

 
$
435

 
$
0.215

 
$
368

 
$
0.190

 
$
314

Second quarter
0.250

 
439

 
0.215

 
377

 
0.190

 
319

Third quarter
0.350

 
615

 
0.250

 
429

 
0.215

 
360

Fourth quarter
0.350

 
604

 
0.250

 
438

 
0.215

 
368

 
$
1.200

 
$
2,093

 
$
0.930

 
$
1,612

 
$
0.810

 
$
1,361


On October 24, 2013, the Company announced a cash dividend of $0.35 per share of common stock, payable on December 19, 2013 to stockholders of record as of December 2, 2013, which will be reflected in the consolidated financial statements in the first quarter of fiscal 2014.