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0000320193
20150428
10-Q
41
Under the treasury stock method, an increase in the fair market value of the Company’s common stock can result in a greater dilutive effect from potentially dilutive securities.
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The following table shows the computation of basic and diluted earnings per share for the three- and six-month periods ended March 28, 2015 and March 29, 2014 (net income in millions and shares in thousands): Potentially dilutive securities, whose effect would have been antidilutive, were not significant for the three-...
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The Company excluded these securities from the computation of diluted earnings per share.
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Note 2 - Financial Instruments Cash, Cash Equivalents and Marketable Securities The following tables show the Company’s cash and available-for-sale securities’ adjusted cost, gross unrealized gains, gross unrealized losses and fair value by significant investment category recorded as cash and cash equivalents or short-...
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(2) The fair value of Level 2 securities is estimated based on observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable mar...
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The Company may sell certain of its marketable securities prior to their stated maturities for strategic reasons including, but not limited to, anticipation of credit deterioration and duration management.
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The net realized gains or losses recognized by the Company related to such sales were not significant during the three- and six-month periods ended March 28, 2015 and March 29, 2014.
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The maturities of the Company’s long-term marketable securities generally range from one to five years.
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As of March 28, 2015 and September 27, 2014, gross unrealized losses related to individual securities that had been in a continuous loss position for 12 months or longer were not significant.
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During the three- and six-month periods ended March 28, 2015 and March 29, 2014, the Company did not recognize any significant impairment charges.
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As of March 28, 2015, the Company considers the declines in market value of its marketable securities investment portfolio to be temporary in nature and does not consider any of its investments other-than-temporarily impaired.
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The Company typically invests in highly-rated securities, and its investment policy generally limits the amount of credit exposure to any one issuer.
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The policy generally requires investments to be investment grade, with the primary objective of minimizing the potential risk of principal loss.
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Fair values were determined for each individual security in the investment portfolio.
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When evaluating an investment for other-than-temporary impairment the Company reviews factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer and any changes thereto, changes in market interest rates and the Company’s intent to sell, or whet...
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Derivative Financial Instruments The Company uses derivatives to partially offset its business exposure to foreign currency and interest rate risk on expected future cash flows, on net investments in certain foreign subsidiaries and on certain existing assets and liabilities.
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However, the Company may choose not to hedge certain exposures for a variety of reasons including, but not limited to, accounting considerations and the prohibitive economic cost of hedging particular exposures.
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There can be no assurance the hedges will offset more than a portion of the financial impact resulting from movements in foreign currency exchange or interest rates.
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To help protect gross margins from fluctuations in foreign currency exchange rates, certain of the Company’s subsidiaries whose functional currency is the U.S. dollar may hedge a portion of forecasted foreign currency revenue, and subsidiaries whose functional currency is not the U.S. dollar and who sell in local curre...
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The Company may enter into forward contracts, option contracts or other instruments to manage this risk and may designate these instruments as cash flow hedges.
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The Company typically hedges portions of its forecasted foreign currency exposure associated with revenue and inventory purchases, typically for up to 12 months.
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To help protect the net investment in a foreign operation from adverse changes in foreign currency exchange rates, the Company may enter into foreign currency forward and option contracts to offset the changes in the carrying amounts of these investments due to fluctuations in foreign currency exchange rates.
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The Company designates these instruments as net investment hedges.
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The Company may also enter into non-designated foreign currency contracts to partially offset the foreign currency exchange gains and losses generated by the re-measurement of certain assets and liabilities denominated in non-functional currencies.
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The Company may enter into interest rate swaps, options, or other instruments to manage interest rate risk.
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These instruments may offset a portion of changes in income or expense, or changes in fair value of the Company’s long-term debt or investments.
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The Company designates these instruments as either cash flow or fair value hedges.
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The Company’s hedged interest rate transactions as of March 28, 2015 are expected to be recognized within 12 years.
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Cash Flow Hedges The effective portions of cash flow hedges are recorded in accumulated other comprehensive income (“AOCI”) until the hedged item is recognized in earnings.
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Deferred gains and losses associated with cash flow hedges of foreign currency revenue are recognized as a component of net sales in the same period as the related revenue is recognized, and deferred gains and losses related to cash flow hedges of inventory purchases are recognized as a component of cost of sales in th...
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Deferred gains and losses associated with cash flow hedges of interest income or expense are recognized in other income/(expense), net in the same period as the related income or expense is recognized.
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The ineffective portions and amounts excluded from the effectiveness testing of cash flow hedges are recognized in other income/(expense), net.
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These amounts were not significant during the three- and six-month periods ended March 28, 2015 and March 29, 2014.
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Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period.
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Deferred gains and losses in AOCI associated with such derivative instruments are reclassified immediately into other income/(expense), net.
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Any subsequent changes in fair value of such derivative instruments are reflected in other income/(expense), net unless they are re-designated as hedges of other transactions.
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The Company did not recognize any significant net gains or losses related to the loss of hedge designation on discontinued cash flow hedges during the three- and six-month periods ended March 28, 2015 and March 29, 2014.
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Net Investment Hedges The effective portions of net investment hedges are recorded in other comprehensive income (“OCI”) as a part of the cumulative translation adjustment.
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The ineffective portions and amounts excluded from the effectiveness testing of net investment hedges are recognized in other income/(expense), net.
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These amounts were not significant during the three- and six-month periods ended March 28, 2015 and March 29, 2014.
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Fair Value Hedges Gains and losses related to changes in fair value hedges are recognized in earnings along with a corresponding loss or gain related to the change in value of the underlying hedged item.
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The ineffective portions and amounts excluded from the effectiveness testing of fair value hedges recognized were not significant during the three- and six-month periods ended March 28, 2015 and March 29, 2014.
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Non-Designated Derivatives Derivatives that are not designated as hedging instruments are adjusted to fair value through earnings in the financial statement line item to which the derivative relates.
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The net gains and losses recognized for foreign currency forward and option contracts not designated as hedging instruments were not significant during the three- and six-month periods ended March 28, 2015 and March 29, 2014.
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The Company records all derivatives in the Condensed Consolidated Balance Sheets at fair value.
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The Company’s accounting treatment for these derivative instruments is based on its hedge designation.
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The following tables show the Company’s derivative instruments at gross fair value as of March 28, 2015 and September 27, 2014 (in millions): (1) The fair value of derivative assets is measured using Level 2 fair value inputs and is recorded as other current assets in the Condensed Consolidated Balance Sheets.
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(2) The fair value of derivative liabilities is measured using Level 2 fair value inputs and is recorded as accrued expenses in the Condensed Consolidated Balance Sheets.
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The following tables show the pre-tax gains and losses of the Company’s derivative instruments designated as cash flow, net investment and fair value hedges on OCI and the Condensed Consolidated Statements of Operations for the three- and six-month periods ended March 28, 2015 and March 29, 2014 (in millions): The foll...
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The credit risk amounts represent the Company’s gross exposure to potential accounting loss on derivative instruments that are outstanding or unsettled if all counterparties failed to perform according to the terms of the contract, based on then-current currency or interest rates at each respective date.
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The Company’s exposure to credit loss and market risk will vary over time as currency and interest rates change.
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Although the table above reflects the notional and credit risk amounts of the Company’s derivative instruments, it does not reflect the gains or losses associated with the exposures and transactions that the instruments are intended to hedge.
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The amounts ultimately realized upon settlement of these financial instruments, together with the gains and losses on the underlying exposures, will depend on actual market conditions during the remaining life of the instruments.
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The Company generally enters into master netting arrangements, which are designed to reduce credit risk by permitting net settlement of transactions with the same counterparty.
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To further limit credit risk, the Company generally enters into collateral security arrangements that provide for collateral to be received or posted when the net fair value of certain financial instruments fluctuates from contractually established thresholds.
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The Company presents its derivative assets and derivative liabilities at their gross fair values in its Condensed Consolidated Balance Sheets.
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As of March 28, 2015 and September 27, 2014, the Company received $3.7 billion and $2.1 billion, respectively, of cash collateral related to the derivative instruments under its collateral security arrangements, which were recorded as other current liabilities within accrued expenses in the Condensed Consolidated Balan...
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The Company did not have any derivative instruments with credit-risk related contingent features that would require it to post additional collateral as of March 28, 2015 and September 27, 2014.
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Under master netting arrangements with the respective counterparties to the Company’s derivative contracts, the Company is allowed to net settle transactions with a single net amount payable by one party to the other.
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As of March 28, 2015 and September 27, 2014, the potential effects of these rights of set-off associated with the Company’s derivative contracts, including the effects of collateral, would be a reduction to both derivative assets and derivative liabilities of $3.6 billion and $1.6 billion, respectively, resulting in ne...
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Accounts Receivable Trade Receivables The Company has considerable trade receivables outstanding with its third-party cellular network carriers, wholesalers, retailers, value-added resellers, small and mid-sized businesses and education, enterprise and government customers that are not covered by collateral, third-part...
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As of March 28, 2015, the Company had one customer that represented 10% or more of total trade receivables, which accounted for 11%.
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As of September 27, 2014, the Company had two customers that represented 10% or more of total trade receivables, one of which accounted for 16% and the other 13%.
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The Company’s cellular network carriers accounted for 63% and 72% of trade receivables as of March 28, 2015 and September 27, 2014, respectively.
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Vendor Non-Trade Receivables Additionally, the Company has non-trade receivables from certain of its manufacturing vendors resulting from the sale of components to these vendors who manufacture sub-assemblies or assemble final products for the Company.
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Vendor non-trade receivables from three of the Company’s vendors accounted for 48%, 18% and 16% of total vendor non-trade receivables as of March 28, 2015 and three of the Company’s vendors accounted for 51%, 16% and 14% of total vendor non-trade receivables as of September 27, 2014.
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Note 3 - Condensed Consolidated Financial Statement Details The following tables show the Company’s condensed consolidated financial statement details as of March 28, 2015 and September 27, 2014 (in millions): Inventories Property, Plant and Equipment, Net Accrued Expenses Other Non-Current Liabilities Other Income/(Ex...
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The following table summarizes the components of gross and net intangible asset balances as of March 28, 2015 and September 27, 2014 (in millions): Note 5 - Income Taxes As of March 28, 2015, the Company recorded gross unrecognized tax benefits of $4.6 billion, of which $1.6 billion, if recognized, would affect the Com...
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As of September 27, 2014, the total amount of gross unrecognized tax benefits was $4.0 billion, of which $1.4 billion, if recognized, would have affected the Company’s effective tax rate.
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The Company’s total gross unrecognized tax benefits are classified as other non-current liabilities in the Condensed Consolidated Balance Sheets.
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The Company had $844 million and $630 million of gross interest and penalties accrued as of March 28, 2015 and September 27, 2014, respectively, which are classified as other non-current liabilities in the Condensed Consolidated Balance Sheets.
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Management believes that an adequate provision has been made for any adjustments that may result from tax examinations.
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However, the outcome of tax audits cannot be predicted with certainty.
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If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs.
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Although timing of the resolution and/or closure of audits is not certain, the Company does not believe it is reasonably possible that its unrecognized tax benefits would materially change in the next 12 months.
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On June 11, 2014, the European Commission issued an opening decision initiating a formal investigation against Ireland for alleged state aid to the Company.
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The opening decision concerns the allocation of profits for taxation purposes of the Irish branches of two subsidiaries of the Company.
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The Company believes the European Commission’s assertions are without merit.
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If the European Commission were to conclude against Ireland, the European Commission could require Ireland to recover from the Company past taxes covering a period of up to 10 years reflective of the disallowed state aid.
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While such amount could be material, as of March 28, 2015 the Company is unable to estimate the impact.
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Note 6 - Debt Commercial Paper In 2014, the Board of Directors authorized the Company to issue unsecured short-term promissory notes (“Commercial Paper”) pursuant to a commercial paper program.
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The Company intends to use net proceeds from the commercial paper program for general corporate purposes, including dividends and share repurchases.
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As of March 28, 2015 and September 27, 2014, the Company had $3.8 billion and $6.3 billion of Commercial Paper outstanding, respectively, with a weighted-average interest rate of 0.10% and 0.12%, respectively, and maturities generally less than nine months.
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The following table provides a summary of cash flows associated with the issuance and maturities of Commercial Paper for the six months ended March 28, 2015 (in millions): Long-Term Debt As of March 28, 2015, the Company has outstanding floating- and fixed-rate notes with varying maturities for an aggregate principal a...
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The Notes are senior unsecured obligations, and interest is payable in arrears, quarterly for the domestic floating-rate notes, semi-annually for the domestic fixed-rate notes and annually for the foreign fixed-rate notes.
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The following table provides a summary of the Company’s long-term debt as of March 28, 2015 and September 27, 2014: (1) Tranche relates to the $17.0 billion debt issuance in the third quarter of 2013.
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(2) Tranche relates to the $12.0 billion debt issuance in the third quarter of 2014.
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(3) Tranche relates to the $6.5 billion debt issuance in the second quarter of 2015.
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(4) Tranche relates to Euro-denominated debt issuance of €2.8 billion in the first quarter of 2015.
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(5) Tranche relates to Swiss Franc-denominated debt issuance of SFr1.3 billion in the second quarter of 2015.
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During the first six months of 2015, the Company issued €2.8 billion of Euro-denominated notes, $6.5 billion of U.S. dollar-denominated notes and SFr1.3 billion of Swiss Franc-denominated notes.
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To manage foreign currency risk associated with the Euro-denominated notes, the Company entered into currency swaps with an aggregate notional amount of $3.5 billion, which effectively converted the Euro-denominated notes to U.S. dollar-denominated notes.
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To manage interest rate risk on the U.S. dollar-denominated fixed-rate notes maturing in 2020 and 2022, the Company entered into interest rate swaps with an aggregate notional amount of $2.5 billion, which effectively converted the fixed interest rates on these notes to a floating interest rate.
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For further discussion regarding the Company’s use of derivative instruments to manage interest rate and foreign currency risk, see the Derivative Financial Instruments section of Note 2, “Financial Instruments.” The effective interest rates for the Notes include the interest on the Notes, amortization of the discount ...
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The Company recognized $161 million and $289 million of interest expense on its long-term debt for the three- and six-month periods ended March 28, 2015, respectively.
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The Company recognized $84 million and $168 million of interest expense on its long-term debt for the three- and six-month periods ended March 29, 2014, respectively.
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Future principal payments for the Company’s Notes as of March 28, 2015 are as follows (in millions): As of March 28, 2015 and September 27, 2014, the fair value of the Company’s Notes, based on Level 2 inputs, was $40.2 billion and $28.5 billion, respectively.
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Note 7 - Shareholders’ Equity Dividends The Company declared and paid cash dividends per share during the periods presented as follows: Future dividends are subject to declaration by the Board of Directors.
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Share Repurchase Program In 2014, the Company’s Board of Directors increased the share repurchase authorization to $90 billion of the Company’s common stock, of which $80.0 billion had been utilized as of March 28, 2015.
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The Company’s share repurchase program does not obligate it to acquire any specific number of shares.
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