| _id | dd4b9d2ee |
| title |  |
| text | management 2019s discussion and analysis of financial condition and results of operations 82 fifth third bancorp to 100 million shares of its outstanding common stock in the open market or in privately negotiated transactions , and to utilize any derivative or similar instrument to affect share repurchase transactions .
this share repurchase authorization replaced the board 2019s previous authorization .

on may 21 , 2013 , the bancorp entered into an accelerated share repurchase transaction with a counterparty pursuant to which the bancorp purchased 25035519 shares , or approximately $ 539 million , of its outstanding common stock on may 24 , 2013 .
the bancorp repurchased the shares of its common stock as part of its 100 million share repurchase program previously announced on march 19 , 2013 .

at settlement of the forward contract on october 1 , 2013 , the bancorp received an additional 4270250 shares which were recorded as an adjustment to the basis in the treasury shares purchased on the acquisition date .
on november 13 , 2013 , the bancorp entered into an accelerated share repurchase transaction with a counterparty pursuant to which the bancorp purchased 8538423 shares , or approximately $ 200 million , of its outstanding common stock on november 18 , 2013 .

the bancorp repurchased the shares of its common stock as part of its board approved 100 million share repurchase program previously announced on march 19 , 2013 .
the bancorp expects the settlement of the transaction to occur on or before february 28 , 2014 .

on december 10 , 2013 , the bancorp entered into an accelerated share repurchase transaction with a counterparty pursuant to which the bancorp purchased 19084195 shares , or approximately $ 456 million , of its outstanding common stock on december 13 , 2013 .
the bancorp repurchased the shares of its common stock as part of its board approved 100 million share repurchase program previously announced on march 19 , 2013 .

the bancorp expects the settlement of the transaction to occur on or before march 26 , 2014 .
on january 28 , 2014 , the bancorp entered into an accelerated share repurchase transaction with a counterparty pursuant to which the bancorp purchased 3950705 shares , or approximately $ 99 million , of its outstanding common stock on january 31 , 2014 .

the bancorp repurchased the shares of its common stock as part of its board approved 100 million share repurchase program previously announced on march 19 , 2013 .
the bancorp expects the settlement of the transaction to occur on or before march 26 , 2014 .
table 61 : share repurchases .

( a ) in march 2013 , the bancorp announced that its board of directors had authorized management to purchase 100 million shares of the bancorp 2019s common stock through the open market or in any private transaction .
the authorization does not include specific price targets or an expiration date .
this share repurchase authorization replaces the board 2019s previous authorization pursuant to which approximately 54 million shares remained available for repurchase by the bancorp .

( b ) excludes 1863097 , 2059003 and 1164254 shares repurchased during 2013 , 2012 , and 2011 , respectively , in connection with various employee compensation plans .
these repurchases are not included in the calculation for average price paid and do not count against the maximum number of shares that may yet be repurchased under the board of directors 2019 authorization .

stress tests and ccar the frb issued guidelines known as ccar , which provide a common , conservative approach to ensure bhcs , including the bancorp , hold adequate capital to maintain ready access to funding , continue operations and meet their obligations to creditors and counterparties , and continue to serve as credit intermediaries , even in adverse conditions .

the ccar process requires the submission of a comprehensive capital plan that assumes a minimum planning horizon of nine quarters under various economic scenarios .

the mandatory elements of the capital plan are an assessment of the expected use and sources of capital over the planning horizon , a description of all planned capital actions over the planning horizon , a discussion of any expected changes to the bancorp 2019s business plan that are likely to have a material impact on its capital adequacy or liquidity , a detailed description of the bancorp 2019s process for assessing capital adequacy and the bancorp 2019s capital policy .

the capital plan must reflect the revised capital framework that the frb adopted in connection with the implementation of the basel iii accord , including the framework 2019s minimum regulatory capital ratios and transition arrangements .
the frb 2019s review of the capital plan will assess the comprehensiveness of the capital plan , the reasonableness of the assumptions and the analysis underlying the capital plan .

additionally , the frb reviews the robustness of the capital adequacy process , the capital policy and the bancorp 2019s ability to maintain capital above the minimum regulatory capital ratios as they transition to basel iii and above a basel i tier 1 common ratio of 5 percent under baseline and stressful conditions throughout a nine- quarter planning horizon .
the frb issued stress testing rules that implement section 165 ( i ) ( 1 ) and ( i ) ( 2 ) of the dfa .

large bhcs , including the bancorp , are subject to the final stress testing rules .
the rules require both supervisory and company-run stress tests , which provide forward- looking information to supervisors to help assess whether institutions have sufficient capital to absorb losses and support operations during adverse economic conditions .
in march of 2013 , the frb announced it had completed the 2013 ccar .

for bhcs that proposed capital distributions in their plan , the frb either objected to the plan or provided a non- objection whereby the frb concurred with the proposed 2013 capital distributions .

the frb indicated to the bancorp that it did not object to the following proposed capital actions for the period beginning april 1 , 2013 and ending march 31 , 2014 : f0b7 increase in the quarterly common stock dividend to $ 0.12 per share ; f0b7 repurchase of up to $ 750 million in trups subject to the determination of a regulatory capital event and replacement with the issuance of a similar amount of tier ii-qualifying subordinated debt ; f0b7 conversion of the $ 398 million in outstanding series g 8.5%

of the $ 398 million in outstanding series g 8.5% ( 8.5 % ) convertible preferred stock into approximately 35.5 million common shares issued to the holders .

if this conversion were to occur , the bancorp would intend to repurchase common shares equivalent to those issued in the conversion up to $ 550 million in market value , and issue $ 550 million in preferred stock;

 |
| table | for the years ended december 31                 | 2013                   | 2012                   | 2011
----------------------------------------------- | ---------------------- | ---------------------- | --------
shares authorized for repurchase at january 1   | 63046682               | 19201518               | 19201518
additional authorizations ( a )                 | 45541057               | 86269178               | -
share repurchases ( b )                         | -65516126 ( 65516126 ) | -42424014 ( 42424014 ) | -
shares authorized for repurchase at december 31 | 43071613               | 63046682               | 19201518
average price paid per share                    | $ 18.80                | $ 14.82                | n/a |


| _id | dd4bc4b46 |
| title |  |
| text | stock performance graph this performance graph shall not be deemed 201cfiled 201d for purposes of section 18 of the exchange act , or incorporated by reference into any filing of quintiles ims holdings , inc .
under the exchange act or under the securities act , except as shall be expressly set forth by specific reference in such filing .

the following graph shows a comparison from may 9 , 2013 ( the date our common stock commenced trading on the nyse ) through december 31 , 2016 of the cumulative total return for our common stock , the standard & poor 2019s 500 stock index ( 201cs&p 500 201d ) and a select peer group .

the peer group consists of cerner corporation , charles river laboratories , inc. , dun & bradstreet corporation , equifax inc. , icon plc , ihs markit ltd. , inc research holdings , laboratory corporation of america holdings , nielsen n.v. , parexel international corporation , inc. , pra health sciences , inc. , thomson reuters corporation and verisk analytics , inc .

the companies in our peer group are publicly traded information services , information technology or contract research companies , and thus share similar business model characteristics to quintilesims , or provide services to similar customers as quintilesims .
many of these companies are also used by our compensation committee for purposes of compensation benchmarking .

the graph assumes that $ 100 was invested in quintilesims , the s&p 500 and the peer group as of the close of market on may 9 , 2013 , assumes the reinvestments of dividends , if any .
the s&p 500 and our peer group are included for comparative purposes only .

they do not necessarily reflect management 2019s opinion that the s&p 500 and our peer group are an appropriate measure of the relative performance of the stock involved , and they are not intended to forecast or be indicative of possible future performance of our common stock .
s&p 500 quintilesims peer group .

item 6 .
selected financial data we have derived the following consolidated statements of income data for 2016 , 2015 and 2014 and consolidated balance sheet data as of december 31 , 2016 and 2015 from our audited consolidated financial

 |
| table | | 5/9/2013 | 12/31/2013 | 12/31/2014 | 12/31/2015 | 12/31/2016
---------- | -------- | ---------- | ---------- | ---------- | ----------
q          | $ 100    | $ 110      | $ 140      | $ 163      | $ 181
peer group | $ 100    | $ 116      | $ 143      | $ 151      | $ 143
s&p 500    | $ 100    | $ 114      | $ 127      | $ 126      | $ 138 |


| _id | dd49822ca |
| title |  |
| text | c o n s t e l l a t i o n b r a n d s , i n c .
baroness philippine de rothschild announced an agree- ment to maintain equal ownership of opus one .
opus one produces fine wines at its napa valley winery .
the acquisition of robert mondavi supports the com- pany 2019s strategy of strengthening the breadth of its portfolio across price segments to capitalize on the overall growth in the premium , super-premium and fine wine categories .

the company believes that the acquired robert mondavi brand names have strong brand recognition globally .
the vast majority of sales from these brands are generated in the united states .
the company is leveraging the robert mondavi brands in the united states through its selling , marketing and distribution infrastructure .
the company also intends to further expand distribution for the robert mondavi brands in europe through its constellation europe infrastructure .

the robert mondavi acquisition supports the com- pany 2019s strategy of growth and breadth across categories and geographies , and strengthens its competitive position in its core markets .
the robert mondavi acquisition provides the company with a greater presence in the growing premium , super-premium and fine wine sectors within the united states and the ability to capitalize on the broader geographic distribution in strategic international markets .

in particular , the company believes there are growth opportunities for premium , super-premium and fine wines in the united kingdom and other 201cnew world 201d wine markets .
total con- sideration paid in cash to the robert mondavi shareholders was $ 1030.7 million .
additionally , the company incurred direct acquisition costs of $ 12.0 million .
the purchase price was financed with borrowings under the company 2019s 2004 credit agreement ( as defined in note 9 ) .

in accordance with the purchase method of accounting , the acquired net assets are recorded at fair value at the date of acquisition .
the purchase price was based primarily on the estimated future operating results of the robert mondavi business , including the factors described above , as well as an estimated benefit from operating cost synergies .

the results of operations of the robert mondavi busi- ness are reported in the constellation wines segment and have been included in the consolidated statements of income since the acquisition date .
the following table summarizes the fair values of the assets acquired and liabilities assumed in the robert mondavi acquisition at the date of acquisition , as adjusted for the final appraisal : ( in thousands ) .

the trademarks are not subject to amortization .
none of the goodwill is expected to be deductible for tax purposes .
following the robert mondavi acquisition , the company sold certain of the acquired vineyard properties and related assets , investments accounted for under the equity method , and other winery properties and related assets , during the years ended february 28 , 2006 , and february 28 , 2005 .

the company realized net proceeds of $ 170.8 million from the sale of these assets during the year ended february 28 , 2006 .
amounts realized during the year ended february 28 , 2005 , were not material .
no gain or loss has been recognized upon the sale of these assets .

hardy acquisition 2013 on march 27 , 2003 , the company acquired control of brl hardy limited , now known as hardy wine company limited ( 201chardy 201d ) , and on april 9 , 2003 , the company completed its acquisition of all of hardy 2019s outstanding capital stock .
as a result of the acquisi- tion of hardy , the company also acquired the remaining 50% ( 50 % ) ownership of pacific wine partners llc ( 201cpwp 201d ) , the joint venture the company established with hardy in july 2001 .

the acquisition of hardy along with the remaining interest in pwp is referred to together as the 201chardy acquisition . 201d through this acquisition , the company acquired one of australia 2019s largest wine producers with interests in wineries and vineyards in most of australia 2019s major wine regions as well as new zealand and the united states and hardy 2019s marketing and sales operations in the united kingdom .
in october 2005 , pwp was merged into another subsidiary of the company .

total consideration paid in cash and class a common stock to the hardy shareholders was $ 1137.4 million .
additionally , the company recorded direct acquisition costs of $ 17.2 million .
the acquisition date for accounting pur- poses is march 27 , 2003 .
the company has recorded a $ 1.6 million reduction in the purchase price to reflect imputed interest between the accounting acquisition date and the final payment of consideration .

this charge is included as interest expense in the consolidated statement of income for the year ended february 29 , 2004 .
the cash portion of the purchase price paid to the hardy shareholders and optionholders ( $ 1060.2 million ) was financed with $ 660.2 million of borrowings under the company 2019s then existing credit agreement and $ 400.0 million of borrowings under the company 2019s then existing bridge loan agreement .

addi- tionally , the company issued 6577826 shares of the com- pany 2019s class a common stock , which were valued at $ 77.2 million based on the simple average of the closing market price of the company 2019s class a common stock beginning two days before and ending two days after april 4 , 2003 , the day the hardy shareholders elected the form of consid- eration they wished to receive .

the purchase price was based primarily on a discounted cash flow analysis that contemplated , among other things , the value of a broader geographic distribution in strategic international markets and a presence in the important australian winemaking regions .
the company and hardy have complementary businesses that share a common growth orientation and operating philosophy .
the hardy acquisition supports the company 2019s strategy of growth and breadth across categories

 |
| table | current assets               | $ 513782
---------------------------- | ---------
property plant and equipment | 438140
other assets                 | 124450
trademarks                   | 138000
goodwill                     | 634203
total assets acquired        | 1848575
current liabilities          | 310919
long-term liabilities        | 494995
total liabilities assumed    | 805914
net assets acquired          | $ 1042661 |


| _id | dd4b8eece |
| title |  |
| text | issuer purchases of equity securities the following table provides information about our repurchases of common stock during the three-month period ended december 31 , 2012 .
period total number of shares purchased average price paid per total number of shares purchased as part of publicly announced program ( a ) amount available for future share repurchases the program ( b ) ( in millions ) .

( a ) we repurchased a total of 3.1 million shares of our common stock for $ 286 million during the quarter ended december 31 , 2012 under a share repurchase program that we announced in october 2010 .
( b ) our board of directors has approved a share repurchase program for the repurchase of our common stock from time-to-time , authorizing an amount available for share repurchases of $ 6.5 billion .

under the program , management has discretion to determine the dollar amount of shares to be repurchased and the timing of any repurchases in compliance with applicable law and regulation .
the program does not have an expiration date .
as of december 31 , 2012 , we had repurchased a total of 54.3 million shares under the program for $ 4.2 billion.

 |
| table | period                                 | total number of shares purchased | average price paid per share | total number of shares purchased as part of publicly announced program ( a ) | amount available for future share repurchases under the program ( b ) ( in millions )
-------------------------------------- | -------------------------------- | ---------------------------- | ---------------------------------------------------------------------------- | -------------------------------------------------------------------------------------
october 1 2012 2013 october 28 2012    | 842445                           | $ 93.38                      | 842445                                                                       | $ 2522
october 29 2012 2013 november 25 2012  | 872973                           | 90.86                        | 872973                                                                       | 2443
november 26 2012 2013 december 31 2012 | 1395288                          | 92.02                        | 1395288                                                                      | 2315
total                                  | 3110706                          | $ 92.07                      | 3110706                                                                      | $ 2315 |


| _id | dd4bea4b8 |
| title |  |
| text | american tower corporation and subsidiaries notes to consolidated financial statements six-month offering period .
the weighted average fair value per share of espp share purchase options during the year ended december 31 , 2014 , 2013 and 2012 was $ 14.83 , $ 13.42 and $ 13.64 , respectively .
at december 31 , 2014 , 3.4 million shares remain reserved for future issuance under the plan .

key assumptions used to apply the black-scholes pricing model for shares purchased through the espp for the years ended december 31 , are as follows: .

16 .
equity mandatory convertible preferred stock offering 2014on may 12 , 2014 , the company completed a registered public offering of 6000000 shares of its 5.25% ( 5.25 % ) mandatory convertible preferred stock , series a , par value $ 0.01 per share ( the 201cmandatory convertible preferred stock 201d ) .
the net proceeds of the offering were $ 582.9 million after deducting commissions and estimated expenses .

the company used the net proceeds from this offering to fund acquisitions , including the acquisition from richland , initially funded by indebtedness incurred under the 2013 credit facility .
unless converted earlier , each share of the mandatory convertible preferred stock will automatically convert on may 15 , 2017 , into between 0.9174 and 1.1468 shares of common stock , depending on the applicable market value of the common stock and subject to anti-dilution adjustments .

subject to certain restrictions , at any time prior to may 15 , 2017 , holders of the mandatory convertible preferred stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate then in effect .

dividends on shares of mandatory convertible preferred stock are payable on a cumulative basis when , as and if declared by the company 2019s board of directors ( or an authorized committee thereof ) at an annual rate of 5.25% ( 5.25 % ) on the liquidation preference of $ 100.00 per share , on february 15 , may 15 , august 15 and november 15 of each year , commencing on august 15 , 2014 to , and including , may 15 , 2017 .

the company may pay dividends in cash or , subject to certain limitations , in shares of common stock or any combination of cash and shares of common stock .
the terms of the mandatory convertible preferred stock provide that , unless full cumulative dividends have been paid or set aside for payment on all outstanding mandatory convertible preferred stock for all prior dividend periods , no dividends may be declared or paid on common stock .

stock repurchase program 2014in march 2011 , the board of directors approved a stock repurchase program , pursuant to which the company is authorized to purchase up to $ 1.5 billion of common stock ( 201c2011 buyback 201d ) .
in september 2013 , the company temporarily suspended repurchases in connection with its acquisition of mipt .

under the 2011 buyback , the company is authorized to purchase shares from time to time through open market purchases or privately negotiated transactions at prevailing prices in accordance with securities laws and other legal requirements , and subject to market conditions and other factors .
to facilitate repurchases , the company

 |
| table | | 2014                                       | 2013                                       | 2012
----------------------------------------------------------------------------- | ------------------------------------------ | ------------------------------------------ | ------------------------------------------
range of risk-free interest rate                                              | 0.06% ( 0.06 % ) 2013 0.11% ( 0.11 % )     | 0.07% ( 0.07 % ) 2013 0.13% ( 0.13 % )     | 0.05% ( 0.05 % ) 2013 0.12% ( 0.12 % )
weighted average risk-free interest rate                                      | 0.09% ( 0.09 % )                           | 0.10% ( 0.10 % )                           | 0.08% ( 0.08 % )
expected life of shares                                                       | 6 months                                   | 6 months                                   | 6 months
range of expected volatility of underlying stock price over the option period | 11.29% ( 11.29 % ) 2013 16.59% ( 16.59 % ) | 12.21% ( 12.21 % ) 2013 13.57% ( 13.57 % ) | 33.16% ( 33.16 % ) 2013 33.86% ( 33.86 % )
weighted average expected volatility of underlying stock price                | 14.14% ( 14.14 % )                         | 12.88% ( 12.88 % )                         | 33.54% ( 33.54 % )
expected annual dividend yield                                                | 1.50% ( 1.50 % )                           | 1.50% ( 1.50 % )                           | 1.50% ( 1.50 % ) |


| _id | dd4c64272 |
| title |  |
| text | jpmorgan chase & co./2010 annual report 273 the following table presents the u.s .
and non-u.s .
components of income before income tax expense/ ( benefit ) and extraordinary gain for the years ended december 31 , 2010 , 2009 and 2008 .
year ended december 31 , ( in millions ) 2010 2009 2008 .

non-u.s. ( a ) 8291 9804 4867 income before income tax expense/ ( benefit ) and extraordinary gain $ 24859 $ 16067 $ 2773 ( a ) for purposes of this table , non-u.s .
income is defined as income generated from operations located outside the u.s .

note 28 2013 restrictions on cash and intercompany funds transfers the business of jpmorgan chase bank , national association ( 201cjpmorgan chase bank , n.a . 201d ) is subject to examination and regulation by the office of the comptroller of the currency ( 201cocc 201d ) .
the bank is a member of the u.s .
federal reserve sys- tem , and its deposits in the u.s .
are insured by the fdic .

are insured by the fdic .
the board of governors of the federal reserve system ( the 201cfed- eral reserve 201d ) requires depository institutions to maintain cash reserves with a federal reserve bank .
the average amount of reserve balances deposited by the firm 2019s bank subsidiaries with various federal reserve banks was approximately $ 803 million and $ 821 million in 2010 and 2009 , respectively .
restrictions imposed by u.s .

restrictions imposed by u.s .
federal law prohibit jpmorgan chase and certain of its affiliates from borrowing from banking subsidiar- ies unless the loans are secured in specified amounts .
such secured loans to the firm or to other affiliates are generally limited to 10% ( 10 % ) of the banking subsidiary 2019s total capital , as determined by the risk- based capital guidelines ; the aggregate amount of all such loans is limited to 20% ( 20 % ) of the banking subsidiary 2019s total capital .

the principal sources of jpmorgan chase 2019s income ( on a parent company 2013only basis ) are dividends and interest from jpmorgan chase bank , n.a. , and the other banking and nonbanking subsidi- aries of jpmorgan chase .

in addition to dividend restrictions set forth in statutes and regulations , the federal reserve , the occ and the fdic have authority under the financial institutions supervisory act to prohibit or to limit the payment of dividends by the banking organizations they supervise , including jpmorgan chase and its subsidiaries that are banks or bank holding companies , if , in the banking regulator 2019s opinion , payment of a dividend would consti- tute an unsafe or unsound practice in light of the financial

or unsound practice in light of the financial condi- tion of the banking organization .

at january 1 , 2011 , jpmorgan chase 2019s banking subsidiaries could pay , in the aggregate , $ 2.0 billion in dividends to their respective bank holding companies without the prior approval of their relevant banking regulators .
the capacity to pay dividends in 2011 will be supplemented by the banking subsidiaries 2019 earnings during the in compliance with rules and regulations established by u.s .
and non-u.s .

and non-u.s .
regulators , as of december 31 , 2010 and 2009 , cash in the amount of $ 25.0 billion and $ 24.0 billion , respectively , and securities with a fair value of $ 9.7 billion and $ 10.2 billion , respec- tively , were segregated in special bank accounts for the benefit of securities and futures brokerage customers .
note 29 2013 capital the federal reserve establishes capital requirements , including well-capitalized standards for the consolidated financial holding company .

the occ establishes similar capital requirements and standards for the firm 2019s national banks , including jpmorgan chase bank , n.a. , and chase bank usa , n.a .
there are two categories of risk-based capital : tier 1 capital and tier 2 capital .
tier 1 capital consists of common stockholders 2019 equity , perpetual preferred stock , noncontrolling interests in sub- sidiaries and trust preferred capital debt securities , less goodwill and certain other adjustments .

tier 2 capital consists of preferred stock not qualifying as tier 1 , subordinated long-term debt and other instruments qualifying as tier 2 , and the aggregate allowance for credit losses up to a certain percentage of risk-weighted assets .
total capital is tier 1 capital plus tier 2 capital .

under the risk- based capital guidelines of the federal reserve , jpmorgan chase is required to maintain minimum ratios of tier 1 and total capital to risk-weighted assets , as well as minimum leverage ratios ( which are defined as tier 1 capital divided by adjusted quarterly average assets ) .
failure to meet these minimum requirements could cause the federal reserve to take action .
banking subsidiaries also are subject to these capital requirements by their respective primary regulators .

as of december 31 , 2010 and 2009 , jpmorgan chase and all of its banking subsidiaries were well-capitalized and met all capital requirements to which each was subject.

 |
| table | year ended december 31 ( in millions )                             | 2010    | 2009    | 2008
------------------------------------------------------------------ | ------- | ------- | ----------------
u.s .                                                              | $ 16568 | $ 6263  | $ -2094 ( 2094 )
non-u.s. ( a )                                                     | 8291    | 9804    | 4867
income before incometax expense/ ( benefit ) andextraordinary gain | $ 24859 | $ 16067 | $ 2773 |


| _id | dd4c5b0c8 |
| title |  |
| text | the graph below shows a five-year comparison of the cumulative shareholder return on the company's common stock with the cumulative total return of the s&p small cap 600 index and the russell 1000 index , both of which are published indices .
comparison of five-year cumulative total return from december 31 , 2005 to december 31 , 2010 assumes $ 100 invested with reinvestment of dividends period indexed returns .

2005 2006 2007 2008 2009 2010 smith ( a o ) corp s&p smallcap 600 index russell 1000 index

 |
| table | company/index           | baseperiod 12/31/05 | baseperiod 12/31/06 | baseperiod 12/31/07 | baseperiod 12/31/08 | baseperiod 12/31/09 | 12/31/10
----------------------- | ------------------- | ------------------- | ------------------- | ------------------- | ------------------- | --------
a o smith corp          | 100.0               | 108.7               | 103.3               | 88.8                | 133.6               | 178.8
s&p small cap 600 index | 100.0               | 115.1               | 114.8               | 78.1                | 98.0                | 123.8
russell 1000 index      | 100.0               | 115.5               | 122.1               | 76.2                | 97.9                | 113.6 |


| _id | dd4c52518 |
| title |  |
| text | packaging corporation of america notes to consolidated financial statements ( continued ) december 31 , 2002 2 .
summary of significant accounting policies ( continued ) stock-based compensation pca entered into management equity agreements in june 1999 with 125 of its management-level employees .

these agreements provide for the grant of options to purchase up to an aggregate of 6576460 shares of pca 2019s common stock at $ 4.55 per share , the same price per share at which pca holdings llc purchased common stock in the transactions .
the agreement called for these options to vest ratably over a five-year period , or upon completion of an initial public offering , full vesting with contractual restrictions on transfer for a period of up to 18 months following completion of the offering .

the options vested with the initial public offering in january 2000 , and the restriction period ended august , 2001 .
in october 1999 , the company adopted a long-term equity incentive plan , which provides for grants of stock options , stock appreciation rights ( sars ) , restricted stock and performance awards to directors , officers and employees of pca , as well as others who engage in services for pca .

option awards granted to officers and employees vest ratably over a four-year period , whereas option awards granted to directors vest immediately .
under the plan , which will terminate on june 1 , 2009 , up to 4400000 shares of common stock is available for issuance under the long-term equity incentive plan .
a summary of the company 2019s stock option activity , and related information for the years ended december 31 , 2002 , 2001 and 2000 follows : options weighted-average exercise price .

clean proof : for cycle 12

 |
| table | | options              | weighted-average exercise price
------------------------ | -------------------- | -------------------------------
balance january 1 2000   | 6569200              | $ 4.55
granted                  | 1059700              | 11.92
exercised                | -398138 ( 398138 )   | 4.55
forfeited                | -26560 ( 26560 )     | 6.88
balance december 31 2000 | 7204202              | $ 5.62
granted                  | 953350               | 15.45
exercised                | -1662475 ( 1662475 ) | 4.59
forfeited                | -16634 ( 16634 )     | 11.18
balance december 31 2001 | 6478443              | $ 7.31
granted                  | 871000               | 19.55
exercised                | -811791 ( 811791 )   | 5.52
forfeited                | -63550 ( 63550 )     | 15.44
balance december 31 2002 | 6474102              | $ 9.10 |


| _id | dd4bd2732 |
| title |  |
| text | a valuation allowance has been established for certain deferred tax assets related to the impairment of investments .

accounting for uncertainty in income taxes during fiscal 2011 and 2010 , our aggregate changes in our total gross amount of unrecognized tax benefits are summarized as follows ( in thousands ) : beginning balance gross increases in unrecognized tax benefits 2013 prior year tax positions gross decreases in unrecognized tax benefits 2013 prior year tax positions gross increases in unrecognized tax benefits 2013 current year tax positions settlements with taxing authorities lapse of statute of limitations

authorities lapse of statute of limitations foreign exchange gains and losses ending balance $ 156925 11901 ( 4154 ) 32420 ( 29101 ) ( 3825 ) $ 163607 $ 218040 ( 7104 ) 15108 ( 70484 ) ( 7896 ) $ 156925 as of december 2 , 2011 , the combined amount of accrued interest and penalties related to tax positions taken on our tax returns and included in non-current income taxes payable was approximately $ 12.3 million .

we file income tax returns in the u.s .
on a federal basis and in many u.s .
state and foreign jurisdictions .
we are subject to the continual examination of our income tax returns by the irs and other domestic and foreign tax authorities .
our major tax jurisdictions are the u.s. , ireland and california .
for california , ireland and the u.s. , the earliest fiscal years open for examination are 2005 , 2006 and 2008 , respectively .

we regularly assess the likelihood of outcomes resulting from these examinations to determine the adequacy of our provision for income taxes and have reserved for potential adjustments that may result from the current examination .
we believe such estimates to be reasonable ; however , there can be no assurance that the final determination of any of these examinations will not have an adverse effect on our operating results and financial position .

in august 2011 , a canadian income tax examination covering our fiscal years 2005 through 2008 was completed .
our accrued tax and interest related to these years was approximately $ 35 million and was previously reported in long-term income taxes payable .
we reclassified approximately $ 17 million to short-term income taxes payable and decreased deferred tax assets by approximately $ 18 million in conjunction with the aforementioned resolution .

the $ 17 million balance in short-term income taxes payable is partially secured by a letter of credit and is expected to be paid by the first quarter of fiscal 2012 .
in october 2010 , a u.s .
income tax examination covering our fiscal years 2005 through 2007 was completed .
our accrued tax and interest related to these years was $ 59 million and was previously reported in long-term income taxes payable .
we paid $ 20 million in conjunction with the aforementioned resolution .

a net income statement tax benefit in the fourth quarter of fiscal 2010 of $ 39 million resulted .
the timing of the resolution of income tax examinations is highly uncertain as are the amounts and timing of tax payments that are part of any audit settlement process .
these events could cause large fluctuations in the balance sheet classification of current and non-current assets and liabilities .

the company believes that before the end of fiscal 2012 , it is reasonably possible that either certain audits will conclude or statutes of limitations on certain income tax examination periods will expire , or both .
given the uncertainties described above , we can only determine a range of estimated potential decreases in underlying unrecognized tax benefits ranging from $ 0 to approximately $ 40 million .
these amounts would decrease income tax expense under current gaap related to income taxes .

note 11 .
restructuring fiscal 2011 restructuring plan in the fourth quarter of fiscal 2011 , in order to better align our resources around our digital media and digital marketing strategies , we initiated a restructuring plan consisting of reductions of approximately 700 full-time positions worldwide and we recorded restructuring charges of approximately $ 78.6 million related to ongoing termination benefits for the position eliminated .

table of contents adobe systems incorporated notes to consolidated financial statements ( continued ) .

a valuation allowance has been established for certain deferred tax assets related to the impairment of investments .

accounting for uncertainty in income taxes during fiscal 2011 and 2010 , our aggregate changes in our total gross amount of unrecognized tax benefits are summarized as follows ( in thousands ) : beginning balance gross increases in unrecognized tax benefits 2013 prior year tax positions gross decreases in unrecognized tax benefits 2013 prior year tax positions gross increases in unrecognized tax benefits 2013 current year tax positions settlements with taxing authorities lapse of statute of limitations

authorities lapse of statute of limitations foreign exchange gains and losses ending balance $ 156925 11901 ( 4154 ) 32420 ( 29101 ) ( 3825 ) $ 163607 $ 218040 ( 7104 ) 15108 ( 70484 ) ( 7896 ) $ 156925 as of december 2 , 2011 , the combined amount of accrued interest and penalties related to tax positions taken on our tax returns and included in non-current income taxes payable was approximately $ 12.3 million .

we file income tax returns in the u.s .
on a federal basis and in many u.s .
state and foreign jurisdictions .
we are subject to the continual examination of our income tax returns by the irs and other domestic and foreign tax authorities .
our major tax jurisdictions are the u.s. , ireland and california .
for california , ireland and the u.s. , the earliest fiscal years open for examination are 2005 , 2006 and 2008 , respectively .

we regularly assess the likelihood of outcomes resulting from these examinations to determine the adequacy of our provision for income taxes and have reserved for potential adjustments that may result from the current examination .
we believe such estimates to be reasonable ; however , there can be no assurance that the final determination of any of these examinations will not have an adverse effect on our operating results and financial position .

in august 2011 , a canadian income tax examination covering our fiscal years 2005 through 2008 was completed .
our accrued tax and interest related to these years was approximately $ 35 million and was previously reported in long-term income taxes payable .
we reclassified approximately $ 17 million to short-term income taxes payable and decreased deferred tax assets by approximately $ 18 million in conjunction with the aforementioned resolution .

the $ 17 million balance in short-term income taxes payable is partially secured by a letter of credit and is expected to be paid by the first quarter of fiscal 2012 .
in october 2010 , a u.s .
income tax examination covering our fiscal years 2005 through 2007 was completed .
our accrued tax and interest related to these years was $ 59 million and was previously reported in long-term income taxes payable .
we paid $ 20 million in conjunction with the aforementioned resolution .

a net income statement tax benefit in the fourth quarter of fiscal 2010 of $ 39 million resulted .
the timing of the resolution of income tax examinations is highly uncertain as are the amounts and timing of tax payments that are part of any audit settlement process .
these events could cause large fluctuations in the balance sheet classification of current and non-current assets and liabilities .

the company believes that before the end of fiscal 2012 , it is reasonably possible that either certain audits will conclude or statutes of limitations on certain income tax examination periods will expire , or both .
given the uncertainties described above , we can only determine a range of estimated potential decreases in underlying unrecognized tax benefits ranging from $ 0 to approximately $ 40 million .
these amounts would decrease income tax expense under current gaap related to income taxes .

note 11 .
restructuring fiscal 2011 restructuring plan in the fourth quarter of fiscal 2011 , in order to better align our resources around our digital media and digital marketing strategies , we initiated a restructuring plan consisting of reductions of approximately 700 full-time positions worldwide and we recorded restructuring charges of approximately $ 78.6 million related to ongoing termination benefits for the position eliminated .

table of contents adobe systems incorporated notes to consolidated financial statements ( continued )

 |
| table | | 2011             | 2010
---------------------------------------------------------------------------- | ---------------- | ----------------
beginning balance                                                            | $ 156925         | $ 218040
gross increases in unrecognized tax benefits 2013 prior year tax positions   | 11901            | 9580
gross decreases in unrecognized tax benefits 2013 prior year tax positions   | -4154 ( 4154 )   | -7104 ( 7104 )
gross increases in unrecognized tax benefits 2013 current year tax positions | 32420            | 15108
settlements with taxing authorities                                          | -29101 ( 29101 ) | -70484 ( 70484 )
lapse of statute of limitations                                              | -3825 ( 3825 )   | -7896 ( 7896 )
foreign exchange gains and losses                                            | -559 ( 559 )     | -319 ( 319 )
ending balance                                                               | $ 163607         | $ 156925 |


| _id | dd4c2afae |
| title |  |
| text | mondavi produces , markets and sells premium , super-premium and fine california wines under the woodbridge by robert mondavi , robert mondavi private selection and robert mondavi winery brand names .
woodbridge and robert mondavi private selection are the leading premium and super-premium wine brands by volume , respectively , in the united states .

the acquisition of robert mondavi supports the company 2019s strategy of strengthening the breadth of its portfolio across price segments to capitalize on the overall growth in the pre- mium , super-premium and fine wine categories .
the company believes that the acquired robert mondavi brand names have strong brand recognition globally .
the vast majority of robert mondavi 2019s sales are generated in the united states .

the company intends to leverage the robert mondavi brands in the united states through its selling , marketing and distribution infrastructure .
the company also intends to further expand distribution for the robert mondavi brands in europe through its constellation europe infrastructure .
the company and robert mondavi have complementary busi- nesses that share a common growth orientation and operating philosophy .

the robert mondavi acquisition provides the company with a greater presence in the fine wine sector within the united states and the ability to capitalize on the broader geographic distribution in strategic international markets .
the robert mondavi acquisition supports the company 2019s strategy of growth and breadth across categories and geographies , and strengthens its competitive position in its core markets .

in par- ticular , the company believes there are growth opportunities for premium , super-premium and fine wines in the united kingdom , united states and other wine markets .
total consid- eration paid in cash to the robert mondavi shareholders was $ 1030.7 million .
additionally , the company expects to incur direct acquisition costs of $ 11.2 million .
the purchase price was financed with borrowings under the company 2019s 2004 credit agreement ( as defined in note 9 ) .

in accordance with the pur- chase method of accounting , the acquired net assets are recorded at fair value at the date of acquisition .
the purchase price was based primarily on the estimated future operating results of robert mondavi , including the factors described above , as well as an estimated benefit from operating cost synergies .

the results of operations of the robert mondavi business are reported in the constellation wines segment and have been included in the consolidated statement of income since the acquisition date .
the following table summarizes the estimated fair values of the assets acquired and liabilities assumed in the robert mondavi acquisition at the date of acquisition .

the company is in the process of obtaining third-party valuations of certain assets and liabilities , and refining its restructuring plan which is under development and will be finalized during the company 2019s year ending february 28 , 2006 ( see note19 ) .
accordingly , the allocation of the purchase price is subject to refinement .
estimated fair values at december 22 , 2004 , are as follows : {in thousands} .

the trademarks are not subject to amortization .
none of the goodwill is expected to be deductible for tax purposes .
in connection with the robert mondavi acquisition and robert mondavi 2019s previously disclosed intention to sell certain of its winery properties and related assets , and other vineyard prop- erties , the company has classified certain assets as held for sale as of february 28 , 2005 .

the company expects to sell these assets during the year ended february 28 , 2006 , for net pro- ceeds of approximately $ 150 million to $ 175 million .
no gain or loss is expected to be recognized upon the sale of these assets .
hardy acquisition 2013 on march 27 , 2003 , the company acquired control of brl hardy limited , now known as hardy wine company limited ( 201chardy 201d ) , and on april 9 , 2003 , the company completed its acquisition of all of hardy 2019s outstanding capital stock .

as a result of the acquisition of hardy , the company also acquired the remaining 50% ( 50 % ) ownership of pacific wine partners llc ( 201cpwp 201d ) , the joint venture the company established with hardy in july 2001 .

the acquisition of hardy along with the remaining interest in pwp is referred to together as the 201chardy acquisition . 201d through this acquisition , the company acquired one of australia 2019s largest wine producers with interests in winer- ies and vineyards in most of australia 2019s major wine regions as well as new zealand and the united states and hardy 2019s market- ing and sales operations in the united kingdom .

total consideration paid in cash and class a common stock to the hardy shareholders was $ 1137.4 million .
additionally , the company recorded direct acquisition costs of $ 17.2 million .
the acquisition date for accounting purposes is march 27 , 2003 .
the company has recorded a $ 1.6 million reduction in the purchase price to reflect imputed interest between the accounting acquisition date and the final payment of consider- ation .

this charge is included as interest expense in the consolidated statement of income for the year ended february 29 , 2004 .
the cash portion of the purchase price paid to the hardy shareholders and optionholders ( $ 1060.2 mil- lion ) was financed with $ 660.2 million of borrowings under the company 2019s then existing credit agreement and $ 400.0 million

 |
| table | current assets               | $ 494788
---------------------------- | ---------
property plant and equipment | 452902
other assets                 | 178823
trademarks                   | 186000
goodwill                     | 590459
total assets acquired        | 1902972
current liabilities          | 309051
long-term liabilities        | 552060
total liabilities acquired   | 861111
net assets acquired          | $ 1041861 |


| _id | dd4bdc084 |
| title |  |
| text | issuer purchases of equity securities during the three months ended december 31 , 2010 , we repurchased 1460682 shares of our common stock for an aggregate of $ 74.6 million , including commissions and fees , pursuant to our publicly announced stock repurchase program , as follows : period total number of shares purchased ( 1 ) average price paid per share total number of shares purchased as part of publicly announced plans or programs approximate dollar value of shares that may yet be purchased under the

of shares that may yet be purchased under the plans or programs ( in millions ) .

( 1 ) repurchases made pursuant to the $ 1.5 billion stock repurchase program approved by our board of directors in february 2008 ( the 201cbuyback 201d ) .
under this program , our management is authorized to purchase shares from time to time through open market purchases or privately negotiated transactions at prevailing prices as permitted by securities laws and other legal requirements , and subject to market conditions and other factors .

to facilitate repurchases , we make purchases pursuant to trading plans under rule 10b5-1 of the exchange act , which allows us to repurchase shares during periods when we otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods .
this program may be discontinued at any time .

this program may be discontinued at any time .
subsequent to december 31 , 2010 , we repurchased 1122481 shares of our common stock for an aggregate of $ 58.0 million , including commissions and fees , pursuant to the buyback .
as of february 11 , 2011 , we had repurchased a total of 30.9 million shares of our common stock for an aggregate of $ 1.2 billion , including commissions and fees pursuant to the buyback .

we expect to continue to manage the pacing of the remaining $ 273.1 million under the buyback in response to general market conditions and other relevant factors.

 |
| table | period               | total number of shares purchased ( 1 ) | average price paid per share | total number of shares purchased as part of publicly announced plans or programs | approximate dollar value of shares that may yet be purchasedunder the plans or programs ( in millions )
-------------------- | -------------------------------------- | ---------------------------- | -------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------
october 2010         | 722890                                 | $ 50.76                      | 722890                                                                           | $ 369.1
november 2010        | 400692                                 | $ 51.81                      | 400692                                                                           | $ 348.3
december 2010        | 337100                                 | $ 50.89                      | 337100                                                                           | $ 331.1
total fourth quarter | 1460682                                | $ 51.08                      | 1460682                                                                          | $ 331.1 |


| _id | dd4c539b8 |
| title |  |
| text | comparable treasury security .
the unamortized discount and debt issuance costs are being amortized over the remaining term of the 2022 notes .
2021 notes .
in may 2011 , the company issued $ 1.5 billion in aggregate principal amount of unsecured unsubordinated obligations .

these notes were issued as two separate series of senior debt securities , including $ 750 million of 4.25% ( 4.25 % ) notes maturing in may 2021 and $ 750 million of floating rate notes ( 201c2013 floating rate notes 201d ) , which were repaid in may 2013 at maturity .
net proceeds of this offering were used to fund the repurchase of blackrock 2019s series b preferred from affiliates of merrill lynch & co. , inc .
( 201cmerrill lynch 201d ) .

( 201cmerrill lynch 201d ) .
interest on the 4.25% ( 4.25 % ) notes due in 2021 ( 201c2021 notes 201d ) is payable semi-annually on may 24 and november 24 of each year , which commenced november 24 , 2011 , and is approximately $ 32 million per year .
the 2021 notes may be redeemed prior to maturity at any time in whole or in part at the option of the company at a 201cmake-whole 201d redemption price .

the unamortized discount and debt issuance costs are being amortized over the remaining term of the 2021 notes .
2019 notes .
in december 2009 , the company issued $ 2.5 billion in aggregate principal amount of unsecured and unsubordinated obligations .

these notes were issued as three separate series of senior debt securities including $ 0.5 billion of 2.25% ( 2.25 % ) notes , which were repaid in december 2012 , $ 1.0 billion of 3.50% ( 3.50 % ) notes , which were repaid in december 2014 at maturity , and $ 1.0 billion of 5.0% ( 5.0 % ) notes maturing in december 2019 ( the 201c2019 notes 201d ) .

net proceeds of this offering were used to repay borrowings under the cp program , which was used to finance a portion of the acquisition of barclays global investors ( 201cbgi 201d ) from barclays on december 1 , 2009 ( the 201cbgi transaction 201d ) , and for general corporate purposes .
interest on the 2019 notes of approximately $ 50 million per year is payable semi- annually in arrears on june 10 and december 10 of each year .

these notes may be redeemed prior to maturity at any time in whole or in part at the option of the company at a 201cmake-whole 201d redemption price .
the unamortized discount and debt issuance costs are being amortized over the remaining term of the 2019 notes .
2017 notes .
in september 2007 , the company issued $ 700 million in aggregate principal amount of 6.25% ( 6.25 % ) senior unsecured and unsubordinated notes maturing on september 15 , 2017 ( the 201c2017 notes 201d ) .

a portion of the net proceeds of the 2017 notes was used to fund the initial cash payment for the acquisition of the fund-of-funds business of quellos and the remainder was used for general corporate purposes .
interest is payable semi-annually in arrears on march 15 and september 15 of each year , or approximately $ 44 million per year .
the 2017 notes may be redeemed prior to maturity at any time in whole or in part at the option of the company at a 201cmake-whole 201d redemption price .

the unamortized discount and debt issuance costs are being amortized over the remaining term of the 2017 notes .
13 .
commitments and contingencies operating lease commitments the company leases its primary office spaces under agreements that expire through 2035 .
future minimum commitments under these operating leases are as follows : ( in millions ) .

rent expense and certain office equipment expense under lease agreements amounted to $ 136 million , $ 132 million and $ 137 million in 2015 , 2014 and 2013 , respectively .
investment commitments .
at december 31 , 2015 , the company had $ 179 million of various capital commitments to fund sponsored investment funds , including consolidated vies .
these funds include private equity funds , real estate funds , infrastructure funds and opportunistic funds .

this amount excludes additional commitments made by consolidated funds of funds to underlying third-party funds as third-party noncontrolling interest holders have the legal obligation to fund the respective commitments of such funds of funds .
in addition to the capital commitments of $ 179 million , the company had approximately $ 38 million of contingent commitments for certain funds which have investment periods that have expired .

generally , the timing of the funding of these commitments is unknown and the commitments are callable on demand at any time prior to the expiration of the commitment .
these unfunded commitments are not recorded on the consolidated statements of financial condition .
these commitments do not include potential future commitments approved by the company that are not yet legally binding .

the company intends to make additional capital commitments from time to time to fund additional investment products for , and with , its clients .
contingencies contingent payments .
the company acts as the portfolio manager in a series of derivative transactions and has a maximum potential exposure of $ 17 million between the company and counterparty .
see note 7 , derivatives and hedging , for further discussion .
contingent payments related to business acquisitions .

in connection with certain acquisitions , blackrock is required to make contingent payments , subject to the acquired businesses achieving specified performance targets over a certain period subsequent to the applicable acquisition date .
the fair value of the remaining aggregate contingent payments at december 31 , 2015 is not significant to the condensed consolidated statement of financial condition and is included in other liabilities.

 |
| table | year       | amount
---------- | ------
2016       | $ 134
2017       | 133
2018       | 131
2019       | 125
2020       | 120
thereafter | 560
total      | $ 1203 |


| _id | dd4be8fc8 |
| title |  |
| text | majority of the increased tax position is attributable to temporary differences .
the increase in 2014 current period tax positions related primarily to the company 2019s change in tax accounting method filed in 2008 for repair and maintenance costs on its utility plant .
the company does not anticipate material changes to its unrecognized tax benefits within the next year .

if the company sustains all of its positions at december 31 , 2014 and 2013 , an unrecognized tax benefit of $ 9444 and $ 7439 , respectively , excluding interest and penalties , would impact the company 2019s effective tax rate .
the following table summarizes the changes in the company 2019s valuation allowance: .

included in 2013 is a discrete tax benefit totaling $ 2979 associated with an entity re-organization within the company 2019s market-based operations segment that allowed for the utilization of state net operating loss carryforwards and the release of an associated valuation allowance .

note 13 : employee benefits pension and other postretirement benefits the company maintains noncontributory defined benefit pension plans covering eligible employees of its regulated utility and shared services operations .
benefits under the plans are based on the employee 2019s years of service and compensation .
the pension plans have been closed for all employees .
the pension plans were closed for most employees hired on or after january 1 , 2006 .

union employees hired on or after january 1 , 2001 had their accrued benefit frozen and will be able to receive this benefit as a lump sum upon termination or retirement .
union employees hired on or after january 1 , 2001 and non-union employees hired on or after january 1 , 2006 are provided with a 5.25% ( 5.25 % ) of base pay defined contribution plan .
the company does not participate in a multiemployer plan .

the company 2019s pension funding practice is to contribute at least the greater of the minimum amount required by the employee retirement income security act of 1974 or the normal cost .
further , the company will consider additional contributions if needed to avoid 201cat risk 201d status and benefit restrictions under the pension protection act of 2006 .
the company may also consider increased contributions , based on other financial requirements and the plans 2019 funded position .

pension plan assets are invested in a number of actively managed and commingled funds including equity and bond funds , fixed income securities , guaranteed interest contracts with insurance companies , real estate funds and real estate investment trusts ( 201creits 201d ) .
pension expense in excess of the amount contributed to the pension plans is deferred by certain regulated subsidiaries pending future recovery in rates charged for utility services as contributions are made to the plans .

( see note 6 ) the company also has unfunded noncontributory supplemental non-qualified pension plans that provide additional retirement benefits to certain employees.

 |
| table | balance at january 1 2012                 | $ 21579
----------------------------------------- | --------------
increases in current period tax positions | 2014
decreases in current period tax positions | -2059 ( 2059 )
balance at december 31 2012               | $ 19520
increases in current period tax positions | 2014
decreases in current period tax positions | -5965 ( 5965 )
balance at december 31 2013               | $ 13555
increases in current period tax positions | 2014
decreases in current period tax positions | -3176 ( 3176 )
balance at december 31 2014               | $ 10379 |


| _id | dd4bca168 |
| title |  |
| text | on october 21 , 2004 , the hartford declared a dividend on its common stock of $ 0.29 per share payable on january 3 , 2005 to shareholders of record as of december 1 , 2004 .
the hartford declared $ 331 and paid $ 325 in dividends to shareholders in 2004 , declared $ 300 and paid $ 291 in dividends to shareholders in 2003 , declared $ 262 and paid $ 257 in 2002 .
aoci - aoci increased by $ 179 as of december 31 , 2004 compared with december 31 , 2003 .

the increase in aoci is primarily the result of life 2019s adoption of sop 03-1 , which resulted in a $ 292 cumulative effect for unrealized gains on securities in the first quarter of 2004 related to the reclassification of investments from separate account assets to general account assets , partially offset by net unrealized losses on cash-flow hedging instruments .

the funded status of the company 2019s pension and postretirement plans is dependent upon many factors , including returns on invested assets and the level of market interest rates .
declines in the value of securities traded in equity markets coupled with declines in long- term interest rates have had a negative impact on the funded status of the plans .

as a result , the company recorded a minimum pension liability as of december 31 , 2004 , and 2003 , which resulted in an after-tax reduction of stockholders 2019 equity of $ 480 and $ 375 respectively .
this minimum pension liability did not affect the company 2019s results of operations .
for additional information on stockholders 2019 equity and aoci see notes 15 and 16 , respectively , of notes to consolidated financial statements .
cash flow 2004 2003 2002 .

2004 compared to 2003 2014 cash from operating activities primarily reflects premium cash flows in excess of claim payments .
the decrease in cash provided by operating activities was due primarily to the $ 1.15 billion settlement of the macarthur litigation in 2004 .

cash provided by financing activities decreased primarily due to lower proceeds from investment and universal life-type contracts as a result of the adoption of sop 03-1 , decreased capital raising activities , repayment of commercial paper and early retirement of junior subordinated debentures in 2004 .
the decrease in cash from financing activities and operating cash flows invested long-term accounted for the majority of the change in cash used for investing activities .

2003 compared to 2002 2014 the increase in cash provided by operating activities was primarily the result of strong premium cash flows .
financing activities increased primarily due to capital raising activities related to the 2003 asbestos reserve addition and decreased due to repayments on long-term debt and lower proceeds from investment and universal life-type contracts .
the increase in cash from financing activities accounted for the majority of the change in cash used for investing activities .

operating cash flows in each of the last three years have been adequate to meet liquidity requirements .
equity markets for a discussion of the potential impact of the equity markets on capital and liquidity , see the capital markets risk management section under 201cmarket risk 201d .
ratings ratings are an important factor in establishing the competitive position in the insurance and financial services marketplace .

there can be no assurance that the company's ratings will continue for any given period of time or that they will not be changed .
in the event the company's ratings are downgraded , the level of revenues or the persistency of the company's business may be adversely impacted .

on august 4 , 2004 , moody 2019s affirmed the company 2019s and hartford life , inc . 2019s a3 senior debt ratings as well as the aa3 insurance financial strength ratings of both its property-casualty and life insurance operating subsidiaries .
in addition , moody 2019s changed the outlook for all of these ratings from negative to stable .
since the announcement of the suit filed by the new york attorney general 2019s office against marsh & mclennan companies , inc. , and marsh , inc .

on october 14 , 2004 , the major independent ratings agencies have indicated that they continue to monitor developments relating to the suit .
on october 22 , 2004 , standard & poor 2019s revised its outlook on the u.s .
property/casualty commercial lines sector to negative from stable .
on november 23 , 2004 , standard & poor 2019s revised its outlook on the financial strength and credit ratings of the property-casualty insurance subsidiaries to negative from stable .

the outlook on the life insurance subsidiaries and corporate debt was unaffected.

 |
| table | cash flow                                 | 2004             | 2003             | 2002
----------------------------------------- | ---------------- | ---------------- | ----------------
net cash provided by operating activities | $ 2634           | $ 3896           | $ 2577
net cash used for investing activities    | $ -2401 ( 2401 ) | $ -8387 ( 8387 ) | $ -6600 ( 6600 )
net cash provided by financing activities | $ 477            | $ 4608           | $ 4037
cash 2014 end of year                     | $ 1148           | $ 462            | $ 377 |


| _id | dd4c4d720 |
| title |  |
| text | employee benefit plans sysco has defined benefit and defined contribution retirement plans for its employees .
also , the company contributes to various multi-employer plans under collective bargaining agreements and provides certain health care benefits to eligible retirees and their dependents .
sysco maintains a qualified retirement plan ( retirement plan ) that pays benefits to employees at retirement , using formulas based on a participant 2019s years of service and compensation .

the defined contribution 401 ( k ) plan provides that under certain circumstances the company may make matching contributions of up to 50% ( 50 % ) of the first 6% ( 6 % ) of a participant 2019s compensation .
sysco 2019s contributions to this plan were $ 28109000 in 2005 , $ 27390000 in 2004 , and $ 24102000 in 2003 .

in addition to receiving benefits upon retirement under the company 2019s defined benefit plan , participants in the management incentive plan ( see 201cmanagement incentive compensation 201d under 201cstock based compensation plans 201d ) will receive benefits under a supplemental executive retirement plan ( serp ) .
this plan is a nonqualified , unfunded supplementary retirement plan .

in order to meet its obligations under the serp , sysco maintains life insurance policies on the lives of the participants with carrying values of $ 138931000 at july 2 , 2005 and $ 87104000 at july 3 , 2004 .
these policies are not included as plan assets or in the funded status amounts in the table below .
sysco is the sole owner and beneficiary of such policies .

projected benefit obligations and accumulated benefit obligations for the serp were $ 375491000 and $ 264010000 , respectively , as of july 2 , 2005 and $ 269815000 and $ 153652000 , respectively , as of july 3 , the company made cash contributions to its pension plans of $ 220361000 and $ 165512000 in fiscal years 2005 and 2004 , respec- tively , including $ 214000000 and $ 160000000 in voluntary contributions to the retirement plan in fiscal 2005 and 2004 , respectively .

included in the amounts contributed in fiscal 2005 was $ 134000000 voluntarily contributed to the qualified pension plan in the fourth quarter .
the decision to increase the contributions to the qualified pension plan in fiscal 2005 was primarily due to the decreased discount rate , which increased the pension obligation and negatively impacted the fiscal 2005 year-end pension funded status .

in fiscal 2006 , as in previous years , contributions to the retirement plan will not be required to meet erisa minimum funding requirements , yet the company anticipates it will make voluntary contributions of approximately $ 66000000 .
the company 2019s contributions to the serp and other post- retirement plans are made in the amounts needed to fund current year benefit payments .

the estimated fiscal 2006 contributions to fund benefit payments for the serp and other post-retirement plans are $ 7659000 and $ 338000 , respectively .
estimated future benefit payments are as follows : postretirement pension benefits plans .

 |
| table | | pension benefits | other postretirement plans
--------------------- | ---------------- | --------------------------
2006                  | $ 27316000       | $ 338000
2007                  | 29356000         | 392000
2008                  | 33825000         | 467000
2009                  | 39738000         | 535000
2010                  | 46957000         | 627000
subsequent five years | 355550000        | 4234000 |


| _id | dd4bc9830 |
| title |  |
| text | the pension plan investments are held in a master trust , with the northern trust company .
investments in the master trust are valued at fair value , which has been determined based on fair value of the underlying investments of the master trust .
investments in securities traded on public security exchanges are valued at their closing market prices on the valuation date ; where no sale was made on the valuation date , the security is generally valued at its most recent bid price .

certain short-term investments are carried at cost , which approximates fair value .
investments in registered investment companies and common trust funds , which primarily invest in stocks , bonds , and commodity futures , are valued using publicly available market prices for the underlying investments held by these entities .

the majority of pension plan assets are invested in equity securities , because equity portfolios have historically provided higher returns than debt and other asset classes over extended time horizons , and are expected to do so in the future .
correspondingly , equity investments also entail greater risks than other investments .
equity risks are balanced by investing a significant portion of the plan 2019s assets in high quality debt securities .

the average quality rating of the debt portfolio exceeded aa as of december 31 , 2008 and 2007 .
the debt portfolio is also broadly diversified and invested primarily in u.s .
treasury , mortgage , and corporate securities with an intermediate average maturity .
the weighted-average maturity of the debt portfolio was 5 years at both december 31 , 2008 and 2007 , respectively .

the investment of pension plan assets in securities issued by union pacific is specifically prohibited for both the equity and debt portfolios , other than through index fund holdings .
other retirement programs thrift plan 2013 we provide a defined contribution plan ( thrift plan ) to eligible non-union employees and make matching contributions to the thrift plan .
we match 50 cents for each dollar contributed by employees up to the first six percent of compensation contributed .

our thrift plan contributions were $ 14 million in 2008 , $ 14 million in 2007 , and $ 13 million in 2006 .
railroad retirement system 2013 all railroad employees are covered by the railroad retirement system ( the system ) .
contributions made to the system are expensed as incurred and amounted to approximately $ 620 million in 2008 , $ 616 million in 2007 , and $ 615 million in 2006 .

collective bargaining agreements 2013 under collective bargaining agreements , we provide certain postretirement healthcare and life insurance benefits for eligible union employees .
premiums under the plans are expensed as incurred and amounted to $ 49 million in 2008 and $ 40 million in both 2007 and 5 .
other income other income included the following for the years ended december 31 : millions of dollars 2008 2007 2006 .

 |
| table | millions of dollars                          | 2008       | 2007       | 2006
-------------------------------------------- | ---------- | ---------- | ----------
rental income                                | $ 87       | $ 68       | $ 83
net gain on non-operating asset dispositions | 41         | 52         | 72
interest income                              | 21         | 50         | 29
sale of receivables fees                     | -23 ( 23 ) | -35 ( 35 ) | -33 ( 33 )
non-operating environmental costs and other  | -34 ( 34 ) | -19 ( 19 ) | -33 ( 33 )
total                                        | $ 92       | $ 116      | $ 118 |


| _id | dd4bac50a |
| title |  |
| text | table of contents 4 .
acquisitions , dispositions and plant closures acquisitions 2022 so.f.ter .
s.p.a .
on december 1 , 2016 , the company acquired 100% ( 100 % ) of the stock of the forli , italy based so.f.ter .
s.p.a .
( "softer" ) , a leading thermoplastic compounder .
the acquisition of softer increases the company's global engineered materials product platforms , extends the operational model , technical and industry solutions capabilities and expands project pipelines .

the acquisition was accounted for as a business combination and the acquired operations are included in the advanced engineered materials segment .
pro forma financial information since the respective acquisition date has not been provided as the acquisition did not have a material impact on the company's financial information .

the company allocated the purchase price of the acquisition to identifiable assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date .
the excess of the purchase price over the aggregate fair values was recorded as goodwill ( note 2 and note 11 ) .
the company calculated the fair value of the assets acquired using the income , market , or cost approach ( or a combination thereof ) .

fair values were determined based on level 3 inputs ( note 2 ) including estimated future cash flows , discount rates , royalty rates , growth rates , sales projections , retention rates and terminal values , all of which require significant management judgment and are susceptible to change .
the purchase price allocation is based upon preliminary information and is subject to change if additional information about the facts and circumstances that existed at the acquisition date becomes available .

the final fair value of the net assets acquired may result in adjustments to the assets and liabilities , including goodwill .
however , any subsequent measurement period adjustments are not expected to have a material impact on the company's results of operations .
the preliminary purchase price allocation for the softer acquisition is as follows : december 1 , 2016 ( in $ millions ) .

______________________________ ( 1 ) goodwill consists of expected revenue and operating synergies resulting from the acquisition .
none of the goodwill is deductible for income tax purposes .
( 2 ) includes a $ 23 million indemnity receivable for uncertain tax positions related to the acquisition .
transaction related costs of $ 3 million were expensed as incurred to selling , general and administrative expenses in the consolidated statements of operations .

the amount of pro forma net earnings ( loss ) of softer included in the company's consolidated statement of operations was approximately 2% ( 2 % ) ( unaudited ) of its consolidated net earnings ( loss ) had the acquisition occurred as of the beginning of 2016 .
the amount of softer net earnings ( loss ) consolidated by the company since the acquisition date was not material.

 |
| table | | as ofdecember 1 2016 ( in $ millions )
---------------------------------------------- | --------------------------------------
cash and cash equivalents                      | 11
trade receivables - third party and affiliates | 53
inventories                                    | 58
property plant and equipment net               | 68
intangible assets ( note 11 )                  | 79
goodwill ( note 11 ) ( 1 )                     | 106
other assets ( 2 )                             | 33
total fair value of assets acquired            | 408
trade payables - third party and affiliates    | -41 ( 41 )
total debt ( note 14 )                         | -103 ( 103 )
deferred income taxes                          | -30 ( 30 )
other liabilities                              | -45 ( 45 )
total fair value of liabilities assumed        | -219 ( 219 )
net assets acquired                            | 189 |


| _id | dd4bfec92 |
| title |  |
| text | loan commitments ( unfunded loans and unused lines of credit ) , asset purchase agreements , standby letters of credit and letters of credit are issued to accommodate the financing needs of state street 2019s clients and to provide credit enhancements to special purpose entities .
loan commitments are agreements by state street to lend monies at a future date .

asset purchase agreements are commitments to purchase receivables or securities , subject to conditions established in the agreements , and at december 31 , 2001 , include $ 8.0 billion outstanding to special purpose entities .
standby letters of credit and letters of credit commit state street to make payments on behalf of clients and special purpose entities when certain specified events occur .
standby letters of credit outstanding to special purpose entities were $ 608 million at december 31 , 2001 .

these loan , asset purchase and letter of credit commitments are subject to the same credit policies and reviews as loans .
the amount and nature of collateral are obtained based upon management 2019s assessment of the credit risk .
approximately 89% ( 89 % ) of the loan commitments and asset purchase agreements expire within one year from the date of issue .

sincemany of the commitments are expected to expire or renewwithout being drawn , the total commitment amounts do not necessarily represent future cash requirements .
the following is a summary of the contractual amount of credit-related , off-balance sheet financial instruments at december 31: .

state street corporation 53

 |
| table | ( dollars in millions )        | 2001     | 2000
------------------------------ | -------- | --------
indemnified securities on loan | $ 113047 | $ 101438
loan commitments               | 12962    | 11367
asset purchase agreements      | 10366    | 7112
standby letters of credit      | 3918     | 4028
letters of credit              | 164      | 218 |


| _id | dd4c2578e |
| title |  |
| text | the fair value of the interest agreements at december 31 , 2007 and december 31 , 2006 was $ 3 million and $ 1 million , respectively .
the company is exposed to credit loss in the event of nonperformance by the counterparties to its swap contracts .
the company minimizes its credit risk on these transactions by only dealing with leading , creditworthy financial institutions and does not anticipate nonperformance .

in addition , the contracts are distributed among several financial institutions , all of whom presently have investment grade credit ratings , thus minimizing credit risk concentration .
stockholders 2019 equity derivative instruments activity , net of tax , included in non-owner changes to equity within the consolidated statements of stockholders 2019 equity for the years ended december 31 , 2007 and 2006 is as follows: .

net investment in foreign operations hedge at december 31 , 2007 and 2006 , the company did not have any hedges of foreign currency exposure of net investments in foreign operations .
investments hedge during the first quarter of 2006 , the company entered into a zero-cost collar derivative ( the 201csprint nextel derivative 201d ) to protect itself economically against price fluctuations in its 37.6 million shares of sprint nextel corporation ( 201csprint nextel 201d ) non-voting common stock .

during the second quarter of 2006 , as a result of sprint nextel 2019s spin-off of embarq corporation through a dividend to sprint nextel shareholders , the company received approximately 1.9 million shares of embarq corporation .
the floor and ceiling prices of the sprint nextel derivative were adjusted accordingly .
the sprint nextel derivative was not designated as a hedge under the provisions of sfas no .

133 , 201caccounting for derivative instruments and hedging activities . 201d accordingly , to reflect the change in fair value of the sprint nextel derivative , the company recorded a net gain of $ 99 million for the year ended december 31 , 2006 , included in other income ( expense ) in the company 2019s consolidated statements of operations .

in december 2006 , the sprint nextel derivative was terminated and settled in cash and the 37.6 million shares of sprint nextel were converted to common shares and sold .
the company received aggregate cash proceeds of approximately $ 820 million from the settlement of the sprint nextel derivative and the subsequent sale of the 37.6 million sprint nextel shares .
the company recognized a loss of $ 126 million in connection with the sale of the remaining shares of sprint nextel common stock .

as described above , the company recorded a net gain of $ 99 million in connection with the sprint nextel derivative .
prior to the merger of sprint corporation ( 201csprint 201d ) and nextel communications , inc .
( 201cnextel 201d ) , the company had entered into variable share forward purchase agreements ( the 201cvariable forwards 201d ) to hedge its nextel common stock .
the company did not designate the variable forwards as a hedge of the sprint nextel shares received as a result of the merger .

accordingly , the company recorded $ 51 million of gains for the year ended december 31 , 2005 reflecting the change in value of the variable forwards .
the variable forwards were settled during the fourth quarter of 2005 .

fair value of financial instruments the company 2019s financial instruments include cash equivalents , sigma fund investments , short-term investments , accounts receivable , long-term finance receivables , accounts payable , accrued liabilities , derivatives and other financing commitments .
the company 2019s sigma fund and investment portfolios and derivatives are recorded in the company 2019s consolidated balance sheets at fair value .

all other financial instruments , with the exception of long-term debt , are carried at cost , which is not materially different than the instruments 2019 fair values.

 |
| table | | 2007       | 2006       | 2005
----------------------------------- | ---------- | ---------- | --------------
balance at january 1                | $ 16       | $ 2        | $ -272 ( 272 )
increase ( decrease ) in fair value | -6 ( 6 )   | 75         | 28
reclassifications to earnings       | -10 ( 10 ) | -61 ( 61 ) | 246
balance at december 31              | $ 2014     | $ 16       | $ 2 |


| _id | dd4c032c4 |
| title |  |
| text | prior to its adoption of sfas no .
123 ( r ) , the company recorded compensation expense for restricted stock awards on a straight-line basis over their vesting period .
if an employee forfeited the award prior to vesting , the company reversed out the previously expensed amounts in the period of forfeiture .
as required upon adoption of sfas no .

as required upon adoption of sfas no .
123 ( r ) , the company must base its accruals of compensation expense on the estimated number of awards for which the requisite service period is expected to be rendered .
actual forfeitures are no longer recorded in the period of forfeiture .

in 2005 , the company recorded a pre-tax credit of $ 2.8 million in cumulative effect of accounting change , that represents the amount by which compensation expense would have been reduced in periods prior to adoption of sfas no .
123 ( r ) for restricted stock awards outstanding on july 1 , 2005 that are anticipated to be forfeited .
a summary of non-vested restricted stock award and restricted stock unit activity is presented below : shares ( in thousands ) weighted- average date fair .

as of december 31 , 2007 , there was $ 15.3 million of total unrecognized compensation cost related to non-vested awards .
this cost is expected to be recognized over a weighted-average period of 1.6 years .
the total fair value of restricted shares and restricted stock units vested was $ 11.0 million , $ 7.5 million and $ 4.1 million for the years ended december 31 , 2007 , 2006 and 2005 , respectively .

employee stock purchase plan the shareholders of the company previously approved the 2002 employee stock purchase plan ( 201c2002 purchase plan 201d ) , and reserved 5000000 shares of common stock for sale to employees at a price no less than 85% ( 85 % ) of the lower of the fair market value of the common stock at the beginning of the one-year offering period or the end of each of the six-month purchase periods .
under sfas no .
123 ( r ) , the 2002 purchase plan was considered compensatory .

effective august 1 , 2005 , the company changed the terms of its purchase plan to reduce the discount to 5% ( 5 % ) and discontinued the look-back provision .
as a result , the purchase plan was not compensatory beginning august 1 , 2005 .
for the year ended december 31 , 2005 , the company recorded $ 0.4 million in compensation expense for its employee stock purchase plan for the period in which the 2002 plan was considered compensatory until the terms were changed august 1 , 2005 .

at december 31 , 2007 , 757123 shares were available for purchase under the 2002 purchase plan .
401 ( k ) plan the company has a 401 ( k ) salary deferral program for eligible employees who have met certain service requirements .
the company matches certain employee contributions ; additional contributions to this plan are at the discretion of the company .

total contribution expense under this plan was $ 5.7 million , $ 5.7 million and $ 5.2 million for the years ended december 31 , 2007 , 2006 and 2005 , respectively.

 |
| table | | shares ( in thousands ) | weighted- average grant date fair value
------------------------------- | ----------------------- | ---------------------------------------
non-vested at december 31 2006: | 2878                    | $ 13.01
issued                          | 830                     | $ 22.85
released ( vested )             | -514 ( 514 )            | $ 15.93
canceled                        | -1197 ( 1197 )          | $ 13.75
non-vested at december 31 2007: | 1997                    | $ 15.91 |


| _id | dd4b8e64a |
| title |  |
| text | growth focused .
for example , in december 2005 , 3m announced its intention to build an lcd optical film manufacturing facility in poland to support the fast-growing lcd-tv market in europe and to better serve its customers .
the company expects 2006 capital expenditures to total approximately $ 1.1 billion , compared with $ 943 million in 2005 .
in the third quarter of 2005 , 3m completed the acquisition of cuno .
3m acquired cuno for approximately $ 1.36 billion , including assumption of debt .

this $ 1.36 billion included $ 1.27 billion of cash paid ( net of cash acquired ) and the assumption of $ 80 million of debt , most of which has been repaid .
in 2005 , the company also entered into two additional business combinations for a total purchase price of $ 27 million .
refer to note 2 to the consolidated financial statements for more information on these 2005 business combinations , and for information concerning 2004 and 2003 business combinations .

purchases of investments in 2005 include the purchase from ti&m beteiligungsgesellschaft mbh of 19 percent of i&t innovation technology ( discussed previously under the transportation business segment ) .
the purchase price of approximately $ 55 million is reported as 201cinvestments 201d in the consolidated balance sheet and as 201cpurchases of investments 201d in the consolidated statement of cash flows .

other 201cpurchases of investments 201d and 201cproceeds from sale of investments 201d in 2005 are primarily attributable to auction rate securities , which are classified as available-for-sale .
prior to 2005 , purchases of and proceeds from the sale of auction rate securities were classified as cash and cash equivalents .
at december 31 , 2004 , the amount of such securities taken as a whole was immaterial to cash and cash equivalents , and accordingly were not reclassified for 2004 and prior .

proceeds from the sale of investments in 2003 include $ 26 million of cash received related to the sale of 3m 2019s 50% ( 50 % ) ownership in durel corporation to rogers corporation .
additional purchases of investments totaled $ 5 million in 2005 , $ 10 million in 2004 and $ 16 million in 2003 .
these purchases include additional survivor benefit insurance and equity investments .
the company is actively considering additional acquisitions , investments and strategic alliances .

cash flows from financing activities : years ended december 31 .

total debt at december 31 , 2005 , was $ 2.381 billion , down from $ 2.821 billion at year-end 2004 , with the decrease primarily attributable to the retirement of $ 400 million in medium-term notes .
there were no new long- term debt issuances in 2005 .
in 2005 , the cash flow decrease in net short-term debt of $ 258 million includes the portion of short-term debt with original maturities of 90 days or less .

the repayment of debt of $ 656 million primarily related to the retirement of $ 400 million in medium-term notes and commercial paper retirements .
proceeds from debt of $ 429 million primarily related to commercial paper issuances .
total debt was 19% ( 19 % ) of total capital ( total capital is defined as debt plus equity ) , compared with 21% ( 21 % ) at year-end 2004 .

debt securities , including the company 2019s shelf registration , its medium-term notes program , dealer remarketable securities and convertible note , are all discussed in more detail in note 8 to the consolidated financial statements .
3m has a shelf registration and medium-term notes program through which $ 1.5 billion of medium- term notes may be offered .
in 2004 , the company issued approximately $ 62 million in debt securities under its medium-term notes program .

no debt was issued under this program in 2005 .
the medium-term notes program and shelf registration have remaining capacity of approximately $ 1.438 billion .
the company 2019s $ 350 million of dealer remarketable securities ( classified as current portion of long-term debt ) were remarketed for one year in december 2005 .
in addition , the company has convertible notes with a book value of $ 539 million at december 31 , 2005 .

the next put option date for these convertible notes is november 2007 , thus at year-end 2005 this debt

 |
| table | ( millions )                                           | 2005             | 2004             | 2003
------------------------------------------------------ | ---------------- | ---------------- | ----------------
change in short-term debt 2014 net                     | $ -258 ( 258 )   | $ 399            | $ -215 ( 215 )
repayment of debt ( maturities greater than 90 days )  | -656 ( 656 )     | -868 ( 868 )     | -719 ( 719 )
proceeds from debt ( maturities greater than 90 days ) | 429              | 358              | 494
total change in debt                                   | $ -485 ( 485 )   | $ -111 ( 111 )   | $ -440 ( 440 )
purchases of treasury stock                            | -2377 ( 2377 )   | -1791 ( 1791 )   | -685 ( 685 )
reissuances of treasury stock                          | 545              | 508              | 555
dividends paid to stockholders                         | -1286 ( 1286 )   | -1125 ( 1125 )   | -1034 ( 1034 )
distributions to minority interests and other 2014 net | -76 ( 76 )       | -15 ( 15 )       | -23 ( 23 )
net cash used in financing activities                  | $ -3679 ( 3679 ) | $ -2534 ( 2534 ) | $ -1627 ( 1627 ) |


| _id | dd4b97826 |
| title |  |
| text | is expected to begin by late-2018 , after the necessary information technology infrastructure is in place .
entergy louisiana proposed to recover the cost of ami through the implementation of a customer charge , net of certain benefits , phased in over the period 2019 through 2022 .
the parties reached an uncontested stipulation permitting implementation of entergy louisiana 2019s proposed ami system , with modifications to the proposed customer charge .
in july 2017 the lpsc approved the stipulation .

in july 2017 the lpsc approved the stipulation .
entergy louisiana expects to recover the undepreciated balance of its existing meters through a regulatory asset at current depreciation rates .
sources of capital entergy louisiana 2019s sources to meet its capital requirements include : 2022 internally generated funds ; 2022 cash on hand ; 2022 debt or preferred membership interest issuances ; and 2022 bank financing under new or existing facilities .

entergy louisiana may refinance , redeem , or otherwise retire debt prior to maturity , to the extent market conditions and interest rates are favorable .
all debt and common and preferred membership interest issuances by entergy louisiana require prior regulatory approval .
preferred membership interest and debt issuances are also subject to issuance tests set forth in its bond indentures and other agreements .

entergy louisiana has sufficient capacity under these tests to meet its foreseeable capital needs .
entergy louisiana 2019s receivables from the money pool were as follows as of december 31 for each of the following years. .

see note 4 to the financial statements for a description of the money pool .
entergy louisiana has a credit facility in the amount of $ 350 million scheduled to expire in august 2022 .
the credit facility allows entergy louisiana to issue letters of credit against $ 15 million of the borrowing capacity of the facility .
as of december 31 , 2017 , there were no cash borrowings and a $ 9.1 million letter of credit outstanding under the credit facility .

in addition , entergy louisiana is a party to an uncommitted letter of credit facility as a means to post collateral to support its obligations to miso . a0 as of december 31 , 2017 , a $ 29.7 million letter of credit was outstanding under entergy louisiana 2019s uncommitted letter of credit a0facility .
see note 4 to the financial statements for additional discussion of the credit facilities .

the entergy louisiana nuclear fuel company variable interest entities have two separate credit facilities , one in the amount of $ 105 million and one in the amount of $ 85 million , both scheduled to expire in may 2019 .
as of december 31 , 2017 , $ 65.7 million of loans were outstanding under the credit facility for the entergy louisiana river bend nuclear fuel company variable interest entity .

as of december 31 , 2017 , $ 43.5 million in letters of credit to support a like amount of commercial paper issued and $ 36.4 million in loans were outstanding under the entergy louisiana waterford nuclear fuel company variable interest entity credit facility .
see note 4 to the financial statements for additional discussion of the nuclear fuel company variable interest entity credit facilities .
entergy louisiana , llc and subsidiaries management 2019s financial discussion and analysis

 |
| table | 2017             | 2016             | 2015             | 2014
---------------- | ---------------- | ---------------- | ----------------
( in thousands ) | ( in thousands ) | ( in thousands ) | ( in thousands )
$ 11173          | $ 22503          | $ 6154           | $ 2815 |