Stockholders' Equity | 9 Months Ended |
Mar. 31, 2014 |
Stockholders' Equity [Abstract] | ' |
Stockholders' Equity | ' |
(10) Stockholders’ Equity |
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Common Stock. On February 21, 2014, our board of directors approved a new share repurchase program, authorizing us to acquire up to an aggregate of 20 million shares of our common stock. The program allows us to repurchase shares of our common stock from time to time for cash in the open market, or in negotiated or block transactions, as market and business conditions warrant and subject to applicable legal requirements. This program canceled and replaced our previous share repurchase program authorized on August 24, 2011, under which we had repurchased 18.1 million shares. The 20 million shares the new program authorizes us to purchase are in addition to the shares we repurchased on or before February 21, 2014 under our previous programs. There is no expiration date for this program, and the program may be accelerated, suspended, delayed or discontinued at any time at the discretion of our board of directors. All share repurchases since February 21, 2014 have been executed in accordance with this program. |
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During the three and nine months ended March 31, 2014, we repurchased 1.6 million and 3.6 million shares at a cost of $72.5 million and $167.6 million, respectively. Since the inception of our share repurchase programs and through March 31, 2014, we have repurchased a total of 35.6 million shares at a cost of $1.3 billion. Shares that are repurchased are classified as treasury stock pending future use and reduce the number of shares outstanding used in calculating earnings per share. At March 31, 2014, 19.1 million additional shares can be repurchased under the approved share repurchase program. |
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Preferred Stock. In April 1997, the board of directors designated 2,000,000 shares of our $0.01 par value preferred stock as Series A Junior Participating Preferred Stock. No shares were issued or outstanding at March 31, 2014 and June 30, 2013. |
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Stock Options and Restricted Stock Units. We have granted stock options and restricted stock units to personnel, including officers and directors, in accordance with ResMed Inc. 2009 Incentive Award Plan (the “2009 Plan”). These options and restricted stock units have expiration dates of seven years from the date of grant and vest over one to four years. We have granted the options with an exercise price equal to the market value as determined at the date of grant. |
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At the annual meeting of our stockholders on November 13, 2013, our stockholders approved an amendment to the 2009 Plan to increase the number of shares of common stock that may be issued or transferred pursuant to awards under the 2009 Plan by 8.3 million shares to 43.7 million shares. The number of securities remaining available for future issuance under the 2009 Plan at March 31, 2014 is 16.2 million. The number of shares of our common stock available for issuance under the 2009 Plan will be reduced by (i) 2.8 shares for each one share of common stock delivered in settlement of any “full-value award,” which is any award other than a stock option, stock appreciation right or other award for which the holder pays the intrinsic value and (ii) one share for each share of common stock delivered in settlement of all other awards. The maximum number of shares, that may be subject to awards granted under the 2009 Plan to any individual during any calendar year, may not exceed 3 million shares of our common stock (except in a participant’s initial year of hiring, when up to 4.5 million shares of our common stock may be granted). |
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At March 31, 2014, there were $85.0 million in unrecognized compensation costs related to unvested stock-based compensation arrangements. This is expected to be recognized over a weighted average period of 2.4 years. The aggregate intrinsic value of the stock-based compensation arrangements outstanding and exercisable at March 31, 2014 was $224.2 million and $101.0 million, respectively. The aggregate intrinsic value of the options exercised during the nine months ended March 31, 2014 and 2013, was $59.8 million and $56.5 million, respectively. |
The following table summarizes option activity during the nine months ended March 31, 2014: |
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| | | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term in Years |
| Outstanding at beginning of period | | 6,316,136 | $ | 22.68 | 3.1 |
| Granted | | 161,005 | | 48.56 | |
| Exercised | | -1,077,527 | | 19.28 | |
| Forfeited | | -48,817 | | 39.58 | |
| Outstanding at end of period | | 5,350,797 | $ | 24.00 | 2.7 |
| Exercise price range of granted options | | 46.15 - 51.25 | | | |
| Options exercisable at end of period | | 4,288,065 | $ | 21.13 | |
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The following table summarizes the activity of restricted stock units during the nine months ended March 31, 2014: |
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| | | Weighted Average Grant-Date Fair Value | Weighted Average Remaining Contractual Term in Years |
| Outstanding at beginning of period | | 2,633,407 | $ | 33.25 | 1.4 |
| Granted | | 842,315 | | 46.67 | |
| Vested | | -886,626 | | 31.41 | |
| Forfeited | | -64,005 | | 33.46 | |
| Outstanding at end of period | | 2,525,091 | $ | 38.37 | 1.5 |
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Employee Stock Purchase Plan (the “ESPP”). Under the ESPP, we offer participants the right to purchase shares of our common stock at a discount during successive offering periods. Each offering period under the ESPP will be for a period of time determined by the board of directors’ compensation committee of no less than 3 months and no more than 27 months. The purchase price for our common stock under the ESPP will be the lower of 85% of the fair market value of our common stock on the date of grant or 85% of the fair market value of our common stock on the date of purchase. An individual participant cannot subscribe for more than $25,000 in common stock during any calendar year. At March 31, 2014, the number of shares remaining available for future issuance under the ESPP is 1.9 million shares. |
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