Old COPPER Company, Inc. - 10-Q filing on 2011-09-07

Stockholders' Equity

6 Months Ended

Jul. 30, 2011

Stockholders Equity Disclosure [Abstract]

Note 6 – Stockholders' Equity

The following table shows the change in the components of stockholders' equity for the first six months of 2011:


(in millions)	Number of Common Shares			Common Stock		Additional Paid-in Capital		Reinvested Earnings			Accumulated Other Comprehensive (Loss)/Income			Total Stockholders' Equity
January 29, 2011	237		$	118	$	3,925	$	2,222		$	(805	)⁽¹⁾	$	5,460
Net income		-		-		-		78			-			78
Other comprehensive income		-		-		-		-			68			68
Dividends declared, common		-		-		-		(88	)		-			(88	)
Stock warrant issued		-		-		50		-			-			50
Common stock repurchased and retired		(24)		(12)		(404)		(484	)		-			(900	)
Stock-based compensation		-		1		34		-			-			35
July 30, 2011	213		$	107	$	3,605	$	1,728		$	(737	)⁽²⁾	$	4,703

(1) Includes an unrealized gain in REITs of $112 million (shown net of a $62 million deferred tax liability) and actuarial (loss) and prior service (cost) for the pension and postretirement plans of $(917) million (shown net of a $585 million deferred tax asset).

(2) Includes an unrealized gain in REITs of $142 million (shown net of a deferred tax liability of $79 million) and actuarial (loss) and prior service (cost) for the pension and postretirement plans of $(879) million (shown net of a $561 million deferred tax asset).

Comprehensive Income


	Three Months Ended					Six Months Ended
($ in millions)	July 30, 2011		July 31, 2010			July 30, 2011		July 31, 2010
Net income	$	14	$	14		$	78	$	74
Other comprehensive income – net of tax:
Amortization of net actuarial loss and prior service cost	19		35			38		70
Unrealized gain in REITs	7		-			30		30
Total other comprehensive income		26			35		68		100
Total comprehensive income	$	40	$		49	$	146	$	174

Stock Warrant

On June 13, 2011, we entered into a warrant purchase agreement with Ronald B. Johnson, pursuant to which he purchased a warrant to acquire approximately 7.3 million shares of J. C. Penney Company, Inc. common stock for a purchase price of approximately $50 million at a fair value of $6.89 per share. The warrant has an exercise price of $29.92 per share, subject to customary adjustments resulting from a stock split, reverse stock split, or other extraordinary distribution with respect to J. C. Penney Company, Inc. common stock. The warrant has a term of seven and one-half years and is exercisable after the sixth anniversary, or June 13, 2017, provided that the warrant is immediately exercisable upon a change in control of J. C. Penney Company, Inc. or, if applicable, upon the termination of Mr. Johnson's employment with us. The warrant is also subject to transfer restrictions. The proceeds from the sale of the warrant have been recorded as additional paid-in capital and the dilutive effect of the warrant has been included in the EPS calculation from the date of issuance.

Common Stock Repurchase Program

In February 2011, our Board of Directors authorized a program to repurchase up to $900 million of Company common stock using existing cash and cash equivalents. In the first quarter of 2011, we repurchased through open market transactions approximately 21 million shares or $787 million. In the second quarter, we purchased an additional three million shares for $113 million and completed the program on May 6, 2011. As a result of this repurchase program, approximately 24 million total shares were purchased for a total of $900 million at an average share price of $36.98, including commision. Repurchased shares were retired on the date of purchase, and the excess of the purchase price over par value was allocated between reinvested earnings and additional paid-in capital.