| -1 (2) December 31, 2007 December 31, 2006 | NAIC Designation | (in millions) | 1 | 2 | Subtotal Investment Grade | 3 | 4 | 5 | 6 | Subtotal Below Investment Grade | Total Public Trading Account Assets Supporting Insurance Liabilities |


| (In millions) 2013 2012 2011 | Average U.S. short-duration advances | Average non-U.S. short-duration advances | Average total short-duration advances |


| 2012 2011 2010 2009 2008 | December 31Dollars in millions | Commercial | Commercial real estate | Equipment lease financing | Consumer (a) | Residential real estate | Total |


| Year Gallons Hedged Weighted Average ContractPrice per Gallon | 2014 | 2015 | 2016 |


(1) This amount represents the translation of pounds sterling into U. S.  dollars using the noon buying rate on December 31, 2007 of $1.9843 as announced by the Federal Reserve Bank of New York.
See also “— Liquidity and Capital Resources — The Holding Company — Liquidity Sources — Common Equity Units” for a description of $2,134 million of junior subordinated debt securities issued in connection with the issuance of common equity units.
Preferred Stock.
During the year ended December 31, 2007, the Holding Company issued no new preferred stock.
In June 2005, the Holding Company issued 24 million shares of Floating Rate Non-Cumulative Preferred Stock, Series A (the “Series A preferred shares”) with a $0.01 par value per share, and a liquidation preference of $25 per share, for aggregate proceeds of $600 million.
In June 2005, the Holding Company issued 60 million shares of 6.50% Non-Cumulative Preferred Stock, Series B (the “Series B preferred shares,” together with the Series A preferred shares, collectively, the “Preferred Shares”) with a $0.01 par value per share, and a liquidation preference of $25 per share for aggregate proceeds of $1.5 billion.
The Preferred Shares rank senior to the common stock with respect to dividends and liquidation rights.
Dividends on the Preferred Shares are not cumulative.
Holders of the Preferred Shares will be entitled to receive dividend payments only when, as and if declared by the Holding Company’s Board of Directors or a duly authorized committee of the board.
If dividends are declared on the Series A preferred shares, they will be payable quarterly, in arrears, at an annual rate of the greater of: (i) 1.00% above 3-month LIBOR on the related LIBOR determination date; or (ii) 4.00%.
Any dividends declared on the Series B preferred shares will be payable quarterly, in arrears, at an annual fixed rate of 6.50%.
Accordingly, in the event that dividends are not declared on the Preferred Shares for payment on any dividend payment date, then those dividends will cease to accrue and be payable.
If a dividend is not declared before the dividend payment date, the Holding


DOMINOS PIZZA, INC.  AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Management estimated the fair value of each option grant made during 2014, 2013 and 2012 as of the date of the grant using the Black-Scholes option pricing method.
Weighted average assumptions are presented in the following table.
The risk-free interest rate is based on the estimated effective life, and is estimated based on U. S.  Treasury Bond rates as of the grant date.
The expected life (years) is based on several factors, including, among other things, the vesting term and contractual term as well as historical experience.
The expected volatility is based principally on the historical volatility of the Companys share price.


| Year Ended September 30, | 2010 Compared to 2009 Increase (Decrease) Due To | Volume | (in 000’s) | Interest Revenue | Interest-Earning Banking Assets: | Loans, Net of Unearned Income: | Commercial Loans | Real Estate Construction Loans | Commercial Real Estate Loans | Residential Mortgage Loans | Consumer Loans | Reverse Repurchase Agreements | Agency Mortgage Backed Securities | Non-agency Collateralized Mortgage Obligations | Money Market Funds, Cash and Cash Equivalents | FHLB Stock and Other | Total Interest-Earning Banking Assets | Interest Expense | Interest-Bearing Banking Liabilities: | Deposits: | Certificates Of Deposit | Money Market, Savings and | NOW Accounts | FHLB Advances and Other | Total Interest-Bearing Banking Liabilities | Change in Net Operating Interest Income |


| Maximum potential amount of future payments | In billions of dollars at December 31, 2018, except carrying value in millions | Financial standby letters of credit | Performance guarantees | Derivative instruments considered to be guarantees | Loans sold with recourse | Securities lending indemnifications-1 | Credit card merchant processing-1(2) | Credit card arrangements with partners | Custody indemnifications and other | Total |


| Year Ended December 31, 2008 | (Dollars in millions) | Balance, January 1, 2008 | Countrywide acquisition | Included in earnings | Included in other comprehensive income | Purchases, issuances and settlements | Transfers into (out of) Level 3 | Balance, December 31, 2008 | Year Ended December 31, 2007 | Balance, January 1, 2007 | Included in earnings | Included in other comprehensive income | Purchases, issuances and settlements | Transfers into (out of) Level 3 | Balance, December 31, 2007 |


| Year Ended December 31 2006 2005 2004 | Nuclear submarines | Surface combatants | Auxiliary and commercial ships | Repair and other services | $4,940 |


| Trusts Face Value Maturity  Date Annual Interest Rate | ETBH Capital Trust II | ETBH Capital Trust I | ETBH Capital Trust V, VI, VIII | ETBH Capital Trust VII, IX—XII | ETBH Capital Trust XIII—XVIII, XX | ETBH Capital Trust XIX, XXI, XXII | ETBH Capital Trust XXIII—XXIV | ETBH Capital Trust XXV—XXX | 12/02 | E*TRADE Financial Corporation | S&P 500 | S&P Super Cap Diversified Financials |


| For the years ended December 31, 2012 2011 2010 | In thousands of dollars | Long-term debt and lease obligations | Short-term debt | Capitalized interest | Interest expense, gross | Interest income | Interest expense, net |


| 2013 Quarters 2012 Quarters | (Dollars in millions) | Average balance sheet | Total loans and leases | Total assets | Total deposits | Long-term debt | Common shareholders’ equity | Total shareholders’ equity | Asset quality-4 | Allowance for credit losses-5 | Nonperforming loans, leases and foreclosed properties-6 | Allowance for loan and lease losses as a percentage of total loans and leases outstanding-6 | Allowance for loan and lease losses as a percentage of total nonperforming loans and leases-6 | Allowance for loan and lease losses as a percentage of total nonperforming loans and leases, excluding the PCI loan portfolio-6 | Amounts included in allowance that are excluded from nonperforming loans and leases-7 | Allowance as a percentage of total nonperforming loans and leases, excluding amounts included in the allowance that are excluded from nonperforming loans and leases-7 | Net charge-offs-8 | Annualized net charge-offs as a percentage of average loans and leases outstanding-6, 8 | Annualized net charge-offs as a percentage of average loans and leases outstanding, excluding the PCI loan portfolio-6 | Annualized net charge-offs and PCI write-offs as a percentage of average loans and leases outstanding-6, 9 | Nonperforming loans and leases as a percentage of total loans and leases outstanding-6 | Nonperforming loans, leases and foreclosed properties as a percentage of total loans, leases and foreclosed properties-6 | Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs-8 | Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs, excluding the PCI loan portfolio | Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs and PCI write-offs-9 | Capital ratios at period end-10 | Risk-based capital: | Tier 1 common capital | Tier 1 capital | Total capital | Tier 1 leverage | Tangible equity-3 | Tangible common equity-3 |


| (in millions) December 31, 2015 Netinflows (outflows) Acquisition-1 Market change FX impact-2 December 31, 2016 Full yearaverage AUM-3 | Active: | Equity | Fixed income | Multi-asset | Alternatives | Active subtotal | Index andiSharesETFs: | iSharesETFs: | Equity | Fixed income | Multi-asset | Alternatives | iSharesETFs subtotal | Non-ETF Index | Equity | Fixed income | Multi-asset | Alternatives | Non-ETF Index subtotal | Index &iSharesETFs subtotal | Long-term | Cash management | Advisory-4 | Total | (in millions) | Equity | Fixed income | Multi-asset | Alternatives: | Core | Currency and commodities-5 | Alternatives subtotal | Long-term | Cash management | Advisory-4 | Total |


| As of December 31, | (dollars in millions) | Commitment amount: | Undrawn commitments to extend credit | Financial standby letters of credit | Performance letters of credit | Commercial letters of credit | Marketing rights | Risk participation agreements | Residential mortgage loans sold with recourse | Total |


| 2006 2007 2008 2009 2010 | CME Group Inc. | S&P 500 | Old Peer Group | New Peer Group |


improved efficiencies in manufacturing production and favorable foreign currency impact of lower Euro as much of our manufacturing is performed in Germany.
Research and Development Expenses Research and development expenses for fiscal 2016 increased by $13.8 million, or 38%, to $49.8 million from $36.0 million in fiscal 2015.
The increase in research and development expenses was primarily due to product development initiatives on our existing products and new technologies, increased clinical spending primarily related to our cVAD Registry?
and post approval studies, a focus on quality initiatives for our Impella devices and a full year of activities related to our ECP purchase that was completed in July 2014.
Selling, General and Administrative Expenses Selling, general and administrative expenses for fiscal 2016 increased by $38.6 million, or 31%, to $164.3 million from $125.7 million in fiscal 2015.
The increase in selling, general and administrative expenses was primarily due to the hiring of additional U. S.  field sales and clinical personnel, increased spending on marketing initiatives as we continue to educate physicians on the benefits of hemodynamic support after receiving PMA approval for Impella 2.5, higher stock-based compensation expense and higher professional fees to support the growth of our business.
Income Tax Provision We recorded an income tax provision of $27.7 million in fiscal 2016 compared to an income tax benefit of $84.9 million in fiscal 2015.
The increase in income tax provision for fiscal 2016 was due to the fact that we had a full valuation allowance on most of our federal, state and certain foreign deferred tax assets prior to March 31, 2015, at which time most of the valuation allowance was reversed.
The income tax provision for fiscal 2016 was primarily due to the income before taxes of $65.8 million generated in fiscal 2016, primarily in the U. S.  and Germany.
The income tax benefit in fiscal 2015 was comprised of an $87.1 million deferred tax benefit primarily due to the release of our valuation allowance on certain of our deferred tax assets in the year ended March 31, 2015, partially offset by a current income tax provision of $2.2 million in U.
S and Germany.
Net Income During fiscal 2016, we recognized net income of $38.1 million, or $0.90 per basic share and $0.85 per diluted share, compared to $113.7 million, or $2.80 per basic share and $2.65 per diluted share for fiscal 2015.
Our net income for fiscal 2016 was driven primarily to higher Impella product revenue due to greater utilization of our Impella devices in the U. S.  and Europe, partially offset by the increase in income tax provision for fiscal 2016 due to the fact that we had a full valuation allowance on most of our deferred tax assets prior to March 31, 2015, at which time most of the valuation allowance was reversed.
Our net income for fiscal 2015 included an income tax benefit of $84.9 million, primarily due to the release of our valuation allowance on certain of our deferred tax assets.


Liquidity Risk Management Citigroup runs a centralized treasury model where the overall balance sheet is managed by Citigroup Treasury through Global Franchise Treasurers and Regional Treasurers.
Day-to-day liquidity and funding are managed by treasurers at the country and business level and are monitored by Corporate Treasury and Citi risk management.
Liquidity management is the responsibility of senior management through Citigroup’s Finance and Asset and Liability Committee (FinALCO) and is overseen by the Board of Directors through its Risk Management and Finance Committee.
Asset and liability committees are also established globally and for each region, country and/or major line of business.
Liquidity Measures and Stress Testing Citi uses multiple measures in monitoring its liquidity, including liquidity ratios, stress testing and liquidity limits, each as described below.
In broad terms, the structural liquidity ratio, defined as the sum of deposits, long-term debt and stockholders’ equity as a percentage of total assets, measures whether the asset base is funded by sufficiently long-dated liabilities.
Citi’s structural liquidity ratio was 73% at December 31, 2010, 71% at September 30, 2010, and 73% at December 31, 2009.
Another measure of Citi’s structural liquidity is cash capital.
Cash capital is a more detailed measure of the ability to fund the structurally illiquid portion of Citigroup’s balance sheet.
Cash capital measures the amount of long-term funding—or core customer deposits, long-term debt (over one year) and equity—available to fund illiquid assets.
Illiquid assets generally include loans (net of securitization adjustments), securities haircuts and other assets (i. e. , goodwill, intangibles, fixed assets).
At December 31, 2010, both the non-bank and the aggregate bank subsidiaries had a significant excess of cash capital.
In addition, as of December 31, 2010, the non-bank maintained liquidity to meet all maturing obligations significantly in excess ofa one-year period without access to the unsecured wholesale markets.
Liquidity stress testing is performed for each major entity, operating subsidiary and/or country.
Stress testing and scenario analyses are intended to quantify the potential impact of a liquidity event on the balance sheet and liquidity position, and to identify viable funding alternatives that can be utilized.
These scenarios include assumptions about significant changes in key funding sources, market triggers (such as credit ratings), potential uses of funding and political and economic conditions in certain countries.
These conditions include standard and stressed market conditions as well as firm-specific events.
A wide range of liquidity stress tests are important for monitoring purposes.
Some span liquidity events over a full year, some may cover an intense stress period of one month, and still other time frames may be appropriate.
These potential liquidity events are useful to ascertain potential mis-matches between liquidity sources and uses over a variety of horizons (overnight, one week, two week, one month, three month, one year), and liquidity limits are set accordingly.
To monitor the liquidity of a unit, those stress tests and potential mismatches may be calculated with varying frequencies, with several important tests performed daily.
Given the range of potential stresses, Citi maintains a series of Contingency Funding Plans on a consolidated basis as well as for individual entities.
These plans specify a wide range of readily available actions that are available in a variety of adverse market conditions, or idiosyncratic disruptions.
Credit Ratings Citigroup’s ability to access the capital markets and other sources of funds, as well as the cost of these funds and its ability to maintain certain deposits, is dependent on its credit ratings.
The table below indicates the current ratings for Citigroup and Citibank, N. A.  Citigroup’s Debt Ratings as of December 31, 2010


| Period Total Number ofSharesPurchased [a] AveragePrice PaidPer Share Total Number of SharesPurchased as Part ofaPublicly Announced Planor Program [b] Maximum Number ofShares That May YetBe Purchased Under the Planor Program [b] | Oct. 1 through Oct. 31 | Nov. 1 through Nov. 30 | Dec. 1 through Dec. 31 | Total |


Our comparable store sales decline in fiscal 2009 reflected a decrease in customer traffic.
Partially offsetting the decline in traffic was an increase in the average ticket as our revenue mix continued to shift toward large-ticket items, such as notebook computers and mobile phones.
Products having the largest impact on the fiscal 2009 comparable store sales decline include digital cameras, tube and projection televisions, DVDs and CDs, partially offset by gains in notebook computers, flat-panel televisions and mobile phones.
Revenue from our online operations increased more than 21% in fiscal 2009 and partially offset the overall comparable store sales decline.
Our gross profit rate in fiscal 2009 increased by 0.5% of revenue to 24.4% of revenue.
The gross profit rate increase for fiscal 2009 was due to increases in both our Domestic and International segments gross profit rates.
The acquisition of Best Buy Europe increased our gross profit rate by 0.4% of revenue for fiscal 2009.
For further discussion of each segments gross profit rate changes, see the Segment Performance Summary for Domestic and International below.
Our SG&A rate in fiscal 2009 increased by 1.5% of revenue to 20.0% of revenue.
The SG&A rate increase for fiscal 2009 was due to an increase in both our Domestic and International segments SG&A rates.
The acquisition of Best Buy Europe increased our SG&A rate by 0.7% of revenue for fiscal 2009.
For further discussion of each segments SG&A rate changes, see the Segment Performance Summary for Domestic and International below.
Our operating income in fiscal 2009 also included restructuring and goodwill and tradename impairment charges recorded in the fiscal fourth quarter.
The $78 million restructuring charge related primarily to employee termination benefits offered pursuant to voluntary and involuntary separation programs at our corporate headquarters and certain other locations.
The restructuring charges were recorded as a result of measures we took to create a more effective and efficient operating cost structure and to support our fiscal 2010 strategic priorities.
The $66 million goodwill and tradename impairment charges related to impairment of our Speakeasy business recorded as a result our annual test of goodwill for impairment.
Fiscal 2008 Results Compared With Fiscal 2007 Fiscal 2008 net earnings were slightly more than $1.4 billion, or $3.12 per diluted share, compared with nearly $1.4 billion, or $2.79 per diluted share, in fiscal 2007.
The modest increase in net earnings was driven by revenue growth and a decrease in our SG&A rate, offset by a decrease in our gross profit rate and a higher effective income tax rate.
The increase in net earnings per diluted share was due primarily to the lower average number of shares outstanding, resulting from our share repurchases in fiscal 2008.
Revenue in fiscal 2008 increased 11% to $40.0 billion, compared with $35.9 billion in fiscal 2007.
The increase resulted primarily from the net addition of 137 new Best Buy, Future Shop, Five Star, Pacific Sales and Best Buy Mobile stores during fiscal 2008, a full year of revenue from new stores added in fiscal 2007, a 2.9% comparable store sales gain and the non-comparable store sales generated from the acquisition of Five Star, Pacific Sales and Speakeasy.
The remainder of the revenue increase was due primarily to the favorable effect of fluctuations in foreign currency exchange rates.
Excluding the impact of the extra week in fiscal 2007, the net addition of new stores during the past fiscal year accounted for more than one-half of the revenue increase in fiscal 2008; the comparable store sales gain accounted for more than twotenths of the revenue increase; the non-comparable store sales generated from the acquisition of Five Star, Pacific Sales and Speakeasy accounted for more than one-tenth of the revenue increase; and the remainder of the revenue increase was due to the favorable effect of fluctuations in foreign currency exchange rates.


| Years ended December 31, Federal State | 2008 to 2012 | 2013 to 2017 | 2018 to 2022 | 2023 to 2027 | Total |


Deferred Income Taxes The tax effects of major temporary differences resulting in deferred income tax assets (liabilities) in the consolidated balance sheets is in the following table.


| Price Range | High | Fiscal 2017 | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | Fiscal 2018 | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | Fiscal 2019 | First Quarter (through October 10, 2018) |


Reconciliations of non-GAAP adjusted measures are presented under
Net Operating Revenues by Operating Segment Information about our net operating revenues by operating segment as a percentage of Company net operating revenues is as follows:


General and Administrative.
General and administrative expenses consist of the salaries, benefits and related costs of our executive, finance, information technology, human resource and legal personnel, third-party professional service fees, bad debt charges, facilities and depreciation expenses.
General and administrative expense increased 2.2% in fiscal year 2018, compared to the prior year.
The increase in general and administrative expense for fiscal year 2018 was primarily due to an increase in personnel costs of $1.7 million, compared to the prior year, and an increase in taxes of $3.1 million, compared to the prior year.
In fiscal year 2017, general and administrative expense increased 13.3% compared to the prior year.
The increase in general and administrative expense for fiscal year 2017 was primarily due to an increase in personnel costs of $7.4 million, compared to the prior year.
General and administrative headcount at the end of fiscal year 2018 increased to 475 from 471 at the end of fiscal year 2017 and 447 at the end of fiscal year 2016.
General and administrative expense included stock-based compensation expense of $27.9 million, $30.8 million and $24.5 million for fiscal years 2018, 2017 and 2016, respectively.


| 2003 2002 2001 | (Millions) | Computation Products | Memory Products | All Other | Total |


Distribution Services In the third quarter of 2002, we completed a previously announced strategic review of our Distribution Services business and decided to exit that business.
We completed that exit during the fourth quarter of 2002 through a combination of transferring certain facilities, closing other facilities and other suitable arrangements.
In the year ended


| Asbestos Cases | As of December 31, 2009 | Case adjustments | New cases filed | Resolved cases | As of December 31, 2010 |


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued) NOTE 10SHAREHOLDERS EQUITY On April 23, 2010, our Board of Directors approved a share repurchase program that authorized the purchase of up to $100.0 million of Global Payments stock in the open market or as otherwise may be determined by us, subject to market conditions, business opportunities, and other factors.
Under this authorization, we repurchased 2,382,890 shares of our common stock at a cost of $100.0 million, or an average of $41.97 per share, including commissions.
Repurchased shares are held as treasury stock.
In addition, we have $13.0 million remaining under the authorization from our original share repurchase program initiated during fiscal 2007.
These repurchased shares were retired and are available for future issuance.
We did not repurchase shares under this plan in fiscal 2010.
This authorization has no expiration date and may be suspended or terminated at any time.


Financial Instruments, Excluding Derivative Financial Instruments Included in PPGÂ¡Â¯s financial instrument portfolio are cash and cash equivalents, cash held in escrow, marketable equity securities, company-owned life insurance and short- and long-term debt instruments.
The fair values of the financial instruments approximated their carrying values, in the aggregate, except for long-term debt.
Long-term debt (excluding capital lease obligations), had carrying and fair values totaling $3,122 million and $3,035 million, respectively, as of December 31, 2008.
The corresponding amounts as of December 31, 2007, were $1,201 million and $1,226 million, respectively.
The fair values of the debt instruments were based on discounted cash flows and interest rates currently available to the Company for instruments of the same remaining maturities.


The acquisition also provides for a two-year earn out.
The earn-out will be payable in two annual cash installments equal to the incremental revenue growth in Suros’ business in the two years following the closing.
The Company has considered the provision of EITF Issue No.95-8, Accounting for Contingent Consideration Paid to the Shareholders of and Acquired Enterprise in a Purchase Business Combination, and concluded that this contingent consideration represents additional purchase price.
As a result, goodwill will be increased by the amount of the additional consideration, if any, when it becomes due and payable.
As part of the purchase price allocation, all intangible assets that were a part of the acquisition were identified and valued.
It was determined that only customer lists, trademarks and developed technology had separately identifiable values.
Customer relationships represents Suros large installed base that are expected to purchase disposable products on a regular basis.
Trademarks represent the Suros product names that the Company intends to continue to use.
Developed technology represents currently marketable purchased products that the Company continues to resell as well as utilize to enhance and incorporate into the Company’s existing products.
The estimated $4,900 of purchase price allocated to in-process research and development projects primarily related to Suros’ Disposable products.
The projects are of various stages of completion and include next generation handpiece and site marker technologies.
The Company expects that these projects will be completed during fiscal 2007.
The deferred income tax liability relates to the tax effect of acquired identifiable intangible assets, and fair value adjustments to acquired inventory as such amounts are not deductible for tax purposes, partially offset by acquired net operating loss carry forwards that the Company believes are realizable.
For all of the acquisitions discussed above, goodwill represents the excess of the purchase price over the net identifiable tangible and intangible assets acquired.
The Company determined that the acquisition of each AEG, R2 and Suros resulted in the recognition of goodwill primarily because of synergies unique to the Company and the strength of its acquired workforce.


| Shares Weighted Average Grant-Date Fair Value | Nonvested restricted stock at December 31, 2006 | Granted | Vested | Forfeited | Nonvested restricted stock at December 31, 2007 |


| Payments Due by Period | Total | (in millions) | Debt | Interest -1 | Operating leases -2 | Purchase obligations -3 | Future policy benefits payable and other long-term liabilities -4 | Total |


| Three Months Ended During 2007 | March 31 | (in thousands, except share data, unaudited) | Total revenues | Income before income taxes, equity income from unconsolidated joint ventures and minority interests' share in earnings | Total discontinued operations | Net income applicable to common shares | Dividends paid per common share | Basic earnings per common share | Diluted earnings per common share |


BUSINESS SEGMENTS The following discussion presents an analysis of the results of operations of our reportable business segments: North American Full-Service, North American Limited-Service, and Asia Pacific.
In the 2017 first quarter, our Asia Pacific operating segment met the applicable accounting criteria to be a reportable segment.
Our Europe, Middle East and Africa, and Caribbean and Latin America operating segments do not individually meet the criteria for separate disclosure as reportable segments, and accordingly we have not included those operations in this discussion of our Business Segments.
See Footnote 18 “Business Segments” to our Financial Statements for other information about each segment, including revenues and a reconciliation of segment profits to net income.
Our 2016 results in this section do not include any Legacy-Starwood results for the period between the Merger Date and the end of the 2016 third quarter, as we did not allocate any Legacy-Starwood results to our segments for the eight days ended September 30, 2016.


NOTE 13 - STOCKHOLDERS EQUITY Preferred Stock The Company had 100,000,000 shares authorized and 250,000 shares outstanding of $25.00 par value undesignated preferred stock as of December 31, 2016 and 2015.
The Board of Directors or any authorized committee thereof are authorized to provide for the issuance of these shares in one or more series, and by filing a certificate pursuant to applicable law of the State of Delaware, to establish or change from time to time the number of shares of each such series, and to fix the designations, powers, including voting powers, full or limited, or no voting powers, preferences and the relative, participating, optional or other special rights of the shares of each series and any qualifications, limitations and restrictions thereof.
On April 6, 2015, the Company issued $250 million, or 250,000 shares, of 5.500% fixed-to-floating rate non-cumulative perpetual Series A Preferred Stock, par value of $25.00 per share with a liquidation preference $1,000 per share (the Series A Preferred Stock) to the initial purchasers in reliance on the exemption from registration provided by Section (4)(a)(2) of the Securities Act of 1933, as amended, for resale pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended.
As a result of this issuance, the Company received net proceeds of $247 million after underwriting discount.
The Series A Preferred Stock has no stated maturity and is not subject to any sinking fund or other obligation of the Company.
Holders of the Series A Preferred Stock will be entitled to receive dividend payments when, and if, declared by the Companys Board of Directors or a duly authorized committee thereof.
Any such dividends will be payable on a semi-annual basis at an annual rate equal to 5.500%.
On April 6, 2020, the Series A Preferred Stock converts to a quarterly floating-rate basis equal to three-month U. S.  dollar LIBOR on the related dividend determination date plus 3.960%.
Citizens may redeem the Series A Preferred Stock, in whole or in part on any dividend payment date, on or after April 6, 2020 or, in whole but not in part, at any time within 90 days following a regulatory capital treatment event at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends, without accumulation of any undeclared dividends.
Citizens may not redeem shares of the Series A Preferred Stock without obtaining the prior approval of the FRBG if then required under applicable capital guidelines.
Shares of the Series A Preferred Stock have priority over the Company's common stock with regard to the payment of dividends and, as such, the Company may not pay dividends on or repurchase, redeem, or otherwise acquire for consideration shares of its common stock unless dividends for the latest completed dividend period for the Series A Preferred Stock have been declared and paid (or declared and sufficient funds have been set aside to make payment).
Except in certain limited circumstances, the Series A Preferred Stock does not have any voting rights.


operating lease agreements.
Included in these amounts was contingent rent expense of $3.6 million, $2.0 million and $0.6 million for the years ended December 31, 2011, 2010 and 2009, respectively.
The operating lease obligations included above do not include any contingent rent.


PART III ITEM 14.
CONTROLS AND PROCEDURES Within the 90-day period prior to the filing of this report, an evaluation was carried out under the supervision and with the participation of the Companys management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Companys disclosure controls and procedures (as defined in Rule 13a-14(c) under the Securities Exchange Act of 1934).
Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective.
There have been no significant changes in the Companys internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation.


Table of Contents acquisitions, an increase of $4.0 million in variable compensation due to higher shipments and higher functionally allocated expenses of $2.0 million.
The increase in sales and marketing expense for fiscal 2013 compared with fiscal 2012 was due to increases in personnel-related costs of $15.9 million primarily driven by headcount increases, $2.0 million in marketing activities, and $1.4 million in maintenance.
The increase in sales and marketing expenses was partially offset by an additional week of expenses of approximately $4.9 million in fiscal 2012 and a $5.2 million reduction in acquisitionrelated costs compared to fiscal 2012.
Changes in other sales and marketing expense categories for the above mentioned periods were not individually material.


| Nonvested Shares and Nonvested Share Units Performance-Based Nonvested Share Units | Shares | Outstanding, beginning of the year | Granted | Released | Forfeited | Outstanding, end of the year |


| December 31, 2007 December 31, 2006 | Fair Value | (In millions) | Segregated investments | Other interest sensitive investments | Total |


| Year Ended December 31, | 2009 | (In $ millions) | Income tax provision computed at US federal statutory tax rate | Increase (decrease) in taxes resulting from: | Change in valuation allowance | Equity income and dividends | Expenses not resulting in tax benefits | US tax effect of foreign earnings and dividends | Other foreign tax rate differentials-1 | Legislative changes | Tax-deductible interest on foreign equity instruments & other related items | State income taxes and other | Income tax provision (benefit) |


WESTROCK COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued) 132 Our results of operations for the fiscal years ended September 30, 2019, 2018 and 2017 include share-based compensation expense of $64.2 million, $66.8 million and $60.9 million, respectively, including $2.9 million included in the gain on sale of HH&B in fiscal 2017.
Share-based compensation expense in fiscal 2017 was reduced by $5.4 million for the rescission of shares granted to our CEO that were inadvertently granted in excess of plan limits in fiscal 2014 and 2015.
The total income tax benefit in the results of operations in connection with share-based compensation was $16.3 million, $19.4 million and $22.5 million, for the fiscal years ended September 30, 2019, 2018 and 2017, respectively.
Cash received from share-based payment arrangements for the fiscal years ended September 30, 2019, 2018 and 2017 was $61.5 million, $44.4 million and $59.2 million, respectively.
Equity Awards Issued in Connection with Acquisitions In connection with the KapStone Acquisition, we replaced certain outstanding awards of restricted stock units granted under the KapStone long-term incentive plan with WestRock stock options and restricted stock units.
No additional shares will be granted under the KapStone plan.
The KapStone equity awards were replaced with awards with identical terms utilizing an approximately 0.83 conversion factor as described in the Merger Agreement.
The acquisition consideration included approximately $70.8 million related to outstanding KapStone equity awards related to service prior to the effective date of the KapStone Acquisition  the balance related to service after the effective date will be expensed over the remaining service period of the awards.
As part of the KapStone Acquisition, we issued 2,665,462 options that were valued at a weighted average fair value of $20.99 per share using the Black-Scholes option pricing model.
The weighted average significant assumptions used were:


Entergy Corporation and Subsidiaries Notes to Financial Statements (a) Consists of pollution control revenue bonds and environmental revenue bonds, some of which are secured by collateral first mortgage bonds.
(b) These notes do not have a stated interest rate, but have an implicit interest rate of 4.8%.
(c) Pursuant to the Nuclear Waste Policy Act of 1982, Entergys nuclear owner/licensee subsidiaries have contracts with the DOE for spent nuclear fuel disposal service.
The contracts include a one-time fee for generation prior to April 7, 1983.
Entergy Arkansas is the only Entergy company that generated electric power with nuclear fuel prior to that date and includes the one-time fee, plus accrued interest, in long-term debt.
(d) See Note 10 to the financial statements for further discussion of the Waterford 3 and Grand Gulf lease obligations.
(e) The fair value excludes lease obligations of $149 million at Entergy Louisiana and $97 million at System Energy, long-term DOE obligations of $181 million at Entergy Arkansas, and the note payable to NYPA of $95 million at Entergy, and includes debt due within one year.
Fair values are classified as Level 2 in the fair value hierarchy discussed in Note 16 to the financial statements and are based on prices derived from inputs such as benchmark yields and reported trades.
The annual long-term debt maturities (excluding lease obligations and long-term DOE obligations) for debt outstanding as of December 31, 2013, for the next five years are as follows:


OTHER MATTERS Labor Agreements – In January 2010, the nation’s largest freight railroads began the current round of negotiations with the labor unions.
Generally, contract negotiations with the various unions take place over an extended period of time.
This round of negotiations was no exception.
In September 2011, the rail industry reached agreements with the United Transportation Union.
On November 5, 2011, a Presidential Emergency Board (PEB) appointed by President Obama issued recommendations to resolve the disputes between the U. S.  railroads and 11 unions that had not yet reached agreements.
Since then, ten unions reached agreements with the railroads, all of them generally patterned on the recommendations of the PEB, and the unions subsequently ratified these agreements.
The railroad industry reached a tentative agreement with the Brotherhood of Maintenance of Way Employees (BMWE) on February 2, 2012, eliminating the immediate threat of a national rail strike.
The BMWE now will commence ratification of this tentative agreement by its members.
Inflation – Long periods of inflation significantly increase asset replacement costs for capital-intensive companies.
As a result, assuming that we replace all operating assets at current price levels, depreciation charges (on an inflation-adjusted basis) would be substantially greater than historically reported amounts.
Derivative Financial Instruments – We may use derivative financial instruments in limited instances to assist in managing our overall exposure to fluctuations in interest rates and fuel prices.
We are not a party to leveraged derivatives and, by policy, do not use derivative financial instruments for speculative purposes.
Derivative financial instruments qualifying for hedge accounting must maintain a specified level of effectiveness between the hedging instrument and the item being hedged, both at inception and throughout the hedged period.
We formally document the nature and relationships between the hedging instruments and hedged items at inception, as well as our risk-management objectives, strategies for undertaking the various hedge transactions, and method of assessing hedge effectiveness.
Changes in the fair market value of derivative financial instruments that do not qualify for hedge accounting are charged to earnings.
We may use swaps, collars, futures, and/or forward contracts to mitigate the risk of adverse movements in interest rates and fuel prices; however, the use of these derivative financial instruments may limit future benefits from favorable price movements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED) 62 Based on our interim quantitative impairment assessment as of June 30, 2018, the carrying value of the EMEA reporting unit exceeded its fair value by $579 million and we recorded a goodwill impairment charge in this amount in 2018.
Future impairments could result if the reporting unit experiences further deterioration in business performance or if there is a significant change in other qualitative or quantitative factors, including an increase in discount rates or a decrease in forecasted EBIT margin.
Annual impairment assessment We completed our annual impairment test for goodwill as of October 1, 2018.
The Company elected to bypass the qualitative assessment and perform a quantitative assessment to evaluate goodwill for all our reporting units.
Based on the quantitative assessment we determined there was no impairment of goodwill.
Other Intangible Assets The following table summarizes other intangible assets for the period presented:


| Accumulated OCI Components Income Statement Line Item Impacted 2015 2014 2013 | Available-for-sale debt securities: | Gains on sales of debt securities | Other loss | Income before income taxes | Income tax expense | Reclassification to net income | Available-for-sale marketable equity securities: | Equity investment income | Income before income taxes | Income tax expense | Reclassification to net income | Debit valuation adjustments: | Other loss | Loss before income taxes | Income tax benefit | Reclassification to net income | Derivatives: | Interest rate contracts | Commodity contracts | Interest rate contracts | Equity compensation contracts | Loss before income taxes | Income tax benefit | Reclassification to net income | Employee benefit plans: | Prior service cost | Net actuarial losses | Settlements and curtailments | Loss before income taxes | Income tax benefit | Reclassification to net income | Foreign currency: | Other income (loss) | Income (loss) before income taxes | Income tax expense (benefit) | Reclassification to net income | Total reclassification adjustments |


| Year Ended December 31, | (millions of dollars, except share and per share data) | Operating results | Net sales | Operating income (c) | Net earnings (loss) attributable to BorgWarner Inc. (c) | Earnings (loss) per share — basic | Earnings (loss) per share — diluted | Net R&D expenditures | Capital expenditures, including tooling outlays | Depreciation and tooling amortization | Number of employees | Financial position | Cash | Total assets | Total debt | Common share information | Cash dividend declared and paid per share | Market prices of the Company's common stock | High | Low | Weighted average shares outstanding (thousands) | Basic | Diluted |


| Amount | 2019 | 2020 | 2021 | 2022 | 2023 | Thereafter | Gross Assets/Liabilities-1 | (Dollars in millions) | Securities borrowed or purchased under agreements to resell-3 | Securities loaned or sold under agreements to repurchase | Other-4 | Total | December 31, 2016 | Securities borrowed or purchased under agreements to resell-3 | Securities loaned or sold under agreements to repurchase | Other-4 | Total | Overnight and Continuous | (Dollars in millions) | Securities sold under agreements to repurchase | Securities loaned | Other | Total | December 31, 2016 | Securities sold under agreements to repurchase | Securities loaned | Other | Total | Global Corporate Banking | (Dollars in millions) | Revenue | Business Lending | Global Transaction Services | Total revenue, net of interest expense | Balance Sheet | Average | Total loans and leases | Total deposits | Year end | Total loans and leases | Total deposits | Global Banking | (Dollars in millions) | Products | Advisory | Debt issuance | Equity issuance | Gross investment banking fees | Self-led deals | Total investment banking fees |


| -1 (2) December 31, 2010 December 31, 2009 | NAIC Designation | (in millions) | 1 | 2 | Subtotal High or Highest Quality Securities | 3 | 4 | 5 | 6 | Subtotal Other Securities-4 | Total Public Fixed Maturities |


| Fourth Quarter | (Amounts in millions) | Segment net sales | Cost of goods sold | Gross profit | Operating expenses | Segment operating earnings |


| 2010 2009 | Financial Services Businesses | ASSETS | Fixed maturities, available for sale, at fair value | Fixed maturities, held to maturity, at amortized cost | Trading account assets supporting insurance liabilities, at fair value | Other trading account assets, at fair value | Equity securities, available for sale, at fair value | Commercial mortgage and other loans | Policy loans | Other long-term investments | Short-term investments | Total investments | Cash and cash equivalents | Accrued investment income | Deferred policy acquisition costs | Other assets | Separate account assets | TOTAL ASSETS | LIABILITIES AND EQUITY | LIABILITIES | Future policy benefits | Policyholders’ account balances | Policyholders’ dividends | Securities sold under agreements to repurchase | Cash collateral for loaned securities | Income taxes | Short-term debt | Long-term debt | Other liabilities | Separate account liabilities | Total liabilities | COMMITMENTS AND CONTINGENT LIABILITIES | EQUITY | Accumulated other comprehensive income (loss) | Other attributed equity | Total attributed equity | Noncontrolling interests | Total equity | TOTAL LIABILITIES AND EQUITY |


We continue to manage for profitable flows and will make changes that may impact flows to improve the overall economics.
These may include changing the share classes we offer in various distribution channels or altering fee structures.
This may result in outflows in 2013 as these changes go into effect, however it would have a nominal impact on margins as we move to more attractive arrangements.
Threadneedle managed assets increased $14.2 billion, or 13%, during the year ended December 31, 2012 due to market appreciation, as well as a positive impact from foreign currency translation.
Threadneedle retail funds increased $7.3 billion, or 23%, in 2012 due to market appreciation of $3.2 billion, net inflows of $2.3 billion, and a $1.6 billion positive impact from foreign currency translation.
Threadneedle institutional AUM increased $7.0 billion, or 9%, in 2012 due to market appreciation of $4.9 billion and a $3.7 billion positive impact from foreign currency translation, partially offset by net outflows of $4.1 billion.
Threadneedle institutional net outflows included $3.8 billion of outflows from a closed book of insurance assets and $0.9 billion from the retender of low margin pension assets, partially offset by inflows from institutional mandates from clients in the Middle East and Africa.
Investment performance in equity and fixed income portfolios across Columbia and Threadneedle continues to be strong.
Like others in the industry, we continued to see inflows in fixed income and outflows in equity.
Average segment AUM increased $3.7 billion, or 1%, from the prior year due to market appreciation, partially offset by net outflows.


Financing Activities.
Cash used in financing activities decreased $1.4 billion.
Changes in cash from financing activities resulted primarily from lower share repurchase activity and prior year customer deposit activity, partially offset by the issuance of debt in the prior year.
CASH REQUIREMENTS  Dividends and Share Repurchase.
Returning capital to shareholders in the form of dividends and the repurchase of outstanding shares has historically been a significant component of our capital allocation plan.
We have consistently paid quarterly dividends.
Dividends paid totaled $187.1 million, $201.7 million and $220.0 million in fiscal years 2017, 2016 and 2015, respectively.
The decline from the prior years is due to lower outstanding shares as a result of share repurchase activity.
Although we have historically paid dividends and plan to continue to do so, there can be no assurances that circumstances will not change in the future that could affect our ability or decisions to pay dividends.
In September 2015, we announced that our Board of Directors approved a $3.5 billion share repurchase program, effective through June 2019.
As a part of the repurchase program, in the current year, we purchased $317.0 million of our common stock at an average price of $22.61 per share.
See Item 8, note 8 to the consolidated financial statements for additional information.
Although we may continue to repurchase shares, there is no assurance that we will purchase up to the full Board authorization.
Capital Investment.
Our business is not capital intensive.
Capital expenditures totaled $89.3 million and $99.9 million in fiscal years 2017 and 2016, respectively.
Our capital expenditures relate primarily to recurring improvements to retail offices, as well as investments in computers, software and related assets.
In addition, we expended net cash totaling $54.8 million and $88.8 million in fiscal years 2017 and 2016, respectively, in connection with acquired businesses.
We routinely acquire competitor tax businesses and franchisees, and recurring capital allocated to acquisitions consists primarily of this activity.
FINANCING RESOURCES  Our 2016 CLOC has capacity up to $2.0 billion, and is scheduled to expire in September 2021.
Proceeds under the 2016 CLOC may be used for working capital needs or for other general corporate purposes.
We were in compliance with our 2016 CLOC covenants as of April 30, 2017.
As of April 30, 2017, amounts available to borrow under the 2016 CLOC were limited by the debt-to-EBITDA covenant to approximately $1.6 billion, however, our cash needs at April 30 generally do not require us to borrow on our CLOC at that time.
We had no balance outstanding under the 2016 CLOC as of April 30, 2017.
See Item 8, note 6 to the consolidated financial statements for discussion of the Senior Notes and our 2016 CLOC.


| Project Location Fuel Gross MW AES Equity Interest (Percent, Rounded) | AES Solar-1 | Angamos | Changuinola | Kumkoy-2 | Laurel Mountain | Maritza | Sao Joaquim | Trinidad-3 |


(1) Includes effect of commodity derivative instruments previously accounted for as cash flow hedges.
Net derivative gains and losses that were deferred in AOCL as of January 1, 2008, as a result of previous cash flow hedge accounting, were reclassified to oil, gas and NGL sales in our consolidated statements of operations in 2008, 2009 and 2010 as the original hedged transactions occurred.


| December 31, Credit exposure Nonperforming(c)(d) | (in millions) | Loans retained | Loans held-for-sale | Loans at fair value | Loans – reported | Derivative receivables | Receivables from customers and other(a) | Total wholesale credit-related assets | Lending-related commitments | Total wholesale credit exposure | Credit Portfolio Management derivatives notional, net(b) | Liquid securities and other cash collateral held against derivatives |


| Three Months Ended | Dec. 31, 2017 | (Unaudited, in thousands) | Reconciliation of Net Income (Loss) to Non-GAAP Net Income: | Net income (loss) | Exclude: Provision for income taxes | Income (loss) before income taxes | Stock-based compensation expense | Amortization of acquired intangible assets | Non-cash interest expense related to convertible notes | Impairment of investments in privately-held companies | Restructuring charges and one-time nonrecurring gain | Non-GAAP income before income taxes | Non-GAAP provision for income taxes | Non-GAAP net income |


PART II Cash from Operations Cash from operations is our primary source of funds.
Earnings and changes in working capital levels are the two broad factors that generally have the greatest impact on our cash from operations.
As shown in the chart below (and discussed in the paragraph that follows), most of the variability in cash from operations in recent years has come from changes in working capital.


| 2018 2019 2020 2021 2022 Thereafter | $322 |


Deferred Compensation Plan—A deferred compensation plan is maintained by CME, under which eligible officers and members of the Board of Directors may contribute a percentage of their compensation and defer income taxes thereon until the time of distribution.


| AmountAssigned(in millions) Weighted Average Amortization Period(in years) Risk-Adjusted Discount Rates used in Purchase Price Allocation | Amortizable intangible assets | Technology - core | Technology - developed | Customer relationships | Other | $7,719 | Goodwill | Purchased research and development | Amount (In Millions) | 2010 net revenue | Mark-to-market tax settlement sharing | Retail electric price | Volume/weather | Other | 2011 net revenue |


THE AES CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued) DECEMBER 31, 2012, 2011, AND 2010 Performance Stock UnitsThe Company issues performance stock units (PSUs) to officers under its long-term compensation plan.
PSUs are restricted stock units of which 50% of the units awarded include a market condition and the remaining 50% include a performance condition.
Vesting will occur if the applicable continued employment conditions are satisfied and (a) for the units subject to the market condition the Total Stockholder Return (TSR) on AES common stock exceeds the TSR of the Standard and Poors 500 Utilities Sector Index over the three-year measurement period beginning on January 1st of the grant year and ending on December 31st of the third year and (b) for the units subject to the performance condition if the Companys actual Adjusted EBITDA meets the performance target over the three-year measurement period beginning on January 1, 2012 and ending on December 31, 2014.
The market and performance condition determines the vesting and final share equivalent per PSU and can result in earning an award payout range of 0% to 200%, depending on the achievement.
In all circumstances, PSUs granted by AES do not entitle the holder the right, or obligate AES, to settle the restricted stock unit in cash or other assets of AES.
The effect of the market condition on PSUs issued to officers of the Company during 2012 is reflected in the awards fair value on the grant date.
The results of the valuation estimated the fair value at $19.75 per share, equating to 144% of the Companys closing stock price on the date of grant.
PSUs that included a market condition granted during the year ended December 31, 2012, 2011 and 2010 had a grant date fair value per RSU of $19.75, $17.68 and $11.57, respectively.
The fair value of the PSUs with a performance condition had a grant date fair value of $13.70 equal to the closing price of the Companys stock on the grant date.
The Company believes that it is probable that the performance condition will be met; this will continue to be evaluated throughout the performance period.
If the fair value of the market condition was not applied to PSUs issued to officers, the total grant date fair value of PSUs granted during the year ended December 31, 2012 would have decreased by $2 million.
Restricted stock units with a market condition were awarded to officers of the Company prior to 2011 contained only the market condition measuring the TSR on AES common stock.
These units were required to be held for an additional two years subsequent to vesting before they could be converted into shares and become transferable.
There is no such requirement for the shares granted during 2011 and afterwards.


| 2009 $ 13,267 | 2010 | 2011 | 2012 | 2013 and Thereafter | Total |


| Years Ending December 31, License Agreements Clinical and Manufacturing Development Agreements | 2008 | 2009 | 2010 | 2011 | 2012 | Year ended December 31, | (Dollars in millions) | Other Data: | Client investment funds: | Client directed investment assets | Client investment assets under management | Sweep money market funds | Total client investment funds |


| Year Ended December 31, | 2010 | Other Operating Data: | Cash flows from operating activities | Capital expenditures | Proceeds from sales of property and equipment | Balance Sheet Data: | Cash and cash equivalents | Restricted cash and marketable securities | Total assets | Total debt | Total stockholders’ equity |


| 2009 2008 2007 | (Millions of Dollars) | Cash provided by (used in) operating activities | Continuing operations | Discontinued operations | Total |


Sources of Liquidity Shelf Registrations On December 3, 2003, The Hartfords shelf registration statement (Registration No.333-108067) for the potential offering and sale of debt and equity securities in an aggregate amount of up to $3.0 billion was declared effective by the Securities and Exchange Commission.
The Registration Statement allows for the following types of securities to be offered: (i) debt securities, preferred stock, common stock, depositary shares, warrants, stock purchase contracts, stock purchase units and junior subordinated deferrable interest debentures of the Company, and (ii) preferred securities of any of one or more capital trusts organized by The Hartford (The Hartford Trusts).
The Company may enter into guarantees with respect to the preferred securities of any of The Hartford Trusts.
In January 2004, the Company issued approximately 6.7 million shares of common stock pursuant to an underwritten offering at a price to the public of $63.25 per share and received net proceeds of $411.
On March 9, 2004, the Company issued $200 of 4.75% senior notes due March 1, 2014.
As of December 31, 2004, the Company had $2.4 billion remaining on its shelf.


| Interest Rate Exposure to Pretax Income | Interest Rate Increase 100 Basis Points | (in millions) | Asset-based management and distribution fees-1 | Variable annuity riders: | GMWB | GMAB | DAC and DSIC amortization-4 | Total variable annuity riders | Fixed annuities, fixed portion of variable annuities | and fixed insurance products | Brokerage client cash balances | Flexible savings and other fixed rate savings products | Total |


| December 31, 2012 Commercial Agreement VIEs Equity Method Investment VIEs Total | Total assets(a) | Total liabilities(a) | Registrants’ ownership interest(a) | Other ownership interests(a) | Registrants’ maximum exposure to loss: | Letters of credit | Carrying amount of equity method investments | Contract intangible asset | Debt and payment guarantees | Net assets pledged for Zion Station decommissioning(b) | December 31, 2011 | Registrants’ maximum exposure to loss: | Net assets pledged for Zion Station decommissioning(b) |


Revenue Recognition The majority of the Companys revenues are derived from commissions for trades executed on the electronic trading platform that are billed to its broker-dealer clients on a monthly basis.
The Company also derives revenues from information and user access fees, license fees, interest and other income.
Commissions are generally calculated as a percentage of the notional dollar volume of bonds traded on the electronic trading platform and vary based on the type and maturity of the bond traded.
Under the transaction fee plans, bonds that are more actively traded or that have shorter maturities are generally charged lower commissions, while bonds that are less actively traded or that have longer maturities generally command higher commissions.
Commissions are recorded on a trade date basis.
The Companys standard fee schedule for U. S.  high-grade corporate bonds was revised in August 2003 to provide lower average transaction commissions for dealers who transacted higher U. S.  high-grade volumes through the platform, while at the same time providing an element of fixed commissions over the two-year term of the plans.
One of the revised plans that was suited for the Companys most active broker-dealer clients included a fee cap that limited the potential growth in U. S.  high-grade revenue.
The fee caps were set to take effect at volume levels significantly above those being transacted at the time the revised transaction fee plans were introduced.
Most broker-dealer clients entered into fee arrangements with respect to the trading of U. S.  high-grade corporate bonds that included both a fixed component and a variable component.
These agreements had been scheduled to expire during the third quarter of 2005.
On June 1, 2005, the Company introduced a new fee plan primarily for secondary market transactions in U. S.  high-grade corporate bonds executed on its electronic trading platform.
As of December 31, 2005, 17 of the Companys U. S.  high-grade broker-dealer clients have signed new two-year agreements that supersede the fee arrangements that were entered into with many of its broker-dealer clients during the third quarter of 2003.
The new plan incorporates higher fixed monthly fees and lower variable fees for brokerdealer clients than the previous U. S.  high-grade corporate transaction fee plans described above, and incorporates volume incentives to broker-dealer clients that are designed to increase the volume of transactions effected on the Companys
The U. S.  high-grade average variable transaction fee per million increased from $84 per million for the year ended December 31, 2007 to $121 per million for the year ended December 31, 2008 due to the longer maturity of trades executed on the platform, for which we charge higher commissions.
The Eurobond average variable transaction fee per million decreased from $138 per million for the year ended December 31, 2007 to $112 per million for the year ended December 31, 2008, principally from the introduction of the new European high-grade fee plan.
Other average variable transaction fee per million increased from $121 per million for the year ended December 31, 2007 to $158 per million for the year ended December 31, 2008 primarily due to a higher percentage of volume in products that carry higher fees per million, principally high-yield.
Technology Products and Services.
Technology products and services revenues increased by $7.8 million to $8.6 million for the year ended December 31, 2008 from $0.7 million for the year ended December 31, 2007.
The increase was primarily a result of the Greenline acquisition.
Information and User Access Fees.
Information and user access fees increased by $0.1 million or 2.5% to $6.0 million for the year ended December 31, 2008 from $5.9 million for the year ended December 31, 2007.
Investment Income.
Investment income decreased by $1.8 million or 33.7% to $3.5 million for the year ended December 31, 2008 from $5.2 million for the year ended December 31, 2007.
This decrease was primarily due to lower interest rates.
Other.
Other revenues decreased by $0.1 million or 4.4% to $1.5 million for the year ended December 31, 2008 from $1.6 million for the year ended December 31, 2007.


| (In thousands) FairValueHierarchy Fair Value Year Ended November 30, 2013 Total Gains(Losses) (1) | Lennar Homebuilding: | Finished homes and construction in progress -2 | Investment in unconsolidated entities -3 | Rialto Investments: | REO - held-for-sale -4 | REO - held-and-used, net -5 |


Business Lending revenue of $7.6 billion remained relatively unchanged in 2015 compared to 2014 as loan spread compression was offset by the benefit of loan growth.
Global Transaction Services revenue decreased $424 million in 2015 primarily due to lower net interest income as a result of the impact of the allocation of ALM activities, including liquidity costs.
Average loans and leases increased seven percent in 2015 compared to 2014 due to strong origination volumes and increased revolver utilization.
Average deposits remained relatively unchanged in 2015.
Global Investment Banking Client teams and product specialists underwrite and distribute debt, equity and loan products, and provide advisory services and tailored risk management solutions.
The economics of most investment banking and underwriting activities are shared primarily between Global Banking and Global Markets based on the activities performed by each segment.
To provide a complete discussion of our consolidated investment banking fees, the following table presents total Corporation investment banking fees and the portion attributable to Global Banking.


| Year Ended December 31, 2008 (unaudited) | Revenue | Net income | Basic earnings per share | Diluted earnings per share |


| 12/26/08 12/31/09 12/31/10 12/31/11 12/31/12 12/31/13 | The Goldman Sachs Group, Inc. | S&P 500 Index | S&P 500 Financials Index |


| Three Months Ended | Dec. 31, 2015 | (Unaudited, in thousands) | Cost of revenue | Research and development | Sales and marketing | General and administrative | Total stock-based compensation expense | Three Months Ended | Dec. 31, 2015 | (Unaudited, in thousands) | Reconciliation of Net Loss to Adjusted EBITDA: | Net loss | Stock-based compensation expense | Depreciation and amortization expense | Interest and other expense (income) | Provision (benefit) for income taxes | Restructuring charges | Adjusted EBITDA | Three Months Ended | Dec. 31, 2015 | (Unaudited, in thousands) | Reconciliation of Net Loss to Non-GAAP Net Income: | Net loss | Stock-based compensation expense | Amortization of acquired intangible assets | Non-cash interest expense related to convertible notes | Non-cash expense related to acquisitions | Income tax effects related to acquisitions | Restructuring charges | Non-GAAP net income |


(1) The valuation allowance reduces the benefit of certain separate Company federal net operating loss and state capital loss carryforwards to the amount that will more likely than not be realized.
During 2014, the valuation allowance was decreased by $4 million related to the ability to utilize certain state capital losses.


| Nuclear fuel(a) $1,000 | Production plant | Renewable energy projects(b) | Uprates | Other | Total |


The Companies commitments to make payments in addition to these contractual commitments include their other liabilities reflected in their balance sheets, any funding obligations for their pension and other postretirement benefit plans, financial hedging activities, their collective bargaining agreements and Con Edisons guarantees of certain obligations of its businesses.
See Notes E, F, O and Guarantees in Note H to the financial statements in Item 8.
Capital Resources Con Edison is a holding company that operates only through its subsidiaries and has no material assets other than its interests in its subsidiaries.
Con Edison expects to finance its capital requirements primarily through internally-generated funds and the sale of its securities, including meeting all of its common equity needs in 2011 by issuing shares under its dividend reinvestment and employee stock plans.
Con Edisons ability to make payments on its external borrowings and dividends on its common shares is also dependent on its receipt of dividends from its subsidiaries or proceeds from the sale of its securities or its interests in its subsidiaries.
For information about restrictions on the payment of dividends by the Utilities and significant debt covenants, see Note C to the financial statements in Item 8.
For information on the Companies commercial paper program and revolving credit agreements with banks, see Note D to the financial statements in Item 8.
The Utilities expect to finance their operations, capital requirements and payment of dividends to Con Edison from internally-generated funds (see Liquidity and Capital Resources  Cash Flows from Operating Activities in Item 7), contributions of equity capital from Con Edison and external borrowings, including the issuance in 2011 of long-term debt of up to $600 million.
The Companies require access to the capital markets to fund capital requirements that are substantially in excess of available internally-generated funds.
See Capital Requirements, above.
Each of the Companies believes that it will continue to be able to access capital, although capital market conditions may affect the timing of the Companies financing activities.
The Companies monitor the availability and costs of various forms of capital, and will seek to issue Con Edison common stock and other securities when it is necessary or advantageous to do so.
For information about the Companies long-term debt and short-term borrowing, see Notes C and D to the financial statements in Item 8.
In 2009, the NYSPSC authorized CECONY and O&R to issue up to $4,800 million and $500 million of securities, respectively (of which up to $550 million and $100 million, respectively, may be preferred stock and up to the entire amount authorized may be debt securities).
At December 31, 2010, CECONY and O&R had issued $1,470 million and $190 million, respectively, of debt securities pursuant to such authorization.
In addition, the NYSPSC has authorized the Utilities to refund outstanding debt securities and preferred stock should the Utilities determine that it is economic to do so.
Con Edisons competitive energy businesses have financed their operations and capital requirements primarily with capital contributions and borrowings from Con Edison, internallygenerated funds and external borrowings.


Liquidity and Capital ResourcesOn June 10, 2015, we issued $2 billion aggregate principal amount of unsecured senior notes which consist of the following series:?
$600 million of 2.70% senior notes due June 1, 2020?
$900 million of 3.85% senior notes due June 1, 2025?
$500 million of 5.20% senior notes due June 1, 2045 Interest on each series of senior notes is payable semi-annually beginning December 1, 2015.
We used the aggregate net proceeds to repay our $1 billion 0.90% senior notes on November 2, 2015, and the remainder for general corporate purposes.
In May 2015, we amended our $2.5 billion Credit Facility to increase the facility size by $500 million to a total of $3.0 billion and extend the maturity date by an additional year such that the Credit Facility now matures in May 2020.
The amendment additionally provides us the ability to request two one-year extensions to the maturity date and an option to increase the commitment amount by up to an additional $500 million, subject to the consent of any increasing lenders.
The sub-facilities for swing-line loans and letters of credit remain unchanged allowing up to an aggregate amount of $100 million and $500 million, respectively.
Fees on the unused commitment of each lender, as well as the borrowing options under the Credit Facility, remain unchanged.
Our main sources of liquidity are cash and cash equivalents, internally generated cash flow from operations, capital market transactions, our committed revolving credit facility and sales of non-core assets.
Our working capital requirements are supported by these sources and we may issue either commercial paper backed by our $3.0 billion revolving credit facility or draw on our $3.0 billion revolving credit facility to meet short-term cash requirements or issue debt or equity securities through the shelf registration statement discussed below as part of our longer-term liquidity and capital management.
Because of the alternatives available to us as discussed above, we believe that our short-term and long-term liquidity is adequate to fund not only our current operations, but also our near-term and long-term funding requirements including our capital spending programs, dividend payments, defined benefit plan contributions, repayment of debt maturities and other amounts that may ultimately be paid in connection with contingencies.
General economic conditions, commodity prices, and financial, business and other factors could affect our operations and our ability to access the capital markets.
A downgrade in our credit ratings could negatively impact our cost of capital and our ability to access the capital markets, increase the interest rate and fees we pay on our unsecured revolving credit facility, restrict our access to the commercial paper market, or require us to post letters of credit or other forms of collateral for certain


(1) Includes shares issued from treasury.
(2) Includes shares withheld to pay employee tax obligations upon the vesting of restricted stock.
Preferred Stock CF Holdings is authorized to issue 50 million shares of $0.01 par value preferred stock.
Our Second Amended and Restated Certificate of Incorporation, as amended, authorizes the Board, without any further stockholder action or approval, to issue these shares in one or more classes or series, and (except in the case of our Series A Junior Participating Preferred Stock, 500,000 shares of which are authorized and the terms of which were specified in the original certificate of incorporation of CF Holdings) to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions.
In connection with the Plan (as defined below), 500,000 shares of preferred stock have been designated as Series B Junior Participating Preferred Stock.
The Series A Junior Participating Preferred Stock had been established in CF Holdings’ original certificate of incorporation in connection with our former stockholder rights plan that expired in 2015.
No shares of preferred stock have been issued.
Tax Benefits Preservation Plan On September 6, 2016, CF Holdings entered into a Tax Benefits Preservation Plan (the Plan) with Computershare Trust Company, N. A. , as rights agent.
The Plan is intended to help protect our tax net operating losses and certain other tax assets (the Tax Benefits) by deterring any person from becoming a "5-percent shareholder" (as defined in Section 382 of the Internal Revenue Code of 1986, as amended) (a 5% Shareholder).
Under the Plan, each share of common stock has attached to it one right.
Each right entitles the holder to purchase one one-thousandth of a share of our preferred stock designated as Series B Junior Participating Preferred Stock at a purchase price of $100, subject to adjustment.
Rights will only be exercisable under the limited circumstances specified in the Plan when there has been a distribution of the rights and such rights are no longer redeemable by CF Holdings.
A distribution of the rights would occur upon the earlier of (i) 10 business days following a public announcement that a person or group of affiliated or associated persons has become a 5% Shareholder (subject to certain exceptions described in the Plan) and (ii) 10 business days (or such later date as the Board shall determine) following the commencement of a tender offer or exchange offer that would result in a person or group of affiliated or associated persons becoming a 5% Shareholder (subject to certain exceptions described in the Plan).
The rights will expire at the earliest of (i) 5:00 P. M.  (New York City time) on September 5, 2017, or such later date and time (but not later than 5:00 P. M.  (New York City time) on September 5, 2019) as may be determined by the Board and approved by the stockholders of CF Holdings by a vote of the majority of the votes cast by the holders of shares entitled to vote thereon at a meeting of the stockholders of CF Holdings prior to 5:00 P. M.  (New York City time) on September 5, 2017, (ii) the time at which the rights are redeemed or exchanged as provided in the Plan, (iii) the time at which the Board determines that the Plan is no longer necessary or desirable for the preservation of Tax Benefits, and (iv) the close of business on the first day of a taxable year of CF Holdings to which the Board determines that no Tax Benefits may be carried forward.
In the event that a person or group of affiliated or associated persons becomes a 5% Shareholder (subject to certain exceptions described in the Plan), each holder of a right, other than such person, any member of such group or related person, all of whose rights will be null and void, will thereafter have the right to receive, upon exercise, common stock having a value equal to two times the exercise price of the right.


and offset a portion of the financial risk associated with the groups product development efforts.
These arrangements explicitly state that supplier contributions are for reimbursements of costs the company incurs in the development of new aircraft models and technologies, and the company retains substantial rights in the products developed under these arrangements.
The company records amounts received from these cost-sharing arrangements as a reduction of R&D expenses, as the company has no obligation to refund any amounts received under the agreement regardless of the outcome of the development effort.
Specifically, under the terms of each agreement, payments received from suppliers for their share of the costs are typically based on milestones and are recognized as earned when the company achieves a milestone event.
Interest, Net.
Net interest expense consisted of the following:


Item 2: Properties Information concerning Applied’s principal properties at October 27, 2013 is set forth below:


| Year Ended December 31, | (In thousands) | Mens | Womens | Youth | Accessories | Total net sales | License revenues | Total net revenues |


| Year Ended December 31, | (in millions) | Salaries and employee benefits-1 | Outside services | Occupancy | Equipment expense | Amortization of software | Other operating expense-1 | Noninterest expense |


| High Low Close CashDividends Declared | 2007 Quarter | First | Second | Third | Fourth | Total | 2006 Quarter | First | Second | Third | Fourth | Total | In millions | CASH FLOWS – Year ended December 31, 2015 | Sales of loans (c) | Repurchases of previously transferred loans (d) | Servicing fees (e) | Servicing advances recovered/(funded), net | Cash flows on mortgage-backed securities held (f) | CASH FLOWS – Year ended December 31, 2014 | Sales of loans (c) | Repurchases of previously transferred loans (d) | Servicing fees (e) | Servicing advances recovered/(funded), net | Cash flows on mortgage-backed securities held (f) |


| North America Africa | (Dollars per unit) | 2015 | Crude and condensate(bbl) | Natural gas liquids(bbl) | Natural gas(mcf) | Synthetic crude oil(bbl) | 2014 | Crude and condensate(bbl) | Natural gas liquids(bbl) | Natural gas(mcf) | Synthetic crude oil(bbl) | 2013 | Crude and condensate(bbl) | Natural gas liquids(bbl) | Natural gas(mcf) | Synthetic crude oil(bbl) |


| Years Ended December 31,(in millions) 2010 2009 | Total revenues | Income (loss) from continuing operations | Net income (loss) | Net income (loss) attributable to AIG | Net income (loss) attributable to AIG common shareholders | Income (loss) per common share attributable to AIG: | Basic: | Income (loss) from continuing operations | Diluted: | Income (loss) from continuing operations |


As of December 31, 2013, we: ?
owned and operated a petroleum refinery in El Dorado, Kansas (the “El Dorado Refinery”), two refinery facilities located in Tulsa, Oklahoma, a refinery in Artesia, New Mexico that is operated in conjunction with crude oil distillation and vacuum distillation and other facilities situated 65 miles away in Lovington, New Mexico (collectively, the “Navajo Refinery”), a refinery located in Cheyenne, Wyoming (the “Cheyenne Refinery”) and a refinery in Woods Cross, Utah (the “Woods Cross Refinery”); ?
owned and operated NK Asphalt Partners (“NK Asphalt”) which operates various asphalt terminals in Arizona and New Mexico; ?
owned a 50% interest in Sabine Biofuels II, LLC (“Sabine Biofuels”), a biodiesel production facility located in Port Arthur, Texas; and ?
owned a 39% interest in HEP, a consolidated VIE, which includes our 2% general partner interest.
HEPowns and operates logistic assets consisting of petroleum product and crude oil pipelines and terminal, tankage and loading rack facilities that principally support our refining and marketing operations in the Mid-Continent, Southwest and Rocky Mountain regions of the United States and Alon USA, Inc. 's (“Alon”) refinery in Big Spring, Texas.
Additionally, HEPowns a 75% interest in UNEV Pipeline, LLC (“UNEV”), which owns a 12-inch refined products pipeline from Salt Lake City, Utah to Las Vegas, Nevada, together with terminal facilities in the Cedar City, Utah and North Las Vegas areas (the “UNEV Pipeline”), and a 25% interest in SLC Pipeline LLC (the “SLC Pipeline”), which owns a 95-mile intrastate pipeline system that serves refineries in the Salt Lake City area.
Our operations are currently organized into two reportable segments, Refining and HEP.
The Refining segment includes the operations of our El Dorado, Tulsa, Navajo, Cheyenne and Woods Cross Refineries and NK Asphalt.
The HEPsegment involves all of the operations of HEP.
The financial information about our segments is discussed in Note 20 “Segment Information” in the Notes to Consolidated Financial Statements.
REFINERY OPERATIONS Our refinery operations serve the Mid-Continent, Southwest and Rocky Mountain regions of the United States.
We own and operate five complex refineries having a combined crude oil processing capacity of 443,000 barrels per stream day.
Each of our refineries has the complexity to convert discounted, heavy and sour crude oils into a high percentage of gasoline, diesel and other high-value refined products.
For 2013, gasoline, diesel fuel, jet fuel and specialty lubricants (excluding volumes purchased for resale) represented 50%, 33%, 5% and 2%, respectively, of our total refinery sales volumes.
The tables presented below and elsewhere in this discussion of our refinery operations set forth information, including non-GAAP performance measures, about our refinery operations.
The cost of products and refinery gross and net operating margins do not include the effect of depreciation and amortization.
Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 7A of Part II of this Form 10-K.


| At December 31, 2010  Category Risk Rating(a) Credit Exposure as a Percentage of Total Equity(b) | Investment Grade: | 10 largest combined(c) | Single largest financial institution | Single largest corporate | Single largest sovereign | Non-Investment Grade: | Single largest financial institution | Single largest corporate | Single largest sovereign |


| 2008 2007 2006 | U.S. | Europe | APMEA | Other Countries & Corporate | Total |


SEGMENT DATA We design, develop, manufacture and market orthopaedic reconstructive implants, biologics, dental implants, spinal implants, trauma products and related surgical products which include surgical supplies and instruments designed to aid in surgical procedures and post-operation rehabilitation.
We also provide other healthcare-related services.
We manage operations through three major geographic segments – the Americas, which is comprised principally of the U. S.  and includes other North, Central and South American markets; Europe, which is comprised principally of Europe and includes the Middle East and African markets; and Asia Pacific, which is comprised primarily of Japan and includes other Asian and Pacific markets.
This structure is the basis for our reportable segment information discussed below.
Management evaluates reportable segment performance based upon segment operating profit exclusive of operating expenses pertaining to share-based payment expense, inventory step-up and certain other inventory and manufacturing related charges, “Certain claims,” goodwill impairment, “Special items,” and global operations and corporate functions.
Global operations and corporate functions include research, development engineering, medical education, brand management, corporate legal, finance, and human resource functions, U. S. , Puerto Rico and Ireland-based manufacturing operations and logistics and intangible asset amortization resulting from business combination accounting.
Intercompany transactions have been eliminated from segment operating profit.
Management reviews accounts receivable, inventory, property, plant and equipment, goodwill and intangible assets by reportable segment exclusive of U. S. , Puerto Rico and Ireland-based manufacturing operations and logistics and corporate assets.


| In millions, except per share amounts 2008 2007 | Net sales | Earnings (loss) from continuingoperations | Net earnings (loss) (1) | Earnings (loss) from continuingoperations per common share | Net earnings (loss) per common share(1) |


| 2015 | Capital adequacy | Total risk-weighted assets-11 | Tier 1 leverage ratio-11 | Tier 1 risk-based capital ratio-11 | Total risk-based capital ratio-11 | Tier 1 common risk-based capital ratio-11 | Tangible common equity / tangible asset ratio-8 | Tangible equity / tangible asset ratio-9 | Tangible common equity / risk-weighted assets ratio-11 |


| Millions of Dollars OperatingLeases CapitalLeases | 2009 | 2010 | 2011 | 2012 | 2013 | Later years | Total minimum lease payments | Amount representing interest | Present value of minimum lease payments |


| Fiscal Years Ended March 31, | 2018 | (in $000's) | Impella product revenue | Service revenue | Other revenue | Total revenue |


| Year Ended September 30, | 2010 | (In millions) | Capitalized interest, beginning of year | Interest incurred | Interest expensed: | Directly to interest expense | Amortized to cost of sales | Written off with inventory impairments | Capitalized interest, end of year |


Assurant, Inc.  and Subsidiaries Notes to Consolidated Financial Statements—(Continued) December 31, 2005, 2004 and 2003 (In thousands except number of shares and per share amounts) As of December 31, 2005, the majority of the outstanding balance of VOBA is in the Company’s PreNeed segment.
VOBA in the PreNeed segment assumes an interest rate ranging from 6.5% to 7.5%.
At December 31, 2005 the estimated amortization of VOBA for the next five years is as follows:


| Dollars in Millions Principal Value Repurchase Price Gain on Repurchase Swap Termination Proceeds Other, Including Basis Adjustment for Terminated Swaps Gain/ (Loss) | 5.875% Notes due 2036 | 6.88% Debentures due 2097 | 7.15% Debentures due 2023 | 5.25% Notes due 2013 | Total |


| Revenue Mix Summary Year Ended Comparable Store Sales Summary Year Ended | March 1, 2008 | Consumer electronics | Home office | Entertainment software | Appliances | Services | Other | Total |


Other Off-Balance Sheet Commitments Operating Leases The Company leases various equipment and facilities, including retail space, under noncancelable operating lease arrangements.
The Company does not currently utilize any other off-balance sheet financing arrangements.
The major facility leases are typically for terms not exceeding 10 years and generally contain multi-year renewal options.
Leases for retail space are for terms ranging from five to 20 years, the majority of which are for 10 years, and often contain multi-year renewal options.
As of September 27, 2014, the Companys total future minimum lease payments under noncancelable operating leases were $5.0 billion, of which $3.6 billion related to leases for retail space.
Rent expense under all operating leases, including both cancelable and noncancelable leases, was $717 million, $645 million and $488 million in 2014, 2013 and 2012, respectively.
Future minimum lease payments under noncancelable operating leases having remaining terms in excess of one year as of September 27, 2014, are as follows (in millions):


| Year ended December 31, (in millions) 2009 2008 2007 | U.S. | Non-U.S.(a) | Income before income taxexpense/(benefit) andextraordinary gain |


| Restricted Stock Units Weighted Average   Grant Date   Fair Value | Outstanding at January 1, | Granted | Forfeited | Paid | Outstanding at December 31, | Restricted Stock Units expected to vest at December 31, 2009 |


| 2013a 2012a 2011a | Revenues, excluding adjustmentsb | Site production and delivery, before net noncash | and other costs shown below | Treatment charges and other | Unit net cash costs | Depreciation, depletion and amortization | Noncash and other costs, net | Total unit costs | Gross profit per pound | Molybdenum sales (millions of recoverable pounds)b |


| ($ millions) 2016 N/A Change vs. 2015 -1% 2015 N/A Change vs. 2014 1% | Net sales | Net earnings | % of net sales |


| Years ended December 31, | 2017 | Net income available to IPG common stockholders | Weighted-average number of common shares outstanding - basic | Dilutive effect of stock options and restricted shares | Weighted-average number of common shares outstanding - diluted | Earnings per share available to IPG common stockholders: | Basic | Diluted |


| Qualified Pension Plan Nonqualified Pension Plan Postretirement Benefits | Year ended December 31 – in millions | Net periodic cost consists of: | Service cost | Interest cost | Expected return on plan assets | Amortization of prior service cost | Amortization of actuarial losses (gains) | Net periodic cost | Other changes in plan assets and benefit obligations recognized in other comprehensive income: | Current year prior service cost/(credit) | Amortization of prior service (cost)/credit | Current year actuarial loss/(gain) | Amortization of actuarial (loss)/gain | Total recognized in OCI | Total recognized in net periodic cost and OCI | Postretirement Benefits | In millions | Estimated 2008employercontributions | Estimated futurebenefitpayments | 2008 | 2009 | 2010 | 2011 | 2012 | 2013 – 2017 |


nonperformance credit spread moves to a zero spread over the LIBOR swap curve, the reduction to net income would be approximately $71 million, net of DAC and DSIC amortization and income taxes, based on December 31, 2010 credit spreads.
Liquidity and Capital Resources Overview We maintained substantial liquidity during the year ended December 31, 2010.
At December 31, 2010, we had $2.9 billion in cash and cash equivalents compared to $3.1 billion at December 31, 2009.
We have additional liquidity available through an unsecured revolving credit facility for up to $500 million that we entered into on September 30, 2010 and which expires in September 2011.
Under the terms of the underlying credit agreement, we can increase this facility to $750 million upon satisfaction of certain approval requirements.
Available borrowings under this facility are reduced by any outstanding letters of credit.
We have had no borrowings under this credit facility and had $1 million of outstanding letters of credit at December 31, 2010.
In March 2010, we issued $750 million of 5.30% senior notes due 2020.
A portion of the proceeds was used to retire $340 million of debt that matured in November 2010.
On April 30, 2010, we closed on the Columbia Management Acquisition and paid $866 million in the second quarter with cash on hand and assumed liabilities of $30 million.
Our subsidiaries, Ameriprise Bank, FSB and RiverSource Life, are members of the Federal Home Loan Bank (FHLB) of Des Moines, which provides these subsidiaries with access to collateralized borrowings.
As of December 31, 2010, we had no borrowings from the FHLB.
In 2010, we entered into repurchase agreements to reduce reinvestment risk from higher levels of expected annuity net cash flows.
Repurchase agreements allow us to receive cash to reinvest in longer-duration assets, while paying back the short-term debt with cash flows generated by the fixed income portfolio.
The balance of repurchase agreements at December 31, 2010 was $397 million, which is collateralized with agency residential mortgage backed securities and corporate debt securities from our investment portfolio.
We believe cash flows from operating activities, available cash balances and our availability of revolver borrowings will be sufficient to fund our operating liquidity needs.
Dividends from Subsidiaries Ameriprise Financial is primarily a parent holding company for the operations carried out by our wholly owned subsidiaries.
Because of our holding company structure, our ability to meet our cash requirements, including the payment of dividends on our common stock, substantially depends upon the receipt of dividends or return of capital from our subsidiaries, particularly our life insurance subsidiary, RiverSource Life, our face-amount certificate subsidiary, Ameriprise Certificate Company (ACC), AMPF Holding Corporation, which is the parent company of our retail introducing broker-dealer subsidiary, Ameriprise Financial Services, Inc.  (AFSI) and our clearing broker-dealer subsidiary, American Enterprise Investment Services, Inc.  (AEIS), our Auto and Home insurance subsidiary, IDS Property Casualty Insurance Company (IDS Property Casualty), doing business as Ameriprise Auto & Home Insurance, our transfer agent subsidiary, Columbia Management Investment Services Corp. , our investment advisory company, Columbia Management Investment Advisers, LLC, and Threadneedle.
The payment of dividends by many of our subsidiaries is restricted and certain of our subsidiaries are subject to regulatory capital requirements.
Actual capital and regulatory capital requirements as of December 31 for our wholly owned subsidiaries subject to regulatory capital requirements were as follows:


On April 25, 2013 Delphi granted 37,674 RSUs to the Board of Directors at a grant date fair value of approximately $2 million.
The grant date fair value was determined based on the closing price of the Company's ordinary shares on April 25, 2013.
The RSUs vested on April 2, 2014, the day before the 2014 annual meeting of shareholders.
On April 3, 2014, Delphi granted 24,144 RSUs to the Board of Directors at a grant date fair value of approximately $2 million.
The grant date fair value was determined based on the closing price of the Company's ordinary shares on April 3, 2014.
The RSUs will vest on April 22, 2015, the day before the 2015 annual meeting of shareholders.
In February 2012, Delphi granted approximately 1.88 million RSUs to its executives.
These awards include a time-based vesting portion and a performance-based vesting portion.
The time-based RSUs, which make up 25% of the awards for Delphis officers and 50% for Delphis other executives, will vest ratably over three years beginning on the first anniversary of the grant date.
The performance-based RSUs, which make up 75% of the awards for Delphis officers and 50% for Delphis other executives, vested at the completion of a three-year performance period at the end of 2014.
In February 2013, under the time-based vesting terms of the 2012 grant, 218,070 ordinary shares were issued to Delphi executives at a fair value of $9 million, of which 78,692 ordinary shares were withheld to cover withholding taxes.
In February 2013, Delphi granted approximately 1.45 million RSUs to its executives.
These awards include time and performance-based components and vesting terms similar to the 2012 awards described above, as well as continuity awards.
The time-based RSUs will vest ratably over three years beginning on the first anniversary of the grant date and the performance-based RSUs will vest at the completion of a three-year performance period at the end of 2015 if certain targets are met.
In February 2014, under the time-based vesting terms of the 2012 and 2013 grants, 365,930 ordinary shares were issued to Delphi executives at a fair value of $23 million, of which 131,913 ordinary shares were withheld to cover minimum withholding taxes.
In February 2014, Delphi granted approximately 0.8 million RSUs to its executives.
These awards include time and performance-based components and vesting terms similar to the 2013 awards described above.
The time-based RSUs will vest ratably over three years beginning on the first anniversary of the grant date and the performance-based RSUs will vest at the completion of a three-year performance period at the end of 2016 if certain targets are met.
Any new executives hired after the annual executive RSU grant date may be eligible to participate in the PLC LTIP.
Any off cycle grants made for new hires will be valued at their grant date fair value based on the closing price of the Company's ordinary shares on the date of such grant.
Each executive will receive between 0% and 200% of his or her target performance-based award based on the Companys performance against established company-wide performance metrics, which are:


DISTRIBUTIONS 2009 annual sales decreased 18% from 2008 and 11% from 2007 while operating profits in 2009 decreased 51% compared with 2008 and 54% compared with 2007.
Annual sales of printing papers and graphic arts supplies and equipment totaled $4.1 billion in 2009 compared with $5.2 billion in 2008 and $4.7 billion in 2007, reflecting weak economic conditions in 2009.
Trade margins as a percent of sales for printing papers increased from 2008 but decreased from 2007 due to a higher mix of lower margin direct shipments from manufacturers.
Revenue from packaging products was $1.3 billion in 2009 compared with $1.7 billion in 2008 and $1.5 billion in 2007.
Trade margins as a percent of sales for packaging products were higher than in the past two years reflecting an improved product and service mix.
Facility supplies annual revenue was $1.1 billion in 2009, essentially


| March 31, 2011 | Number of Shares (in thousands) | Restricted stock awards at beginning of year | Granted | Vested | Forfeited | Restricted stock awards at end of year |