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Shareholders' Equity
9 Months Ended
May 31, 2013
Equity [Abstract]  
Shareholders' Equity
Shareholders’ Equity
The following details changes in shareholders’ equity during the nine months ended May 31, 2013 and 2012:
 
Common Stock
 
Additional
Paid-in
Capital
 

 
 
 
Accumulated Other
Comprehensive Loss
 
Total Apollo
Shareholders’ Equity
 
Non-Controlling
Interests (Deficit)
 
 
 
Class A
 
Class B
 
 
Treasury Stock
Class A
 
Retained
Earnings
 
 
 
 
Total Equity
 
Stated Value
 
Stated Value
 
 
 
 
 
 
 
($ in thousands)
 
 
 
Cost
 
 
 
 
 
Balance as of August 31, 2012
$
103

 
$
1

 
$
93,770

 
$
(3,878,612
)
 
$
4,743,150

 
$
(30,034
)
 
$
928,378

 
$
(4,055
)
 
$
924,323

Treasury stock purchases

 

 

 
(5,696
)
 

 

 
(5,696
)
 

 
(5,696
)
Treasury stock issued under stock purchase plans

 

 
(4,443
)
 
7,436

 

 

 
2,993

 

 
2,993

Treasury stock issued under stock incentive plans

 

 
(28,113
)
 
28,113

 

 

 

 

 

Net tax effect for stock incentive plans

 

 
(23,278
)
 

 

 

 
(23,278
)
 

 
(23,278
)
Share-based compensation

 

 
39,888

 

 

 

 
39,888

 

 
39,888

Currency translation adjustment, net of tax

 

 

 

 

 
(3,664
)
 
(3,664
)
 
(325
)
 
(3,989
)
Purchase of noncontrolling interest

 

 
(48,543
)
 

 

 
(4,886
)
 
(53,429
)
 
4,929

 
(48,500
)
Net income

 

 

 

 
226,975

 

 
226,975

 
594

 
227,569

Balance as of May 31, 2013
$
103

 
$
1

 
$
29,281

 
$
(3,848,759
)
 
$
4,970,125

 
$
(38,584
)
 
$
1,112,167

 
$
1,143

 
$
1,113,310

 
Common Stock
 
Additional
Paid-in
Capital
 
Treasury Stock
Class A
 
 
 
Accumulated Other
Comprehensive Loss
 
Total Apollo
Shareholders’ Equity
 
Non-Controlling
Interests (Deficit)
 
 
 
Class A
 
Class B
 
 
 
Retained
Earnings
 
 
 
 
Total Equity
 
Stated Value
 
Stated Value
 
 
 
 
 
 
 
($ in thousands)
 
 
 
Cost
 
 
 
 
 
Balance as of August 31, 2011
$
103

 
$
1

 
$
68,724

 
$
(3,125,175
)
 
$
4,320,472

 
$
(23,761
)
 
$
1,240,364

 
$
3,625

 
$
1,243,989

Treasury stock purchases

 

 

 
(742,016
)
 

 

 
(742,016
)
 

 
(742,016
)
Treasury stock issued under stock purchase plans

 

 
(1,037
)
 
4,926

 

 

 
3,889

 

 
3,889

Treasury stock issued under stock incentive plans

 

 
(19,660
)
 
26,292

 

 

 
6,632

 

 
6,632

Net tax effect for stock incentive plans

 

 
(3,937
)
 

 

 

 
(3,937
)
 

 
(3,937
)
Share-based compensation

 

 
59,438

 

 

 

 
59,438

 

 
59,438

Currency translation adjustment, net of tax

 

 

 

 

 
(7,912
)
 
(7,912
)
 
(1,490
)
 
(9,402
)
Net income (loss)

 

 

 

 
347,230

 

 
347,230

 
(4,393
)
 
342,837

Balance as of May 31, 2012
$
103

 
$
1

 
$
103,528

 
$
(3,835,973
)
 
$
4,667,702

 
$
(31,673
)
 
$
903,688

 
$
(2,258
)
 
$
901,430


The following details net income attributable to Apollo and transfers to noncontrolling interest for the nine months ended May 31, 2013 and 2012:
 
Nine Months Ended
May 31,
($ in thousands)
2013
 
2012
Net income attributable to Apollo
$
226,975

 
$
347,230

Transfer to noncontrolling interest:
 
 
 
Decrease in equity for purchase of Carlyle interest
(48,543
)
 

Change from net income attributable to Apollo and transfer to noncontrolling interest
$
178,432

 
$
347,230


Purchase of Noncontrolling Interest
During the first quarter of fiscal year 2013, we purchased the 14.4% noncontrolling ownership interest in Apollo Global from Carlyle. We paid $42.5 million cash, plus a contingent payment based on a portion of Apollo Global’s operating results through the fiscal years ending August 31, 2017. We estimated the fair value of the contingent payment to be $6.0 million on the purchase date using a discounted cash flow valuation method encompassing significant unobservable inputs. Refer to Note 7, Fair Value Measurements. As a result of the transaction, Apollo Group owns all of Apollo Global. This purchase was accounted for as an equity transaction resulting in the removal of Carlyle’s noncontrolling interest from our Condensed Consolidated Balance Sheets. Accordingly, we recorded an adjustment to additional paid-in capital of $48.5 million, which principally represents the difference between the fair value of the consideration discussed above and the carrying amount of the noncontrolling interest acquired. The adjustment to additional paid-in capital also includes an adjustment to accumulated other comprehensive loss to reflect the change in Apollo’s proportionate interest.
The remaining noncontrolling interest on our Condensed Consolidated Balance Sheets following the above purchase represents an ownership interest in a subsidiary of BPP.
Share Reissuances
During the three months ended May 31, 2013 and 2012, we issued 0.3 million and 0.1 million shares, respectively, and during the nine months ended May 31, 2013 and 2012, we issued 0.8 million and 0.6 million shares, respectively, of our Apollo Group Class A common stock from our treasury stock. These reissuances are a result of stock option exercises, release of shares covered by vested restricted stock units, and/or purchases under our employee stock purchase plan.
Share Repurchases
Our Board of Directors has authorized us to repurchase outstanding shares of Apollo Group Class A common stock from time to time depending on market conditions and other considerations. During the third quarter of fiscal year 2013, our Board of Directors authorized an increase in the amount available under our share repurchase program up to an aggregate amount of $250 million. There is no expiration date on the repurchase authorizations and repurchases occur at our discretion.
We did not repurchase shares of our Apollo Group Class A common stock during the three and nine months ended May 31, 2013. During the three and nine months ended May 31, 2012, we repurchased 9.0 million and 17.1 million shares of our Apollo Group Class A common stock at a total cost of $329.0 million and $736.0 million, respectively. At May 31, 2012, we also had $10.2 million of unsettled share repurchases that settled subsequent to May 31, 2012. The weighted average purchase prices for the three and nine months ended May 31, 2012 were $36.41 and $43.02 per share, respectively.
As of May 31, 2013, $250 million remained available under our share repurchase authorization. The amount and timing of future share repurchase authorizations and repurchases, if any, will be made as market and business conditions warrant. Repurchases may be made on the open market through various methods including but not limited to accelerated share repurchase programs, or in privately negotiated transactions, pursuant to the applicable Securities and Exchange Commission rules, and may include repurchases pursuant to Securities and Exchange Commission Rule 10b5-1 nondiscretionary trading programs.
In connection with the release of vested shares of restricted stock, we repurchased 0.1 million and less than 0.1 million shares of Class A common stock for $1.8 million and $0.8 million during the three months ended May 31, 2013 and 2012, respectively. During the nine months ended May 31, 2013 and 2012, we repurchased 0.3 million and 0.1 million shares of Class A common stock for $5.7 million and $6.0 million, respectively. These repurchases relate to tax withholding requirements on the restricted stock units and do not fall under the repurchase program described above.