Annual report pursuant to Section 13 and 15(d)

Shareholders' Equity (Note)

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Shareholders' Equity (Note)
 12 Months Ended
Dec. 31, 2012
Stockholders' Equity Note [Abstract]  
Shareholders' Equity
SHAREHOLDERS’ EQUITY
Stock Purchase Rights
In December 2008, HSNi’s Board of Directors approved the creation of a Series A Junior Participating Preferred Stock, adopted a shareholders rights plan and declared a dividend of one right for each outstanding share of common stock held by our shareholders of record as of the close of business on January 5, 2009. The rights attached to any additional shares of common stock issued after January 5, 2009. Initially, these rights, which trade with the shares of HSNi’s common stock, will not be exercisable. Under the rights plan, these rights will be exercisable if a person or group acquires or commences a tender or exchange offer for 15% or more of HSNi’s common stock (except for certain grandfathered persons, such as Liberty, to which higher thresholds apply). If the rights become exercisable, each right will permit its holder, other than the “acquiring person,” to purchase from us shares of common stock at a 50% discount to the then prevailing market price. As a result, the rights will cause substantial dilution to a person or group that becomes an “acquiring person” on terms not approved by HSNi’s Board of Directors.
Share Repurchase Program
On September 27, 2011, HSNi’s Board of Directors approved a share repurchase program which allows HSNi to purchase 10 million shares of its common stock from time to time through privately negotiated and/or open market transactions. The timing of any repurchases and actual number of shares repurchased will depend on a variety of factors, including the stock price, corporate and regulatory requirements, restrictions under HSNi’s debt obligations and other market and economic conditions. The repurchase program may be suspended or discontinued by HSNi at any time. For the year ended December 31, 2012, we acquired approximately 5.5 million shares of our outstanding common stock for $220.6 million under the program at an average price of $40.40. For the year ended December 31, 2011, we acquired approximately 0.8 million shares of our outstanding common stock for $28.1 million under the program at an average price of $35.46. All shares were immediately retired upon purchase.
Dividend Policy
During the year ended December 31, 2012, HSNi's Board of Directors approved four quarterly cash dividends totaling $0.555 per common share resulting in aggregate dividend payments of approximately $31.0 million. During the year ended December 31, 2011, HSNi’s Board of Directors approved the initial quarterly cash dividend of $0.125 per common share resulting in a dividend payment of approximately $7.4 million.
Effective February 13, 2013, HSNi's Board of Directors approved a quarterly cash dividend of $0.18 per common share. The dividend will be paid on March 20, 2013 to HSNi's record holders as of March 6, 2013.