EQUITY

12 Months Ended

Dec. 31, 2019

Dividends—The Company may pay dividends in cash or, subject to certain limitations, in shares of common stock or any combination of cash and shares of common stock.

Sales of Equity Securities—The Company receives proceeds from sales of its equity securities pursuant to the ESPP and upon exercise of stock options granted under the 2007 Plan. During the year ended December 31, 2019, the Company received an aggregate of $105.5 million in proceeds upon exercises of stock options and sales pursuant to the ESPP.

Stock Repurchase Programs—In March 2011, the Company’s Board of Directors approved a stock repurchase program, pursuant to which the Company is authorized to repurchase up to $1.5 billion of its common stock (the “2011 Buyback”). In December 2017, the Board of Directors approved an additional stock repurchase program, pursuant to which the Company is authorized to repurchase up to $2.0 billion of its common stock (the “2017 Buyback” and, together with the 2011 Buyback, the “Buyback Programs”).

During the year ended December 31, 2019, the Company repurchased 93,654 shares of its common stock under the 2011 Buyback for an aggregate of $19.6 million, including commissions and fees. As of December 31, 2019, the Company had repurchased a total of 14,097,197 shares of its common stock under the 2011 Buyback for an aggregate of $1.4 billion, including commissions and fees. There were no repurchases under the 2017 Buyback.

Under the Buyback Programs, the Company is authorized to purchase shares from time to time through open market purchases or in privately negotiated transactions not to exceed market prices and subject to market conditions and other factors. With

respect to open market purchases, the Company may use plans adopted in accordance with Rule 10b5-1 under the Exchange Act in accordance with securities laws and other legal requirements, which allows the Company to repurchase shares during periods when it may otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods.

The Company expects to fund any further repurchases of its common stock through a combination of cash on hand, cash generated by operations and borrowings under its credit facilities. Purchases under the Buyback Programs are subject to, among other things, the Company having available cash to fund repurchases.

Distributions—During the years ended December 31, 2019, 2018 and 2017, the Company declared the following cash distributions (per share data reflects actual amounts):



	For the year ended December 31,
	2019				2018				2017
	Distribution per share		Aggregate Payment Amount		Distribution per share		Aggregate Payment Amount		Distribution per share		Aggregate Payment Amount
Common Stock	$	3.78	$	1,672.8	$	3.15	$	1,389.8	$	2.62	$	1,122.5
Series A Preferred Stock (1)	$	—	$	—	$	—	$	—	$	2.63	$	15.8
Series B Preferred Stock (2)	$	—	$	—	$	13.75	$	18.9	$	55.00	$	75.6

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(1)	5.25% Mandatory Convertible Preferred Stock, Series A, par value $0.01 per share (the “Series A Preferred Stock”), which converted into shares of the Company’s common stock pursuant to the provisions of the Certificate of Designations governing the Series A Preferred Stock in 2017.


(2)	5.50% Mandatory Convertible Preferred Stock, Series B, par value $0.01 per share (the “Series B Preferred Stock”), which converted into shares of the Company’s common stock pursuant to the provisions of the Certificate of Designations governing the Series B Preferred Stock in 2018.

The following table characterizes the tax treatment of distributions declared per share of common stock and Mandatory Convertible Preferred Stock.



		For the year ended December 31,
		2019					2018					2017
		Per Share			%		Per Share			%		Per Share			%
Common Stock
	Ordinary dividend	$	3.7800	(1)	100.00	%	$	3.1500		100.00	%	$	2.6200		100.00	%
	Capital gains distribution	—			—		—			—		—			—
	Total	$	3.7800		100.00	%	$	3.1500		100.00	%	$	2.6200		100.00	%
Series A Preferred Stock
	Ordinary dividend	$	—		—	%	$	—		—	%	$	3.3643	(2)	100.00	%
	Capital gains distribution	—			—		—			—		—			—
	Total	$	—		—	%	$	—		—	%	$	3.3643		100.00	%
Series B Preferred Stock (3)
	Ordinary dividend	$	—		—	%	$	2.1314	(4)	100.00	%	$	6.5233	(5)	100.00	%
	Capital gains distribution	—			—		—			—		—			—
	Total	$	—		—	%	$	2.1314		100.00	%	$	6.5233		100.00	%

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(1)	Includes dividend declared on December 11, 2019 of $1.01 per share, which was paid on January 14, 2020 to common stockholders of record at the close of business on December 27, 2019.


(2)	Includes a deemed distribution as a result of a conversion rate adjustment triggered on April 27, 2017.


(3)	Represents the tax treatment on dividends per depositary share, each of which represents a 1/10th interest in a share of Series B Preferred Stock.


(4)	Includes a deemed distribution as a result of a conversion rate adjustment triggered on January 18, 2018.


(5)	Includes a deemed distribution as a result of a conversion rate adjustment triggered on April 12, 2017.

The Company accrues distributions on unvested restricted stock units, which are payable upon vesting. The amount accrued for distributions payable related to unvested restricted stock units was $14.3 million and $13.7 million as of December 31, 2019 and 2018, respectively. During the year ended December 31, 2019, the Company paid $7.0 million of distributions payable upon the vesting of restricted stock units. To maintain its qualification for taxation as a REIT, the Company expects to continue

paying distributions, the amount, timing and frequency of which will be determined and subject to adjustment by the Company’s Board of Directors.

Dividend to noncontrolling interest— The Company’s joint ventures may, from time to time, declare dividends. During the year ended December 31, 2019, ATC Europe declared a dividend of EUR 24.5 million (approximately $27.0 million) payable in cash to the Company and PGGM in proportion to their respective equity interests in the joint venture. The dividend is payable on or before June 30, 2020 and is accrued for as of December 31, 2019.