STOCKHOLDERS' EQUITY

12 Months Ended

May 31, 2020

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

13.   STOCKHOLDERS’ EQUITY

In connection with the Separation, we amended and restated our certificate of incorporation to authorize 600,000,000 shares of common stock and 60,000,000 shares of preferred stock. We had 146,038,893 shares of common stock issued and outstanding as of May 31, 2020. Each share of common stock entitles the holder to one vote on matters to be voted on by our stockholders. No preferred stock was issued or outstanding on May 31, 2020.

Share Repurchase Program

In December 2018, our Board of Directors authorized a program, with no expiration date, to repurchase shares of our common stock in an amount not to exceed $250.0 million in the aggregate, on an opportunistic basis. During fiscal 2020, we purchased 287,239 shares for $22.9 million, or a weighted-average price of $79.56 per share. As of May 31, 2020, $195.3 million remained authorized for repurchase under the program.

Dividends

During fiscal 2020, 2019, and 2018, we paid $121.3 million, $113.3 million, and $110.2 million, respectively, of dividends to common stockholders. On July 23, 2020, our Board of Directors declared a dividend of $0.23 per share of common stock. The dividend will be paid on September 4, 2020, to stockholders of record as of the close of business on August 7, 2020.

Accumulated Other Comprehensive Income (Loss) (“AOCI”)

Comprehensive income includes net income, currency translation adjustments, and changes in prior service cost and net actuarial gains (losses) from pension and post-retirement benefit plans. We generally deem our foreign investments

to be indefinite in nature and we do not provide for taxes on currency translation adjustments arising from converting the investment denominated in a foreign currency to the U.S. dollar. If we determine that a foreign investment, as well as undistributed earnings, are no longer indefinite in nature, estimated taxes are provided for the related deferred tax liability (asset), if any, resulting from currency translation adjustments.

Changes in AOCI, net of taxes, as of May 31, 2020, were as follows (dollars in millions). Amounts in parentheses indicate losses.

	Foreign					Accumulated
	Currency		Pension and			Other
	Translation		Post-Retirement			Comprehensive
	Gains (Losses)		Benefits			Loss
Balance as of May 26, 2019	$	(20.3)	$	(5.0)		$	(25.3)
Other comprehensive income before reclassifications, net of tax		(16.0)		0.3			(15.7)
Amounts reclassified out of AOCI, net of tax		—		0.5	(a)		0.5
Net current-period other comprehensive income (loss)		(16.0)		0.8			(15.2)
Balance as of May 31, 2020	$	(36.3)	$	(4.2)		$	(40.5)

(a) These AOCI components are included in the computation of net pension and postretirement benefit costs. See Note 10, Employee Benefit Plans and Other Post-Retirement Benefits, for additional information.