Shareholders' Equity

12 Months Ended

Sep. 30, 2019

Shelf Registration, At-the-Market Equity Sales Program and Equity Issuances

On November 13, 2018, we filed a registration statement with the Securities and Exchange Commission (SEC) to issue, from time to time, up to $3.0 billion in common stock and/or debt securities, which expires November 13, 2021. This registration statement replaced our previous registration statement that was effectively exhausted in October 2018. At September 30, 2019, approximately $1.3 billion of securities remained available for issuance under the shelf registration statement.

On November 19, 2018, we filed a prospectus supplement under the registration statement relating to an at-the-market (ATM) equity sales program under which we may issue and sell shares of our common stock up to an aggregate offering price of $500 million (including shares of common stock that may be sold pursuant to a forward sale agreement entered into in connection with the ATM equity sales program), which expires November 13, 2021. During the year ended September 30, 2019, we executed forward sales under the ATM with various forward sellers who borrowed and sold 4,144,671 shares of our common stock for $425.0 million. As of September 30, 2019, the ATM program had approximately $75 million of equity available for issuance.

On November 30, 2018, we filed a prospectus supplement under the registration statement relating to an underwriting agreement to sell 5,390,836 shares of our common stock for $500 million. After expenses, net proceeds from the offering were $494.1 million. Concurrently, we entered into separate forward sale agreements with two forward sellers who borrowed and sold 2,668,464 shares of our common stock for $247.5 million. During the year ended September 30, 2019, we settled 2,183,275 shares for net proceeds of $200.0 million.

If we had settled all shares that remain available under our various forward sale agreements as of September 30, 2019, we would have received proceeds of $463.4 million, based on a net price of $100.08 per share.

The following table presents information relevant to the forward sales during fiscal 2019.



	Maturity
	September 30, 2020			March 31, 2020				Total
	Shares	Price⁽¹⁾		Shares		Price⁽¹⁾		Shares		Price⁽¹⁾
Available Balance September 30, 2018	—	$	—	—		$	—	—		$	—
Q1 Issuance	—	—		2,668,464		91.77		2,668,464		91.77
Q2 Issuance	—	—		1,670,509		95.46		1,670,509		95.46
Q3 Issuance	1,050,563	101.41		—		—		1,050,563		101.41
Q3 Settlement	—	—		(1,089,700	)	91.44		(1,089,700	)	91.44
Q4 Issuance	1,423,599	108.70		—		—		1,423,599		108.70
Q4 Settlement	—	—		(1,093,575	)	91.78		(1,093,575	)	91.78
Available Balance September 30, 2019	2,474,162			2,155,698				4,629,860


(1)	Issued price as disclosed is calculated as the weighted average price for activity occurring during the quarter.

On November 30, 2017, we filed a prospectus supplement under the previous registration statement relating to an underwriting agreement to sell 4,558,404 shares of our common stock for $400 million. After expenses, net proceeds from the offering were $395.1 million.

1998 Long-Term Incentive Plan

In August 1998, the Board of Directors approved and adopted the 1998 Long-Term Incentive Plan (LTIP), which became effective in October 1998 after approval by our shareholders. The LTIP is a comprehensive, long-term incentive compensation plan providing for discretionary awards of incentive stock options, non-qualified stock options, stock appreciation rights, bonus stock, time-lapse restricted stock, time-lapse restricted stock units, performance-based restricted stock units and stock units to certain employees and non-employee directors of the Company and our subsidiaries. The objectives of this plan include attracting and retaining the best available personnel, providing for additional performance incentives and promoting our success by providing employees with the opportunity to acquire our common stock.

Accumulated Other Comprehensive Income (Loss)

We record deferred gains (losses) in accumulated other comprehensive income (AOCI) related to available-for-sale debt securities and interest rate agreement cash flow hedges. Deferred gains (losses) for our available-for-sale debt securities are recognized in earnings upon settlement, while deferred gains (losses) related to our interest rate agreement cash flow hedges are recognized in earnings as a component of interest charges, as they are amortized. The following tables provide the components of our accumulated other comprehensive income (loss) balances, net of the related tax effects allocated to each component of other comprehensive income (loss).



	Available- for-Sale Securities ⁽¹⁾			Interest Rate Agreement Cash Flow Hedges			Total
	(In thousands)
September 30, 2018	$	8,124		$	(91,771	)	$	(83,647	)
Other comprehensive income (loss) before reclassifications	219			(25,966		)	(25,747		)
Amounts reclassified from accumulated other comprehensive income	(1		)	3,022			3,021
Net current-period other comprehensive income (loss)	218			(22,944		)	(22,726		)
Cumulative effect of accounting change (See Note 2)	(8,210		)	—			(8,210		)
September 30, 2019	$	132		$	(114,715	)	$	(114,583	)



	Available- for-Sale Securities ⁽¹⁾			Interest Rate Agreement Cash Flow Hedges			Total
	(In thousands)
September 30, 2017	$	7,048		$	(112,302	)	$	(105,254	)
Other comprehensive income (loss) before reclassifications	1,426			43,184			44,610
Amounts reclassified from accumulated other comprehensive income	(1,821		)	1,752			(69		)
Net current-period other comprehensive income (loss)	(395		)	44,936			44,541
Cumulative effect of accounting change	1,471			(24,405		)	(22,934		)
September 30, 2018	$	8,124		$	(91,771	)	$	(83,647	)

(1)

Available-for-sale securities reported in fiscal 2018 include both debt and equity securities, while fiscal 2019 includes only debt securities. See Note 2 for further discussion regarding our adoption of the new accounting standard.