XML 32 R21.htm IDEA: XBRL DOCUMENT v3.10.0.1
Stockholders' Equity
9 Months Ended
Sep. 30, 2018
Stockholders' Equity Note [Abstract]  
Stockholders' Equity
14. Stockholders’ Equity

Earnings Per Share  The Company’s basic earnings per share (EPS) is computed based on the average number of shares of common stock outstanding for the period and includes the effect of any participating securities and TEUs as appropriate. Diluted EPS includes the effect of the Company’s outstanding stock options, restricted stock awards, restricted stock units, and TEUs, if the inclusion of these items is dilutive. All outstanding TEUs were settled in June 2018. See Note 9—Tangible Equity Units for additional information.
The following provides a reconciliation between basic and diluted EPS attributable to common stockholders:
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
millions except per-share amounts
2018
 
2017
 
2018
 
2017
Net income (loss)
 
 
 
 
 
 
 
Net income (loss) attributable to common stockholders
$
363

 
$
(699
)
 
$
513

 
$
(1,432
)
Income (loss) effect of TEUs

 
(2
)
 
(4
)
 
(6
)
Less distributions on participating securities
2

 

 
4

 

Less undistributed income allocated to participating securities
2

 

 
1

 

Basic
$
359

 
$
(701
)
 
$
504

 
$
(1,438
)
Income (loss) effect of TEUs

 

 

 
(1
)
Diluted
$
359

 
$
(701
)
 
$
504

 
$
(1,439
)
Shares
 
 
 
 
 
 
 
Average number of common shares outstanding—basic
499

 
553

 
507

 
552

Dilutive effect of stock options
1

 

 
1

 

Average number of common shares outstanding—diluted
500

 
553

 
508

 
552

Excluded due to anti-dilutive effect
8

 
11

 
9

 
11

Net income (loss) per common share
 
 
 
 
 
 
 
Basic
$
0.72

 
$
(1.27
)
 
$
0.99

 
$
(2.60
)
Diluted
$
0.72

 
$
(1.27
)
 
$
0.99

 
$
(2.61
)




14. Stockholders’ Equity (Continued)

Common Stock  The Company announced a $2.5 billion Share-Repurchase Program in September 2017, which was expanded to $3.0 billion in February 2018. In July 2018, the program was further expanded to $4.0 billion and extended through June 30, 2019. The Share-Repurchase Program authorizes the repurchase of the Company’s common stock in the open market or through private transactions. As of the end of the third quarter of 2018, the Company had completed $3.5 billion of the Share-Repurchase Program through ASR Agreements and open-market repurchases. These transactions were accounted for as equity transactions, with all of the repurchased shares classified as treasury stock. Additionally, the receipt of these shares reduced the average number of shares of common stock outstanding used to compute both basic and diluted EPS.
During the nine months ended September 30, 2018, the Company entered into and completed two ASR Agreements and open-market repurchases as presented below:
millions except per-share amounts
 
 
 
 
 
 
 
 
Agreement Date
 
Settlement Date
 
Amount
 
Average Price per Share
 
Initial Shares Delivered
 
Additional Shares Delivered
 
Total Shares Delivered
ASR Agreements
 
 
 
 
 
 
 
 
 
 
 
 
January 2018
 
February 2018
 
$
500

 
$
58.82

 
7.0

 
1.5

 
8.5

March 2018
 
June 2018
 
1,441

 
65.28

 
19.1

 
3.0

 
22.1

Total ASR Agreements
 
 
 
1,941

 
 
 
26.1

 
4.5

 
30.6

Open-market repurchases
 

 

 


 


 


 


August 2018
 
August 2018
 
250

 
66.14

 
N/A

 
N/A

 
3.8

September 2018
 
September 2018
 
250

 
63.11

 
N/A

 
N/A

 
3.9

Total open-market repurchases
 
 
 
500

 
 
 
 
 
 
 
7.7

Total
 
 
 
$
2,441

 
 
 
 
 
 
 
38.3



Under each ASR Agreement, the Company paid a specific amount in cash and received an initial delivery of shares of the Company’s common stock. The initial delivery of shares represented the minimum number of shares to be repurchased under the agreement. The final number of shares delivered upon settlement of each ASR Agreement was determined with reference to the volume-weighted average price of the shares during the term of the agreement less a negotiated settlement price adjustment.