Common shares, treasury shares, reserves and dividends

12 Months Ended

Feb. 01, 2020

Common shares, treasury shares, reserves and dividends

Common shares

The par value of each Common Share is 18 cents. There was no consideration received for common shares relating to options during Fiscal 2020 or Fiscal 2019. The consideration received for common shares relating to options issued during Fiscal 2018 was $0.3 million. In Fiscal 2020 the Company received $1.0 million in cash related to issuances of shares under it’s Employee Share Purchase Plan (refer to Note 26 for further information).

Treasury shares

Signet may from time to time repurchase common shares under various share repurchase programs authorized by Signet’s Board. Repurchases may be made in the open market, through block trades, accelerated share repurchase agreements or otherwise. The timing, manner, price and amount of any repurchases will be determined by the Company at its discretion, and will be subject to economic and market conditions, stock prices, applicable legal requirements and other factors. The repurchase programs are funded through Signet’s existing cash reserves and liquidity sources. Repurchased shares may be held as treasury shares and used by Signet primarily for issuance of share based awards (refer to Note 26), or for general corporate purposes.

Treasury shares represent the cost of shares that the Company purchased in the market under the applicable authorized repurchase program, shares forfeited under the Omnibus Incentive Plan and those previously held by the Employee Stock Ownership Trust (“ESOT”) to satisfy options under the Company’s share option plans.

In June 2017, the Board of Directors authorized a new program to repurchase $600.0 million of Signet’s common shares (the “2017 Program”). The 2017 Program may be suspended or discontinued at any time without notice.

The Company reflected shares delivered as treasury shares as of the date the shares were physically delivered in computing the weighted average common shares outstanding for both basic and diluted earnings per share. The forward stock purchase contract was determined to be indexed to the Company’s own stock and met all of the applicable criteria for equity classification.

The share repurchase activity is outlined in the table below:



			Fiscal 2020					Fiscal 2019					Fiscal 2018
(in millions, expect per share amounts)	Amount authorized		Shares repurchased	Amount repurchased		Average repurchase price per share		Shares repurchased	Amount repurchased		Average repurchase price per share		Shares repurchased	Amount repurchased		Average repurchase price per share
2017 Program⁽¹⁾	$	600.0	—	$	—	$	—	7.5	$	434.4	$	57.64	n/a	n/a		n/a
2016 Program⁽²⁾	$	1,375.0	n/a	n/a		n/a		1.3	$	50.6	$	39.76	8.1	$	460.0	$	56.91
Total			—	$	—	$	—	8.8	$	485.0	$	55.06	8.1	$	460.0	$	56.91


⁽¹⁾	The 2017 Program had $165.6 million remaining as of February 1, 2020.


⁽²⁾	The 2016 Program was completed in March 2018.


n/a	Not applicable.

Shares were reissued in the amounts of 0.4 million, 0.2 million and 0.3 million, net of taxes and forfeitures, in Fiscal 2020, Fiscal 2019 and Fiscal 2018, respectively, to satisfy awards outstanding under existing share-based compensation plans. During Fiscal 2020, there were no retirements of common shares previously held as treasury shares in the consolidated balance sheets.

Dividends on common shares



	Fiscal 2020				Fiscal 2019				Fiscal 2018
(in millions, except per share amounts)	Cash dividend per share		Total dividends		Cash dividend per share		Total dividends		Cash dividend per share		Total dividends
First quarter	$	0.37	$	19.3	$	0.37	$	21.8	$	0.31	$	21.3
Second quarter	0.37		19.3		0.37		19.2		0.31		18.7
Third quarter	0.37		19.4		0.37		19.2		0.31		18.7
Fourth quarter⁽¹⁾	0.37		19.4		0.37		19.2		0.31		18.8
Total	$	1.48	$	77.4	$	1.48	$	79.4	$	1.24	$	77.5

⁽¹⁾

Signet’s dividend policy results in the dividend payment date being a quarter in arrears from the declaration date. As a result, as of February 1, 2020 and February 2, 2019, $19.4 million and $19.2 million, respectively, has been recorded in accrued expenses and other current liabilities in the consolidated balance sheets reflecting the cash dividends declared for the fourth quarter of Fiscal 2020 and Fiscal 2019, respectively.

Dividends on preferred shares



	Fiscal 2020		Fiscal 2019		Fiscal 2018
(in millions)	Total cash dividends		Total cash dividends		Total cash dividends
First quarter	$	7.8	$	7.8	$	7.8
Second quarter	7.8		7.8		7.8
Third quarter	7.8		7.8		7.8
Fourth quarter⁽¹⁾	7.8		7.8		7.8
Total	$	31.2	$	31.2	$	31.2

⁽¹⁾

Signet’s preferred shares dividends results in the dividend payment date being a quarter in arrears from the declaration date. As a result, as of February 1, 2020 and February 2, 2019, $7.8 million has been recorded in accrued expenses and other current liabilities in the consolidated balance sheets reflecting the cash dividends on preferred shares declared for the fourth quarter of Fiscal 2020 and Fiscal 2019.

There were no cumulative undeclared dividends on the preferred shares that reduced net income attributable to common shareholders during Fiscal 2020. In addition, deemed dividends of $1.7 million related to accretion of issuance costs associated with the preferred shares were recognized in Fiscal 2020, Fiscal 2019 and Fiscal 2018.