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Shareholders' Equity
12 Months Ended
Dec. 31, 2015
Shareholders' Equity [Abstract]  
Shareholders' Equity

 

10. Shareholders’ equity

 

Preferred stock

 

As of December 31, 2015 and 2014, the Company had the following series of preferred stock outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2015

 

December 31, 2014

 

 

 

 

Earliest Potential

 

Dividend

 

Shares

 

Amount

 

Shares

 

Amount

Series 

 

Issuance Date

 

Redemption Date

 

Rate

 

Outstanding

 

(in thousands)

 

Outstanding

 

(in thousands)

Series S

 

January, 2012

 

January, 2017

 

6.450% 

 

9,200 

 

$

230,000 

 

9,200 

 

$

230,000 

Series T

 

May, 2012

 

May, 2017

 

6.000% 

 

14,000 

 

 

350,000 

 

14,000 

 

 

350,000 

Series U

 

September, 2012

 

September, 2017

 

5.750% 

 

9,200 

 

 

230,000 

 

9,200 

 

 

230,000 

Series V

 

March, 2013

 

March, 2018

 

5.700% 

 

4,400 

 

 

110,000 

 

4,400 

 

 

110,000 

Series R

 

October, 2010

 

October, 2015

 

6.875% 

 

 

 

 

3,000 

 

 

75,000 

Total

 

 

 

 

 

 

 

36,800 

 

$

920,000 

 

39,800 

 

$

995,000 

 

On October 15, 2015, the Company completed the redemption of its 6.875% Cumulative Preferred Stock, Series R, at its par value of $75.0 million. The Company reported the non-cash distributions of $2.5 million, representing the original issuance costs, as a reduction of net income allocable to common shareholders and unit holders for the year ended December 31, 2015.

 

On March 14, 2013, the Company issued $110.0 million or 4.4 million depositary shares, each representing 1/1,000 of a share of the 5.70% Cumulative Preferred Stock, Series V, at $25.00 per depositary share.

 

The Company paid $59.4 million, $60.5 million and $59.2 million in distributions to its preferred shareholders for the years ended December 31, 2015,  2014 and 2013, respectively.

 

Holders of the Company’s preferred stock will not be entitled to vote on most matters, except under certain conditions. In the event of a cumulative arrearage equal to six quarterly dividends, the holders of the preferred stock will have the right to elect two additional members to serve on the Company’s Board of Directors until all events of default have been cured. At December 31, 2015, there were no dividends in arrears.

 

Except under certain conditions relating to the Company’s qualification as a REIT, the preferred stock is not redeemable prior to the previously noted redemption dates. On or after the respective redemption dates, the respective series of preferred stock will be redeemable, at the option of the Company, in whole or in part, at $25.00 per depositary share, plus any accrued and unpaid dividends. The Company had $29.3 million and $31.8 million of deferred costs in connection with the issuance of preferred stock as of December 31, 2015 and 2014, respectively, which the Company will report as additional non-cash distributions upon notice of its intent to redeem such shares.

 

Common stock

 

Subsequent to December 31, 2015, the Company’s Board of Directors increased its quarterly dividend from $0.60 per common share to $0.75 per common share, increasing quarterly distributions by $5.2 million per quarter.

 

Dividends declared for the three months ended December 31, 2014 included a one-time special cash dividend of $2.75 per share (the “Special Cash Dividend”) along with the fourth quarter regular dividend of $0.50 per share. The Special Cash Dividend was declared to distribute a portion of the excess income attributable to gains on sales from asset dispositions during 2014, as discussed in Note 3.

 

The Company paid $59.4 million ($2.20 per common share), $127.8 million ($4.75 per common share) and $44.0 million ($1.76 per common share) in distributions to its common shareholders for the years ended December 31, 2015,  2014 and 2013, respectively. The portion of the distributions classified as ordinary income was 89.4%,  70.5% and 98.9% for the years ended December 31, 2015, 2014 and 2013, respectively. The portion of the distributions classified as long-term capital gain income was 10.6%,  29.5% and 1.1% for the years ended December 31, 2015, 2014 and 2013, respectively. The percentages in the two preceding sentences are unaudited.

 

On November 7, 2013, the Company sold 1,495,000 shares of common stock in a public offering and concurrently sold 950,000 shares of common stock at the public offering price to PS. The aggregate net proceeds were $192.3 million.

 

No shares of common stock were repurchased under the board approved common stock repurchase program during the years ended December 31, 2015, 2014 and 2013.

 

Equity stock

 

In addition to common and preferred stock, the Company is authorized to issue 100.0 million shares of Equity Stock. The Articles of Incorporation provide that Equity Stock may be issued from time to time in one or more series and give the Board of Directors broad authority to fix the dividend and distribution rights, conversion and voting rights, redemption provisions and liquidation rights of each series of Equity Stock.