PREFERRED STOCK AND COMMON SHAREHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2023

Stockholders' Equity Note [Abstract]

PREFERRED STOCK AND COMMON SHAREHOLDERS' EQUITY

PREFERRED STOCK AND COMMON SHAREHOLDERS’ EQUITY

The Company is authorized to issue up to 265.0 shares of Common Stock, par value $0.10 per share. The Company is authorized to issue up to 30.0 shares of preferred stock, par value $0.10 per share. There were no preferred shares outstanding as of December 31, 2023 and 2022. 

The changes in common shares issued and held in treasury are summarized below:

Common Shares Issued
	2023	2022	2021
Common stock issued at January 1	88.2	93.1	97.5
Common stock issued under employee stock plans	0.5	0.7	0.8
Purchase of common stock	(4.8)	(5.6)	(5.2)
Common stock issued at December 31	83.9	88.2	93.1

The Company’s treasury shares are recorded at aggregate cost.

Share Repurchase Program

On August 8, 2023, the Company entered into accelerated share repurchase agreements (collectively, the ASR Agreements) with two different banks, Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC (collectively, the Financial Institutions), to repurchase approximately $1,000.0 in the aggregate of the Company’s Common Stock (Common Stock), as part of the Company’s Common Stock repurchase program. The remaining repurchase authorization has no expiration date.

Under the ASR Agreements, the Company made an aggregate payment of $1,000.0 to the Financial Institutions and received an aggregate initial number of approximately 3.7 shares of Common Stock from the Financial Institutions, which were removed from the outstanding share count in connection with entering into the ASR Agreements. In December 2023, the Company received 1.1 shares of its Common Stock as a final settlement from the Financial Institutions. The average daily volume weighted average price less discount per share was $206.85. The Company has accrued $9.0 of excise tax related to this accelerated share repurchase which will be paid in April 2024.

During the fourth quarter of 2021, the board of directors (the Board) adopted a new share repurchase plan authorizing up to $2,500.0 of the Company's shares in addition to the remaining amount outstanding under the previous plan. Under this plan, the Company commenced an Accelerated Share Repurchase (ASR) program. At inception, the Company paid $1,000.0 and received 2.7 shares based on a calculation using 80% of the shares calculated at the price at the inception of the ASR agreements with two different banks, Goldman Sachs & Co. LLC and Barclays Bank PLC. The initial shares received under the ASR program were removed from the outstanding share count in 2021. During the twelve months ended December 31, 2022, 0.9 shares were retired as part of this ASR program.

Additionally, during the twelve months ended December 31, 2022, the Company repurchased 4.7 shares of Common Stock at an average price of $233.48 per share for a total cost of $1,100.0.

During 2021, the Company repurchased 5.2 shares of its common stock at an average price of $282.05 for a total cost of $1,668.5, which included $1,000.0 paid as part of an ASR.

When the Company repurchases shares of Common Stock, the amount paid to repurchase the shares in excess of the par or stated value is allocated to additional paid-in-capital unless subject to limitation or the balance in additional paid-in-capital is exhausted. Remaining amounts are recognized as a reduction in retained earnings.

As of December 31, 2023 the remaining total available authorization was under the ASR was $530.4.

Dividends

For the twelve months ended December 31, 2023, the Company paid $254.0 in Common Stock dividends. On January 12, 2024, the Company announced a cash dividend of $0.72 per share of Common Stock for the first quarter, or approximately $61.5 in the aggregate. The dividend will be payable on March 13, 2024, to stockholders of record of all issued and outstanding shares of Common Stock as of the close of business on February 27, 2024. The declaration and payment of any future dividends will be at the discretion of the Company's Board.

Accumulated Other Comprehensive Earnings

The components of accumulated other comprehensive earnings are as follows:

	Foreign Currency Translation Adjustments		Net Benefit Plan Adjustments		Accumulated Other Comprehensive Earnings
Balance at December 31, 2021	$	(125.9)	$	(66.0)	$	(191.9)
Current year adjustments	(335.5)		52.5		(283.0)
Pension settlement charge	—		(3.1)		(3.1)
Amounts reclassified from accumulated other comprehensive earnings (a)	(0.9)		(4.6)		(5.5)
Tax effect of adjustments	—		(9.7)		(9.7)
Balance at December 31, 2022	$	(462.3)	$	(30.9)	$	(493.2)
Fortrea Holdings Inc. spin	231.6		6.4		238.0
Current year adjustments	183.1		30.1		213.2
Pension settlement charge	—		(10.9)		(10.9)
Amounts reclassified from accumulated other comprehensive earnings (a)	—		(4.6)		(4.6)
Tax effect of adjustments	—		(1.8)		(1.8)
Balance at December 31, 2023	$	(47.6)	$	(11.7)	$	(59.3)

(a) The amortization of prior service cost is included in the computation of net periodic benefit cost. Refer to Note 16 Pension and Postretirement Plans for additional information regarding the Company's net periodic benefit cost.