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Stockholders' Equity | 6 Months Ended
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Jun. 30, 2024
Equity [Abstract] |
Stockholders' Equity | Stockholders' Equity Stockholders' Equity Rollforward The following tables provide a rollforward of our stockholders' equity for the three months ended June 30, 2024 and 2023 ($ in millions except per share data; share data in thousands):
| Common Stock |  | Treasury Stock |  | Additional Paid-in Capital |  | Accumulated Dividends |  | AOCI (Loss) |  | Retained Earnings |  |  |  |  |  | Total Common Stockholders' Equity
| Shares |  | Amount |  | Shares |  | Amount |  |  |  |  |  |
Balance as of December 31, 2023 | 94,630 |  |  | $ | — |  |  | (151) |  |  | $ | (56) |  |  | $ | 18,596 |  |  | $ | (8,695) |  |  | $ | (1,290) |  |  | $ | 3,934 |  |  |  |  |  |  | $ | 12,489 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 231 |  |  |  |  |  |  | 231 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (208) |  |  | — |  |  |  |  |  |  | (208) |
Issuance of common stock and release of treasury stock for employee equity awards | 407 |  |  | — |  |  | 18 |  |  | 6 |  |  | 42 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 48 |
Dividend distribution on common stock, $4.26 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (402) |  |  | — |  |  | — |  |  |  |  |  |  | (402) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (1) |  |  | — |  |  | — |  |  |  |  |  |  | (1) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 1 |  |  | — |  |  | — |  |  |  |  |  |  | 1 |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 141 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 141 |
Balance as of March 31, 2024 | 95,037 |  |  | — |  |  | (133) |  |  | (50) |  |  | 18,779 |  |  | (9,097) |  |  | (1,498) |  |  | 4,165 |  |  |  |  |  |  | 12,299 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 301 |  |  |  |  |  |  | 301 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (43) |  |  | — |  |  |  |  |  |  | (43) |
Issuance of common stock and release of treasury stock for employee equity awards | 35 |  |  | — |  |  | 6 |  |  | 2 |  |  | — |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 2 |
Dividend distribution on common stock, $4.26 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (405) |  |  | — |  |  | — |  |  |  |  |  |  | (405) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (12) |  |  | — |  |  | — |  |  |  |  |  |  | (12) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 136 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 136 |
Balance as of June 30, 2024 | 95,072 |  |  | $ | — |  |  | (127) |  |  | $ | (48) |  |  | $ | 18,915 |  |  | $ | (9,514) |  |  | $ | (1,541) |  |  | $ | 4,466 |  |  |  |  |  |  | $ | 12,278 |
| Common Stock |  | Treasury Stock |  | Additional Paid-in Capital |  | Accumulated Dividends |  | AOCI (Loss) |  | Retained Earnings |  |  |  |  |  | Total Common Stockholders' Equity
| Shares |  | Amount |  | Shares |  | Amount |  |  |  |  |  |  |  |  |
Balance as of December 31, 2022 | 92,814 |  |  | $ | — |  |  | (193) |  |  | $ | (72) |  |  | $ | 17,320 |  |  | $ | (7,318) |  |  | $ | (1,389) |  |  | $ | 2,965 |  |  |  |  |  |  | $ | 11,506 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 259 |  |  |  |  |  |  | 259 |
Other comprehensive income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 104 |  |  | — |  |  |  |  |  |  | 104 |
Issuance of common stock and release of treasury stock for employee equity awards | 420 |  |  | — |  |  | 16 |  |  | 6 |  |  | 38 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 44 |
Issuance of common stock under ATM Program | 458 |  |  | — |  |  | — |  |  | — |  |  | 301 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 301 |
Dividend distribution on common stock, $3.41 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (319) |  |  | — |  |  | — |  |  |  |  |  |  | (319) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (2) |  |  | — |  |  | — |  |  |  |  |  |  | (2) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 136 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 136 |
Balance as of March 31, 2023 | 93,692 |  |  | — |  |  | (177) |  |  | (66) |  |  | 17,795 |  |  | (7,639) |  |  | (1,285) |  |  | 3,224 |  |  |  |  |  |  | 12,029 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 207 |  |  |  |  |  |  | 207 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (3) |  |  | — |  |  |  |  |  |  | (3) |
Issuance of common stock and release of treasury stock for employee equity awards | 45 |  |  | — |  |  | 5 |  |  | 2 |  |  | 1 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 3 |
Dividend distribution on common stock, $3.41 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (319) |  |  | — |  |  | — |  |  |  |  |  |  | (319) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (5) |  |  | — |  |  | — |  |  |  |  |  |  | (5) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 113 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  | 113 |
Balance as of June 30, 2023 | 93,737 |  |  | $ | — |  |  | (172) |  |  | $ | (64) |  |  | $ | 17,909 |  |  | $ | (7,963) |  |  | $ | (1,288) |  |  | $ | 3,431 |  |  |  |  |  |  | $ | 12,025 |
Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss, net of tax, by component are as follows (in millions):
| Balance as of December 31, 2023 |  | Net Change |  |  |  | Balance as of June 30, 2024 |
Foreign currency translation adjustment (“CTA”) loss | $ | (1,588) |  |  | $ | (436) |  |  |  |  | $ | (2,024) |  |
Unrealized gain on cash flow hedges (1) | 15 |  |  | 31 |  |  |  |  | 46 |  |
Net investment hedge CTA gain (1) | 284 |  |  | 154 |  |  |  |  | 438 |  |
Net actuarial loss on defined benefit plans (2) | (1) |  |  | — |  |  |  |  | (1) |  |
Total accumulated other comprehensive loss | $ | (1,290) |  |  | $ | (251) |  |  |  |  | $ | (1,541) |  |
(1)Refer to Note 5 for a discussion of the amounts reclassified from accumulated other comprehensive loss to net income. (2)We have two defined benefit pension plans covering all employees in two countries where such plans are mandated by law. We do not have any defined benefit plans in any other countries. Changes in foreign currencies can have a significant impact to our condensed consolidated balance sheets (as evidenced above in our foreign currency translation loss), as well as its condensed consolidated results of operations, as amounts in foreign currencies are generally translated into more U.S. Dollars when the U.S. Dollar weakens or fewer U.S. Dollars when the U.S. Dollar strengthens. As of June 30, 2024, the U.S. Dollar was generally stronger relative to certain of the currencies of the foreign countries in which we operate as compared to December 31, 2023. Because of this, the U.S. Dollar had an overall unfavorable impact on our condensed consolidated financial position because the foreign denominations translated into fewer U.S. Dollars as evidenced by an increase in foreign currency translation loss for the six months ended June 30, 2024 as reflected in the above table. The volatility of the U.S. Dollar as compared to the other currencies in which we operate could have a significant impact on our condensed consolidated financial position and results of operations including the amount of revenue that we report in future periods. Common Stock In October 2020, we established an "at the market" equity offering program (the "2020 ATM Program"), under which we could, from time to time, offer and sell shares of our common stock to or through sales agents up to an aggregate of $1.5 billion. In February 2022, we entered into a forward sale amendment to the 2020 ATM Program, under which we could, from time to time, offer and sell shares under the equity distribution agreement pursuant to forward sale transactions (the "Equity Forward Amendment"). In November 2022, we established a successor ATM program, also with substantially the same terms as the Equity Forward Amendment noted above, under which we may, from time to time, offer and sell on a spot or forward basis up to an aggregate of $1.5 billion of our common stock to or through sales agents in "at the market" transactions (the "2022 ATM Program"). The forward sale agreements provide three settlement alternatives to us: physical settlement, cash settlement or net share settlement. In accordance with ASC 815, the forward sale agreements are classified as equity for balance sheet purposes. Activity under the 2020 and 2022 ATM Programs is summarized as follows ($ in millions except per share data; shares in thousands):
| Contractual Maturity Dates |  | Execution Date |  | Number of Shares (1) |  | Weighted Average Price per Share (2) |  | Settlement Value (2)
Outstanding, December 31, 2022 | February 2023 to November 2023 |  |  |  | 458 |  |  | $ | 657.75 |  |  | $ | 302 |
Forward Sale Agreements Executed | February 2024 to December 2024 |  | May 2023 to December 2023 |  | 1,208 |  |  | 767.12 |  |  | 926 |
Forward Sale Shares Physically Settled | February 2023 to March 2024 |  | February 2023 to November 2023 |  | (1,023) |  |  | 718.59 |  |  | 735 |
Outstanding, December 31, 2023 | November 2024 |  |  |  | 643 |  |  | $ | 776.23 |  |  | $ | 499 |
Outstanding, June 30, 2024 | November 2024 |  |  |  | 643 |  |  | $ | 786.44 |  |  | $ | 506 |
(1)For agreements settled, the amount represents the actual number of shares issued. For agreements executed and outstanding, the amount represents the number of shares that we would issue upon physical settlement. As of June 30, 2024, the maximum number of shares that could be required to be issued to net share settle the outstanding agreements was 1,287 (in thousands). (2)For agreements settled, the value represents the actual weighted average settlement value, net of payment of commissions to sales agents and other offering expenses. For agreements executed and outstanding, the value represents the forward amount that we would receive upon physical settlement as of that date and will be subject to adjustments for a discount rate factor equal to a specified benchmark rate less a spread minus scheduled dividends during the terms of the agreements. As of June 30, 2024, we had approximately $470 million of common stock available for sale under the 2022 ATM Program. Stock-Based Compensation For the six months ended June 30, 2024, the Talent, Culture and Compensation Committee and/or the Stock Award Committee of our Board of Directors, as the case may be, granted an aggregate of 769,850 restricted stock units ("RSUs") to certain employees, including executive officers. These equity awards are subject to vesting provisions and have a weighted-average grant date fair value of $875.66 per share and a weighted-average requisite service period of 3.55 years. The valuation of RSUs with only a service condition or a service and performance condition require no significant assumptions as the fair value for these types of equity awards is based solely on the fair value of our stock price on the date of grant. We use revenues, adjusted funds from operations ("AFFO") per share and digital services revenues as the performance measurements in the RSUs with both service and performance conditions that were granted in the six months ended June 30, 2024. We use a Monte Carlo simulation option-pricing model to determine the fair value of RSUs with a service and market condition. We used total stockholder return ("TSR") as the performance measurement in the RSUs with a service and market condition that were granted in the six months ended June 30, 2024. There were no significant changes in the assumptions used to determine the fair value of RSUs with a service and market condition that were granted in 2024 compared to the prior year. The following table presents, by operating expense category, our stock-based compensation expense recognized in our condensed consolidated statements of operations (in millions):
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2024 |  | 2023 |  | 2024 |  | 2023
Cost of revenues | $ | 15 |  |  | $ | 12 |  |  | $ | 28 |  |  | $ | 23 |
Sales and marketing | 25 |  |  | 23 |  |  | 46 |  |  | 43 |
General and administrative | 85 |  |  | 69 |  |  | 152 |  |  | 137 |
Total | $ | 125 |  |  | $ | 104 |  |  | $ | 226 |  |  | $ | 203 |
Redeemable Non-controlling Interest On April 3, 2023, we issued additional shares in our Indonesian operating entity to a third party investor for $25 million, which resulted in the third party investor owning a 25% interest in the entity. The Indonesian operating entity is a VIE because it does not have sufficient funds from its operations to be self-sustaining. We provide certain management services to the entity and earn fees for the performance of such services. We have the power to direct the activities that most significantly impact the economic performance of the entity and have concluded that we are its primary beneficiary. Under the terms of the stockholders’ agreement, the investor may put its 25% ownership stake in the entity to us for a maximum exercise price of $25 million, subject to certain contingent conditions. Accordingly, we present the investor’s contingently redeemable non-controlling interest ("NCI") outside of permanent equity at the higher of its maximum redemption amount of $25 million and its balance after attribution of gains and losses in the condensed consolidated balance sheets. There were no changes in the carrying value of the redeemable NCI for the three and six months ended June 30, 2024. As of June 30, 2024, the carrying value of the assets and liabilities of the Indonesian VIE, which were included in other assets and other liabilities on the condensed consolidated balance sheets were $30 million and $4 million, respectively. The income and losses attributable to us as well as to the redeemable NCI from the Indonesian VIE were insignificant for the three and six months ended June 30, 2024.

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