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Tangible Equity Units
12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Shareholders' Equity SHAREHOLDERS’ EQUITY
Dividends
Cash dividends declared per share were $3.12, $3.04 and $2.96 for the years ended December 31, 2021, 2020 and 2019, respectively. The Consolidated Balance Sheets reflect $201 million of dividends payable at December 31, 2021. This amount relates to a cash dividend of $0.79 per share declared in December 2021 and paid in January 2022. Dividends declared, but not paid as of December 31, 2020 and December 31, 2019 were $82 million ($0.77 per share) and $80 million ($0.75 per share), respectively.
Share Repurchases
In December 2012, the Board of Directors authorized a $250 million share repurchase program, which commenced in the first quarter of 2013. In August 2015, the Board of Directors approved an additional $250 million share repurchase authorization and extension through December 31, 2017. Based on the total remaining amount of $56 million available under the amended repurchase program as of October 31, 2017, the Board of Directors re-approved on November 1, 2017 a $250 million share repurchase authorization and extension for a total value of $300 million available under the program, which expires on November 1, 2022.
Based on the total remaining amount of $280 million available under the repurchase program, 1,856,397 shares, or 0.8% of shares outstanding (based on the market price and weighted average shares outstanding as of December 31, 2021) could be repurchased under the program as of December 31, 2021.
As of May 7, 2018, the Company has suspended its share repurchases.
Tangible Equity Units TANGIBLE EQUITY UNITS
On September 17, 2018, the Company issued and sold 16,500,000, 6.00% tangible equity units (“TEUs”) at $50 per unit and received proceeds of approximately $800 million, net of discounts and issuance costs of approximately $25 million. Each TEU is comprised of: (i) a prepaid SPC to be settled by delivery of a specified number of shares of the Company's common stock, and (ii) a senior amortizing note (“Amortizing Note”), with an initial principal amount of $8.45 and a final installment payment date of September 15, 2021. The Company paid equal quarterly cash installments of $0.75 per Amortizing Note on March 15, June 15, September 15, and December 15 of each year, with the exception of the first installment payment of $0.7333 per Amortizing Note which was due on December 15, 2018. In the aggregate, the annual quarterly cash installments will be equivalent to 6.00% per year. Each installment payment constitutes a payment of interest and a partial repayment of principal, computed at an annual rate of 3.79%. Each TEU may be separated by a holder into its constituent SPC and Amortizing Note after the initial issuance date of the TEUs, and the separate components may be combined to create a TEU after the initial issuance date, in accordance with the terms of the SPC. The TEUs were listed on the New York Stock Exchange under the symbol “IFFT”.
The proceeds from the issuance of the TEUs were allocated to equity and debt based on the relative fair value of the respective components of each TEU as follows:
(DOLLARS IN MILLIONS, EXCEPT FAIR VALUE PER TEU)SPCAmortizing NoteTotal
Fair Value per TEU$42 $$50 
Gross Proceeds$686 $139 $825 
Less: Issuance costs21 25 
Net Proceeds$665 $135 $800 
The net proceeds of the SPCs were recorded as additional paid in capital, net of issuance costs. The net proceeds of the Amortizing Notes were recorded as debt, with deferred financing costs recorded as a reduction of the carrying amount of the debt in the Company's Consolidated Balance Sheets. Deferred financing costs related to the Amortizing Notes are amortized through the maturity date using the effective interest rate method.
On September 14, 2021, the Company notified holders of the TEUs that the final settlement rate in respect of each SPC was 0.330911 shares of IFF's common stock. On September 15, 2021, 5,460,031 shares of IFF's common stock were issued in settlement of the SPCs. The SPC conversion factor was based on the 20 day volume-weighted average price (“VWAP”) per share of the Company’s common stock as follows:
VWAP of IFF Common StockCommon Stock Issued
Equal to or greater than $159.540.3134 shares (minimum settlement rate)
Less than $159.54, but greater than $130.25$50 divided by VWAP
Less than or equal to $130.250.3839 shares (maximum settlement rate)