XML 42 R20.htm IDEA: XBRL DOCUMENT
v3.20.2

CAPITAL STOCK | 6 Months Ended
--- | ---
Jun. 30, 2020
Equity [Abstract] |
CAPITAL STOCK |
14. CAPITAL STOCK
(A) | Common Stock
The following table provides a summary of the Company’s common shares authorized, and issued and outstanding at June 30, 2020 and December 31, 2019.
| Shares authorized |  | Shares issued and outstanding |
| June 30, 2020 |  | December 31, 2019 |  | June 30, 2020 |  | December 31, 2019 | Par Value
Common stock | 2,914,850,000 |  |  | 2,914,850,000 |  |  | 1,407,662,483 |  |  | 1,430,106,199 |  | $0.01
During the six months ended June 30, 2019, the Company closed the public offering of an original issuance of 75.0 million shares of common stock for proceeds of $730.5 million before deducting offering expenses. In connection with the offering, the Company granted the underwriters a thirty-day option to purchase up to an additional 11.3 million shares of common stock, which the underwriters exercised in full resulting in an additional $109.6 million in proceeds before deducting offering expenses. In June 2019, the Company announced that its board of directors (“Board”) had authorized the repurchase of up to $1.5 billion of its outstanding shares of common stock through December 31, 2020. During the three and six months ended June 30, 2020, the Company repurchased 22.9 million shares of its common stock for an aggregate amount of $143.3 million, excluding commission costs, pursuant to this authorization. All common shares were purchased in open-market transactions. No shares were purchased pursuant to this authorization during the three and six months ended June 30, 2019. The following table provides a summary of activity related to the Company’s Direct Purchase and Dividend Reinvestment Program.
|  | Six Months Ended
|  | June 30, 2020 |  | June 30, 2019
|  | (dollars in thousands)
Shares issued through direct purchase and dividend reinvestment program |  | 63,000 |  |  | 180,000 |
Amount raised from direct purchase and dividend reinvestment program |  | $ | 405 |  |  | $ | 1,795 |
In January 2018, the Company entered into separate Distribution Agency Agreements (collectively, the “Sales Agreements”) with each of Wells Fargo Securities, LLC, BofA Securities, Inc. (formerly known as Merrill Lynch, Pierce, Fenner & Smith, Incorporated), Barclays Capital Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Keefe, Bruyette & Woods, Inc., RBC Capital Markets, LLC and UBS Securities LLC (the “Sales Agents”). The Company may offer and sell shares of its common stock, having an aggregate offering price of up to $1.5 billion from time to time through any of the Sales Agents. No shares were issued under the at-the-market sales program during the six months ended June 30, 2020. During the three and six months ended June 30, 2019, the Company issued 8.0 million shares and 56.0 million, respectively, for proceeds of $80.1 million and $569.1 million, respectively, net of commissions and fees, under the at-the-market sales program.
(B) | Preferred Stock
The following is a summary of the Company’s cumulative redeemable preferred stock outstanding at June 30, 2020 and December 31, 2019. In the event of a liquidation or dissolution of the Company, the Company’s then outstanding preferred stock takes precedence over the Company’s common stock with respect to payment of dividends and the distribution of assets.
| Shares Authorized |  | Shares Issued And Outstanding |  | Carrying Value | Contractual Rate | Earliest Redemption Date (1) | Date At Which Dividend Rate Becomes Floating | Floating Annual Rate
| June 30, 2020 |  | December 31, 2019 |  | June 30, 2020 |  | December 31, 2019 |  | June 30, 2020 |  | December 31, 2019
Fixed-rate |  | (dollars in thousands)
Series D | 18,400,000 |  |  | 18,400,000 |  |  | 18,400,000 |  |  | 18,400,000 |  |  | 445,457 |  |  | 445,457 |  | 7.50% | 9/13/2017 | NA | NA
Fixed-to-floating rate
Series F | 28,800,000 |  |  | 28,800,000 |  |  | 28,800,000 |  |  | 28,800,000 |  |  | 696,910 |  |  | 696,910 |  | 6.95% | 9/30/2022 | 9/30/2022 | 3M LIBOR + 4.993%
Series G | 19,550,000 |  |  | 19,550,000 |  |  | 17,000,000 |  |  | 17,000,000 |  |  | 411,335 |  |  | 411,335 |  | 6.50% | 3/31/2023 | 3/31/2023 | 3M LIBOR + 4.172%
Series I | 18,400,000 |  |  | 18,400,000 |  |  | 17,700,000 |  |  | 17,700,000 |  |  | 428,324 |  |  | 428,324 |  | 6.75% | 6/30/2024 | 6/30/2024 | 3M LIBOR + 4.989%
Total | 85,150,000 |  |  | 85,150,000 |  |  | 81,900,000 |  |  | 81,900,000 |  |  | $ | 1,982,026 |  |  | $ | 1,982,026 |  |  |  |  |
(1) Subject to the Company’s right under limited circumstances to redeem preferred stock earlier in order to preserve its qualification as a REIT or under limited circumstances related to a change in control of the Company.
Each series of preferred stock has a par value of $0.01 per share and a liquidation and redemption price of $25.00, plus accrued and unpaid dividends through their redemption date. Through June 30, 2020, the Company had declared and paid all required quarterly dividends on the Company’s preferred stock. During the three and six months ended June 30, 2019, the Company redeemed all 2.2 million of its issued and outstanding shares of 8.125% Series H Cumulative Redeemable Preferred Stock (“Series H Preferred Stock”) for $55.0 million. The cash redemption amount for each share of Series H Preferred Stock was $25.00 plus accrued and unpaid dividends to, but not including, the redemption date of May 31, 2019. During the three and six months ended June 30, 2019, the Company issued 16.0 million shares of its 6.750% Seri es I Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock (“Series I Preferred Stock”) for gross proceeds o f $400.0 million befo re deducting the underwriting discount and other estimated offering expenses. In connection with the offering, the Company granted the underwriters a thirty-day option to purchase up to an additional 2.4 million shares of Series I Preferred Stock solely to cover over-allotments. The Series D Cumulative Redeemable Preferred Stock, Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, Series G Preferred Stock and Series I Preferred Stock rank senior to the common stock of the Company.
(C) | Distributions to Stockholders
The following table provides a summary of the Company’s dividend distribution activity for the periods presented:
| For the Three Months Ended |  | For the Six Months Ended
| June 30, 2020 |  | June 30, 2019 |  | June 30, 2020 |  | June 30, 2019
| (dollars in thousands, except per share data)
Dividends and dividend equivalents declared on common stock and share-based awards | $ | 309,972 |  |  | $ | 364,266 |  |  | $ | 667,791 |  |  | $ | 798,893 |
Distributions declared per common share | $ | 0.22 |  |  | $ | 0.25 |  |  | $ | 0.47 |  |  | $ | 0.55 |
Distributions paid to common stockholders after period end | $ | 309,686 |  |  | $ | 364,066 |  |  | $ | 309,686 |  |  | $ | 364,066 |
Distributions paid per common share after period end | $ | 0.22 |  |  | $ | 0.25 |  |  | $ | 0.22 |  |  | $ | 0.25 |
Date of distributions paid to common stockholders after period end | July 31, 2020 |  |  | July 31, 2019 |  |  | July 31, 2020 |  |  | July 31, 2019 |
Dividends declared to series C preferred stockholders | $ | — |  |  | $ | 3,336 |  |  | $ | — |  |  | $ | 6,672 |
Dividends declared per share of series C preferred stock (1) | $ | — |  |  | $ | 0.477 |  |  | $ | — |  |  | $ | 0.953 |
Dividends declared to series D preferred stockholders | $ | 8,625 |  |  | $ | 8,625 |  |  | $ | 17,250 |  |  | $ | 17,250 |
Dividends declared per share of series D preferred stock | $ | 0.469 |  |  | $ | 0.469 |  |  | $ | 0.938 |  |  | $ | 0.938 |
Dividends declared to series F preferred stockholders | $ | 12,510 |  |  | $ | 12,510 |  |  | $ | 25,020 |  |  | $ | 25,020 |
Dividends declared per share of series F preferred stock | $ | 0.434 |  |  | $ | 0.434 |  |  | $ | 0.869 |  |  | $ | 0.868 |
Dividends declared to series G preferred stockholders | $ | 6,906 |  |  | $ | 6,906 |  |  | $ | 13,812 |  |  | $ | 13,812 |
Dividends declared per share of series G preferred stock | $ | 0.406 |  |  | $ | 0.406 |  |  | $ | 0.813 |  |  | $ | 0.813 |
Dividends declared to series H preferred stockholders | $ | — |  |  | $ | 745 |  |  | $ | — |  |  | $ | 1,862 |
Dividends declared per share of series H preferred stock | $ | — |  |  | $ | 0.339 |  |  | $ | — |  |  | $ | 0.846 |
Dividends declared to series I preferred stockholders | $ | 7,468 |  |  | $ | — |  |  | $ | 14,936 |  |  | $ | — |
Dividends declared per share of series I preferred stock | $ | 0.422 |  |  | $ | — |  |  | $ | 0.844 |  |  | $ | — |

X
- References No definition available. + Details
Name: | us-gaap_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
Name: | us-gaap_StockholdersEquityNoteDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration