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Stockholders' Equity
12 Months Ended
Dec. 31, 2017
Stockholders' Equity

8. Stockholders’ Equity

The Company’s authorized capital consists of three million shares of Preferred Stock $1 par value, 27 million shares of Class A Common Stock $5 par value, and 240 million shares of Common Stock $1 par value. The Common Stock has equal dividend rights with Class A Common Stock and is entitled, as a class, to elect one-third of the Board of Directors and has 1/10th vote per share on all other matters. Class A Common Stock is convertible to Common Stock on a one for one basis.

There were 73,792 shares during 2017, 60,045 shares during 2016 and 67,544 shares during 2015, of Class A Common Stock converted into Common Stock. Regular dividends paid on the A. O. Smith Corporation Class A Common Stock and Common Stock amounted to $0.56, $0.48 and $0.38 per share in 2017, 2016 and 2015, respectively.

The Company completed a two-for-one stock split on October 5, 2016. Amounts have been adjusted to reflect the stock split.

In 2015, the Company’s Board of Directors authorized the purchase of an additional 4,000,000 shares of the Company’s Common Stock. In 2016, the Company’s Board of Directors authorized the purchase of an additional 3,000,000 shares of the Company’s Common Stock. Under the share repurchase program, the Company’s Common Stock may be purchased through a combination of a Rule 10b5-1 automatic trading plan and discretionary purchases in accordance with applicable securities laws. The number of shares purchased and the timing of the purchase will depend on a number of factors, including share price, trading volume and general market conditions, as well as on working capital requirements, general business conditions and other factors, including alternative investment opportunities. The share repurchase authorization remains effective until terminated by the Board of Directors which may occur at any time, subject to the parameters of any Rule 10b5-1 automatic trading plan that the Company may then have in effect. In 2017, the Company purchased 2,533,350 shares at a total cost of $139.1 million. As of December 31, 2017, there were 2,373,053 shares remaining on the existing repurchase authorization. In 2016, the Company purchased 3,273,109 shares at a cost of $135.2 million. In 2015, the Company purchased 3,816,474 shares at a cost of $128.1 million.

At December 31, 2017, a total of 130,380 and 18,914,082 shares of Class A Common Stock and Common Stock, respectively, were held as treasury stock. At December 31, 2016, a total of 130,380 and 17,135,628 shares of Class A Common Stock and Common Stock, respectively, were held as treasury stock.

 

Accumulated other comprehensive loss is as follows:

 

December 31 (dollars in millions)

   2017      2016  

Cumulative foreign currency translation adjustments

   $ (26.5    $ (79.2

Unrealized net (loss) gain on cash flow derivative instruments less related income tax benefit (provision) of $0.6 in 2017 and $(0.1) in 2016

     (0.9      0.2  

Pension liability less related income tax benefit of $175.9 in 2017 and $183.4 in 2016

     (272.1      (284.2
  

 

 

    

 

 

 
   $ (299.5    $ (363.2
  

 

 

    

 

 

 

Changes to accumulated other comprehensive loss by component are as follows:

 

     Years ended
December 31,
 
     2017     2016  

Cumulative foreign currency translation

    

Balance at beginning of period

   $ (79.2   $ (39.4

Other comprehensive gain (loss) before reclassifications

     52.7       (39.8
  

 

 

   

 

 

 

Balance at end of period

     (26.5     (79.2
  

 

 

   

 

 

 

Unrealized net gain on cash flow derivatives

    

Balance at beginning of period

     0.2       1.2  

Other comprehensive losses before reclassifications

     (0.5     (0.9

Realized gains on derivatives reclassified to cost of products sold (net of tax provision of $0.4 and $0.1 in 2017 and 2016, respectively)(1)

     (0.6     (0.1
  

 

 

   

 

 

 

Balance at end of period

     (0.9     0.2  
  

 

 

   

 

 

 

Pension liability

    

Balance at beginning of period

     (284.2     (275.2

Other comprehensive gain (loss) before reclassifications

     1.4       (18.8

Amounts reclassified from accumulated other comprehensive loss (1)

     10.7       9.8  
  

 

 

   

 

 

 

Balance at end of period

     (272.1     (284.2
  

 

 

   

 

 

 

Total accumulated other comprehensive loss, end of period

   $ (299.5   $ (363.2
  

 

 

   

 

 

 

(1)Amounts reclassified from accumulated other comprehensive loss:

    

Realized gains on derivatives reclassified to cost of products sold

     (1.0     (0.2

Tax provision

     0.4       0.1  
  

 

 

   

 

 

 

Reclassification net of tax

   $ (0.6   $ (0.1
  

 

 

   

 

 

 

Amortization of pension items:

    

Actuarial losses

   $ 17.9 (2)    $ 17.5 (2) 

Prior year service cost

     (0.4 )(2)      (1.5 )(2) 
  

 

 

   

 

 

 
     17.5       16.0  

Tax benefit

     (6.8     (6.2
  

 

 

   

 

 

 

Reclassification net of tax

   $ 10.7     $ 9.8  
  

 

 

   

 

 

 

(2)  These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 10 - Pensions and Other Post-retirement Benefits for additional details