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Stockholders' Equity
9 Months Ended
Sep. 30, 2019
Equity [Abstract]  
Stockholders' Equity

NOTE 10 — STOCKHOLDERS’ EQUITY

 

Noncontrolling interest ownership transactions

 

Empire City transaction. As further discussed in Note 12, in January 2019, MGP acquired the developed real property associated with Empire City from the Company for consideration that included the issuance of approximately 13 million Operating Partnership units to a subsidiary of the Company. The Company adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the Empire City transaction, the Company indirectly owned 74.6% of the partnership units in the Operating Partnership.

 

MGP Class A share issuance. In January 2019, MGP completed an offering of approximately 20 million of its Class A shares. In connection with the offering, the Operating Partnership issued 20 million Operating Partnership units to MGP. The Company has adjusted the carrying value of the noncontrolling interests as a result of MGP’s Class A share issuance to adjust for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to MGP’s issuance of the incremental shares, the Company indirectly owned 69.7% of the partnership units in the Operating Partnership.

 

Park MGM Lease Transaction. As further discussed in Note 12, in March 2019, the Company and MGP completed the Park MGM Lease Transaction (as defined in Note 12) for which consideration included the issuance of approximately 1 million Operating Partnership units to a subsidiary of the Company. The Company has adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the issuance of the incremental shares, the Company indirectly owned 69.8% of the partnership units in the Operating Partnership.

 

Northfield OpCo transaction. As further discussed in Note 12, in April 2019, the Company acquired the membership interests of Northfield from MGP for consideration of approximately 9 million Operating Partnership units that were ultimately redeemed by the Operating Partnership and MGP retained the real estate assets. The Company has adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the Northfield OpCo transaction, the Company indirectly owned 68.8% of the partnership units in the Operating Partnership.  

 

MGP Class A share issuances – At-the-Market (“ATM”) program. During the three and nine months ended September 30, 2019, MGP issued approximately 3 million and 5 million Class A shares under its ATM program, respectively. In connection with the issuances, the Operating Partnership issued 3 million and 5 million Operating Partnership units to MGP during the three and nine months ended September 30, 2019, respectively. The Company has adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the collective issuances, and as of September 30, 2019, the Company indirectly owned 67.7% of the partnership units in the Operating Partnership.

 

Other equity activity

 

MGM Resorts International dividends. On October 30, 2019 the Company’s Board of Directors approved a quarterly dividend of $0.13 per share that will be payable on December 16, 2019 to holders of record on December 10, 2019.

 

MGM Resorts International stock repurchase program. In May 2018, the Company’s Board of Directors authorized a $2.0 billion stock repurchase program, and the Company completed the previously announced $1.0 billion stock repurchase program. Under the stock repurchase program, the Company may repurchase shares from time to time in the open market or in privately negotiated agreements. Repurchases of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time.

 

During the three months ended September 30, 2019, the Company repurchased approximately 13 million shares of its common stock at an average price of $28.33 per share for an aggregate amount of $357 million. During the nine months ended September 30, 2019, the Company repurchased approximately 24 million shares of its common stock at an average price of $27.06 per share for an aggregate amount of $639 million. Repurchased shares were retired. The remaining availability under the $2.0 billion stock repurchase program was approximately $750 million as of September 30, 2019.

 

During the three months ended September 30, 2018, the Company repurchased approximately 6 million shares of its common stock at an average price of $28.87 per share for an aggregate amount of $176 million. During the nine months ended September 30, 2018, the Company repurchased approximately 35 million shares of its common stock at an average price of $32.29 per share for an aggregate amount of $1.1 billion. Repurchased shares were retired.

 

Accumulated other comprehensive income. Changes in accumulated other comprehensive income attributable to MGM Resorts International are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency Translation

 

 

Cash Flow

 

 

 

 

 

 

 

 

 

 

Adjustments

 

 

Hedges

 

 

Other

 

 

Total

 

 

(In thousands)

 

Balances, January 1, 2019

$

(18,872

)

 

$

9,144

 

 

$

1,172

 

 

$

(8,556

)

Other comprehensive loss before reclassifications

 

(12,405

)

 

 

(11,476

)

 

 

 

 

 

(23,881

)

Amounts reclassified from accumulated other comprehensive loss to interest expense

 

 

 

 

(1,847

)

 

 

 

 

 

(1,847

)

Empire City MGP transaction

 

 

 

 

 

 

 

195

 

 

 

195

 

MGP Class A share issuances

 

 

 

 

 

 

 

(774

)

 

 

(774

)

Park MGM Transaction

 

 

 

 

 

 

 

16

 

 

 

16

 

Other

 

 

 

 

 

 

 

23

 

 

 

23

 

Other comprehensive loss, net of tax

 

(12,405

)

 

 

(13,323

)

 

 

(540

)

 

 

(26,268

)

Less: Other comprehensive loss attributable to noncontrolling interest

 

5,499

 

 

 

4,717

 

 

 

 

 

 

10,216

 

Balances, March 31, 2019

 

(25,778

)

 

 

538

 

 

 

632

 

 

 

(24,608

)

Other comprehensive income (loss) before reclassifications

 

26,380

 

 

 

(24,531

)

 

 

 

 

 

1,849

 

Amounts reclassified from accumulated other comprehensive loss to interest expense

 

 

 

 

(1,767

)

 

 

 

 

 

(1,767

)

MGP Class A share issuances

 

 

 

 

 

 

 

105

 

 

 

105

 

Northfield OpCo transaction

 

 

 

 

 

 

 

(2

)

 

 

(2

)

Other

 

 

 

 

 

 

 

72

 

 

 

72

 

Other comprehensive income (loss), net of tax

 

26,380

 

 

 

(26,298

)

 

 

175

 

 

 

257

 

Less: Other comprehensive (income) loss attributable to noncontrolling interest

 

(11,626

)

 

 

9,647

 

 

 

 

 

 

(1,979

)

Balances, June 30, 2019

 

(11,024

)

 

 

(16,113

)

 

 

807

 

 

 

(26,330

)

Other comprehensive loss before reclassifications

 

(18,602

)

 

 

(15,223

)

 

 

 

 

 

(33,825

)

Amounts reclassified from accumulated other comprehensive loss to interest expense

 

 

 

 

(1,281

)

 

 

 

 

 

(1,281

)

MGP Class A share issuances

 

 

 

 

 

 

 

200

 

 

 

200

 

Other

 

 

 

 

 

 

 

69

 

 

 

69

 

Other comprehensive income (loss), net of tax

 

(18,602

)

 

 

(16,504

)

 

 

269

 

 

 

(34,837

)

Less: Other comprehensive loss attributable to noncontrolling interest

 

8,093

 

 

 

6,233

 

 

 

 

 

 

14,326

 

Balances, September 30, 2019

$

(21,533

)

 

$

(26,384

)

 

$

1,076

 

 

$

(46,841

)