XML 46 R22.htm IDEA: XBRL DOCUMENT
v3.10.0.1

SHAREHOLDERS' EQUITY | 12 Months Ended
--- | ---
Dec. 31, 2018
Stockholders' Equity Note [Abstract] |
SHAREHOLDERS' EQUITY |
a) | Common Shares
The Company's authorized share capital is 800,000,000 common shares, par value of $0.0125 per share. The following table presents changes in common shares issued and outstanding, excluding restricted stock units related to the Company's share-based compensation plans (refer to Note 16 'Share-Based Compensation'):
| Year ended December 31, | 2018 |  | 2017 |  | 2016 |
| Shares issued, balance at beginning of year | 176,580 |  |  | 176,580 |  |  | 176,240 |  |
| Shares issued | — |  |  | — |  |  | 340 |  |
| Total shares issued at end of year | 176,580 |  |  | 176,580 |  |  | 176,580 |  |
| Treasury shares, balance at beginning of year | (93,419 | ) |  | (90,139 | ) |  | (80,174 | ) |
| Shares repurchased | (200 | ) |  | (4,288 | ) |  | (10,508 | ) |
| Shares reissued | 625 |  |  | 1,008 |  |  | 543 |  |
| Total treasury shares at end of year | (92,994 | ) |  | (93,419 | ) |  | (90,139 | ) |
| Total shares outstanding | 83,586 |  |  | 83,161 |  |  | 86,441 |  |
During 2018, the total cash dividends declared per common share were $1.57 (2017: $1.53; 2016: $1.43). Treasury Shares On July 5, 2017, the Company and the board of directors of Novae announced that it had agreed on terms of a recommended offer to be made by the Company to acquire the entire issued and to be issued share capital of Novae. Following the offer, the Company suspended its open market share repurchase plan. On December 31, 2017, authorization under the Board-authorized share repurchase plan for common share repurchases through 2017 expired. A common share repurchase plan has not been authorized for 2018 or 2019. The following table presents common shares repurchased from shares held in treasury:
| Year ended December 31, | 2018 |  | 2017 |  | 2016 |
| In the open market: |  |  |  |  |  |
| Total shares(1) | — |  |  | 3,932 |  |  | 10,241 |  |
| Total cost | $ | — |  |  | $ | 261,180 |  |  | $ | 557,476 |  |
| Average price per share(2) | $ | — |  |  | $ | 66.43 |  |  | $ | 54.44 |  |
| From employees:(3) |  |  |  |  |  |
| Total shares | 200 |  |  | 356 |  |  | 267 |  |
| Total cost | $ | 10,080 |  |  | $ | 24,678 |  |  | $ | 14,329 |  |
| Average price per share(2) | $ | 50.40 |  |  | $ | 69.36 |  |  | $ | 53.74 |  |
| Total shares repurchased: |  |  |  |  |  |
| Total shares | 200 |  |  | 4,288 |  |  | 10,508 |  |
| Total cost | $ | 10,080 |  |  | $ | 285,858 |  |  | $ | 571,805 |  |
| Average price per share(2) | $ | 50.40 |  |  | $ | 66.67 |  |  | $ | 54.42 |  |
(1) | Amounts in 2016 include common shares acquired under the accelerated share repurchase program of 1,358,380 (see below for more detail).
(2) | Calculated using whole numbers.
(3) | Shares are repurchased from employees to satisfy withholding tax liabilities that arise upon the vesting of restricted stock awards and restricted stock units. Share repurchases from employees are excluded from the authorized share repurchase plan noted above.
Accelerated Share Repurchase Program On August 17, 2015, the Company entered into an Accelerated Share Repurchase ("ASR") agreement with Goldman, Sachs & Co. ("Goldman Sachs") to repurchase an aggregate of $300 million of the Company's ordinary shares under an accelerated share repurchase program. During August 2015, under the terms of this agreement, the Company paid $300 million to Goldman Sachs and initially repurchased 4,149,378 common shares. The initial shares acquired represented 80% of the $300 million total paid to Goldman Sachs and were calculated using the Company’s stock price at the activation of the program. The ASR program was accounted for as an equity transaction. At December 31, 2015, $240 million of common shares repurchased were included as treasury shares in the consolidated balance sheets with the remaining $60 million included as a reduction to additional paid-in capital. On January 15, 2016, Goldman Sachs early terminated the ASR agreement and delivered 1,358,380 additional common shares to the Company, resulting in the reclassification of $60 million from additional paid-in capital to treasury shares. In total, the Company repurchased 5,507,758 common shares under the ASR agreement at an average price of $54.47.
b) | Preferred Shares
Series B Preferred Shares On November 23, 2005, the Company issued $250 million of 7.50% Series B preferred shares, par value $0.0125 per share, with a liquidation preference of $100.00 per share. The Company could redeem the Series B preferred shares on or after December 1, 2015 at a redemption price of $100.00 per share. Dividends on the Series B preferred shares were non-cumulative. Holders of Series B preferred shares were entitled to receive, only when, as and if declared by the board of directors, non-cumulative cash dividends, from the original issue date, quarterly in arrears on the first day of March, June, September and December of each year, commencing on March 1, 2006, up to but not including January 27, 2016. To the extent declared, these dividends accumulated, with respect to each dividend period, in an amount per share equal to 7.50% of the liquidation preference per annum. During April 2012, the Company closed a cash tender offer for any and all of the outstanding 7.50% Series B preferred shares at a purchase price of $102.81 per share. As a result, the Company purchased 2,471,570 Series B preferred shares for $254 million. In connection with this tender offer, a loss on redemption of $9 million was recognized in determining net income available to common shareholders. On January 27, 2016 the Company redeemed the remaining 28,430 Series B preferred shares, for an aggregate redemption price of $3 million. Series C Preferred Shares On March 19, 2012, the Company issued $400 million of 6.875% Series C preferred shares, par value $0.0125 per share, with a liquidation preference of $25.00 per share. The Company could redeem the Series C preferred shares on or after April 15, 2017 at a redemption price of $25.00 per share. Dividends on the Series C preferred shares were non-cumulative. Holders of the Series C preferred shares were entitled to receive, only when, as and if declared by the board of directors, non-cumulative cash dividends, from the original issue date, quarterly in arrears on the fifteenth day of January, April, July and October of each year, commencing on July 15, 2012. To the extent declared, these dividends accumulated, with respect to each dividend period, in an amount per share equal to 6.875% of the liquidation preference per annum. During October and November 2016, the Company repurchased 1,957,045 Series C preferred shares at an average purchase price of $25.67 per share for $50 million. In connection with the repurchase of these shares, a loss on redemption of $1 million, was recognized in determining net income available to common shareholders. On April 17, 2017, the Company redeemed the remaining 14,042,955 Series C preferred shares, for an aggregate liquidation preference of $351 million. In 2017, the total dividends declared and paid on Series C preferred shares were $0.4297 per share. In 2016, the total dividends declared and paid on Series C preferred shares were $1.7188 per share. Series D Preferred Shares On May 20, 2013, the Company issued $225 million of 5.50% Series D preferred shares, par value $0.0125 per share, with a liquidation preference of $25.00 per share. The Company may redeem the Series D preferred shares on or after June 1, 2018 at a redemption price of $25.00 per share. Dividends on the Series D preferred shares are non-cumulative. Holders of the Series D preferred shares will be entitled to receive, only when, as and if declared by the board of directors, non-cumulative cash dividends from the original issue date, quarterly in arrears on the first day of March, June, September and December of each year, commencing on September 1, 2013. To the extent declared, these dividends will accumulate, with respect to each dividend period, in an amount per share equal to 5.50% of the liquidation preference per annum. At December 31, 2018, the Company had not redeemed any of the $225 million of 5.50% Series D preferred shares. In 2018, total dividends declared on Series D preferred shares were $1.375 per share, of which $1.0313 was paid in 2018 and the remaining $0.34375 is payable in 2019. In 2017, total dividends declared on Series D preferred shares were $1.3750 per share, of which $1.0313 was paid in 2017 and $0.3438 was paid in 2018. In 2016, total dividends declared and paid on Series D preferred shares were $1.375 per share. Series E Preferred Shares On November 7, 2016, the Company issued $550 million of 5.50% Series E preferred shares, par value $0.0125 per share, with a liquidation preference of $2,500 per share. The Company may redeem the Series E preferred shares on or after November 7, 2021 at a redemption price of $2,500 per share. Dividends on the Series E preferred shares are non-cumulative. Holders of the Series E preferred shares will be entitled to receive, only when, as and if declared by the board of directors, non-cumulative cash dividends from the original issue date, quarterly in arrears on the fifteenth day of January, April, July and October of each year, commencing on January 15, 2017. To the extent declared, these dividends will accumulate, with respect to each dividend period, in an amount per Series E preferred share equal to 5.50% of the liquidation preference per annum. In 2018, total dividends declared on Series E preferred shares were $137.5 per share of which, $103.13 was paid in 2018 and the remaining $34.375 was paid in 2019. In 2017, total dividends declared and paid on Series E preferred shares were $137.5 per share of which, $103.13 was paid in 2017 and $34.375 was paid in 2018. In 2016, total dividends declared on Series E preferred shares were $34.375 per share, which were subsequently paid in 2017.

X
- References No definition available. + Details
Name: | us-gaap_StockholdersEquityNoteAbstract
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