Capital Structure

The following table provides a summary of the Company’s authorized and issued share capital as at December 31, 2018 and 2017:



	As at December 31, 2018		At December 31, 2017
	Number	$ in Thousands	Number	$ in Thousands
Authorized share capital:
Ordinary Shares 0.15144558¢ per share	969,629,030	1,469	969,629,030	1,469
Non-Voting Shares 0.15144558¢ per share	6,787,880	10	6,787,880	10
Preference Shares 0.15144558¢ per share	100,000,000	152	100,000,000	152
Total authorized share capital		1,631		1,631

Issued share capital:
Issued ordinary shares of 0.15144558¢ per share	59,743,156	90	59,474,085	90
Issued 5.95% Preference Shares of 0.15144558¢ each with a liquidation preference of $25 per share	11,000,000	17	11,000,000	17
Issued 5.625% Preference Shares of 0.15144558¢ each with a liquidation preference of $25 per share	10,000,000	15	10,000,000	15
Total issued share capital		122		122

Additional paid-in capital as at December 31, 2018 was $967.5 million (December 31, 2017 — $954.7 million). Included within additional paid-in capital is the aggregate liquidation preferences of the Company’s preference shares of $525.0 million (December 31, 2017 — $525.0 million) less issue costs of $13.1 million (December 31, 2017 — $13.1 million).

(a) Ordinary Shares

The following table summarizes transactions in the Company’s ordinary shares during the years ended December 31, 2018 and 2017:



	Number of Ordinary Shares
	2018	2017
Ordinary shares in issue at the beginning of the year	59,474,085	59,774,464
Ordinary shares issued to employees under the 2013 share incentive plan and/or 2008 share purchase plan	229,318	309,727
Ordinary shares issued to non-employee directors	39,753	38,835
Ordinary shares repurchased	—	(648,941	)
Ordinary shares in issue at the end of the year	59,743,156	59,474,085

Ordinary Share Repurchases in 2017. On February 8, 2017, the Board of Directors approved a share repurchase authorization program of $250.0 million. The share repurchase authorization program, which was effective immediately and expired on February 8, 2019, permitted the Company to effect the repurchases of ordinary shares from time to time through a combination of transactions, including open market repurchases, privately negotiated transactions and accelerated share repurchase transactions. During 2017, the Company repurchased 648,941 ordinary shares for a total consideration of $30.0 million at an average price of $46.23 per ordinary share. The Company had $220.0 million remaining under its $250.0 million share repurchase authorization program in effect as at December 31, 2017.

Ordinary Share Repurchases in 2018. During the course of 2018, the Company did not repurchase any ordinary shares. The Company had $220.0 million remaining under its $250.0 million share repurchase authorization program in effect as at December 31, 2018. Under the Merger Agreement, the Company may not redeem, purchase or otherwise acquire any outstanding ordinary shares unless Highlands consents in writing, except as otherwise set forth in the Merger Agreement.

(b) Preference Shares

Preference Shares Issuance. On September 20, 2016, the Company issued 10,000,000 shares of 5.625% Perpetual Non-Cumulative Preference Shares (the “5.625% Preference Shares”). The 5.625% Preference Shares have a liquidation preference of $25 per share. Net proceeds were $293.2 million, consisting of $250.0 million of total liquidation preference less $8.7 million of issuance expenses. The Company used $133.2 million of the net proceeds from the offering to redeem all of the Company’s outstanding 7.401% Preference Shares (defined below) and the remainder were used in the redemption of the Company’s 7.250% Preference Shares (defined below) for $160.0 million. The 5.625% Preference Shares rank equally with preference shares previously issued by the Company and have no fixed maturity date. The Company may redeem all or a portion of the 5.625% Preference Shares at a redemption price of $25 per share on or after January 1, 2027. The 5.625% Preference Shares are listed on the NYSE under the symbol “AHLPRD”.

Preference Shares Redemption. On November 3, 2016, the Company issued a notice of redemption in connection with all of its issued and outstanding 7.401% Perpetual Non-Cumulative Preference Shares (the “7.401% Preference Shares”) (NYSE: AHLPRA). The redemption took place on January 3, 2017 and was conducted pursuant to the terms of the certificate of designation, dated November 15, 2006, governing the 7.401% Preference Shares. Each holder of a 7.401% Preference Share received $25 per 7.401% Preference Share, representing an aggregate amount of $133.2 million, plus all declared and unpaid dividends to the date of redemption.

On May 8, 2017, the Company issued a notice of redemption in connection with all of its issued and outstanding 7.250% Perpetual Non-Cumulative Preference Shares (the “7.250% Preference Shares”) (NYSE: AHLPRB). The redemption took place on July 3, 2017 and was conducted pursuant to the terms of the certificate of designation, dated April 11, 2012, governing the 7.250% Preference Shares. Each holder of a 7.250% Preference Share received $25 per 7.250% Preference Share, representing an aggregate amount of $160.0 million, plus all declared and unpaid dividends to the date of redemption.