XML 23 R11.htm IDEA: XBRL DOCUMENT v3.4.0.3
Shareholders' equity
 3 Months Ended
Mar. 31, 2016
Stockholders' Equity Note [Abstract]  
Shareholders' equity
Shareholders’ equity
Common Stock
As of March 31, 2016 and December 31, 2015, we had 195,000,000 shares of common stock, $0.01 cent par value, authorized under our Restated Certificate of Incorporation, of which 94,246,254 shares were issued and 87,059,733 shares were outstanding at March 31, 2016; 94,224,571 shares were issued and 87,038,050 shares were outstanding at December 31, 2015.
The rights, preferences and privileges of holders of our common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of our preferred stock which are currently outstanding, including our Series A Convertible Preferred Stock, or which we may designate and issue in the future.
Stock Repurchase Program
In 2011, our Board of Directors approved a $60,000 common stock repurchase program which was expanded in 2015 to $130,000. Through December 31, 2015 we had repurchased 7,186,521 shares of common stock for an aggregate purchase price of $86,276. There have been no share repurchases since April 2015 and we have $43,724 remaining under the repurchase program authorization. The repurchase program may be expanded, suspended or discontinued by our Board, in its sole discretion, at any time.
Shares of common stock repurchased are recorded at cost as treasury stock and result in a reduction of shareholders’ equity in the consolidated balance sheets. From time to time, treasury shares may be reissued as contributions to our employee benefit plans and for the conversion of convertible preferred stock. When shares are reissued, we use an average cost method for determining cost. The difference between the cost of the shares and the reissuance price is added to or deducted from additional paid-in capital.
Preferred Stock
As of March 31, 2016 and December 31, 2015 we had 5,000,000 shares of preferred stock, $0.01 cent par value per share, authorized under our Restated Certificate of Incorporation. In 2008, we issued 160,000 shares of our Series A Convertible Preferred Stock, all of which is held by Glencore, and at March 31, 2016 and December 31, 2015, 76,446 and 76,539 shares were outstanding, respectively. The issuance of common stock under our stock incentive programs, debt exchange transactions and any stock offering that excludes Glencore participation triggers anti-dilution provisions of the preferred stock agreement and results in the automatic conversion of Series A Convertible Preferred Stock shares into shares of common stock. The conversion of preferred to common shares is 100 shares of common for each share of preferred stock.  Our Series A Convertible Preferred Stock has a par value of $0.01 per share.  
Our Board of Directors may issue preferred stock in one or more series and determine for each series the dividend rights, conversion rights, voting rights, redemption rights, liquidation preferences, sinking fund terms and the number of shares constituting that series, as well as the designation thereof.  Depending upon the terms of preferred stock established by our Board of Directors, any or all of the preferred stock could have preference over the common stock with respect to dividends and other distributions and upon the liquidation of Century. In addition, issuance of any shares of preferred stock with voting powers may dilute the voting power of the outstanding common stock.

The Common and Preferred Stock Activity table below contains additional information about preferred stock conversions during the three months ended March 31, 2016 and 2015.
Common and Preferred Stock Activity:
Preferred stock
 
  Common stock
(in shares)
Series A convertible
 
   Treasury
  Outstanding
Beginning balance as of December 31, 2015
76,539

 
7,186,521

87,038,050

Repurchase of common stock
—

 
—

—

Conversion of convertible preferred stock
(93
)
 
—

9,305

Issuance for share-based compensation plans
—

 
—

12,378

Ending balance as of March 31, 2016
76,446

 
7,186,521

87,059,733

 
 
 
 
 
Beginning balance as of December 31, 2014
78,141

 
4,786,521

89,064,582

Repurchase of common stock
—

 
1,200,000

(1,200,000
)
Conversion of convertible preferred stock
(80
)
 
—

7,947

Issuance for share-based compensation plans
—

 
—

10,828

Ending balance as of March 31, 2015
78,061

 
5,986,521

87,883,357