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Stockholders' Equity
 3 Months Ended
Mar. 31, 2023
Equity [Abstract]  
Stockholders' Equity
9. Stockholders' Equity
The table below summarizes the share activities of the Company's preferred stock and common stock.
Number of Shares
(In thousands)Preferred Stock
Class A
Common Stock
Class B
Common Stock
Shares outstanding at December 31, 202135,340 142,144 166 
Exchange of notes for class A common stock— 6,389 — 
Equity awards issued, net of forfeitures— 1,248 — 
Shares canceled for tax withholding on vested equity awards— (411)— 
Shares outstanding at March 31, 202235,340 149,370 166 
Shares outstanding at December 31, 202233,111 159,763 166 
Stock repurchases(3)— — 
Equity awards issued, net of forfeitures— 2,486 — 
Shares canceled for tax withholding on vested equity awards— (415)— 
Shares outstanding at March 31, 202333,108 161,834 166 
Preferred Stock
In the event of a liquidation or dissolution of the Company, preferred stockholders have priority over common stockholders for payment of dividends and distribution of net assets.
The table below summarizes the preferred stock issued and outstanding at March 31, 2023:
DescriptionDividend Rate Per AnnumInitial Issuance Date
Shares Outstanding
(in thousands)
Par Value
(in thousands)
Liquidation Preference
(in thousands)
Earliest Redemption Date
Series H7.125 %April 20158,429 $84 $210,731 Currently redeemable
Series I7.15 %June 201712,988 130 324,710 Currently redeemable
Series J7.125 %September 201711,691 117 292,270 Currently redeemable
33,108 $331 $827,711 
All series of preferred stock are at parity with respect to dividends and distributions, including distributions upon liquidation, dissolution or winding up of the Company. Dividends on Series H, I and J of preferred stock are payable quarterly in arrears in January, April, July and October.
Each series of preferred stock is redeemable on or after the earliest redemption date for that series at $25.00 per share plus accrued and unpaid dividends (whether or not declared) prorated to their redemption dates, exclusively at the Company’s option. The redemption period for each series of preferred stock is subject to the Company’s right under limited circumstances to redeem the preferred stock upon the occurrence of a change of control (as defined in the articles supplementary relating to each series of preferred stock).
Preferred stock generally does not have any voting rights, except if the Company fails to pay the preferred dividends for six or more quarterly periods (whether or not consecutive). Under such circumstances, the preferred stock will be entitled to vote, together as a single class with any other series of parity stock upon which like voting rights have been conferred and are exercisable, to elect two additional directors to the Company’s board of directors, until all unpaid dividends have been paid or declared and set aside for payment. In addition, certain changes to the terms of any series of preferred stock cannot be made without the affirmative vote of holders of at least two-thirds of the outstanding shares of each such series of preferred stock voting separately as a class for each series of preferred stock.
Common Stock
Except with respect to voting rights, class A common stock and class B common stock have the same rights and privileges and rank equally, share ratably in dividends and distributions, and are identical in all respects as to all matters. Class A common stock has one vote per share and class B common stock has thirty-six and one-half votes per share. This gives the holders of class B common stock a right to vote that reflects the aggregate outstanding non-voting economic interest in the Company (in the form of OP Units) attributable to class B common stock holders and therefore, does not provide any disproportionate voting rights. Class B common stock was issued as consideration in the Company's acquisition in April 2015 of the investment management business and operations of its former manager, which was previously controlled by the Company's former Executive Chairman. Each share of class B common stock shall convert automatically into one share of class A common stock if the former Executive Chairman or his beneficiaries directly or
indirectly transfer beneficial ownership of class B common stock or OP Units held by them, other than to certain qualified transferees, which generally includes affiliates and employees. In addition, each holder of class B common stock has the right, at the holder’s option, to convert all or a portion of such holder’s class B common stock into an equal number of shares of class A common stock.
The Company reinstated quarterly common stock dividends at $0.01 per share beginning the third quarter of 2022, having previously suspended common stock dividends from the second quarter of 2020 through the second quarter of 2022.
Dividend Reinvestment and Direct Stock Purchase Plan
The Company's Dividend Reinvestment and Direct Stock Purchase Plan (the “DRIP Plan”) provides existing common stockholders and other investors the opportunity to purchase shares (or additional shares, as applicable) of the Company's class A common stock by reinvesting some or all of the cash dividends received on their shares of the Company's class A common stock or making optional cash purchases within specified parameters. The DRIP Plan involves the acquisition of the Company's class A common stock either in the open market, directly from the Company as newly issued common stock, or in privately negotiated transactions with third parties. To date, no shares of class A common stock have been acquired under the DRIP Plan in the form of new issuances in the last three years.
Reverse Stock Split
In August 2022, the Company effectuated a one-for-four reverse stock split of its outstanding shares of class A and class B common stock. The number of authorized shares of common stock was not adjusted in connection with the reverse stock split, however, the Company intends to seek stockholder approval to make a proportional change to the number of authorized shares of class A and class B common stock at its next annual meeting of stockholders. Par value of common stock was proportionately increased from $0.01 to $0.04 per share. Common stock share and per share information, including OP Units and stock award units as well as the Company's senior note conversion or exchange ratio in common stock shares, have been revised for all periods presented in this Quarterly Report on Form 10-Q to give effect to the reverse stock split.
Stock Repurchases
Pursuant to a $200 million stock repurchase program announced in July 2022, during the three months ended March 31, 2023, the Company repurchased 2,738 shares in aggregate across Series H, I and J preferred stock for approximately $52,000, or a weighted average price of $18.89 per share. In April 2023, an additional 232,485 shares of preferred stock were repurchased for $4.7 million, or a weighted average price of $20.20 per share. In 2022, the Company repurchased (i) 2,228,805 shares in aggregate across Series H, I and J preferred stock at a discount for $52.6 million, or a weighted average price of $23.62 per share; and (ii) 4,195,020 shares of class A common stock for $54.9 million, or a weighted average price of $13.09 per share. The stock repurchase program expires on June 30, 2023 and may be extended, modified, or discontinued at any time by the Company's Board of Directors.
The excess or deficit of the repurchase price over the carrying value of the preferred stock results in a decrease or increase to net income attributable to common stockholders, respectively.
Accumulated Other Comprehensive Income (Loss)
The following tables present the changes in each component of AOCI attributable to stockholders and noncontrolling interests in investment entities, net of immaterial tax effect. AOCI attributable to noncontrolling interests in Operating Company is immaterial.
Changes in Components of AOCI—Stockholders
(In thousands)
Company's Share in AOCI of Equity Method InvestmentsUnrealized Gain (Loss) on AFS Debt Securities
Foreign Currency Translation Gain (Loss)
Unrealized Gain (Loss) on Net Investment Hedges
Total
AOCI at December 31, 2021$2,334 $5,861 $26,502 $7,686 $42,383 
Other comprehensive income (loss) before reclassifications217 — (3,131)25 (2,889)
Amounts reclassified from AOCI(200)(5,861)(20,680)— (26,741)
AOCI at March 31, 2022$2,351 $— $2,691 $7,711 $12,753 
AOCI at December 31, 2022$(295)$— $(1,214)$— $(1,509)
Other comprehensive income (loss) before reclassifications(1)— 787 — 786 
Amounts reclassified from AOCI296 — (1,051)— (755)
AOCI at March 31, 2023$— $— $(1,478)$— $(1,478)
Changes in Components of AOCI—Noncontrolling Interests in Investment Entities
(In thousands)Foreign Currency Translation Gain (Loss)
AOCI at December 31, 2021$11,057 
Other comprehensive loss before reclassifications(2,184)
Amounts reclassified from AOCI(9,827)
AOCI at March 31, 2022$(954)
AOCI at December 31, 2022$(3,015)
Other comprehensive loss before reclassifications503 
Amounts reclassified from AOCI(468)
AOCI at March 31, 2023$(2,980)
Reclassifications out of AOCI—Stockholders
Information about amounts reclassified out of AOCI attributable to stockholders by component is presented below. Such amounts are included in other gain (loss) in both continuing and discontinued operations on the statements of operations, as applicable, except for amounts related to equity method investments, which are included in equity method losses in discontinued operations.
(In thousands)
Three Months Ended March 31,
Component of AOCI reclassified into earnings20232022
Relief of basis of AFS debt securities$— $5,861 
Release of foreign currency cumulative translation adjustments1,051 20,680 
Release of AOCI of equity method investments(296)200