Other Equity Matters

Share Repurchase Program

On August 1, 2018, the Company's Board of Directors authorized the repurchase of up to $200.0 million of its common shares. Purchases under the repurchase program may be made in the open market or privately negotiated transactions, and may include transactions pursuant to a repurchase plan administered in accordance with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended. Purchases may be made from time to time at the Company’s discretion and the timing and amount of any share repurchases will be determined based on share price, market conditions, legal requirements, and other factors. The repurchase program does not obligate the Company to acquire any particular amount of common shares, and the Company may suspend or discontinue the repurchase program at any time.

During the three months ended March 31, 2019, the Company repurchased 2,636,534 common shares at an average price per-share of $31.56 for a total of $83.3 million. As of March 31, 2019, the Company purchased $141.4 million of the $200.0 million common share repurchase authorized by the Board in August 2018.

Preferred Share Offering

In March 2019, the Company completed a public offering of 8.50% Series A Cumulative Redeemable Perpetual Preference Shares ("Series A shares"), selling 3,450,000 shares and generating $86.3 million of gross proceeds. The estimated costs associated with the offering, inclusive of underwriting discount and other offering expenses, were $3.2 million. The Company intends to use the net proceeds from the offering for general corporate purposes, including purchasing containers, repurchasing outstanding common shares, payment of dividends and repaying or repurchasing outstanding indebtedness.

Dividends on the Series A shares are cumulative from the date of original issue and will be payable quarterly in arrears on the 15th day of March, June, September and December of each year, when, as and if declared by the Company's Board of Directors. Dividends will be payable out of amounts legally available at the rate equal to 8.50% per annum of the $25.00 liquidation preference per share, or $2.125 per share per year.

At any time on or after March 15, 2024, the Series A shares may be redeemed at the Company's option, in whole or in part, out of funds legally available at a redemption price of $25.00 per share plus an amount equal to all accumulated and unpaid dividends thereon to, but not including, the date of redemption, whether or not declared. The Company may also redeem the Series A shares in the event of a Change of Control Triggering Event as defined in the Certificate of Designations (the "Certificate of Designations") relating to the Series A shares. In addition, upon the occurrence of a Change of Control Triggering Event, holders of the Series A shares will have the right to convert their Series A shares into common shares in accordance with the Certificate of Designations. Holders of the Series A shares generally have no voting rights, except as provided in the following sentence or as provided by Bermuda law. If the Company fails to pay dividends for six or more quarterly periods (whether or not consecutive), holders will be entitled to elect two additional directors to the Board of Directors and the size of the Board of Directors will be increased to accommodate such election. Such right to elect two directors will continue until such time as there are no accumulated and unpaid dividends in arrears.

Dividends

The Company paid the following quarterly dividends during the three months ended March 31, 2019 and 2018 on its issued and outstanding common shares:



Record Date	Payment Date	Aggregate Payment	Per Share Payment
March 12, 2019	March 28, 2019	$40.4 Million	$0.52
March 12, 2018	March 28, 2018	$36.0 Million	$0.45

As of March 31, 2019, the Company had cumulative unpaid dividends on its outstanding Series A Preferred Shares of $0.3 million.

Accumulated Other Comprehensive Income

The following table summarizes the components of accumulated other comprehensive income, net of tax, for the three months ended March 31, 2019 and 2018 (in thousands):



	Cash Flow Hedges			Foreign Currency Translation			Accumulated Other Comprehensive (Loss) Income
Balance as of December 31, 2018	$	19,043		$	(4,480	)	$	14,563
Change in derivative instruments designated as cash flow hedges	(14,323		)	—			(14,323		)
Reclassification of (gain) loss on derivative instruments designated as cash flow hedges	(1,749		)	—			(1,749		)
Cumulative effect for the adoption of ASU 2017-12	432			—			432
Foreign currency translation adjustment	—			43			43
Other comprehensive income (loss)	(15,640		)	43			(15,597		)
Balance as of March 31, 2019	$	3,403		$	(4,437	)	$	(1,034	)



	Cash Flow Hedges			Foreign Currency Translation			Accumulated Other Comprehensive (Loss) Income
Balance as of December 31, 2017	$	31,215		$	(4,273	)	26,942
Change in derivative instruments designated as cash flow hedges	12,459			—			12,459
Reclassification of (gain) loss on derivative instruments designated as cash flow hedges	(1,472		)	—			(1,472		)
Tax reclassification to accumulated earnings for the adoption of ASU 2018-02	(3,029		)	—			(3,029		)
Foreign currency translation adjustment	—			92			92
Other comprehensive income (loss)	7,958			92			8,050
Balance as of March 31, 2018	$	39,173		$	(4,181	)	$	34,992

The following table summarizes the reclassifications out of accumulated other comprehensive income (in thousands):



	Amounts Reclassified From Accumulated Other Comprehensive Income						Affected Line Item in the Consolidated Statements of Income
	Three Months Ended March 31,
	2019			2018
Amounts reclassified from accumulated other comprehensive income before income tax	$	(2,355	)	$	(1,824	)	Interest and debt expense
Income tax expense (benefit)	606			352			Income tax expense
Amounts reclassified from accumulated other comprehensive income, net of tax	$	(1,749	)	$	(1,472	)	Net income