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Stock-Based Compensation and Equity
6 Months Ended
Jun. 30, 2019
Equity [Abstract]  
Stock-Based Compensation and Equity Stock-Based Compensation and Equity

Stock-Based Compensation

We maintain several stock-based compensation plans, which are more fully described in the 2018 Annual Report. There have been no significant changes to the terms and conditions of any of our stock-based compensation plans or arrangements during the six months ended June 30, 2019. We recorded stock-based compensation expense of $4.9 million and $3.7 million during the three months ended June 30, 2019 and 2018, respectively, and $9.1 million and $11.9 million during the six months ended June 30, 2019 and 2018, respectively. Approximately $4.2 million of the stock-based compensation expense recorded during the six months ended June 30, 2018 was attributable to the modification of restricted share units (“RSUs”) and performance share units (“PSUs”) in connection with the retirement of our former chief executive officer in February 2018.

Restricted and Conditional Awards
 
Nonvested restricted share awards (“RSAs”), RSUs, and PSUs at June 30, 2019 and changes during the six months ended June 30, 2019 were as follows:
 
RSA and RSU Awards
 
PSU Awards
 
Shares
 
Weighted-Average
Grant Date
Fair Value
 
Shares
 
Weighted-Average
Grant Date
Fair Value
Nonvested at January 1, 2019
277,002

 
$
62.41

 
331,216

 
$
78.82

Granted (a)
132,743

 
69.86

 
84,006

 
92.16

Vested (b)
(137,873
)
 
61.72

 
(403,701
)
 
74.04

Forfeited
(1,889
)
 
64.63

 

 

Adjustment (c)

 

 
301,426

 
77.95

Nonvested at June 30, 2019 (d)
269,983

 
$
66.41

 
312,947

 
$
81.17

__________
(a)
The grant date fair value of RSAs and RSUs reflect our stock price on the date of grant on a one-for-one basis. The grant date fair value of PSUs was determined utilizing (i) a Monte Carlo simulation model to generate an estimate of our future stock price over the three-year performance period and (ii) future financial performance projections. To estimate the fair value of PSUs granted during the six months ended June 30, 2019, we used a risk-free interest rate of 2.5%, an expected volatility rate of 15.8%, and assumed a dividend yield of zero.
(b)
The grant date fair value of shares vested during the six months ended June 30, 2019 was $38.4 million. Employees have the option to take immediate delivery of the shares upon vesting or defer receipt to a future date pursuant to previously made deferral elections. At June 30, 2019 and December 31, 2018, we had an obligation to issue 893,713 and 867,871 shares, respectively, of our common stock underlying such deferred awards, which is recorded within Total stockholders’ equity as a Deferred compensation obligation of $37.3 million and $35.8 million, respectively.
(c)
Vesting and payment of the PSUs is conditioned upon certain company and/or market performance goals being met during the relevant three-year performance period. The ultimate number of PSUs to be vested will depend on the extent to which the performance goals are met and can range from zero to three times the original awards. As a result, we recorded adjustments at June 30, 2019 to reflect the number of shares expected to be issued when the PSUs vest.
(d)
At June 30, 2019, total unrecognized compensation expense related to these awards was approximately $28.2 million, with an aggregate weighted-average remaining term of 2.1 years.

Earnings Per Share
 
Under current authoritative guidance for determining earnings per share, all nonvested share-based payment awards that contain non-forfeitable rights to dividends are considered to be participating securities and therefore are included in the computation of earnings per share under the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common shares and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. Certain of our nonvested RSUs contain rights to receive non-forfeitable dividend equivalents or dividends, respectively, and therefore we apply the two-class method of computing earnings per share. The calculation of earnings per share below excludes the income attributable to the nonvested participating RSUs from the numerator and such nonvested shares in the denominator. The following table summarizes basic and diluted earnings (in thousands, except share amounts):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
Net income attributable to W. P. Carey
$
66,038

 
$
75,681

 
$
134,532

 
$
140,955

Net income attributable to nonvested participating RSUs
(17
)
 
(97
)
 
(35
)
 
(180
)
Net income — basic and diluted
$
66,021

 
$
75,584

 
$
134,497

 
$
140,775

 
 
 
 
 
 
 
 
Weighted-average shares outstanding — basic
171,304,112

 
108,059,394

 
169,280,360

 
108,058,671

Effect of dilutive securities
186,513

 
175,540

 
240,148

 
184,392

Weighted-average shares outstanding — diluted
171,490,625

 
108,234,934

 
169,520,508

 
108,243,063


 
For the three and six months ended June 30, 2019 and 2018, there were no potentially dilutive securities excluded from the computation of diluted earnings per share.

ATM Program

On February 27, 2019, we filed a prospectus supplement with the SEC pursuant to which we may offer and sell shares of our common stock from time to time, up to an aggregate gross sales price of $500.0 million, through an ATM Program with a consortium of banks acting as sales agents. On that date, we also terminated a prior ATM Program that was established on March 1, 2017. During the three and six months ended June 30, 2019, we issued 1,116,217 and 5,169,840 shares, respectively, of our common stock under our current and former ATM Programs at a weighted-average price of $80.33 and $77.06 per share, respectively, for net proceeds of $88.3 million and $392.1 million, respectively. Proceeds from issuances of common stock under our ATM Program during the three and six months ended June 30, 2019 were used primarily to prepay certain non-recourse mortgage loans (Note 10) and to fund acquisitions.

During the three and six months ended June 30, 2018, we did not issue any shares of our common stock under our prior ATM Program. As of June 30, 2019, $159.2 million remained available for issuance under our current ATM Program.

Reclassifications Out of Accumulated Other Comprehensive Loss

The following tables present a reconciliation of changes in Accumulated other comprehensive loss by component for the periods presented (in thousands):
 
Three Months Ended June 30, 2019
 
Gains and (Losses) on Derivative Instruments
 
Foreign Currency Translation Adjustments
 
Gains and (Losses) on Investments
 
Total
Beginning balance
$
16,051

 
$
(269,264
)
 
$
530

 
$
(252,683
)
Other comprehensive loss before reclassifications
(1,548
)
 
(4,187
)
 
(541
)
 
(6,276
)
Amounts reclassified from accumulated other comprehensive loss to:
 
 
 
 
 
 
 
Other gains and (losses)
(3,405
)
 

 

 
(3,405
)
Interest expense
1,547

 

 

 
1,547

Total
(1,858
)
 

 

 
(1,858
)
Net current period other comprehensive loss
(3,406
)
 
(4,187
)
 
(541
)
 
(8,134
)
Ending balance
$
12,645

 
$
(273,451
)
 
$
(11
)
 
$
(260,817
)

 
Three Months Ended June 30, 2018
 
Gains and (Losses) on Derivative Instruments
 
Foreign Currency Translation Adjustments
 
Gains and (Losses) on Investments
 
Total
Beginning balance
$
783

 
$
(230,288
)
 
$
267

 
$
(229,238
)
Other comprehensive loss before reclassifications
15,822

 
(39,815
)
 
(58
)
 
(24,051
)
Amounts reclassified from accumulated other comprehensive loss to:
 
 
 
 
 
 
 
Other gains and (losses)
(1,789
)
 

 

 
(1,789
)
Interest expense
40

 

 

 
40

Total
(1,749
)
 

 

 
(1,749
)
Net current period other comprehensive loss
14,073

 
(39,815
)
 
(58
)
 
(25,800
)
Net current period other comprehensive loss attributable to noncontrolling interests
2

 
7,634

 

 
7,636

Ending balance
$
14,858

 
$
(262,469
)
 
$
209

 
$
(247,402
)

 
Six Months Ended June 30, 2019
 
Gains and (Losses) on Derivative Instruments
 
Foreign Currency Translation Adjustments
 
Gains and (Losses) on Investments
 
Total
Beginning balance
$
14,102

 
$
(269,091
)
 
$
(7
)
 
$
(254,996
)
Other comprehensive income before reclassifications
3,856

 
(4,360
)
 
(4
)
 
(508
)
Amounts reclassified from accumulated other comprehensive loss to:
 
 
 
 
 
 
 
Other gains and (losses)
(6,927
)
 

 

 
(6,927
)
Interest expense
1,614

 

 

 
1,614

Total
(5,313
)
 

 

 
(5,313
)
Net current period other comprehensive loss
(1,457
)
 
(4,360
)
 
(4
)
 
(5,821
)
Ending balance
$
12,645

 
$
(273,451
)
 
$
(11
)
 
$
(260,817
)
 
Six Months Ended June 30, 2018
 
Gains and (Losses) on Derivative Instruments
 
Foreign Currency Translation Adjustments
 
Gains and (Losses) on Investments
 
Total
Beginning balance
$
9,172

 
$
(245,022
)
 
$
(161
)
 
$
(236,011
)
Other comprehensive loss before reclassifications
8,808

 
(21,299
)
 
370

 
(12,121
)
Amounts reclassified from accumulated other comprehensive loss to:
 
 
 
 
 
 
 
Other gains and (losses)
(3,378
)
 

 

 
(3,378
)
Interest expense
251

 

 

 
251

Total
(3,127
)
 

 

 
(3,127
)
Net current period other comprehensive loss
5,681

 
(21,299
)
 
370

 
(15,248
)
Net current period other comprehensive loss attributable to noncontrolling interests
5

 
3,852

 

 
3,857

Ending balance
$
14,858

 
$
(262,469
)
 
$
209

 
$
(247,402
)


See Note 9 for additional information on our derivatives activity recognized within Other comprehensive loss for the periods presented.

Dividends Declared

During the second quarter of 2019, our Board declared a quarterly dividend of $1.034 per share, which was paid on July 15, 2019 to stockholders of record as of June 28, 2019.

During the six months ended June 30, 2019, we declared dividends totaling $2.066 per share.