Stockholders’ Equity of the Company and Partners' Capital of the Operating Partnership

12 Months Ended

Dec. 31, 2019

Stockholders' Equity Note [Abstract]

Stockholders' Equity of the Company and Partners' Capital of the Operating Partnership

Operating Partnership Units

The Operating Partnership has issued General Partner Units and Limited Partner Units. The General Partner Units resulted from capital contributions from the Company. The Limited Partner Units are issued in conjunction with the acquisition of certain properties as well as through the issuance of Performance LTIP Units and Service LTIP Units (as defined in Note 11). Subject to certain lock-up periods, holders of Limited Partner Units can redeem their Units by providing written notification to the General Partner. Unless the General Partner provides notice of a redemption restriction to the holder, redemption must be made within seven business days after receipt of the holder's notice. The redemption can be effectuated, as determined by the General Partner, either by exchanging the Limited Partner Units for shares of common stock of the Company on a one-for-one basis, subject to adjustment, or by paying cash equal to the fair market value of such shares. Prior requests for redemption have generally been fulfilled with shares of common stock of the Company, and the Operating Partnership intends to continue this practice. If each Limited Partner Unit of the Operating Partnership were redeemed as of December 31, 2019, the Operating Partnership could satisfy its redemption obligations by making an aggregate cash payment of approximately $100,568 or by issuing 2,422,744 shares of the Company's common stock.

Preferred Stock or General Partner Preferred Units

The Company has 10,000,000 shares of preferred stock authorized. As of December 31, 2019 and 2018, there were no preferred shares or general partner preferred Units outstanding.

Shares of Common Stock or Unit Contributions

The following table is a roll-forward of the Company's shares of common stock outstanding and the Operating Partnership's Units outstanding, including equity compensation awards which are discussed Note 11, for the three years ended December 31, 2019:



	Shares of Common Stock Outstanding		General Partner and Limited Partner Units Outstanding
Balance at December 31, 2016	117,107,746		121,147,121
Issuance of Common Stock/Contribution of General Partner Units ^(A)	2,560,000		2,560,000
Issuance of Restricted Stock/Restricted Unit Awards	275,793		275,793
Repurchase and Retirement of Restricted Stock/Restricted Unit Awards	(91,513	)	(91,513	)
Conversion of Limited Partner Units ^(B)	31,154		—
Balance at December 31, 2017	119,883,180		123,891,401
Issuance of Common Stock/Contribution of General Partner Units ^(A)	4,800,000		4,800,000
Issuance of Restricted Stock/Restricted Unit Awards	227,059		227,059
Vesting of Performance units (as defined in Note 11)	150,772		150,772
Repurchase and Retirement of Restricted Stock/Restricted Unit Awards	(104,301	)	(104,301	)
Conversion of Limited Partner Units ^(B)	1,350,721		—
Retirement of Limited Partner Units ^(C)	—		(33,333	)
Balance at December 31, 2018	126,307,431		128,931,598
Issuance of Service Awards and Performance Awards (as defined in Note 11)	109,353		406,569
Vesting of Performance units (as defined Note 11)	169,033		169,033
Repurchase and Retirement of Service Awards and Performance Awards (as defined in Note 11)	(76,855	)	(89,978	)
Conversion of Limited Partner Units ^(B)	485,516		—
Balance at December 31, 2019	126,994,478		129,417,222

^(A) During the years ended December 31, 2018 and 2017, the Company issued 4,800,000 and 2,560,000 shares of the Company's common stock in an underwritten public offering. Proceeds to the Company, net of the underwriter's discount, were $145,584 and $74,880. The proceeds were contributed to the Operating Partnership in exchange for General Partner Units and are reflected in the Operating Partnership's financial statements as a general partner contribution.

^(B) For the years ended December 31, 2019, 2018 and 2017, 485,516, 1,350,721 and 31,154 Limited Partner Units, respectively, were converted into an equivalent number of shares of common stock of the Company, resulting in a reclassification of $7,196, $16,605 and $364, respectively, of noncontrolling interest to the Company's stockholders' equity.

^(C)During the year ended December 31, 2018, 33,333 Limited Partner Units were forfeited by a unitholder and were retired by the Operating Partnership.

ATM Program

On March 16, 2017, we entered into distribution agreements with sales agents to sell up to 8,000,000 shares of the Company's common stock, for up to $200,000 aggregate gross sales proceeds, from time to time in "at-the-market" offerings (the "2017 ATM Program"). Under the terms of the 2017 ATM Program, sales are to be made primarily in transactions that are deemed to be "at-the-market" offerings, including sales made directly on the New York Stock Exchange or sales made through a market maker other than on an exchange or by privately negotiated transactions. During the years ended December 31, 2019, 2018 and 2017, the Company did not issue any shares of common stock under the 2017 ATM Program.

Dividends/Distributions

The following table summarizes dividends/distributions accrued during the past three years:



	2019 Total Dividend/ Distribution		2018 Total Dividend/ Distribution		2017 Total Dividend/ Distribution
Common Stock/Operating Partnership Units	$	119,522	$	111,478	$	104,106