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Stockholders' Equity of the Company
12 Months Ended
Dec. 31, 2014
Stockholders' Equity Note [Abstract]  
Stockholders' Equity of the Company
Stockholders’ Equity of the Company
Common Stock
Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, par value $0.01 per share. As of December 31, 2014, 97,325,200 shares of common stock and no shares of excess stock were issued and outstanding.
In November 2013, the Company completed an offering of 2,600,000 shares of its common stock, par value $0.01 per share, at a price of $95.94 per share. The Company received net proceeds of $248.9 million, after deducting offering expenses. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 2,600,000 common units of limited partnership interest and were used to repay debt, fund new investments and for other corporate purposes.
At-The-Market Equity Offering Program
In July 2011, the Company, along with the Operating Partnership, entered into an "at-the-market" equity offering program, or ATM Program, to sell an aggregate of $250.0 million of SL Green's common stock. During the year ended December 31, 2014, we sold 25,659 shares of our common stock out of the remaining balance of the ATM Program for aggregate net proceeds of $2.8 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 25,659 units of limited partnership interest of the Operating Partnership.
In June 2014, the Company, along with the Operating Partnership, entered into a new ATM Program to sell an aggregate of $300.0 million of SL Green's common stock. During the year ended December 31, 2014, we sold 1,626,999 shares of our common stock for aggregate net proceeds of $182.9 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 1,626,999 units of limited partnership interest of the Operating Partnership. In January 2015, the Company sold the remaining common stock available for issuance under the new ATM program. See Note 25, "Subsequent Events" for further details.
Perpetual Preferred Stock
We have 9,200,000 shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or the Series I Preferred Stock, outstanding with a mandatory liquidation preference of $25.00 per share. The Series I Preferred stockholders receive annual dividends of $1.625 per share paid on a quarterly basis and dividends are cumulative, subject to certain provisions. We are entitled to redeem the Series I Preferred Stock at par for cash at our option on or after August 10, 2017. In August 2012, we received $221.9 million in net proceeds from the issuance of the Series I Preferred Stock, which were recorded net of underwriters' discount and issuance costs, and contributed the net proceeds to the Operating Partnership in exchange for 9,200,000 units of 6.50% Series I Cumulative Redeemable Preferred Units of limited partnership interest, or the Series I Preferred Units.
In June 2013, we redeemed the remaining 7,700,000 outstanding shares of our 7.625% Series C Cumulative Redeemable Preferred stock, or the Series C Preferred Stock at a redemption price of $25.00 per share plus $0.3495 in accumulated and unpaid dividends on such Preferred Stock through June 21, 2013. We recognized $12.2 million of costs to redeem the remaining Series C Preferred Stock. In September 2012, we had redeemed 4,000,000 shares of our 11,700,000 shares of Series C Preferred Stock, at a redemption price of $25.00 per share plus $0.3707 in accumulated and unpaid dividends on such Preferred Stock through September 24, 2012. We recognized $6.3 million of costs to redeem partially the Series C Preferred Stock. Simultaneously with each redemption, an equal number of 7.625% Series C Cumulative Redeemable Preferred Units of limited partnership interest of the Operating Partnership, or the Series C Preferred Units, were redeemed at the redemption price paid by us to the Series C Preferred stockholders. The Series C Preferred stockholders received annual dividends of $1.90625 per share paid on a quarterly basis and dividends were cumulative, subject to certain provisions.
Dividend Reinvestment and Stock Purchase Plan
In March 2012, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of SL Green's common stock under the DRSPP. The DRSPP commenced on September 24, 2001.
During the years ended December 31, 2014, 2013, and 2012, the Company issued 608, 761, and 1,300,000 shares, respectively, of SL Green's common stock and received $63,720, $66,600, and $99.6 million of proceeds, respectively, from dividend reinvestments and/or stock purchases under the DRSPP. DRSPP shares may be issued at a discount to the market price.
Earnings per Share
SL Green's earnings per share for the years ended December 31, 2014, 2013 and 2012 are computed as follows (in thousands):
 
Year Ended December 31,
Numerator
2014
 
2013
 
2012
Basic Earnings:
 
 
 
 
 
Income attributable to SL Green common stockholders
$
503,104

 
$
101,330

 
$
155,984

Effect of Dilutive Securities:
 
 
 
 
 
Redemption of units to common shares
18,467

 
3,023

 
5,597

Diluted Earnings:
 
 
 
 
 
Income attributable to SL Green common stockholders
$
521,571

 
$
104,353

 
$
161,581

 
Year Ended December 31,
Denominator
2014
 
2013
 
2012
Basic Shares:
 
 
 
 
 
Weighted average common stock outstanding
95,774

 
92,269

 
89,319

Effect of Dilutive Securities:
 
 
 
 
 
Redemption of units to common shares
3,514

 
2,735

 
3,207

Stock-based compensation plans
408

 
262

 
347

Diluted weighted average common stock outstanding
99,696

 
95,266

 
92,873


SL Green has excluded 737,361, 964,789 and 627,000 common stock equivalents from the diluted shares outstanding for the years ended December 31, 2014, 2013 and 2012, respectively, as they were anti-dilutive.
Partners' Capital of the Operating Partnership
The Company is the sole general partner of the Operating Partnership and at December 31, 2014 owned 97,325,200 general and limited partnership interests in the Operating Partnership and 9,200,000 Series I Preferred Units. Partnership interests in the Operating Partnership are denominated as “common units of limited partnership interest” (also referred to as “OP Units”) or “preferred units of limited partnership interest” (also referred to as “Preferred Units”). All references to OP Units and Preferred Units outstanding exclude such units held by the Company. A holder of an OP Unit may present such OP Unit to the Operating Partnership for redemption at any time (subject to restrictions agreed upon at the issuance of OP Units to particular holders that may restrict such right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, the Operating Partnership must redeem such OP Unit in exchange for the cash equal to the then value of a share of common stock of the Company, except that the Company may, at its election, in lieu of cash redemption, acquire such OP Unit for one share of common stock. Because the number of shares of common stock outstanding at all times equals the number of OP Units that the Company owns, one share of common stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of common stock. Each series of Preferred Units makes a distribution that is set in accordance with an amendment to the partnership agreement of the Operating Partnership. Preferred Units may also be convertible into OP Units at the election of the holder thereof or the Company, subject to the terms of such Preferred Units.
Net income (loss) allocated to the preferred unitholders and common unitholders reflects their pro rata share of net income (loss) and distributions.
Limited Partner Units
As of December 31, 2014, limited partners other than SL Green owned 3.92%, or 3,973,016 common units, of the Operating Partnership.
Preferred Units
Preferred units not owned by SL Green are further described in Note 11, “Noncontrolling Interests on the Company’s Consolidated Financial Statements - Preferred Units of Limited Partnership Interest in the Operating Partnership.”
Earnings per Unit
The Operating Partnership's earnings per unit for the years ended December 31, 2014, 2013 and 2012 are computed as follows (in thousands):
 
Year Ended December 31,
Numerator
2014
 
2013
 
2012
Basic and Diluted Earnings:
 
 
 
 
 
Income attributable to SLGOP common unitholders
$
521,571

 
$
104,353

 
$
161,581

 
Year Ended December 31,
Denominator
2014
 
2013
 
2012
Basic units:
 
 
 
 
 
Weighted average common units outstanding
99,288

 
95,004

 
92,526

Effect of Dilutive Securities:
 
 
 
 
 
Stock-based compensation plans
408

 
262

 
347

Diluted weighted average common units outstanding
99,696

 
95,266

 
92,873


The Operating Partnership has excluded 737,361 ,964,789 and 627,000 common unit equivalents from the diluted units outstanding for the years ended December 31, 2014, 2013 and 2012, respectively, as they were anti-dilutive.