CAPITAL STOCK

3 Months Ended

Mar. 31, 2020

14. CAPITAL STOCK


(A)	Common Stock

The following table provides a summary of the Company’s common shares authorized, and issued and outstanding at March 31, 2020 and December 31, 2019.

Shares authorized

Shares issued and outstanding

March 31, 2020

December 31, 2019

March 31, 2020

December 31, 2019

Par Value

Common stock

2,914,850,000

1,430,424,398

1,430,106,199

$0.01

During the three months ended March 31, 2019, the Company closed the public offering of an original issuance of 75.0 million shares of common stock for proceeds of $730.5 million before deducting offering expenses. In connection with the offering, the Company granted the underwriters a thirty-day option to purchase up to an additional 11.3 million shares of common stock, which the underwriters exercised in full resulting in an additional $109.6 million in proceeds before deducting offering expenses.

In June 2019, the Company announced that its board of directors (“Board”) had authorized the repurchase of up to $1.5 billion of its outstanding shares of common stock through December 31, 2020. No shares were purchased pursuant to this authorization during the three months ended March 31, 2020.

The following table provides a summary of activity related to the Company’s Direct Purchase and Dividend Reinvestment Program.



	Three Months Ended
	March 31, 2020		March 31, 2019
	(dollars in thousands)
Shares issued through direct purchase and dividend reinvestment program	—		87,000
Amount raised from direct purchase and dividend reinvestment program	$	—	$	892

In January 2018, the Company entered into separate Distribution Agency Agreements (collectively, the “Sales Agreements”) with each of Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith, Incorporated, Barclays Capital Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Keefe, Bruyette & Woods, Inc., RBC Capital Markets, LLC and UBS Securities LLC (the “Sales Agents”). The Company may offer and sell shares of its common stock, having an aggregate offering price of up to $1.5 billion from time to time through any of the Sales Agents. No shares were issued under the at-the-market sales program during the three months ended March 31, 2020. During the three months ended March 31, 2019, the Company issued 48.0 million shares for proceeds of $489.0 million, net of commissions and fees, under the at-the-market sales program.


(B)	Preferred Stock

The following is a summary of the Company’s cumulative redeemable preferred stock outstanding at March 31, 2020 and December 31, 2019. In the event of a liquidation or dissolution of the Company, the Company’s then outstanding preferred stock takes precedence over the Company’s common stock with respect to payment of dividends and the distribution of assets.



	Shares Authorized		Shares Issued And Outstanding		Carrying Value				Contractual Rate	Earliest Redemption Date ⁽¹⁾	Date At Which Dividend Rate Becomes Floating	Floating Annual Rate
	March 31, 2020	December 31, 2019	March 31, 2020	December 31, 2019	March 31, 2020		December 31, 2019		Contractual Rate	Earliest Redemption Date ⁽¹⁾	Date At Which Dividend Rate Becomes Floating	Floating Annual Rate
Fixed-rate		(dollars in thousands)
Series D	18,400,000	18,400,000	18,400,000	18,400,000	445,457		445,457		7.50%	9/13/2017	NA	NA
Fixed-to-floating rate
Series F	28,800,000	28,800,000	28,800,000	28,800,000	696,910		696,910		6.95%	9/30/2022	9/30/2022	3M LIBOR + 4.993%
Series G	19,550,000	19,550,000	17,000,000	17,000,000	411,335		411,335		6.50%	3/31/2023	3/31/2023	3M LIBOR + 4.172%
Series I	18,400,000	18,400,000	17,700,000	17,700,000	428,324		428,324		6.75%	6/30/2024	6/30/2024	3M LIBOR + 4.989%
Total	85,150,000	85,150,000	81,900,000	81,900,000	$	1,982,026	$	1,982,026

⁽¹⁾ Subject to the Company’s right under limited circumstances to redeem preferred stock earlier in order to preserve its qualification as a REIT or under limited circumstances related to a change in control of the Company.

Each series of preferred stock has a par value of $0.01 per share and a liquidation and redemption price of $25.00, plus accrued and unpaid dividends through their redemption date. Through March 31, 2020, the Company had declared and paid all required quarterly dividends on the Company’s preferred stock.

The Series D Cumulative Redeemable Preferred Stock, Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, Series G Preferred Stock and Series I Preferred Stock rank senior to the common stock of the Company.


(C)	Distributions to Stockholders

The following table provides a summary of the Company’s dividend distribution activity for the periods presented:



	For the Three Months Ended
	March 31, 2020		March 31, 2019
	(dollars in thousands, except per share data)
Dividends and dividend equivalents declared on common stock and share-based awards	$	357,819	$	434,627
Distributions declared per common share	$	0.25	$	0.30
Distributions paid to common stockholders after period end	$	357,606	$	434,431
Distributions paid per common share after period end	$	0.25	$	0.30
Date of distributions paid to common stockholders after period end	April 30, 2020		April 30, 2019
Dividends declared to series C preferred stockholders	$	—	$	3,336
Dividends declared per share of series C preferred stock ⁽¹⁾	$	—	$	0.477
Dividends declared to series D preferred stockholders	$	8,625	$	8,625
Dividends declared per share of series D preferred stock	$	0.469	$	0.469
Dividends declared to series F preferred stockholders	$	12,510	$	12,510
Dividends declared per share of series F preferred stock	$	0.434	$	0.434
Dividends declared to series G preferred stockholders	$	6,906	$	6,906
Dividends declared per share of series G preferred stock	$	0.406	$	0.406
Dividends declared to series H preferred stockholders	$	—	$	1,117
Dividends declared per share of series H preferred stock	$	—	$	0.508
Dividends declared to series I preferred stockholders	$	7,468	$	—
Dividends declared per share of series I preferred stock	$	0.422	$	—