COMMON STOCK

The payment of dividends on common stock could be limited by:


•	certain covenants applicable to preferred stock (when outstanding) contained in the Company’s Restated Articles of Incorporation, as amended (currently there are no preferred shares outstanding),


•	certain covenants applicable to the Company's outstanding long-term debt and committed line of credit agreements,


•	the hydroelectric licensing requirements of section 10(d) of the FPA (see Note 1),


•	certain requirements under the OPUC approval of the AERC acquisition in 2014. The OPUC's AERC acquisition order requires Avista Utilities to maintain a capital structure of no less than 40 percent common equity (inclusive of short-term debt). This limitation may be revised upon request by the Company with approval from the OPUC, and

•

the Merger Agreement with Hydro One, which states Avista Corp. cannot (A) declare, authorize, set aside for payment or pay any dividend on, or make any other distribution in respect of, any shares of its capital stock, other than (1) dividends paid by any subsidiary of the Company to the Company or to any wholly owned subsidiary of the Company, (2) quarterly cash dividends with respect to the Company common stock not to exceed the 2017 annual per share dividend rate by more than $0.06 per year, with record dates and payment dates consistent with the Company’s current dividend practice, or (3) a “stub period” dividend to holders of record of Company common stock as of immediately prior to the effective time of the merger equal to the product of (x) the number of days from the record date for payment of the last quarterly dividend paid by the Company prior to the effective time of the merger, multiplied by (y) a daily dividend rate determined by dividing the amount of the last quarterly dividend prior to the effective time of the merger by ninety-one or (B) adjust, split, combine, subdivide or reclassify any shares of its capital stock (see "Note 4" for additional information regarding the merger).

The Company declared the following dividends for the year ended December 31:



	2017		2016		2015
Dividends paid per common share	$	1.43	$	1.37	$	1.32

Under the most restrictive of the dividend limitations discussed above, which are the requirements of the Merger Agreement with Hydro One, the amount available for dividends at December 31, 2017 was limited to $97.6 million (which is based on the number of shares outstanding as of December 31, 2017 and an annual dividend of $1.49 per share that was declared on February 2, 2018).

The Company has 10 million authorized shares of preferred stock. The Company did not have any preferred stock outstanding as of December 31, 2017 and 2016.

Stock Repurchase Programs

During 2015, Avista Corp.'s Board of Directors approved a program to repurchase shares of the Company's outstanding common stock. The number of shares repurchased and the total cost of repurchases are disclosed in the Consolidated Statements of Equity. The average repurchase price was $32.66 in 2015. All repurchased shares reverted to the status of authorized but unissued shares.

Equity Issuances

In March 2016, the Company entered into four separate sales agency agreements under which Avista Corp.’s sales agents may offer and sell up to 3.8 million new shares of Avista Corp.'s common stock, no par value, from time to time. The sales agency agreements expire on February 29, 2020. Through December 31, 2017, 2.7 million shares were issued under these agreements resulting in total net proceeds of $120.0 million ($54.7 million in 2017 and $65.3 million in 2016), leaving 1.1 million shares remaining to be issued.