Stockholders' Equity

12 Months Ended

Dec. 31, 2019

Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest [Abstract]

Equity

2018 "At-The-Market" Stock Offering Program

In April 2018, the Company established an "at-the-market" stock offering program through which it may issue and sell shares of its common stock having an aggregate gross sales price of up to $750 million ("2018 ATM Program"). Sales under the 2018 ATM Program may be made by means of ordinary brokers' transactions on the NYSE or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or, subject to our specific instructions, at negotiated prices. The Company intends to use the net proceeds from any sales under the 2018 ATM Program for general corporate purposes, which may include (1) the funding of future acquisitions or investments or (2) the repayment or repurchase of any outstanding indebtedness. The Company has not sold any shares of common stock under the 2018 ATM Program. As of December 31, 2019, the Company had $750 million of gross sales of common stock availability remaining under the 2018 ATM Program.

May 2017 Common Stock Offering

On May 1, 2017, the Company completed an offering of 4.75 million shares of its common stock, which generated net proceeds of approximately $442 million ("May 2017 Common Stock Offering"). The Company used the net proceeds of the May 2017 Common Stock Offering to partially fund the Wilcon Acquisition.

July 2017 Equity Offerings

On July 26, 2017, the Company completed an offering of 40.15 million shares of common stock, including certain additional shares sold pursuant to the underwriters' option, which generated net proceeds of approximately $3.8 billion ("July 2017 Common Stock Offering"). The Company used the net proceeds of the July 2017 Common Stock Offering to partially fund the Lightower Acquisition and pay related fees and expenses.

On July 26, 2017, the Company completed an offering of 1.65 million shares of the Company's 6.875% Convertible Preferred Stock, at $1,000 per share, including certain additional shares sold pursuant to the underwriters' option, which generated net proceeds of approximately $1.6 billion ("Mandatory Convertible Preferred Stock Offering"). The Company used the net proceeds from the Mandatory Convertible Preferred Stock Offering to partially fund the Lightower Acquisition and pay related fees and expenses.

The holders of the 6.875% Convertible Preferred Stock are entitled to receive cumulative dividends, when and if declared by the Company's board of directors, at the rate of 6.875% on the liquidation preference of $1,000 per share. The dividends may be paid in cash or, subject to certain limitations, in shares of the Company's common stock or any combination of cash and shares of common stock on February 1, May 1, August 1 and November 1 of each year, commencing on November 1, 2017 and to, and including, August 1, 2020. The terms of the 6.875% Convertible Preferred Stock provide that, unless accumulated dividends have been paid or set aside for payment on all outstanding shares of 6.875% Convertible Preferred Stock for all past dividend periods, no dividends may be declared or paid on common stock.

Unless converted earlier, each outstanding share of the 6.875% Convertible Preferred Stock will automatically convert into shares of the Company's common stock on August 1, 2020 into between 8.7772 and 10.5326 shares of the Company's common stock, depending on the applicable market value of the common stock and subject to certain anti-dilution adjustments. At any time prior to August 1, 2020, holders of the 6.875% Convertible Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate of 8.7772, subject to certain anti-dilution adjustments.

The July 2017 Common Stock Offering and Mandatory Convertible Preferred Stock Offering are collectively referred to herein as "July 2017 Equity Offerings."

March 2018 Common Stock Offering

In March 2018, the Company completed an offering of 8 million shares of its common stock, which generated net proceeds of $841 million ("March 2018 Equity Financing"). The Company used the net proceeds from the March 2018 Equity Financing for general corporate purposes, including repayment of outstanding indebtedness.

Declaration and Payment of Dividends

During the year ended December 31, 2019, the following dividends were declared or paid:



Equity Type	Declaration Date	Record Date	Payment Date	Dividends Per Share		Aggregate Payment Amount (In millions)
Common Stock	February 21, 2019	March 15, 2019	March 29, 2019	$	1.125	$	471	^(a)
Common Stock	May 16, 2019	June 14, 2019	June 28, 2019	$	1.125	$	471	^(a)
Common Stock	August 8, 2019	September 13, 2019	September 30, 2019	$	1.125	$	472	^(a)
Common Stock	October 14, 2019	December 13, 2019	December 31, 2019	$	1.20	$	502	^(a)
6.875% Convertible Preferred Stock	December 11, 2018	January 15, 2019	February 1, 2019	$	17.1875	$	28
6.875% Convertible Preferred Stock	March 19, 2019	April 15, 2019	May 1, 2019	$	17.1875	$	28
6.875% Convertible Preferred Stock	June 17, 2019	July 15, 2019	August 1, 2019	$	17.1875	$	28
6.875% Convertible Preferred Stock	September 18, 2019	October 15, 2019	November 1, 2019	$	17.1875	$	28
6.875% Convertible Preferred Stock	December 9, 2019	January 15, 2020	February 3, 2020	$	17.1875	$	28


(a)	Inclusive of dividends accrued for holders of unvested RSUs, which will be paid when and if the RSUs vest.

See note 19 for further discussion of common stock dividends.

Tax Treatment of Dividends

The following table summarizes, for income tax purposes, the nature of dividends paid during 2019 on the Company's common stock and 6.875% Convertible Preferred Stock.



Equity Type	Payment Date	Cash Distribution (per share)		Ordinary Taxable Dividend (per share)		Qualified Taxable Dividend (per share)^(a)		Section 199A Dividend (per share)		Non-Taxable Distribution (per share)
Common Stock	March 29, 2019	$	1.125	$	0.824	$	0.007	$	0.817	$	0.301
Common Stock	June 28, 2019	$	1.125	$	0.824	$	0.007	$	0.817	$	0.301
Common Stock	September 30, 2019	$	1.125	$	0.824	$	0.007	$	0.817	$	0.301
Common Stock	December 31, 2019	$	1.20	$	0.879	$	0.008	$	0.871	$	0.321
6.875% Convertible Preferred Stock	February 1, 2019	$	17.1875	$	17.1875	$	0.1490	$	17.0385	$	—
6.875% Convertible Preferred Stock	May 1, 2019	$	17.1875	$	17.1875	$	0.1490	$	17.0385	$	—
6.875% Convertible Preferred Stock	August 1, 2019	$	17.1875	$	17.1875	$	0.1490	$	17.0385	$	—
6.875% Convertible Preferred Stock	November 1, 2019	$	17.1875	$	17.1875	$	0.1490	$	17.0385	$	—


(a)	Qualified taxable dividend and section 199A dividend amounts are included in ordinary taxable dividend amounts.

Purchases of the Company's Common Stock

During the years ended December 31, 2019, 2018 and 2017, the Company purchased 0.4 million, 0.3 million and 0.3 million shares of common stock, respectively, utilizing $44 million, $34 million and $23 million in cash, respectively.