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Stockholders' Equity
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Stockholders' Equity

NOTE 13 — STOCKHOLDERS’ EQUITY

 

Accumulated Other Comprehensive Income (Loss)

 

The following is a summary of the changes in the accumulated balance of other comprehensive income (loss) attributable to MGM Resorts International:

 

 

 

Currency Translation Adjustments

 

 

Cash Flow Hedges

 

 

Other

 

 

Total

 

 

 

(In thousands)

 

Balances, January 1, 2017

 

$

12,545

 

 

$

1,434

 

 

$

1,074

 

 

$

15,053

 

Other comprehensive income (loss) before reclassifications

 

 

(43,188

)

 

 

(1,221

)

 

 

98

 

 

 

(44,311

)

Amounts reclassified from accumulated other comprehensive income to "Interest expense, net"

 

 

 

 

 

9,216

 

 

 

 

 

 

9,216

 

Other comprehensive income (loss), net of tax

 

 

(43,188

)

 

 

7,995

 

 

 

98

 

 

 

(35,095

)

Other comprehensive (income) loss attributable to noncontrolling interest

 

 

19,193

 

 

 

(2,761

)

 

 

 

 

 

16,432

 

Balances, December 31, 2017

 

 

(11,450

)

 

 

6,668

 

 

 

1,172

 

 

 

(3,610

)

Other comprehensive income (loss) before reclassifications

 

 

(13,022

)

 

 

4,706

 

 

 

 

 

 

(8,316

)

Amounts reclassified from accumulated other comprehensive loss to "Interest expense, net"

 

 

 

 

 

(1,130

)

 

 

 

 

 

(1,130

)

Other comprehensive income (loss), net of tax

 

 

(13,022

)

 

 

3,576

 

 

 

 

 

 

(9,446

)

Other comprehensive (income) loss attributable to noncontrolling interest

 

 

5,600

 

 

 

(1,100

)

 

 

 

 

 

4,500

 

Balances, December 31, 2018

 

 

(18,872

)

 

 

9,144

 

 

 

1,172

 

 

 

(8,556

)

Other comprehensive income (loss) before reclassifications

 

 

28,870

 

 

 

(28,783

)

 

 

 

 

 

87

 

Amounts reclassified from accumulated other comprehensive loss to "Interest expense, net"

 

 

 

 

 

(5,599

)

 

 

 

 

 

(5,599

)

Amounts reclassified from accumulated other comprehensive loss related to de-designation of interest rate swaps to "Other, net"

 

 

 

 

 

4,877

 

 

 

 

 

 

4,877

 

Other comprehensive income (loss), net of tax

 

 

28,870

 

 

 

(29,505

)

 

 

 

 

 

(635

)

Other changes in accumulated other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Empire City MGP transaction

 

 

 

 

 

 

 

 

195

 

 

 

195

 

MGP Class A share issuances

 

 

 

 

 

 

 

 

1,512

 

 

 

1,512

 

Park MGM Transaction

 

 

 

 

 

 

 

 

16

 

 

 

16

 

Northfield OpCo transaction

 

 

 

 

 

 

 

 

(2

)

 

 

(2

)

Other

 

 

 

 

 

 

 

 

481

 

 

 

481

 

Changes in accumulated other comprehensive income (loss)

 

 

28,870

 

 

 

(29,505

)

 

 

2,202

 

 

 

1,567

 

Other comprehensive (income) loss attributable to noncontrolling interest

 

 

(12,745

)

 

 

9,532

 

 

 

 

 

 

(3,213

)

Balances, December 31, 2019

 

$

(2,747

)

 

$

(10,829

)

 

$

3,374

 

 

$

(10,202

)

 

Noncontrolling interest

 

The following is a summary of net income attributable to MGM Resorts International and transfers to noncontrolling interest, which shows the effects of changes in the Company’s ownership interest in a subsidiary on the equity attributable to the Company:

 

 

 

For the Years Ended December 31,

 

 

 

2019

 

 

2018

 

 

2017

 

 

 

(In thousands)

 

Net income attributable to MGM Resorts International

 

$

2,049,146

 

 

$

466,772

 

 

$

1,952,052

 

Transfers from/(to) noncontrolling interest:

 

 

 

 

 

 

 

 

 

 

 

 

MGP Class A share issuances

 

 

151,976

 

 

 

 

 

 

35,138

 

MGM National Harbor transaction

 

 

 

 

 

 

 

 

(12,497

)

Empire City MGP transaction

 

 

(18,718

)

 

 

 

 

 

 

Park MGM Transaction

 

 

(1,968

)

 

 

 

 

 

 

Northfield OpCo transaction

 

 

21,679

 

 

 

 

 

 

 

Other

 

 

(935

)

 

 

(5,667

)

 

 

(2,889

)

Net transfers from/(to) noncontrolling interest

 

 

152,034

 

 

 

(5,667

)

 

 

19,752

 

Change from net income attributable to MGM Resorts International and transfers to noncontrolling interest

 

$

2,201,180

 

 

$

461,105

 

 

$

1,971,804

 

 

Noncontrolling interest ownership transactions

MGP Class A share issuance – September 2017. On September 11, 2017, MGP completed a public offering of 13.2 million of its Class A shares. In connection with the offering, the Operating Partnership issued 13.2 million Operating Partnership units to MGP. The Company has adjusted the carrying value of the noncontrolling interests as a result of MGP’s Class A share issuance to adjust for the change in noncontrolling interests ownership percentage of the Operating Partnership's net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to MGP’s issuance of the incremental shares, the Company indirectly owned 72.3% of partnership units in the Operating Partnership.

MGM National Harbor transaction. On October 15, 2017, MGP acquired the long-term leasehold interest and real property associated with MGM National Harbor from a subsidiary of the Company in exchange for cash of $463 million, the assumption of $425 million of indebtedness, which was immediately repaid by MGP on the closing date, and the issuance of 9.8 million Operating Partnership units to a subsidiary of the Company. The Company adjusted the carrying value of noncontrolling interests to adjust for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, including assets and liabilities transferred, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the MGM National Harbor transaction, the Company indirectly owned 73.4% of the partnership units in the Operating Partnership.

Empire City transaction. As further discussed in Note 18, in January 2019, MGP acquired the developed real property associated with Empire City from the Company for consideration that included the issuance of approximately 13 million Operating Partnership units to a subsidiary of the Company. The Company adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the Empire City transaction, the Company indirectly owned 74.6% of the partnership units in the Operating Partnership.

MGP Class A share issuance – January 2019. On January 31, 2019, MGP completed an offering of approximately 20 million of its Class A shares. In connection with the offering, the Operating Partnership issued approximately 20 million Operating Partnership units to MGP. The Company has adjusted the carrying value of the noncontrolling interests as a result of MGP’s Class A share issuance to adjust for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the issuance, the Company indirectly owned 69.7% of the partnership units in the Operating Partnership.

Park MGM Lease Transaction. As further discussed in Note 18, in March 2019, the Company and MGP completed the Park MGM Lease Transaction (as defined in Note 18) for which consideration included the issuance of approximately 1 million Operating Partnership units to a subsidiary of the Company. The Company has adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the issuance, the Company indirectly owned 69.8% of the partnership units in the Operating Partnership.

Northfield OpCo transaction. As further discussed in Note 18, in April 2019, the Company acquired the membership interests of Northfield from MGP for consideration of approximately 9 million Operating Partnership units that were ultimately redeemed by the Operating Partnership and MGP retained the real estate assets. The Company has adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the Northfield OpCo transaction, the Company indirectly owned 68.8% of the partnership units in the Operating Partnership.

MGP Class A share issuance – November 2019. On November 22, 2019, MGP completed an offering of 30 million of its Class A shares. The Offering consisted of 18 million shares sold directly to the underwriters at closing and 12 million shares sold to forward purchasers under forward sale agreements. In connection with the offering, the Operating Partnership issued 18 million Operating Partnership units to MGP. The Company has adjusted the carrying value of the noncontrolling interests as a result of MGP’s Class A share issuance to adjust for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the issuance, the Company indirectly owned  63.7% of the partnership units in the Operating Partnership. In connection with any issuance of Class A shares by MGP under the forward sales agreements, additional Operating Partnership units will be issued to the Company by the Operating Partnership on a one-to-one basis with the number of Class A shares issued by MGP in such sales.

MGP Class A share issuances – At-the-Market (“ATM”) program. During the year ended December 31, 2019, MGP issued approximately 5 million Class A shares under its ATM program. In connection with the issuances, the Operating Partnership issued 5 million Operating Partnership units to MGP during the year ended December 31, 2019. The Company has adjusted the carrying value of the noncontrolling interests for the change in noncontrolling interests ownership percentage of the Operating Partnership’s net assets, with offsetting adjustments to capital in excess of par value and accumulated other comprehensive income. Subsequent to the collective issuances, and as of December 31, 2019, the Company indirectly owned 63.7% of the partnership units in the Operating Partnership.

 

Stock repurchase program

 

MGM Resorts International stock repurchase program. In May 2018, the Company’s Board of Directors authorized a $2.0 billion stock repurchase program and completed the previously announced $1.0 billion stock repurchase program. Additionally, on February 12, 2020, the Company announced that the Board of Directors adopted a $3.0 billion stock repurchase program. Under each stock repurchase program, the Company may repurchase shares from time to time in the open market or in privately negotiated agreements. Repurchases of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time.

 

During the year ended December 31, 2019, the Company repurchased approximately 36 million shares of its common stock at an average purchase price of $28.77 per share for an aggregate amount of $1.0 billion. Repurchased shares were retired. The remaining availability under the $2.0 billion stock repurchase program was approximately $357 million as of December 31, 2019.

 

Subsequent to the year ended December 31, 2019, the Company repurchased 11 million shares of its common stock at an average price of $32.57 per share for an aggregate amount of $354 million. Repurchased shares will be retired.

 

Additionally, subsequent to the year ended December 31, 2019, on February 13, 2020, the Company announced the commencement of a tender offer to acquire up to $1.25 million in aggregate purchase price of the Company’s issued and outstanding common stock through a modified “Dutch auction” tender offer at a price not greater than $34 nor less than $29 per share, in cash, less any applicable withholding taxes and without interest, upon the terms and subject to the conditions described in the offer to purchase dated February 13, 2020, and in the related letter of transmittal and other related materials. The tender offer is scheduled to expire on March 12, 2020, unless extended or terminated.

 

During the year ended December 31, 2018, the Company repurchased approximately 41 million shares of its common stock at an average purchase price of $31.25 per share for an aggregate amount of $1.3 billion. Repurchased shares were retired.

 

MGM Resorts International dividends. On February 12, 2020 the Company’s Board of Directors approved a quarterly dividend of $0.15 per share that will be payable on March 16, 2020 to holders of record on March 10, 2020.