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Stockholders' Equity
9 Months Ended
Sep. 30, 2022
Stockholders' Equity Note [Abstract]  
Stockholders' Equity STOCKHOLDERS’ EQUITY
Stock Offerings
On March 26, 2021, we completed offerings of 20 million shares of our Class B Common Stock at a price to the public of $85 per share and 10 million shares of 5.75% Series A Mandatory Convertible Preferred Stock at a price to the public and liquidation preference of $100 per share. The net proceeds from the Class B Common Stock offering and the Mandatory Convertible Preferred Stock offering were approximately $1.67 billion and $983 million, respectively, in each case after deducting underwriting discounts, commissions and estimated offering expenses.

Mandatory Convertible Preferred Stock
Unless earlier converted, each share of Mandatory Convertible Preferred Stock will automatically and mandatorily convert on the mandatory conversion date, expected to be April 1, 2024, into between 1.0013 and 1.1765 shares of our Class B Common Stock, subject to customary antidilution adjustments. The number of shares of Class B Common Stock issuable upon conversion will be determined based on the average of the volume-weighted average price per share of our Class B Common Stock over the 20 consecutive trading day period commencing on, and including, the 21st scheduled trading day immediately preceding April 1, 2024. Holders of the Mandatory Convertible Preferred Stock (“Holders”) have the right to convert all or any portion of their shares of Mandatory Convertible Preferred Stock at any time prior to April 1, 2024 at the minimum conversion rate of 1.0013 shares of our Class B Common Stock. In addition, the conversion rate applicable to such an early conversion may, in certain circumstances, be increased to compensate Holders for certain unpaid accumulated dividends. However, if a fundamental change (as defined in the Certificate of Designations governing the Mandatory Convertible Preferred Stock) occurs on or prior to April 1, 2024, then Holders will, in certain circumstances, be entitled to convert all or a portion of their shares of Mandatory Convertible Preferred Stock at an increased conversion rate for a specified period of time and receive an amount to compensate them for unpaid accumulated dividends and any remaining future scheduled dividend payments.
The Mandatory Convertible Preferred Stock is not redeemable. However, at our option, we may purchase or otherwise acquire (including in an exchange transaction) the Mandatory Convertible Preferred Stock from time to time in the open market, by tender or exchange offer or otherwise, without the consent of, or notice to, Holders. Holders have no voting rights, with certain exceptions.

If declared, dividends on the Mandatory Convertible Preferred Stock are payable quarterly through April 1, 2024. Dividends on the Mandatory Convertible Preferred Stock accumulate from the most recent dividend payment date, and will be payable on a cumulative basis when, as and if declared by our Board of Directors, or an authorized committee thereof, at an annual rate of 5.75% of the liquidation preference of $100 per share, payable in cash or, subject to certain limitations, by delivery of shares of Class B Common Stock or through any combination of cash and shares of Class B Common Stock, at our election. If we have not declared any portion of the accumulated and unpaid dividends by April 1, 2024, the conversion rate will be adjusted so that Holders receive an additional number of shares of our Class B Common Stock, with certain limitations.

Dividends
We declared cash dividends of $.24 per share on our Class A and Class B Common Stock during each of the three-month periods ended September 30, 2022 and 2021, resulting in total dividends of $159 million for each of the respective periods. We declared cash dividends of $.72 per share on our Class A and Class B Common Stock during each of the nine-month periods ended September 30, 2022 and 2021, resulting in total dividends of $477 million and $468 million, respectively.

During each of the three quarters of 2022, we declared a quarterly cash dividend of $1.4375 per share on our Mandatory Convertible Preferred Stock, resulting in total dividends of $14.4 million for the three months ended September 30, 2022, and $43.1 million for the nine months ended September 30, 2022. During the second and third quarters of 2021, we declared quarterly cash dividends on our Mandatory Convertible Preferred Stock of $1.5493 per share and $1.4375 per share, respectively. The dividend period for the dividend declared during the second quarter was from March 26, 2021 through July 1, 2021. Accordingly, we recorded dividends on the Mandatory Convertible Preferred Stock of $14.4 million and $29.9 million during the three and nine months ended September 30, 2021, respectively.
Accumulated Other Comprehensive Income (Loss)
The following tables summarize the changes in the components of accumulated other comprehensive loss.
Continuing OperationsDiscontinued Operations
Cumulative
Translation
Adjustments
Net Actuarial
Loss and Prior
Service Cost
Other Comprehensive Income (Loss) (a)
Accumulated
Other
Comprehensive Loss
At December 31, 2021$(445)$(1,434)$(23)$(1,902)
Other comprehensive loss before
reclassifications
(452)— (14)(466)
Reclassifications to net earnings
— 49 
(b)
— 49 
Other comprehensive income (loss)(452)49 (14)(417)
At September 30, 2022$(897)$(1,385)$(37)$(2,319)
Continuing OperationsDiscontinued Operations
Cumulative
Translation
Adjustments
Net Actuarial
Loss and Prior
Service Cost
Other Comprehensive Income (Loss) (a)
Accumulated
Other
Comprehensive Loss
At December 31, 2020$(303)$(1,509)$(20)$(1,832)
Other comprehensive income (loss)
before reclassifications
(113)11 — (102)
Reclassifications to net earnings
— 51 
(b)
— 51 
Other comprehensive income (loss)(113)62 — (51)
At September 30, 2021$(416)$(1,447)$(20)$(1,883)
(a) Reflects cumulative translation adjustments.
(b) Reflects amortization of net actuarial losses, which for 2021 includes the accelerated recognition of a portion of the unamortized actuarial losses due to the volume of lump sum benefit payments in one of our pension plans (see Note 11).
The net actuarial loss and prior service cost related to pension and other postretirement benefit plans included in other comprehensive income (loss) is net of a tax benefit of $16 million and $20 million for the nine months ended September 30, 2022 and 2021, respectively.