XML 62 R15.htm IDEA: XBRL DOCUMENT v3.3.0.814
EQUITY
9 Months Ended
Sep. 30, 2015
Equity [Abstract]  
EQUITY
EQUITY
Series A Mandatory Convertible Preferred Stock Offering: On September 15, 2015, we completed a registered public offering of 7,700,000 depositary shares, each representing a 1/10th interest in a share of our 5.25% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"), at a public offering price of $100.00 per depository share for total gross proceeds of $770.0 million. Net proceeds were $746.9 million after deducting underwriting discounts, commissions and expenses. We used the net proceeds from this offering to fund a portion of the purchase price paid under our acquisition of Shred-it (see Note 15 - Subsequent Events).
Unless earlier converted or redeemed, each share of the Series A Preferred Stock will automatically convert into between 5.8716 and 7.3394 shares of our common stock, subject to anti-dilution and other adjustments, on the mandatory conversion date, which is expected to be September 15, 2018. The number of shares of our common stock issuable on conversion will be determined based on the volume-weighted average price of our common stock over the 20 trading day period commencing on and including the 23rd scheduled trading day prior to September 15, 2018. Subject to certain restrictions, at any time prior to September 15, 2018, holders of the Series A Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate of 5.8716 shares of common stock per share of Series A Preferred Stock, subject to adjustment.
Dividends on shares of the Series A Preferred Stock are 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 5.25% on the liquidation preference of $1,000 per share (and, correspondingly, $100.00 per share with respect to the depositary shares). The dividends may be payable in cash, or subject to certain limitations, in shares of our common stock or any combination of cash and shares of our common stock on March 15, June 15, September 15 and December 15 of each year, commencing on December 15, 2015, and to, and including, September 15, 2018.
The following table provides information about our repurchase of shares of our common stock during the nine months ended September 30, 2015:
 
 
Number of
Shares
Repurchased
and
Canceled
 
Amount for
Repurchases
 
Average
Price Paid
per Share
 
 
 
 
(in thousands)

 
 
Three months ended March 31, 2015
 
100,713

 
$
13,771

 
$
136.74

Three months ended June 30, 2015
 
574,807

 
77,390

 
134.64

Three months ended September 30, 2015
 
88,376

 
11,868

 
134.29

Nine months ended September 30, 2015
 
763,896

 
$
103,029

 
$
134.87

 
 
 
 
 
 
 
Three months ended March 31, 2014
 
685,990

 
$
78,340

 
$
114.20

Three months ended June 30, 2014
 
527,243

 
58,846

 
111.61

Three months ended September 30, 2014
 
198,728

 
23,173

 
116.60

Nine months ended September 30, 2014
 
1,411,961

 
$
160,359

 
$
113.57