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PREFERRED STOCK
12 Months Ended
Dec. 31, 2017
Equity [Abstract]  
PREFERRED STOCK

NOTE 13 – PREFERRED STOCK

At December 31, 2017, we had 1,000,000 authorized shares of preferred stock and 673,380 shares issued and outstanding of mandatory convertible preferred stock.  At December 31, 2016, we had 1,000,000 authorized shares of preferred stock and 726,500 shares issued and outstanding.

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.

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.

We declared and paid dividends of $36.3 million, $39.4 million, and $10.1 million to the preferred stock shareholders during 2017, 2016, and 2015, respectively.

The following table provides information about our repurchases of depository shares of mandatory convertible preferred stock during the year ended December 31, 2017:

 

In millions, except share and per share data

 

 

Number of Depository Shares Repurchased

 

 

Amount Paid for Repurchases

 

 

Average Price Paid per Share

 

January 1 - January 31, 2017

 

100,000

 

 

$

6.6

 

 

$

65.51

 

February 1 - February 28 , 2017

 

40,694

 

 

 

2.7

 

 

 

65.57

 

March 1 - March 31 , 2017

 

5,006

 

 

 

0.3

 

 

 

70.00

 

April 1 - April 30 , 2017

 

75,500

 

 

 

5.5

 

 

 

73.00

 

May 1 - May 31 , 2017

 

65,000

 

 

 

4.7

 

 

 

72.44

 

June 1 - June 30 , 2017

 

35,000

 

 

 

2.3

 

 

 

67.00

 

July 1 - July 31 , 2017

 

-

 

 

 

-

 

 

 

-

 

August 1 - August 31 , 2017

 

120,000

 

 

 

7.3

 

 

 

60.65

 

September 1 - September 30 , 2017

 

25,000

 

 

 

1.4

 

 

 

56.75

 

October 1 - October 31 , 2017

 

-

 

 

 

-

 

 

 

-

 

November 1 - November 30 , 2017

 

65,000

 

 

 

3.4

 

 

 

51.88

 

December 1 - December 31, 2017

 

-

 

 

 

-

 

 

 

-

 

Total

 

531,200

 

 

$

34.2

 

 

$

64.39

 

For the years 2017 and 2016, repurchases of our mandatory convertible preferred stock resulted in a $17.3 million and $11.3 million, respectively, increase in retained earnings, because we redeemed the preferred stock at a discount.  The 531,200 depository shares are equivalent to 53,120 units of preferred stock.