Annual report pursuant to Section 13 and 15(d)

Share Repurchase Program

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Share Repurchase Program
12 Months Ended
Dec. 31, 2018
Share Repurchase Program  
Share Repurchase Program

17.  SHARE REPURCHASE PROGRAM

 

On March 1, 2016, our Board authorized the 2016 Repurchase Program, which expired on February 28, 2017.  Under the 2016 Repurchase Program we repurchased a total of 788,399 shares of our common stock for an approximate cost of $26.6 million, or $33.72 per share. 

 

On February 24, 2017, our Board authorized the 2017 Repurchase Program, pursuant to which we were permitted to purchase up to $200.0 million of our common stock.  Excluding the shares repurchased through the 2017 and 2018 ASR Agreements discussed below, we repurchased 996,566 shares of our common stock under the 2017 Repurchase Program for an approximate cost of $50.0 million, or $50.17 per share.  These share repurchases, together with the shares repurchased through the 2017 and 2018 ASR Agreements at a total cost of $100.0 million and $50.0 million, respectively, exhausted the Board’s authorization of $200.0 million in the fourth quarter of 2018, prior to the program’s expiration on February 24, 2019.

 

On May 5, 2017, under the 2017 Repurchase Program, we entered into the 2017 ASR Agreement. When the agreement became effective on July 5, 2017, we paid BofA $100.0 million in exchange for an initial delivery of 1.5 million shares of our common stock, representing an estimated 80 percent of the total number of shares we expected, at the time we entered into the agreement, to receive under the 2017 ASR Agreement. During the year ended December 31, 2018, we received an additional 13,657 shares of our common stock from BofA, representing the final settlement of the 2017 ASR Agreement.  We purchased a total of 1,521,100 shares of our common stock under the 2017 ASR Agreement at an average price per share of $65.74.

 

Effective November 7, 2018, under the 2017 Repurchase Program, we entered into the 2018 ASR Agreement. We paid JPMorgan Chase Bank, N.A. $50.0 million in exchange for an initial delivery of 796,925 shares of our common stock on November 8, 2018, representing an estimated 85 percent of the total number of shares we expected, at the time we entered into the agreement, to receive under the 2018 ASR Agreement.  At final settlement, which is anticipated to occur during the first quarter of 2019, the bank may be required to deliver additional shares of common stock to us, or, under certain circumstances, we may be required to deliver shares of our common stock or to make a cash payment, at our election, to the bank.

 

The following table sets forth our share repurchases under the 2016 and 2017 Repurchase Programs during the periods presented:

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 

 

 

2018

    

2017

Number of shares repurchased (a)

 

 

1,063,528

 

 

2,365,836

Share repurchase cost (in thousands)

    

$

65,025

 

$

139,286


(a)

The year ended December 31, 2018 includes 13,657 shares we received as final settlement of our 2017 ASR Agreement.