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12. Shareholders' Equity
Preferred Shares
At December 31, 2011, we had 15.0 million preferred shares of beneficial interest ("preferred shares") authorized at $0.01 par value. The table below sets forth additional information pertaining to our preferred shares (dollars in thousands, except per share data):
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Series
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# of Shares
Issued |
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Aggregate
Liquidation
Preference |
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Month of
Issuance |
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Annual
Dividend
Yield |
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Annual
Dividend
Per Share |
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Earliest
Redemption
Date |
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Series G
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2,200,000 |
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$ |
55,000 |
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August 2003 |
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8.000 |
% |
$ |
2.00000 |
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8/11/2008 |
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Series H
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2,000,000 |
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50,000 |
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December 2003 |
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7.500 |
% |
$ |
1.87500 |
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12/18/2008 |
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Series J
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3,390,000 |
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84,750 |
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July 2006 |
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7.625 |
% |
$ |
1.90625 |
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7/20/2011 |
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Series K
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531,667 |
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26,583 |
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January 2007 |
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5.600 |
% |
$ |
2.80000 |
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1/9/2017 |
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8,121,667 |
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$ |
216,333 |
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Each series of preferred shares is nonvoting and redeemable for cash in the amount of its liquidation preference at our option on or after the earliest redemption date. The Series K Cumulative Redeemable Preferred Shares are also convertible, subject to certain conditions, into common shares on the basis of 0.8163 common shares for each preferred share. Holders of all preferred shares are entitled to cumulative dividends, payable quarterly (as and if declared by our Board of Trustees). In the case of each series of preferred shares, there is a series of preferred units in the Operating Partnership owned by us that carries substantially the same terms.
Common Shares
During 2010 and 2011, we completed the following public offerings of common shares:
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7.475 million common shares in November 2010 at a public offering price of $34.25 per share for net proceeds of $245.8 million after underwriting discounts but before offering expenses; and
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- 4.6 million common shares in May 2011 at a public offering price of $33.00 per share for net proceeds of $145.7 million after underwriter discounts but before offering expenses.
Holders of common units in our Operating Partnership converted their units into common shares on the basis of one common share for each common unit in the amount of 100,939 in 2011, 663,498 in 2010 and 2,841,394 in 2009.
We declared dividends per common share of $1.65 in 2011, $1.61 in 2010 and $1.53 in 2009.
See Note 14 for disclosure of common share activity pertaining to our share-based compensation plans.
Accumulated Other Comprehensive Loss
The table below sets forth activity in the accumulated other comprehensive loss component of shareholders' equity (in thousands):
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For the Years Ended December 31, |
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2011 |
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2010 |
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2009 |
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Beginning balance
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$ |
(4,163 |
) |
$ |
(1,907 |
) |
$ |
(4,749 |
) |
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Amount of loss recognized in AOCL (effective portion)
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(31,531 |
) |
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(5,473 |
) |
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(3,253 |
) |
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Amount of loss reclassified from AOCL to income (effective portion)
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4,601 |
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3,689 |
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6,680 |
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Amount of loss reclassified from AOCL to loss on interest rate derivatives upon discontinuing hedge accounting
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28,430 |
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— |
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— |
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Adjustment to AOCL attributable to noncontrolling interests
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930 |
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(472 |
) |
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(585 |
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Ending balance
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$ |
(1,733 |
) |
$ |
(4,163 |
) |
$ |
(1,907 |
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The table below sets forth total comprehensive (loss) income and total comprehensive (loss) income attributable to COPT (in thousands):
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For the Years Ended December 31, |
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2011 |
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2010 |
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2009 |
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Net (loss) income
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$ |
(124,318 |
) |
$ |
45,504 |
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$ |
61,299 |
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Amount of loss recognized in AOCL
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(31,531 |
) |
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(5,473 |
) |
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(3,253 |
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Amount of loss reclassified from AOCL to income
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4,601 |
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3,689 |
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6,680 |
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Amount of loss reclassified from AOCL to loss on interest rate derivatives upon discontinuing hedge accounting
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28,430 |
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— |
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— |
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Total comprehensive (loss) income
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(122,818 |
) |
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43,720 |
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64,726 |
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Net loss (income) attributable to noncontrolling interests
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6,643 |
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(2,744 |
) |
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(4,970 |
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Other comprehensive (income) loss attributable to noncontrolling interests
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(16 |
) |
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153 |
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(349 |
) |
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Total comprehensive (loss) income attributable to COPT
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$ |
(116,191 |
) |
$ |
41,129 |
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$ |
59,407 |
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