SHAREHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2020

Equity [Abstract]

SHAREHOLDERS' EQUITY

11. SHAREHOLDERS’ EQUITY:

Preferred Stock

The Company’s Amended and Restated Articles of Incorporation authorize it to issue up to 5,000,000 shares of $0.01 par value preferred stock with designations, rights and preferences determined from time-to-time by the Company’s Board of Directors. Accordingly, the Company’s Board of Directors is empowered, without shareholder approval, to issue preferred stock with dividend, liquidation, conversion, voting or other rights superior to those of shareholders of the Company’s common stock.

In 1995, the Company issued 200,000 shares of Series A Nonconvertible Preferred Stock (Series A) to American Biomimetics Corporation (ABC) pursuant to a certain Technology Transfer Agreement between the Company and ABC. The Series A shares have a liquidation value of $7.50 per share. Series A shareholders, as a single class, have the right to elect two members of the Company’s Board of Directors. This right has never been exercised. Holders of the Series A shares are entitled to one vote per share on matters which shareholders are generally entitled to vote. The Series A shareholders are not entitled to any dividends.

As of March 31, 2020, the Company had issued 200,000 shares of preferred stock, all of which were outstanding.

Common Stock

The Company’s Amended and Restated Articles of Incorporation authorize it to issue up to 200,000,000 shares of $0.01 par value common stock. Each share of the Company’s common stock entitles the holder to one vote on all matters to be voted upon by the shareholders.

As of March 31, 2020, the Company had issued 48,910,232 shares of common stock, of which 47,544,584 were outstanding. During the three months ended March 31, 2020, the Company repurchased no shares of common stock and during the three months ended March 31, 2019, the Company repurchased 4,011 shares of common stock, now held as treasury stock, for an aggregate purchase price of $649,000.

Scientific Advisory Board Awards

During the three months ended March 31, 2020 and 2019, the Company granted a total of 1,926 and 1,960 shares, respectively, of fully vested common stock to non-employee members of the Scientific Advisory Board for services performed in 2019 and 2018, respectively. The fair value of shares issued to members of the Scientific Advisory Board was $300,000 for both three-month periods.

Dividends

During the three months ended March 31, 2020, the Company declared and paid cash dividends of $0.15 per common share, or $7.1 million, on the Company’s outstanding common stock.

On May 5, 2020, the Company’s Board of Directors declared a second quarter dividend of $0.15 per common share to be paid on June 30, 2020 to all shareholders of record as of the close of business on June 15, 2020. All future dividends will be subject to the approval of the Company’s Board of Directors.