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STOCKHOLDERS' EQUITY
12 Months Ended
Dec. 31, 2014
STOCKHOLDERS' EQUITY
14. STOCKHOLDERS’ EQUITY

(a) Preferred stock

The Company has authorized 1,000,000 shares of preferred stock, which may be issued from time to time in one or more series. The Board of Directors has the authority to issue the shares of preferred stock in one or more series, to establish the number of shares to be included in each series, and to fix the designation, powers, preferences and rights of the shares of each series and the qualifications, limitations or restrictions thereof, without any further vote or action by the stockholders. The issuance of preferred stock could decrease the amount of earnings and assets available for distribution to holders of common stock, and may have the effect of delaying, deferring or defeating a change in control of the Company. The Company had not issued any shares of preferred stock through December 31, 2014.

(b) Common stock

The Company has 200,000,000 authorized shares of common stock, $0.01 par value per share, of which 76,357,000 shares were issued and outstanding at December 31, 2014. At the Company’s 2014 Annual Meeting of Stockholders, held on May 20, 2014, the stockholders approved an amendment to the Company’s Restated Articles of Organization increasing the number of authorized shares of common stock from 100,000,000 to 200,000,000.

 

Since 2004, the Company’s Board of Directors has approved stock repurchase programs that have authorized the Company to repurchase in the aggregate up to $119 million of its common stock. Purchases under these programs have been made on the open market. The following table is a summary of the Company’s repurchase activity under all of the Company’s repurchase programs for the years ended December 31:

 

     Year Ended December 31,  
(Dollars in thousands)    2014     2013     2012  
     Shares (1)      Amount     Shares (1)      Amount     Shares (1)      Amount  

Prior year authorizations at January 1,

      $ 14,433         $ 14,793         $ 13,963   

Authorizations

        14,410           12,164           6,036   

Repurchases paid

     756,143         (15,264     773,258         (12,370     363,606         (5,130

Repurchases unsettled

     13,983         (295     6,282         (154     6,798         (76
     

 

 

      

 

 

      

 

 

 

Authorized dollars remaining as of December 31,

      $         13,284         $     14,433         $         14,793   
     

 

 

      

 

 

      

 

 

 

 

(1) The number of shares outstanding for all prior periods has been retroactively restated to reflect the Company’s two-for-one common stock split effected in the form of a common stock dividend distributed on April 1, 2014. See Note 1 “Basis of Presentation” (d) for further discussion of the Stock Split.

(c) Dividends

On May 27, 2014, the Company announced an increase in its quarterly common stock cash dividend from $0.015 to $0.03 per share, on a post-split basis. The Company declared quarterly dividends totaling $0.105 per share, $0.06 per share, and $0.06 per share, on a post-split basis, for the years ended December 31, 2014, 2013, and 2012, respectively. The Company’s Board of Directors authorized the acceleration of the payment of the dividend declared in the fourth quarter 2012, otherwise payable in January 2013, to December 2012. Therefore, there was no dividend payment in the first quarter of 2013. For the years ended December 31, 2014, 2013, and 2012, the Company paid cash dividends of $6.9 million, $3.4 million, and $5.7 million, respectively. It is the Company’s current intention to pay a quarterly cash dividend of $0.03 per share, however, the Board of Directors may terminate or modify this dividend program at any time without notice.

(d) Warrants summary

In January 2012, a former stockholder of 1mind Corporation (“1mind”) exercised a warrant to purchase 4,928 shares, on a post-split basis, of the Company’s common stock, which was originally issued as part of the consideration for the Company’s acquisition of 1mind in 2002. In accordance with the net exercise provisions of this warrant, the Company withheld 156 shares, on a post-split basis, of its common stock to cover the exercise price of the warrant, which shares were valued at $2,094 based on the average closing price of its common stock over the ten consecutive trading days ending on the third trading day prior to the exercise date, and issued 4,772 shares, on a post-split basis, of its common stock. The issuance of these shares was made in reliance on an exemption from registration under Regulation D under the Securities Act of 1933. As of December 31, 2014 and December 31, 2013, there were no warrants outstanding.