STOCKHOLDERS' EQUITY

12 Months Ended

Oct. 31, 2022

STOCKHOLDERS' EQUITY [Abstract]

STOCKHOLDERS' EQUITY

(8) STOCKHOLDERS' EQUITY

Authorized Stock

The Company's Charter authorizes up to 200,000,000 shares of various classes of stock.  The total number of shares of authorized stock consists of 100,000,000 shares of Class A Common Stock, 30,000,000 shares of Common Stock, 50,000,000 shares of Preferred Stock, and 20,000,000 shares of Excess Stock.

Preferred Stock

The 6.25% Series H Senior Cumulative Preferred Stock (the "Series H Preferred Stock") is nonvoting, has no stated maturity and is redeemable for cash at $25 per share at the Company's option on or after September 18, 2022. The holders of our Series H Preferred Stock have general preference rights with respect to liquidation and quarterly distributions. Except under certain conditions, holders of the Series H Preferred Stock will not be entitled to vote on most matters.  In the event of a cumulative arrearage equal to six quarterly dividends, holders of Series H Preferred Stock, together with all of the Company's other Series of preferred stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Series H Preferred Stock will have the right to convert all or part of the shares of Series H Preferred Stock held by such holder on the applicable conversion date into a number of the Company's shares of Class A common stock. Underwriting commissions and costs incurred in connection with the sale of the Series H Preferred Stock are reflected as a reduction of additional paid in capital.

The 5.875% Series K Senior Cumulative Preferred Stock ("Series K Preferred Stock") is non-voting, has no stated maturity and is redeemable for cash at $25 per share at the Company's option on or after October 1, 2024. The holders of our Series K Preferred Stock have general preference rights with respect to liquidation and quarterly distributions. Except under certain conditions, holders of the Series K Preferred Stock will not be entitled to vote on most matters. In the event of a cumulative arrearage equal to six quarterly dividends, holders of Series K Preferred Stock, together with all of the Company's other series of preferred stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Series K Preferred Stock will have the right to convert all or part of the shares of Series K Preferred Stock held by such holders on the applicable conversion date into a number of the Company's shares of Class A common stock. Underwriting commissions and costs incurred in connection with the sale of the Series K Preferred Stock are reflected as a reduction of additional paid in capital.

Common Stock

The Class A Common Stock entitles the holder to 1/20 of one vote per share. The Common Stock entitles the holder to one vote per share. Each share of Common Stock and Class A Common Stock have identical rights with respect to dividends except that each share of Class A Common Stock will receive not less than 110% of the regular quarterly dividends paid on each share of Common Stock.

The following tables set forth the dividends declared per Common share and Class A Common share and tax status for Federal income tax purposes of the dividends paid during the fiscal years ended October 31, 2022 and 2021:

	Common Shares								Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share		Ordinary Income		Capital Gain		Non-Taxable Portion		Gross Dividend Paid Per Share		Ordinary Income		Capital Gain		Non-Taxable Portion
January 14, 2022	$	0.2145	$	0.20704	$	0.00426	$	0.00319	$	0.2375	$	0.22924	$	0.004721	$	0.00354
April 14, 2022	$	0.2145	$	0.20704	$	0.00426	$	0.00319	$	0.2375	$	0.22924	$	0.004721	$	0.00354
July 15, 2022	$	0.2145	$	0.20704	$	0.00426	$	0.00319	$	0.2375	$	0.22924	$	0.004721	$	0.00354
October 14, 2022	$	0.2145	$	0.20704	$	0.00426	$	0.00319	$	0.2375	$	0.22924	$	0.004721	$	0.00354
	$	0.858	$	0.82816	$	0.01704	$	0.01276	$	0.95	$	0.91696	$	0.018884	$	0.01416

	Common Shares								Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share		Ordinary Income		Capital Gain		Non-Taxable Portion		Gross Dividend Paid Per Share		Ordinary Income		Capital Gain		Non-Taxable Portion
January 15, 2021	$	0.125	$	0.10924	$	0.01576	$	-	$	0.14	$	0.12235	$	0.01765	$	-
April 16, 2021	$	0.125	$	0.10924	$	0.01576	$	-	$	0.14	$	0.12235	$	0.01765	$	-
July 16, 2021	$	0.207	$	0.18090	$	0.02610	$	-	$	0.23	$	0.20100	$	0.02900	$	-
October 15, 2021	$	0.207	$	0.18090	$	0.02610	$	-	$	0.23	$	0.20100	$	0.02900	$	-
	$	0.664	$	0.58028	$	0.08372	$	-	$	0.74	$	0.64670	$	0.09330	$	-

The Company has a Dividend Reinvestment and Share Purchase Plan (as amended, the "DRIP"), that permits stockholders to acquire additional shares of Common Stock and Class A Common Stock by automatically reinvesting dividends.  During fiscal 2022, the Company issued 3,600 shares of Common Stock and 7,538 shares of Class A Common Stock (3,341 shares of Common Stock and 5,355 shares of Class A Common Stock in fiscal 2021) through the DRIP.  As of October 31, 2022, there remained 322,469 shares of Common Stock and 368,003 shares of Class A Common Stock available for issuance under the DRIP.

The Company has adopted a stockholder rights plan, pursuant to which each holder of Common Stock received a Common Stock right and each holder of Class A Common Stock received a Class A Common Stock right.  The rights are not exercisable until the Distribution Date and will expire on November 11, 2028, unless earlier redeemed by the Company.   If the rights become exercisable, each holder of a Common Stock right will be entitled to purchase from the Company one one hundredth of a share of Series I Participating Preferred Stock, and each holder of a Class A Common Stock right will be entitled to purchase from the Company one one hundredth of a share of Series J Participating Preferred Stock, in each case, at a price of $85, subject to adjustment.  The “Distribution Date” will be the earlier to occur of the close of business on the tenth business day following:  (a) a public announcement that an acquiring person has acquired beneficial ownership of 10% or more of the total combined voting power of the outstanding Common Stock and Class A Common Stock, or (b) the commencement of a tender offer or exchange offer that would result in the beneficial ownership of 30% or more of the combined voting power of the outstanding Common Stock and Class A Common Stock, number of outstanding Common Stock, or the number of outstanding Class A Common Stock. Thereafter, if certain events occur, holders of Common Stock and Class A Common Stock, other than the acquiring person, will be entitled to purchase shares of Common Stock and Class A Common Stock, respectively, of the Company having a value equal to 2 times the exercise price of the right.

The Company's articles of incorporation provide that if any person acquires more than 7.5% of the aggregate value of all outstanding stock, except, among other reasons, as approved by the Board of Directors, such shares in excess of this limit automatically will be exchanged for an equal number of shares of Excess Stock. Excess Stock has limited rights, may not be voted and is not entitled to any dividends.

Stock Repurchase

Following its initial December 2013 authorization, in June 2017, our Board of Directors re-approved a share repurchase program ("Prior Repurchase Program") for the repurchase of up to 2,000,000 shares, in the aggregate, of Common Stock and Class A Common Stock in open market transactions.  For year ended October 31, 2022, the Company repurchased  716,934 shares of Class A Common Stock at an average price per share of $17.56 and 12,877 shares of Common Stock at an average price per share of $17.80 under the Prior Repurchase Program. For  the year ended October 31, 2021, the Company repurchased  29,154 shares of Class A Common Stock at an average price per share of $19.15 and 29,154 shares of Common Stock at an average price per share of $16.76 under the Prior Repurchase Program.

On October 3, 2022, our Board of Directors re-approved a new share repurchase program (“Current Repurchase Program”) for the repurchase of up to 2,000,000 shares, in the aggregate, of Common Stock and Class A Common Stock in open market transactions. The Current Repurchase Program was announced on October 3, 2022 and has no set expiration date.  The timing and actual number of shares purchased under the program depend upon marketplace conditions and other factors.  For the year ended October 31, 2022, the Company repurchased 485,998 shares of Class A Common stock at an average price per share of $17.07 and 6,840 shares of Common stock at an average price per share of $17.91 under the Current Repurchase Program.

In addition, from November 1, 2022 to December 19, 2022, the Company repurchased 116,016 shares of Class A Common Stock at an average price per share of $18.39 and 287 shares of Common Stock at an average price per share of $18.40 under the Current Repurchase Program through a Rule 10b5-1(c)(1) agreement entered into between the Company and its broker Deutsche Bank Securities Inc.

As of the date of this report, the Company has purchased 602,014 shares of Class A Common Stock and 7,127 Shares of Common Stock under the Current Repurchase Program.  From the inception of all repurchase programs, the Company has purchased 2,268,093 shares of Class A Common Stock and 53,758 shares of Common stock.