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Stockholders' Equity
12 Months Ended
Dec. 31, 2018
Equity [Abstract]  
Stockholders' Equity

NOTE 7. — STOCKHOLDERS’ EQUITY

A summary of the changes in stockholders’ equity for the years ended December 31, 2018, 2017 and 2016, is as follows (in thousands except per share amounts):

 

 

 

Common Stock

 

 

Additional

Paid-in

 

 

Dividends

Paid

in Excess

 

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

of Earnings

 

 

Total

 

BALANCE, DECEMBER 31, 2015

 

 

33,422

 

 

$

334

 

 

$

464,338

 

 

$

(58,111

)

 

$

406,561

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

38,411

 

 

 

38,411

 

Dividends declared — $1.03 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(35,385

)

 

 

(35,385

)

Shares issued pursuant to ATM Program, net

 

653

 

 

7

 

 

 

14,879

 

 

 

 

 

 

 

14,886

 

Shares issued pursuant to stock dividends

 

256

 

 

3

 

 

 

4,409

 

 

 

 

 

 

 

4,412

 

Shares issued pursuant to dividend reinvestment

 

43

 

 

 

 

 

897

 

 

 

 

 

 

 

897

 

Stock-based compensation and settlements

 

 

19

 

 

 

 

 

 

1,136

 

 

 

 

 

 

1,136

 

BALANCE, DECEMBER 31, 2016

 

 

34,393

 

 

$

344

 

 

$

485,659

 

 

$

(55,085

)

 

$

430,918

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

47,186

 

 

 

47,186

 

Dividends declared — $1.16 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(43,675

)

 

 

(43,675

)

Shares issued pursuant to Equity Offering, net

 

 

4,715

 

 

47

 

 

 

104,265

 

 

 

 

 

 

104,312

 

Shares issued pursuant to ATM Program, net

 

513

 

 

5

 

 

 

13,523

 

 

 

 

 

 

13,528

 

Shares issued pursuant to dividend reinvestment

 

48

 

 

 

1

 

 

 

1,270

 

 

 

 

 

 

1,271

 

Stock-based compensation and settlements

 

 

27

 

 

 

 

 

 

155

 

 

 

 

 

 

155

 

BALANCE, DECEMBER 31, 2017

 

 

39,696

 

 

$

397

 

 

$

604,872

 

 

$

(51,574

)

 

$

553,695

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

47,706

 

 

 

47,706

 

Dividends declared — $1.31 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(53,555

)

 

 

(53,555

)

Shares issued pursuant to ATM Program, net

 

 

1,106

 

 

 

11

 

 

 

30,127

 

 

 

 

 

 

30,138

 

Shares issued pursuant to dividend reinvestment

 

 

52

 

 

 

1

 

 

 

1,402

 

 

 

 

 

 

1,403

 

Stock-based compensation and settlements

 

 

1

 

 

 

 

 

 

1,777

 

 

 

 

 

 

1,777

 

BALANCE, DECEMBER 31, 2018

 

 

40,855

 

 

$

409

 

 

$

638,178

 

 

$

(57,423

)

 

$

581,164

 

 

On March 1, 2018, and October 23, 2018, our Board of Directors granted 121,650 and 3,000 of restricted stock units (“RSU” or “RSUs”), respectively, under our Amended and Restated 2004 Omnibus Incentive Compensation Plan. On March 1, 2017, our Board of Directors granted 94,250 of restricted stock units under our Amended and Restated 2004 Omnibus Incentive Compensation Plan.

On October 24, 2017, our Board of Directors approved Articles Supplementary to our Articles of Incorporation, as amended, to reclassify 10,000,000 authorized shares of preferred stock, par value $.01 per share, into the same number of authorized but unissued shares of common stock, par value $.01 per share, subject to further classification or reclassification and issuance by our Board of Directors. The Articles Supplementary were filed with the Maryland State Department of Assessments and Taxation on October 25, 2017, and became effective on that date.

On May 8, 2018, our stockholders approved an amendment to our Articles of Incorporation to increase the aggregate number of shares of stock of all classes which we have the authority to issue from 70,000,000 shares to 120,000,000 shares, by increasing (i) the aggregate number of shares of common stock which we have the authority to issue from 60,000,000 to 100,000,000 shares, and (ii) the aggregate number of shares of preferred stock which we have the authority to issue from 10,000,000 to 20,000,000 shares.

Equity Offering

On July 10, 2017, we entered into an underwriting agreement (the “Underwriting Agreement”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and KeyBanc Capital Markets Inc., as representatives of the several underwriters (the “Underwriters”), pursuant to which we sold to the Underwriters 4,100,000 shares of common stock (the “Equity Offering”). Pursuant to the terms of the Underwriting Agreement, we granted the Underwriters a 30-day option to purchase up to an additional 615,000 shares of common stock. We received net proceeds from the Equity Offering, including the full exercise by the Underwriters of their option to purchase additional shares, of $104,312,000 after deducting the underwriting discount and offering expenses. The net proceeds of the Equity Offering were used to repay amounts outstanding under our Revolving Facility and subsequently were used to fund the Empire and Applegreen transactions.

ATM Program

In June 2016, we established an at-the-market equity offering program (the “2016 ATM Program”), pursuant to which we were able to issue and sell shares of our common stock with an aggregate sales price of up to $125,000,000 through a consortium of banks acting as agents. The 2016 ATM Program was terminated in January 2018.

In March 2018, we established a new at-the-market equity offering program (the “ATM Program”), pursuant to which we are able to issue and sell shares of our common stock with an aggregate sales price of up to $125,000,000 through a consortium of banks acting as agents. Sales of the shares of common stock may be made, as needed, from time to time in at-the-market offerings as defined in Rule 415 of the Securities Act, including by means of ordinary brokers’ transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or as otherwise agreed to with the applicable agent.

During the years ended December 31, 2018 and 2017, we issued 1,106,000 and 513,000 shares of common stock, respectively, and received net proceeds of $30,138,000 and $13,528,000, respectively. Future sales, if any, will depend on a variety of factors to be determined by us from time to time, including among others, market conditions, the trading price of our common stock, determinations by us of the appropriate sources of funding for us and potential uses of funding available to us.

Dividends

For the year ended December 31, 2018, we paid dividends of $50,503,000 or $1.28 per share. For the year ended December 31, 2017, we paid dividends of $39,299,000 or $1.12 per share.

Dividend Reinvestment Plan

Our dividend reinvestment plan provides our common stockholders with a convenient and economical method of acquiring additional shares of common stock by reinvesting all or a portion of their dividend distributions. During the years ended December 31, 2018 and 2017, we issued 51,920 and 47,922 shares of common stock, respectively, under the dividend reinvestment plan and received proceeds of $1,403,000 and $1,271,000, respectively.

Stock-Based Compensation

Compensation cost for our stock-based compensation plans using the fair value method was $1,777,000, $1,350,000 and $1,426,000 for the years ended December 31, 2018, 2017 and 2016, respectively, and is included in general and administrative expense in our consolidated statements of operations.