SHAREHOLDERS' EQUITY (Block)

12 Months Ended

Dec. 31, 2015

Stockholders Equity Note Abstract

Stockholders Equity Note Disclosure Text Block

10. SHAREHOLDERS’ EQUITY

Class B Common Stock

Shares of Class B common stock are transferable only to Joseph M. Field, David J. Field, certain of their family members, their estates and trusts for any of their benefit. Upon any other transfer, shares of Class B common stock automatically convert into shares of Class A common stock on a one-for-one basis.

Dividends

The Company does not currently pay, and has not paid, dividends on its common stock since 2008. Any future dividends will be at the discretion of the Board of Directors based upon the relevant factors at the time of such consideration, including, without limitation, compliance with the restrictions set forth in the Credit Facility, the indenture governing the Senior Notes and the Preferred. The payment of dividends on the Preferred and the repayment of the liquidation preference of the Preferred will take preference over any dividends or other payments to the Company’s common stockholders.

Under the Credit Facility, the Company has $40million available for dividends, share repurchases, investments and debt repurchases, which can be used when its pro forma Consolidated Leverage Ratio is less than or equal to the maximum Leverage Ratio permitted at the time. The amount available can increase over time based upon the Company’s financial performance and used when its pro forma Consolidated Leverage Ratio is less than or equal to the maximum Leverage Ratio permitted at the time. There are certain other limitations that apply to its use.

The following table presents a summary of the Company’s dividend activity as of December 31, 2015:

						Aggregate
	Record	Payment	Dividends			Payment
Equity Type	Date	Date	Per Share			Amount
Perpetual convertible cumulative
preferred stock	October 15, 2015	October 16, 2015	$	37,500.00	$	412,500

Dividend Equivalents

The Company’s grants of restricted stock units (“RSUs”) include the right, upon vesting, to receive a cash payment equal to the aggregate amount of dividends, if any, that holders would have received on the shares of common stock underlying their RSUs if such RSUs had been vested during the period.

The following table presents the amounts accrued and unpaid on unvested RSUs:

		Dividend Equivalent Liabilities
	Balance Sheet	December 31,
	Location	2015		2014
		(amounts in thousands)
Long-term	Other long-term liabilities	$	210	$	216

Deemed Stock Repurchase When RSUs Vest

Upon vesting of RSUs, a tax obligation is created for both the employer and the employee. Unless employees elect to pay their tax withholding obligations in cash, the Company withholds shares of stock in an amount sufficient to cover their tax withholding obligations. The withholding of these shares by the Company is deemed to be a repurchase of its stock.

The following table provides summary information on the deemed repurchase of vested RSUs:

	Years Ended December 31,
	2015		2014		2013
	(amounts in thousands)
Shares of stock deemed repurchased		132		142		186
Amount recorded as financing activity	$	1,562	$	1,514	$	1,640