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SHAREHOLDERS' EQUITY (Block)
 12 Months Ended
Dec. 31, 2016
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.

In connection with the Merger, upon consummation thereof, certain members of the Field family have agreed to convert, or cause to be converted, an aggregate of 3,152,333 shares of Class B common stock to Class A common stock in accordance with the provisions for voluntary conversion of Class B common stock pursuant to Section 10(e)(i) of the Company’s Articles of Incorporation.

Dividends

During the second quarter of 2016, the Company’s Board of Directors commenced an annual $0.30 per share common stock dividend program, with payments that approximate $2.9 million per quarter. 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 Company’s Credit Facility and the Preferred.

The Company paid dividends of $0.4 million on its Preferred in each of the first three quarters of 2016. The Company paid dividends of $0.6 million on its Preferred in both October 2016 and in January 2017.

Under the Credit Facility, the Company has an initial amount of $60 million available for dividends, share repurchases, investments and debt repurchases, which can be used when its Consolidated Leverage Ratio is less than or equal to the maximum permitted at the time. The amount available can increase over time based upon the Company’s financial performance and used when its 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 during the past two years ending December 31, 2016:

Aggregate
PaymentDividendsPayment
Equity TypeDatePer ShareAmount
Common stockJune 15, 2016$ 0.075 $2,885,838
September 15, 2016$ 0.075 $2,886,179
December 15, 2016$ 0.075 $2,891,608
PreferredOctober 16, 2015$ 37,500.00 $412,500
January 16, 2016$ 37,500.00 $412,500
April 16, 2016$ 37,500.00 $412,500
July 16, 2016$ 37,500.00 $412,500
October 16, 2016$ 50,000.00 $550,000

Dividend Equivalents

The Company’s grants of 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 SheetDecember 31,
Location20162015
(amounts in thousands)
Short-term Other current liabilities$260$-
Long-termOther long-term liabilities348210
Total$608$210

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,
201620152014
(amounts in thousands)
Shares of stock deemed repurchased232132142
Amount recorded as financing activity$2,268$1,562$1,514

Employee Stock Purchase Plan

The Company adopted the Entercom 2016 Employee Stock Purchase Plan (the “ESPP”) during the second quarter of 2016 that commenced with the third quarter of 2016. The ESPP allows participants to purchase the Company’s stock equal to 85% of the market value of such shares on the purchase date. The maximum number of shares authorized to be issued under the ESPP is 1.0 million. Pursuant to this plan, the Company does not record compensation expense to the employee as income subject to tax on the difference between the market value and the purchase price, as this plan was designed to meet the requirements of Section 423(b) of the Internal Revenue Code. The Company recognizes the 15% discount in the Company’s consolidated statements of operations as non-cash compensation expense.

Years Ended
December 31,
201620152014
(amounts in thousands)
Number of shares purchased32--
Non-cash compensation expense recognized$67$-$-