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Equity
3 Months Ended
Mar. 31, 2014
Equity  
Equity

5.                                    Equity

 

Equity is as follows (in thousands):

 

 

 

Total
Equity

Balance at December 31, 2013

 

$632,438

Net income

 

17,004

Vested stock option and restricted common stock

 

666

Stock option exercise

 

238

Reclassification adjustment

 

(9)

Preferred stock dividends

 

(818)

Common stock dividends

 

(17,742)

Other

 

(7)

Balance at March 31, 2014

 

$631,770

 

Preferred Stock.  At March 31, 2014, we had 2,000,000 shares of our 8.5% Series C Cumulative Convertible Preferred Stock (or Series C preferred stock) outstanding.  Our Series C preferred stock is convertible into 2,000,000 shares of our common stock at $19.25 per share.  Total shares reserved for issuance of common stock related to the conversion of Series C preferred stock were 2,000,000 shares at March 31, 2014.

 

Common Stock.  During the three months ended March 31, 2014 and 2013, we acquired 200 shares and 600 shares, respectively, of common stock held by employees who tendered owned shares to satisfy tax withholding obligations. During 2013, we terminated the equity distribution agreement which allowed us to issue and sell, from time to time, up to $85,686,000 in aggregate offering price of our common shares.  Sales of common shares were made by means of ordinary brokers’ transactions at market prices, in block transactions, or as otherwise agreed between us and our sales agents. During the three months ended March 31, 2013, we sold 126,742 shares of common stock for $4,895,000 in net proceeds under our equity distribution agreement. In conjunction with the sale of common stock, during 2013, we reclassified $662,000 of accumulated costs associated with the equity distribution agreement to additional paid in capital.

 

Available Shelf Registrations.  On July 19, 2013, we filed a Form S-3ASR “shelf” registration statement to replace our prior shelf registration statement.  This current shelf registration statement provides us with the capacity to offer up to $800,000,000 in common stock, preferred stock, warrants, debt, depositary shares, or units.  We may from time to time raise capital under this current shelf registration in amounts, at prices, and on terms to be announced when and if the securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of the offering.

 

Non-controlling Interests. We currently have no limited partners. During 2012, we had one limited partnership. The limited partnership agreement allowed the limited partners to convert, on a one-for-one basis, their limited partnership units into shares of common stock or the cash equivalent, at our option. Since we exercised control, we consolidated the limited partnership and we carried the non-controlling interests at cost. During the three months ended March 31, 2013, we paid $7,000 of accrued distributions to our former limited partners.

 

Distributions.  We declared and paid the following cash dividends (in thousands):

 

 

 

Three months ended March 31, 2014

 

Three months ended March 31, 2013

 

 

Declared

 

Paid

 

Declared

 

Paid

Preferred Stock Series C

 

$     818

 

 

$    818

 

 

     818

 

 

    818

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stock(1) 

 

17,742

 

 

17,742

 

 

14,217

 

 

14,217

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$18,560

 

 

$18,560

 

 

$15,035

 

 

$15,035

 

 

(1)              Represents $0.17 per share per month and $0.155 per share per month for the three months ended March 31, 2014 and 2013, respectively.

 

In April 2014, we declared a monthly cash dividend of $0.17 per share on our common stock for the months of April, May and June, payable on April 30, May 30, and June 30, 2014, respectively, to stockholders of record on April 22, May 22, and June 20, 2014, respectively.

 

Accumulated Other Comprehensive Income.  At March 31, 2014 and December 31, 2013, accumulated comprehensive income of $108,000 and $117,000, respectively, represents the net unrealized holding gains on available-for-sale REMIC Certificates recorded in 2005 when we repurchased the loans in the underlying loan pool.  This amount is being amortized to increase interest income over the remaining life of the loans that we repurchased from the REMIC Pool.

 

Stock-Based Compensation.  During the three months ended March 31, 2014, a total of 10,000 stock options were exercised at a total option value of $238,000 and a total market value on the date of exercise of $390,000. In the comparable 2013 period, a total of 22,000 stock options were exercised at a total option value of $523,000 and a total market value on the date of exercise of $865,000. During the three months ended March 31, 2014, we granted 15,000 options to purchase common stock at an exercise price of $38.43 per share.  These stock options vest ratably over a three-year period from the grant date.  No stock options were granted during the three months ended March 31, 2013. At March 31, 2014, we had 78,334 stock options outstanding and 63,334 stock options are exercisable.

 

At March 31, 2014, the total number of stock options that are scheduled to vest through December 31, 2014, 2015, 2016 and 2017 is 0; 5,000; 5,000 and 5,000, respectively.  We have no stock options outstanding that are scheduled to vest beyond 2017. Compensation expense related to the vesting of stock options for the three months ended March 31, 2014 was $1,000. We did not record compensation expense related to the vesting of stock options for the three months ended March 31, 2013. The remaining compensation expense to be recognized related to the future service period of unvested outstanding stock options for 2014, 2015, 2016 and 2017 is $11,000; $15,000; $15,000 and $2,000, respectively.

 

During the three months ended March 31, 2014, we granted 59,000 shares of restricted common stock at $36.81 per share and 3,000 shares of restricted common stock at $38.43 per share. These shares vest ratably over a three-year period from the grant date. During the three months ended March 31, 2013, we granted 20,000 shares of restricted common stock at $36.26 per share. These shares all vest on June 1, 2016. Also during the three months ended March 31, 2013, we accelerated the vesting of 18,180 shares of restricted common stock due to the retirement of our former Senior Vice President, Marketing and Strategic Planning. Accordingly, we recorded $457,000 of compensation expense related to the accelerated vesting. During the three months ended March 31, 2014 and 2013, we recognized $665,000 and $985,000, respectively, of compensation expense related to the vesting of restricted common stock.