XML 66 R17.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Stockholders' Equity (Notes)
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Stockholders' Equity
14.
STOCKHOLDERS' EQUITY
General—Holders of common stock are entitled to one vote for each share on all matters voted upon by the stockholders, including the election of directors and do not have cumulative voting rights. Holders of common stock are entitled to share ratably in net assets upon any dissolution or liquidation after payment of provision for all liabilities and any preferential liquidation rights of our preferred stock then outstanding. Common stock shares are not subject to any redemption provisions and are not convertible into any other shares of capital stock. The rights, preferences and privileges of holders of common stock are subject to those of the holders of any shares of preferred stock that may be issued in the future.
The Board of Directors may authorize the issuance of one or more classes or series of preferred stock without stockholder approval and may establish the voting powers, designations, preferences and rights and restrictions of such shares. No preferred shares have been issued.
Treasury Stock—On November 2, 2018, the Board of Directors approved a plan that authorized stock repurchases of up to 2,000 shares of the Company’s common stock. Under the plan, the Company may repurchase its common stock in the open market or through privately negotiated transactions at such times and at such prices as determined to be in the Company’s best interest. The Company accounts for the repurchase of treasury shares under the cost method. This repurchase program expires on June 30, 2020 and may be modified, extended or terminated by the Board at any time. As mentioned in Note 9 - Debt, the Company’s Credit Agreement entered into on October 2, 2019 contains various usual and customary covenants including one that limits the repurchase of common shares. The Company repurchased 250 and 467 shares of its common stock during fiscal years 2019 and 2018, respectively. See Note 15 - Stock Incentive Plan, for a discussion of share repurchases transferred into treasury stock resulting from tax withholding requirements under our stock incentive plan.
AOCI—The following tables presents changes in AOCI, net of tax, and reclassifications of AOCI into earnings, net of tax:
 
Unrealized Fair Value of Swap (Cash Flow Hedge)
Balance at December 31, 2018
$

OCI before reclassifications
(186
)
Amounts reclassified from AOCI
(23
)
Net OCI
(209
)
Balance at December 31, 2019
$
(209
)
 
Amount Reclassified from AOCI (1)
Interest rate derivatives (interest expense)
$
(30
)
Tax
7

Total net of tax
$
(23
)
(1) See Note 11 - Financial Instruments for further discussion of our cash flow hedges, including the total value reclassified from AOCI to earnings.
Stock Offerings—On October 2, 2019, in connection with the Plateau Acquisition, the Company issued 1,245 shares of the Company’s stock as consideration paid to the Plateau sellers. The value of the shares issued was $16,195 based on Sterling’s closing stock price on October 1, 2019. See Note 3 - Plateau Acquisition for further discussion of the Plateau Acquisition purchase consideration.
On April 3, 2017, in connection with the Tealstone Acquisition, the Company issued 1,882 shares of the Company’s stock as consideration paid to the Tealstone sellers. The value of the shares issued was $17,061 based on the average fair value of the shares on the date of acquisition.