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Stockholders' Equity
 3 Months Ended
Mar. 31, 2015
Stockholders' Equity [Abstract]  
Stockholders' Equity

Note 7.  Stockholders’ Equity 

 

The Company’s authorized capital stock consists of 400,000,000 shares of common stock, $0.01 par value per share, and 100,000,000 shares of preferred stock, $0.01 par value per share. In addition, the Company has an at-the-market equity offering program (the “ATM Program”) pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $100.0 million in amounts and at times to be determined by the Company from time to time. Actual sales, if any, will depend on a variety of factors to be determined by the Company from time to time, including, among others, market conditions, the trading price of the Company’s common stock, determinations by the Company of the appropriate sources of funding for the Company and potential uses of funding available to the Company. The Company intends to use the net proceeds from the offering of the shares under the ATM Program, if any, for general corporate purposes, which may include future acquisitions and repayment of indebtedness, including borrowings under the Facility. During both the three months ended March 31, 2015 and 2014, the Company did not issue any shares of common stock under the ATM Program. 

 

As of March 31, 2015 and December 31, 2014, 1,840,000 shares of 7.75% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”) were issued and outstanding. Dividends on the Series A Preferred Stock are payable when, as and if authorized by the Company's board of directors quarterly in arrears on or about the last day of March, June, September and December of each year. The Series A Preferred Stock ranks, with respect to dividend rights and rights upon the Company’s liquidation, dissolution or winding-up, senior to the Company’s common stock.

 

Generally, the Company may not redeem the Series A Preferred Stock prior to July 19, 2017, except in limited circumstances relating to the Company’s ability to qualify as a REIT, and pursuant to a special optional redemption related to a specified change of control (as defined in the articles supplementary for the Series A Preferred Stock). On and after July 19, 2017, the Company may, at its option, redeem the Series A Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus any accrued and unpaid dividends (whether or not authorized or declared) up to but excluding the redemption date.

 

As of March 31, 2015, there were 1,705,000 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or Performance Share awards under the Company’s Amended and Restated 2010 Equity Incentive Plan (the “Plan”), of which 1,279,183 were remaining to be issued. The grant date fair value per share of restricted stock awards issued during the period from February 16, 2010 (commencement of operations) to March 31, 2015 ranged from $14.20 to $23.39. The grant date fair value of the restricted stock was determined using the initial public offering price of $20.00 for grants issued on February 16, 2010 (commencement of operations) and for all grants issued after the commencement of operations, the Company uses the closing price of the Company’s common stock on the date of grant. The fair value of the restricted stock that was granted during the three months ended March 31, 2015 was $0.6  million and the vesting period for the restricted stock is five years. As of March 31, 2015, the Company had approximately $2.2 million of total unrecognized compensation costs related to restricted stock issuances, which is expected to be recognized over a remaining weighted average period of approximately 3.6 years. The Company recognized compensation costs of approximately $0.2 million for both the three months ended March 31, 2015 and 2014, related to the restricted stock issuances. The following is a summary of the total restricted shares granted to the Company’s executive officers and employees with the related weighted average grant date fair value share prices for the three months ended March 31, 2015.

 

Restricted Stock Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Weighted Average Grant Date Fair Value

Non-vested shares outstanding as of December 31, 2014

 
156,488 

 

$
17.45 

Granted

 
25,657 

 

 
23.39 

Forfeited

 

 -

 

 

 -

Vested 1

 
(60,238)

 

 
18.13 

Non-vested shares outstanding as of March 31, 2015

 
121,907 

 

$
18.36 

 

1 Includes 20,035 shares withheld by the Company to satisfy the minimum tax withholding requirements in accordance with the terms of the Plan.

 

The following is a vesting schedule of the total non-vested shares of restricted stock outstanding as of March 31, 2015:

 

 

 

 

 

 

 

Non-vested Shares Vesting Schedule

 

Number of Shares

2015 (9 months)

 
870 

2016

 
40,330 

2017

 
34,662 

2018

 
25,290 

2019

 
15,629 

Thereafter

 
5,126 

Total Non-vested Shares

 
121,907 

 

Long-Term Incentive Plan:

 

As of March 31, 2015, there are three open performance measurement periods for the Performance Share awards: January 1, 2013 to December 31, 2015, January 1, 2014 to December 31, 2016 and January 1, 2015 to December 31, 2017. The Performance Share awards related to the performance measurement periods from February 16, 2010 to December 31, 2014 resulted in no compensation expense as the compensation committee determined that the Company’s total shareholder return did not exceed the applicable metrics during the performance measurement period. The Company recorded compensation costs of approximately $1.4 million and $0.3 million, respectively, for the three months ended March 31, 2015 and 2014 related to the Performance Share awards. As of March 31, 2015 and December 31, 2014, approximately $3.3 million and $1.9 million, respectively, of accrued compensation costs related to the Performance Share awards were included as a component of accounts payable and other liabilities in the accompanying consolidated balance sheets.

 

Dividends:

 

The following table sets forth the cash dividends paid or payable per share during the three months ended March 31, 2015:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended

 

Security

 

 

Dividend per Share

 

Declaration Date

 

Record Date

 

Date Paid

March 31, 2015

 

Common stock

 

$
0.160000 

 

February 18, 2015

 

April 7, 2015

 

April 21, 2015

March 31, 2015

 

Preferred stock

 

$
0.484375 

 

February 18, 2015

 

March 10, 2015

 

March 31, 2015