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Equity
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
Equity

Note 12—Equity

 

Dividend Payments

 

The following table summarizes the quarterly dividends paid by the Company during the six months ended June 30, 2020 (in thousands, except per share amounts):

 

Declaration Date

 

Dividend Per Share

 

 

Aggregate Dividend Amount

 

 

Record Date

 

Payment Date

 

 

 

 

 

 

 

Series 2012-A Preferred Stock (“Preferred Stock”)

January 8, 2020

 

$

0.1594

 

 

$

370

 

 

February 6, 2020

 

February 15, 2020

April 22, 2020

0.1594


370

May 4, 2020
May 15, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

Class A Common Stock and Class B Common Stock

March 11, 2020

 

$

0.0750

 

 

$

1,975

 

 

March 24, 2020

 

April 3, 2020

May 5, 2020

0.0850


2,240

May 19, 2020
May 29, 2020

 

On July 16, 2020, the Company’s Board of Directors declared a quarterly Base Dividend of $0.1594 per share on the Preferred Stock for the second quarter of 2020. The dividend will be paid on or about August 14, 2020 to stockholders of record as of the close of business August 6, 2020.

 

On August 3, 2020, the Company’s Board of Directors declared a quarterly dividend of $0.0850 per share on its Class A common stock and Class B common stock for the second quarter of 2020. The dividend will be paid on or about August 26, 2020 to stockholders of record as of the close of business on August 18, 2020.


The Delaware General Corporation Law allows companies to declare dividends out of “Surplus,” which is calculated by deducting the par value of the company’s stock from the difference between total assets and total liabilities. The Company has elected to record dividends declared against accumulated deficit.

 

Stock Repurchase Program

 

On March 11, 2013, the Board of Directors of the Company approved a program for the repurchase of up to an aggregate of 7.0 million shares of the Company’s Class B common stock. In the three months ended June 30, 2020, the Company acquired 200,873 Class B common stock under the stock repurchase program for an aggregate amount of $1.5 million. In the six months ended June 30, 2020, the Company acquired 213,206 Class B common stock under the stock repurchase program for an aggregate amount of $1.5 million. There were no repurchases under this program in the three and six months ended June 30, 2019. At June 30, 2020, 6.0 million shares remained available for repurchase under the stock repurchase program.


As of June 30, 2020 and December 31, 2019, there were 1.2 million and 1.0 million shares of treasury stock outstanding, respectively, with a cost of $9.2 million and $7.7 million, respectively, at a weighted average cost per share of $7.42 and $7.46, respectively. 

 

Sales of Shares and Warrants

 

On June 8, 2018, the Company sold to Howard S. Jonas, the Chairman of the Company’s Board of Directors and then a principal beneficial owner of the Company's common stock, shares of the Company’s Class B common stock and warrants to purchase an additional 1,048,218 shares of the Company’s Class B common stock at an exercise price of $4.77 per share for an aggregate exercise price of $5.0 million. The warrants will expire in June 2023. In addition, on June 12, 2018, the Company sold to a third-party investor treasury shares of the Company’s Class B common stock for an aggregate sales price of $1.0 million and warrants to purchase an additional 209,644 shares of the Company’s Class B common stock at an exercise price of $4.77 per share for an aggregate exercise price of $1.0 million. As of June 30, 2020, there were outstanding 1,257,862 warrants to purchase the Company’s Class B common stock at $4.77 per share which will expire in June 2023.


Stock-Based Compensation

 

On May 8, 2019 and June 4, 2020, the Company’s stockholders approved an amendment to the Company’s 2011 Stock Option and Incentive Plan (the "2011 Plan") to reserve an additional 372,000 shares and 30,000 shares, respectively, of the Company’s Class B common stock for issuance thereunder. 


On February 11, 2019, the Company issued options to Howard S. Jonas to purchase 126,176 shares of the Company’s Class B common stock at an exercise price of $8.05 per share in lieu of a cash bonus of $0.3 million. These options vest in three equal annual installments beginning on February 11, 2020.


In February 2020, the Company granted certain employees and members of its Board of Directors deferred stock units of 305,000 units, vesting in two tranches upon the achievement of a specified thirty-day average closing price of its common stock within a specified period of time ("market conditions") and the satisfaction of service-based vesting conditions. Each deferred stock unit is equivalent to two shares of Class B common stock of the Company upon achievement of market conditions. The Company used a Monte Carlo simulation model to estimate the grant-date fair value of the awards. Assumptions and estimates utilized in the model include the risk-free interest rate, dividend yield, expected stock volatility based on a combination of the Company’s historical stock volatility.


As of June 30, 2020, there was approximately $3.0 million of total unrecognized compensation costs related to the unvested restricted stock awards. These costs are expected to be recognized over a weighted-average period of approximately 2.6 years.