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Common Stock and Non-Controlling Interest

12 Months Ended

Dec. 31, 2020

Noncontrolling Interest [Abstract]

Common Stock and Non-Controlling Interest

COMMON STOCK AND NON-CONTROLLING INTEREST

Common stock

The Company has 100,000,000 shares of common stock ($0.0001 par value) authorized, of which 45,447,751 were issued as of December 31, 2020.

Restricted Securities

On August 12, 2019, the Company's shareholders approved an amendment and restatement of the 2014 Plan that was adopted by the Board on May 14, 2019. The PANGAEA LOGISTICS SOLUTIONS LTD. 2014 SHARE INCENTIVE PLAN (as amended and restated by the Board of Directors on May 14, 2019), (the "Amended Plan"), increased the aggregate number of common shares with respect to which awards may be granted under the Amended Plan, such that the total number of shares made available for grant is 4,500,000.

At December 31, 2020, shares issued to employees under the Amended Plan totaled 2,964,124 after forfeitures. These restricted shares vest at the rate of one-third of the total granted on each of the third, fourth and fifth anniversaries of the vesting commencement date.

Total non-cash compensation cost recognized during the years ended December 31, 2020 and 2019 is $2,314,940 and $1,737,315, respectively, which is included in general and administrative expenses in the consolidated statements of operations.

A summary of activity related to outstanding restricted securities for fiscal years 2020 and 2019 is presented in the table below:

						Restricted Shares						Weighted-Average Grant-Date Fair Value Per Share
Unvested shares at December 31, 2018						1,461,923						$	2.89
Granted						958,480						$	2.94
Vested						(433,667)						$	2.83
Forfeited						(70,918)						$	3.20
Unvested shares at December 31, 2019						1,915,818						$	2.97
Granted						662,301						$	2.78
Vested						(748,026)						$	2.84
Forfeited						(4,667)						$	2.79
Unvested shares at December 31, 2020						1,825,426						$	2.96

						Fiscal Years Ended December 31,
						2020						2019
Fair value of restricted shares vested						$	1,476,300					$	1,406,552
Unrecognized compensation cost for restricted shares						$	4,048,729					$	4,536,683
Weighted average remaining period to expense restricted shares (years)						3.41						3.14

Dividends

Dividends on common stock are recorded when declared by the Board of Directors. Dividends were declared and paid quarterly commencing in May 2019. In March 2020 the Company suspended its dividend due to the uncertainty caused by COVID-19 global pandemic, however it declared a quarterly cash divided in December 2020 which will be payable to shareholders of record as of March 1, 2021.

Dividends payable consist of the following:

						2013 common stock dividend (2)						Dividends payable on issued and outstanding common stock(1)						Total
Balance at December 31, 2018						$	4,063,598					$	—					$	4,063,598
Accrued dividend						—						4,658,576						4,658,576
Paid in cash						(3,585,239)						(4,504,974)						(8,090,213)
Balance at December 31, 2019						478,359						153,602						631,961
Accrued dividend						—						908,955						908,955
Paid in cash						(478,359)						(56,794)						(535,153)
Balance at December 31, 2020						$	—					$	1,005,763					$	1,005,763

(1) Accrued dividends on unvested restricted shares under the Company's incentive compensation plan, plus accrued dividends declared on December 2020 to all shareholders of record as of March 1, 2021.

(2) Payable to related parties.

Noncontrolling Interests

Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of the Company’s subsidiaries and/or consolidated VIEs are reported as non-controlling interest in the accompanying consolidated balance sheets. The non-controlling ownership interest attributable to NBHC and its wholly-owned shipowning subsidiaries amounts to approximately $50,067,000 and $71,003,403 at December 31, 2020 and 2019, respectively.

Non-controlling interest attributable to VBC was approximately $1,598,000 and $1,822,000 at December 31, 2020 and 2019, respectively.

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- Definition

The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-URI http://asc.fasb.org/topic&trid=2197479

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- References

No definition available.

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