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Shareholders' Equity
 12 Months Ended
Dec. 31, 2012
Shareholders' Equity [Abstract]  
Shareholders' Equity

Note 14. Shareholders’ Equity

 

The Company’s 7.25% Series B Cumulative Redeemable Preferred Stock (“Series B Preferred Stock”) has a liquidation preference of $25.00 per share, has no stated maturity, is not convertible into any other security of the Company, and is redeemable at the Company’s option beginning May 22, 2017 at a price of $25.00 per share plus accrued and unpaid distributions. In May 2012, the Company concluded a public offering of 400,000 shares of Series B Preferred Stock at $23.00 per share, and realized net proceeds, after offering expenses, of approximately $8.6 million. On September 11, 2012, the Company concluded another public offering of 4,200,000 shares of its Series B Preferred Stock at $23.94 per share, and realized net proceeds, after offering expenses, of approximately $96.8 million. On September 14, 2012, the underwriters exercised their over-allotment option to the extent of 630,000 additional shares of the Company’s Series B Preferred Stock, and the Company realized additional net proceeds of $14.5 million. On February 12, 2013, the Company concluded a further public offering of 2,000,000 shares of its Series B Preferred Stock at $24.58 per share, and realized net proceeds, after offering expenses, of approximately $47.6 million. On February 12, 2013, the underwriters exercised their over-allotment option to the extent of 300,000 additional shares of the Company’s Series B Preferred Stock, and the Company realized additional net proceeds of $7.1 million.

 

 In addition, on May 29, 2012 the Company entered into an at-the-market (“ATM”) equity program in which the Company may, from time to time, offer and sell additional shares of its Series B Preferred Stock. During 2012, the Company sold approximately 199,000 shares under the ATM equity program at a weighted average price of $23.23 per share, and realized net proceeds, after offering expenses, of approximately $4.6 million. During the two months ended February 28, 2013, the Company sold approximately 220,000 shares under the ATM equity program at a weighted average price of $24.52 per share, and realized net proceeds, after offering expenses, of approximately $5.3 million. 

 

 The Company’s 8.875%  Series A Cumulative Redeemable Preferred Stock (“Series A Preferred Stock”) has no stated maturity, is not convertible into any other security of the Company, and is redeemable at the Company’s option at a price of $25.00 per share, plus accrued and unpaid distributions. During 2012, the Company redeemed and/or purchased on the open-market approximately 4,992,000 shares of its Series A Preferred Stock for a total cash outlay of $126.4 million (including $1.2 million of redemption costs and $1.6 million of accrued dividends). On February 7, 2013, the Company announced that it would redeem, on or about March 11, 2013, the remaining 1,408,000 shares of its Series A Preferred Stock, requiring a total cash outlay of approximately $35.4 million (including redemption costs and accrued dividends). 

 

The Company has a Dividend Reinvestment and Direct Stock Purchase Plan (“DRIP”) which offers a convenient method for shareholders to invest cash dividends and/or make optional cash payments to purchase shares of the Company’s common stock. Such purchases are at 100% of market value (increased in March 2011 from 98% of market value). During 2012 and 2011, the Company issued 1,000 shares and 693,000 shares of its common stock, respectively, at average prices of $4.96 per share and $6.02 per share, respectively, and realized proceeds after expenses of approximately $6,000 and $4.1 million, respectively. At December 31, 2012, there remained 2,854,000 shares authorized under the DRIP.

 

During 2012, holders of approximately 1,134,000 OP Units (including 564,000 mezzanine OP Units) converted their holdings to shares of the Company’s common stock. In connection therewith, $3.9 million of the carrying value of mezzanine OP Units was reclassified to equity.

 

In connection with an acquisition of a shopping center in 2002, the Operating Partnership issued warrants to purchase approximately 83,000 OP Units at an exercise price of $13.50 per unit. Such warrants expired on May 31, 2012.

 

In connection with a litigation settlement in the Company’s favor in 2011, the Company received a cash payment of $225,000. In addition, the defendants acquired 39,000 shares of the Company’s common stock at an average price of $5.78 per share from which the Company realized additional net proceeds of $225,000.

 

            The following table provides a summary of dividends declared per share:

 

 

 

 

 

 

 

 

 

 

Years ended December 31,

 

 

2012

 

2011

 

2010

Common stock

 

$      0.200

 

$      0.360

 

$      0.270

Cumulative Redeemable Preferred Stock:

 

 

 

 

 

 

8.875% Series A

 

$      2.219

 

$      2.219

 

$      2.219

7.250% Series B

 

$      0.906

 

$              -

 

$              -

 

 

 

 

 

 

 

Dividends paid to common shareholders in 2012, 2011 and 2010 were $14,402,000, $24,705,000 and $22,445,000, respectively. At December 31, 2012 and 2011, there were $1.7 million and $1.6 million of accrued preferred stock dividends.