v2.4.0.6
SHAREHOLDERS' EQUITY (Block)
 12 Months Ended
Dec. 31, 2012
Stockholders Equity Note Abstract  
Stockholders Equity Note Disclosure Text Block

10.       SHAREHOLDERS' EQUITY

 

Conversion Of Class B Common Stock

 

       Shares of Class B common stock are transferable only to Joseph M. Field, David J. Field, certain of their family members, their estates or trusts for any of their benefit. Upon any other transfer, shares of Class B common stock automatically convert into shares of Class A common stock on a one-for-one basis.

 

       During the years ended 2011 and 2010, Joseph M. Field contributed to charitable entities 170,000 and 90,000 shares, respectively. Upon the transfer of these shares, they were automatically converted to shares of Class A common stock.

 

Dividends

 

       The Company does not currently pay and has not paid dividends on its common stock since 2008. Any future dividends will be at the discretion of the Board of Directors based upon the relevant factors at the time of such consideration, including, without limitation, compliance with the restrictions set forth in the Credit Facility.

 

       Under the Credit Facility, the Company has $40 million available for dividends, share repurchases, investments and debt repurchases, which can be used when its pro forma Consolidated Leverage Ratio is less than or equal to 6.0 times (or the maximum permitted at the time if lower). The amount available can increase over time based upon the Company's financial performance and the incremental amount in excess of $40 million can be used when its pro forma Consolidated Leverage Ratio is less than or equal to 5.0 times (or the maximum permitted at the time if lower). There are certain other limitations that apply to its use.

Dividend Equivalents

 

       The Company's grants of RSUs include the right, upon vesting, to receive a cash payment equal to the aggregate amount of dividends, if any, that holders would have received on the shares of common stock underlying their RSUs if such RSUs had been vested during the period.

 

       The following table presents the amounts accrued and unpaid on unvested RSUs as of the periods indicated:

    Dividend Equivalent Liabilities
  Balance Sheet December 31,
  Location 2012 2011
    (amounts in thousands)
         
Short-term  Other current liabilities $ - $ 52
Long-term Other long-term liabilities   221   228
Total   $ 221 $ 280

       The following table presents: (a) the amount of dividend equivalents that were paid to the holders of RSUs that vested; and (b) the tax benefits that were recorded to paid-in capital:

  Years Ended December 31,
  2012 2011 2010
  (amounts in thousands)
          
Dividend equivalents paid $ 43 $ 512 $ 874
Tax benefit recognized in paid-in capital $ - $ - $ -

Deemed Repurchase Of Vested RSUs

 

       Upon vesting of RSUs, a tax obligation is created for both the employer and the employee. Unless employees elect to pay their tax withholding obligations in cash, the Company withholds shares of stock in an amount sufficient to cover their tax withholding obligations. The withholding of these shares by the Company is deemed to be a repurchase of its stock.       

       

       The following table provides summary information on the deemed repurchase of vested RSUs:

 

  Years Ended December 31,
  2012 2011 2010
  (amounts in thousands)
Shares of stock deemed repurchased   199   297   182
Amount recorded as financing activity $ 1,367 $ 3,057 $ 1,628