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Preferred Stock
9 Months Ended
Sep. 30, 2017
Preferred Stock  
Preferred Stock

10.  Preferred Stock

 

On October 11, 2016, the Company entered into a Stock Purchase Agreement with Development Bank of Japan Inc., relating to the sale and issuance of an aggregate of 1,000,000 shares of the Company’s 6.5% Series A Preferred Stock, $0.01 par value per share (the “Series A Preferred Stock”) at a purchase price of $20.00 per share.

 

The Series A Preferred Stock carries a quarterly dividend at the rate per annum of 6.5% per share, with a $20.00 liquidation preference per share. The purchase and sale of the Series A Preferred Stock closed on October 14, 2016. The net proceeds to the Company after deducting investor fees were $19.8 million. The carrying amounts of the securities will equal the redemption amounts at the earliest redemption date of October 2023.

 

On September 22, 2017, WLFC entered into a Stock Purchase Agreement with Development Bank of Japan Inc. (“DBJ”), relating to the sale and issuance of an aggregate of 1,500,000 shares of the Company’s 6.5% Series A-2 Preferred Stock, $0.01 par value per share (the “Series A-2 Preferred Stock”) at a purchase price of $20.00 per share.

 

The Series A-2 Preferred Stock carries a quarterly dividend at the rate per annum of 6.5% per share, with a $20.00 liquidation preference per share. The purchase and sale of the Series A-2- Preferred Stock closed on September 27, 2017 and the first dividend of $587,671.23 is expected to be paid on January 15, 2018. The net proceeds to the Company after deducting issuance costs were $29.7 million. The carrying amounts of the securities will equal the redemption amounts at the earliest redemption date of September 2024.

 

The rights and privileges of the Preferred Stock are described below:

 

Voting Rights

 

Holders of the Preferred Stock do not have general voting rights.

 

Dividends

 

The Preferred Stock carries a quarterly dividend at the rate per annum of 6.5% per share. As of September 30, 2017, no dividends have been declared or paid.

 

Liquidation Preference

 

The holders of the Preferred Stock have preference in the event of any voluntary or involuntary liquidation, dissolution, or winding-up of the corporation, including a merger or consolidation. Upon such liquidation event, the preferred stockholders are entitled to be paid out of the assets of the Company available for distribution to its stockholders after payment of all the Company’s indebtedness and other obligations and before any payment shall be made to the holders of common stock or any other class or series of stock ranking on liquidation junior to the Preferred Stock an amount equal to the greater of $20.00 per share, plus any declared but unpaid dividends.

 

Redemption

 

The preferred stock has no stated maturity date; however the holders of the Preferred Stock have the option to require the Company to redeem all or any portion of the Preferred Stock for cash upon occurrence of any significant changes in operating results, ownership structure, or liquidity events as defined in the Preferred Stock purchase agreements.  The redemption price is $20 per share plus dividends accrued but not paid.  The Company is accreting the Preferred Stock Series A and Series A-2 to redemption value over the period from the date of issuance to October 2023 and September 2024, respectively.