Stockholders' Equity

3 Months Ended

Mar. 31, 2013

Stockholders' Equity [Abstract]

Stockholders' Equity

9. STOCKHOLDERS’ EQUITY

Common Stock and our 2012 Offering

On July 23, 2012, we amended our charter to (i) rename all of the issued and unissued shares of our common stock, par value $0.01 per share to “Class A common stock,” (ii) effect a 1-for-2 reverse stock split of our Class A common stock, and (iii) change the par value of our Class A common stock to $0.01 per share after the reverse stock split. In addition, we created a new class of common stock, par value $0.01 per share, titled “Class B common stock.” The rights of the Class A common stockholders did not change with the change in the title of the class. Each share of Class B common stock has the following rights:

• the right to vote together with Class A common stockholders on all matters on which holders of our Class A and Class B common stock are entitled to vote;

• one vote with respect to all matters voted upon by our Class A and Class B common stockholders;

• the right to receive distributions equal to any distributions declared on shares of our Class A common stock; and

• liquidation rights equal to the liquidation rights of each share of Class A common stock.

All Class A share amounts and related per share data included in this Quarterly Report have been presented to reflect the reverse stock split.

On August 1, 2012, we completed the sale of 3,650,000 shares of our Class B common stock and simultaneously listed our Class B common stock on the NYSE under the symbol “AMRE.” We received net proceeds of approximately $46.3 million, which were used to repay $45.3 million of mortgage debt. On August 24, 2012, we sold an additional 503,226 shares of our Class B common stock to our underwriters at the offering price pursuant to the exercise of the underwriters’ over-allotment option. We received net proceeds of approximately $6.5 million from the sale of the additional shares. In addition, we issued 312,499 shares of restricted Class B common stock to our officers and directors in connection with our 2012 Offering that will vest over a ten-year period beginning on the fourth anniversary of the grant.

As of both March 31, 2013 and December 31, 2012, there were 11,657,563shares of our Class A common stock issued and outstanding. As of March 31, 2013 and December 31, 2012 there were 4,512,225 and 4,465,725shares of our Class B common stock issued and outstanding, respectively. Our payment of any future dividends to our common stockholders is dependent upon applicable legal and contractual restrictions, as well as our earnings and financial needs.

Consolidation of Class A Common Stock and Class B Common Stock

On April 25, 2013, we filed with the State Department of Assessments and Taxation of Maryland amendments to our charter that (i) changed each issued and unissued share of our Class A common stock into one share of our Class B common stock and (ii) changed the designation of the Class B common stock to “common stock.” The amendments setting forth the change of the shares of Class A common stock into shares of Class B common stock were approved by our stockholders at our 2013 annual meeting of stockholders held on April 18, 2013. The amendment approving the redesignation of the Class B common stock to common stock was approved by our board of directors and did not require stockholder approval.

Equity Incentive Plan

Our 1999 Flexible Incentive Plan is designed to attract and retain the services of our directors and employees that we consider essential to our long-term growth and success. As such, it is designed to provide them with the opportunity to own shares of our restricted common stock. All long-term compensation awards are designed to vest over a period of three to ten years and promote retention of our team. Effective July 23, 2012, we amended the 1999 Flexible Incentive Plan to provide that all future awards are in, or related to, shares of our Class B common stock.

Restricted Stock Issuances

Deferred compensation includes grants of restricted stock to our directors and officers as a form of long-term compensation. The share grants vest over a period of three to ten years. We determine the fair value of the restricted stock as the number of shares awarded multiplied by the fair value per share of our common stock on the grant date. We amortize such fair value ratably over the vesting periods of the respective awards.

The following table presents restricted stock activity during the three months ended March 31, 2013 and 2012:

	2013				2012
			Weighted				Weighted
	Non-vested		average grant		Non-vested		average grant
	Shares		date fair value		Shares		date fair value
Beginning of period		542,517	$	15.24		414,399	$	17.86
Granted		46,500		17.15		117,100		13.50
Vested		(26,494)		16.46		(64,625)		16.52
Forfeited		-		-		-		-
End of period		562,523	$	15.34		466,874	$	16.94

The total grant date fair value of shares vested during the three months ended March 31, 2013 and 2012 was $436,000 and $534,000 respectively. Total compensation cost recognized related to restricted stock during the three months ended March 31, 2013 and 2012, was $267,000 and $144,000, respectively. As of March 31, 2013, total unrecognized compensation cost related to restricted stock was $7.6 million, and the weighted average period over which we expect this cost to be recognized is 7.0 years.