XML 61 R19.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Stockholders' Equity
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
The Company’s authorized capital stock consists of 400,000,000 shares of common stock, 0.01 par value per share, and 100,000,000 shares of preferred stock, 0.01 par value per share. The Company has an at-the-market equity offering program (the “$300 Million ATM Program”) pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $300.0 million ($148.9 million remaining as of December 31, 2019) in amounts and at times to be determined by the Company from time to time. Prior to the implementation of the $300 Million ATM Program, the Company had a $250.0 million ATM program (the “$250 Million ATM Program”), which was substantially utilized as of May 2019 and is no longer active, and a $200.0 million ATM program (the “$200 Million ATM Program”), which was fully utilized as of June 30, 2018 and is no longer active. Actual sales under the $300 Million ATM Program, if any, will depend on a variety of factors to be determined by the Company from time to time, including, among others, market conditions, the trading price of the Company’s common stock, determinations by the Company of the appropriate sources of funding for the Company and potential uses of funding available to the Company. The Company intends to use the net proceeds from the offering of the shares under the $300 Million ATM Program, if any, for general corporate purposes, which may include future acquisitions and repayment of indebtedness, including borrowings under the Facility. During the year ended December 31, 2019, the Company issued an aggregate of 6,064,576 shares of common stock at a weighted average offering price of $45.85 per share under the $300 Million ATM Program and the $250 Million ATM Program, resulting in net proceeds of approximately $274.0 million and paying total compensation to the applicable sales agents of approximately $4.0 million. During the year ended December 31, 2018, the Company issued an aggregate of 5,492,707 shares of common stock at a weighted average offering price of $38.04 per share under the $250 Million ATM Program and the $200 Million ATM Program, resulting in net proceeds of approximately $205.9 million and paying total compensation to the applicable sales agents of approximately $3.0 million. As of December 31, 2019 and 2018, the Company had shares of common stock having an aggregate offering price of up to $148.9 million available for issuance under the $300 Million ATM Program and $129.9 million available for issuance under the $250 Million ATM Program, respectively.
The Company’s has a share repurchase program authorizing the Company to repurchase up to 3,000,000 shares of its outstanding common stock from time to time through December 31, 2020. Purchases made pursuant to the program will be made in either the open market or in privately negotiated transactions as permitted by federal securities laws and other legal requirements. The timing, manner, price and amount of any repurchases will be determined by the Company in its discretion and will be subject to economic and market conditions, stock price, applicable legal requirements and other factors. The program may be suspended or discontinued at any time. As of December 31, 2019, the Company has not repurchased any shares of stock pursuant to its share repurchase authorization.
On April 30, 2019, the Company’s stockholders approved the 2019 Plan, which replaces the Amended and Restated 2010 Equity Incentive Plan (the “2010 Plan”). The 2019 Plan permits the grant of restricted stock awards, performance share awards and unrestricted stock awards. The maximum number of shares of the Company’s common stock that may be issued under the 2019 Plan is 1,898,961, which consists of (i) 1,510,079 shares initially reserved and available for issuance under the 2019 Plan and (ii) 388,882 shares underlying outstanding awards under the 2010 Plan, which if forfeited, canceled or otherwise terminated under the 2010 Plan shall be added to the shares available for issuance under the 2019 Plan. No further awards will be made under the 2010 Plan.
In connection with the annual meeting of stockholders on April 30, 2019, the Company granted a total of 11,200 shares of unrestricted common stock to its independent directors under the 2019 Plan with a grant date fair value per share of $44.65. The grant date fair value of the unrestricted common stock was determined using the closing price of the Company’s common stock on the date of the grant. The Company recognized approximately $0.5 million in compensation costs for the year ended December 31, 2019 related to this issuance.
On July 19, 2017, the Company redeemed all 1,840,000 outstanding shares of the 7.75% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”) for cash at a redemption price of $25.00 per share, plus an amount per share of $0.096875 representing all accrued and unpaid dividends per share from July 1, 2017 to, but excluding, July 19, 2017. The Company recognized a charge of approximately $1.8 million during the year ended December 31, 2017 representing the write-off of original issuance costs related to the redemption of the Series A Preferred Stock.
As of December 31, 2019, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or Performance Share awards under the 2019 Plan, of which 1,460,991 were remaining and available for issuance. The grant date fair value per share of restricted stock awards issued during the period from February 16, 2010 (commencement of operations) to December 31, 2019 ranged from $14.20 to $50.10. The fair value of the restricted stock that was granted during the year ended December 31, 2019 was approximately $5.2 million and the vesting period for the restricted stock is five years. As of December 31, 2019, the Company had approximately $6.1 million of total unrecognized compensation costs related to restricted stock issuances, which is expected to be recognized over a remaining weighted average period of approximately 3.8 years. The Company recognized compensation costs of approximately $1.9 million, $1.9 million and $1.7 million, respectively, for the years ended December 31, 2019, 2018 and 2017 related to the restricted stock issuances.
The following is a summary of the total restricted shares granted to the Company’s executive officers and employees with the related weighted average grant date fair value share prices for the years ended December 31, 2019, 2018 and 2017.
Restricted Stock Activity:
Shares
Weighted
Average Grant
Date Fair Value
Non-vested shares outstanding as of December 31, 2016395,281  $20.48  
Granted32,247  26.52  
Forfeited(50,008) 21.60  
Vested(20,337) 18.06  
Non-vested shares outstanding as of December 31, 2017357,183  21.01  
Granted53,915  34.63  
Forfeited(11,830) 20.30  
Vested(15,338) 20.21  
Non-vested shares outstanding as of December 31, 2018383,930  22.98  
Granted111,099  46.99  
Forfeited(52,892) 31.02  
Vested(15,367) 23.90  
Non-vested shares outstanding as of December 31, 2019426,770  $28.20  
The following is a vesting schedule of the total non-vested shares of restricted stock outstanding as of December 31, 2019:
Non-vested Shares Vesting ScheduleNumber of Shares
2020295,936  
20218,135  
20227,101  
202332,016  
202483,582  
Thereafter—  
Total Non-vested Shares426,770  
Long-Term Incentive Plan:
As of December 31, 2019, there are three open performance measurement periods for the Performance Share awards: January 1, 2017 to December 31, 2019, January 1, 2018 to December 31, 2020 and January 1, 2019 to December 31, 2021. During the year ended December 31, 2019, the Company issued 196,087 shares of common stock at a price of $36.55 per share related to the Performance Share awards for the performance period from January 1, 2016 to December 31, 2018. The expense related to the open Performance Share awards granted prior to January 1, 2019 varies quarter to quarter based on the Company's relative share price performance.
The following table summarizes certain information with respect to the Performance Share awards granted prior to January 1, 2019 (dollars in thousands):
Fair ValueAccrualExpense
For the Year Ended December 31,
Performance Share PeriodDecember 31, 2019December 31, 2019201920182017
January 1, 2018 - December 31, 2020$6,521  $4,343  $3,208  $1,135  $—  
     January 1, 2017 - December 31, 2019 1
7,290  7,290  3,217  2,540  1,532  
January 1, 2016 - December 31, 2018—  —  —  3,388  2,189  
January 1, 2015 - December 31, 2017—  —  —  —  2,994  
Total$13,811  $11,633  $6,425  $7,063  $6,715  
1Subsequent to December 31, 2019, the compensation committee determined that approximately $7.3 million was earned under the Long-Term Incentive Plan with respect to the performance period that ended on December 31, 2019 and a total of 135,494 shares of common stock were issued to the executives.

Under the Amended LTIP, which the Company amended and restated on January 8, 2019, each participant’s Performance Share target award for target awards granted on or after January 1, 2019 will be expressed as a number of shares of common stock and settled in shares of common stock. Target awards were previously expressed as a dollar amount and settled in shares of common stock. Commencing with Performance Share awards granted on or after January 1, 2019, the grant date fair value of the Performance Share awards will be determined under current accounting treatment using a Monte Carlo simulation model on the date of grant and recognized on a straight-line basis over the performance period.

The following table summarizes certain information with respect to the Performance Share awards granted on or after January 1, 2019 (dollars in thousands):
Expense
For the Year Ended December 31,
Performance Share PeriodFair Value on Date of Grant201920182017
January 1, 2019 - December 31, 2021$4,829  $1,610  $—  $—  
Dividends:
The following table sets forth the cash dividends paid or payable per share during the years ended December 31, 2019 and 2018:
For the Three
Months Ended
Security
Dividend
per Share
Declaration DateRecord DateDate Paid
March 31, 2019Common stock$0.24  February 5, 2019March 29, 2019April 12, 2019
June 30, 2019Common stock$0.24  April 30, 2019July 5, 2019July 19, 2019
September 30, 2019Common stock$0.27  July 26, 2019October 4, 2019October 18, 2019
December 31, 2019Common stock$0.27  October 29, 2019December 31, 2019January 14, 2020
For the Three
Months Ended
Security
Dividend
per Share
Declaration DateRecord DateDate Paid
March 31, 2018Common stock$0.22  February 6, 2018March 28, 2018April 12, 2018
June 30, 2018Common stock$0.22  May 1, 2018July 6, 2018July 20, 2018
September 30, 2018Common stock$0.24  August 1, 2018October 5, 2018October 19, 2018
December 31, 2018Common stock$0.24  October 31, 2018December 18, 2018January 11, 2019
On July 19, 2017, the Company redeemed all 1,840,000 outstanding shares of the Series A Preferred Stock for cash at a redemption price of $25.00 per share, plus an amount per share of $0.096875 representing all accrued and unpaid dividends per share from July 1, 2017 to, but excluding, July 19, 2017.