STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2015

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

NOTE 15 – STOCKHOLDERS’ EQUITY

Ownership and Warrants

As a result of the May 2012 and March 2013 private offerings of common stock to XL Investments Ltd, an indirectly wholly owned subsidiary of XL Group plc, owns a significant minority investment in the Company. Pursuant to the terms of the May 2012 private offering, the Company agreed to issue to XL Investments Ltd warrants to purchase the Company’s common stock. The warrants were subsequently issued, effective as of September 29, 2012, and entitle XL Investments Ltd, commencing on July 25, 2013 (120 days following the closing of our IPO) to purchase an aggregate of 3,125,000 shares of our common stock at a per share exercise price equal to 105% of the $15.00 IPO price, or $15.75. XL Global, Inc., a subsidiary of XL Group plc, holds a minority stake in the Manager.

Common Stock

The Company has 450,000,000 authorized shares of common stock, par value $0.01 per share, with 14,724,750 and 14,718,750 shares issued and outstanding as of September 30, 2015 and December 31, 2014 respectively.

On February 19, 2014, the Company issued 3,000,000 shares of common stock for $11.30 per share. Net proceeds to the Company were $31,927,377.

The Company granted the underwriters the right to purchase up to an additional 450,000 shares of common stock from the Company at the offering price of $11.30 per share within 30 days after the issuance date of the common stock. The underwriters exercised their right and purchased 300,000 shares of common stock at the offering price of $11.30 per share on March 7, 2014, resulting in additional net proceeds of $3,214,325.

On June 19, 2014, the Company issued 3,500,000 shares of common stock for $11.00 per share. Net proceeds to the Company were $38,442,925.

The Company granted the underwriters the right to purchase up to an additional 525,000 shares of common stock from the Company at the offering price of $11.00 per share within 30 days after the issuance date of the common stock. The underwriters exercised their right and purchased 525,000 shares of common stock at the offering price of $11.00 per share on July 14, 2014, resulting in additional net proceeds of $5,769,750.

 

Preferred Stock

The Company has 50,000,000 authorized shares of preferred stock, par value $0.01 per share, with 1,610,000 shares of 8.75% Series A Cumulative Redeemable Preferred Stock (“Series A Preferred Stock”), par value of $0.01 per share and liquidation preference of $25.00 per share, issued and outstanding as of both September 30, 2015 and December 31, 2014. The Series A Preferred Stock is entitled to receive a dividend rate of 8.75% per year on the $25 liquidation preference and is senior to the common stock with respect to distributions upon liquidation, dissolution or winding up. The Company declares quarterly and pays monthly dividends on the shares of the Series A Preferred Stock, in arrears, on the 27^th day of each month to holders of record at the close of business on the 15^th day of each month.

The Company in connection with a December 2013 public offering of the Series A Preferred Stock granted the underwriters the right to purchase up to an additional 120,000 shares of Series A Preferred Stock from the Company at the offering price of $25.00 per share within 30 days after the issuance date of Series A Preferred Stock. The underwriters fully exercised their right and purchased 120,000 shares of Series A Preferred Stock at $25.00 per share on January 24, 2014, resulting in additional net proceeds of $2,778,201.

On May 27, 2014, the Company closed an offering of 690,000 additional shares of Series A Preferred Stock, including the concurrent exercise of the underwriters’ overallotment option. The net proceeds to the Company from this issuance were $16,325,373.

Deferred Offering Costs

Pursuant to the April 25, 2014 S-3 registration statement, the Company has incurred $1,313,200 in deferred offering expenses. These expenses are being amortized on a straight-line basis over the three year period that the statement is valid. To date the Company has amortized $532,346 in deferred offering cost, of which $344,889 was expensed during the nine month period, resulting in a balance of $780,854.

Distributions to stockholders

For the 2015 taxable year, the Company has declared dividends to common stockholders totaling $15,457,238 or $1.05 per share. The following table presents cash dividends declared and paid by the Company on its common stock for the nine months ended September 30, 2015:

Declaration Date	Record Date	Payment Date	Dividend Amount		Cash Dividend Per Share
December 16, 2014	January 15, 2015	January 29, 2015	$	1,839,844	$	0.12500
December 16, 2014	February 17, 2015	February 26, 2015	$	1,839,844	$	0.12500
December 16, 2014	March 16, 2015	March 30, 2015	$	1,839,844	$	0.12500
March 17, 2015	April 15, 2015	April 27, 2015	$	1,839,844	$	0.12500
March 17, 2015	May 15, 2015	May 27, 2015	$	1,839,844	$	0.12500
March 17, 2015	June 15, 2015	June 29, 2015	$	1,840,594	$	0.12500
June 15, 2015	July 15, 2015	July 30, 2015	$	1,472,475	$	0.10000
June 15, 2015	August 14, 2015	August 28, 2015	$	1,472,475	$	0.10000
June 15, 2015	September 15, 2015	September 29, 2015	$	1,472,475	$	0.10000

The following table presents cash dividends declared by the Company on its Series A Preferred Stock for the nine months ended September 30, 2015:

Declaration Date	Record Date	Payment Date	Dividend Amount		Cash Dividend Per Share
December 16, 2014	January 15, 2015	January 29, 2015	$	293,503	$	0.18230
December 16, 2014	February 17, 2015	February 26, 2015	$	293,503	$	0.18230
December 16, 2014	March 16, 2015	March 30, 2015	$	293,503	$	0.18230
March 17, 2015	April 15, 2015	April 27, 2015	$	293,503	$	0.18230
March 17, 2015	May 15, 2015	May 27, 2015	$	293,503	$	0.18230
March 17, 2015	June 15, 2015	June 29, 2015	$	293,503	$	0.18230
June 15, 2015	July 15, 2015	July 27, 2015	$	293,503	$	0.18230
June 15, 2015	August 14, 2015	August 27, 2015	$	293,503	$	0.18230
June 15, 2015	September 15, 2015	September 28, 2015	$	293,503	$	0.18230

Dividend Reinvestment and Direct Stock Purchase Plan

On May 11, 2015, the Company sponsored a dividend reinvestment and direct stock purchase plan through which stockholders may purchase additional shares of the Company’s common stock by reinvesting some or all of the cash dividends received on shares of the Company’s common stock. Stockholders may also make optional cash purchases of shares of the Company’s common stock subject to certain limitation detailed in the plan prospectus. An aggregate of 2.5 million shares of the Company’s common stock were reserved for issuance under the plan. Since implementation, all reinvestments and new share purchases have been, and are expected to continue being, covered in open market purchases rather than issuance of new shares.