Shareholders' Equity and Earnings Per Common Share (Q3)

9 Months Ended

12 Months Ended

Sep. 30, 2017

Dec. 31, 2016

SHAREHOLDERS' EQUITY AND INCOME PER COMMON SHARE [Abstract]

Shareholders' Equity and Earnings Per Common Share

Shareholders’ Equity and Earnings Per Common Share

On January 23, 2017, our Board of Directors authorized a share repurchase plan (the “Repurchase Plan”) to buy back up to 5% of our outstanding common stock through December 31, 2017. We expect to accomplish the repurchases through open market transactions, though we could affect repurchases through other means, such as privately negotiated transactions. The timing and amount of any share repurchases will depend on a variety of factors, including, among others, securities law restrictions, the trading price of our common stock, regulatory requirements, potential alternative uses for capital, and our financial performance. The Repurchase Plan does not obligate us to acquire any particular amount of common stock, and it may be modified or suspended at any time at our discretion. We expect to fund any repurchases from cash on hand. We did not repurchase any shares of common stock during the nine months ended September 30, 2017.

A reconciliation of basic and diluted net income per common share follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
	(In thousands, except per share amounts)
Net income	$	6,859	$	6,373	$	18,764	$	16,911
Weighted average shares outstanding⁽¹⁾		21,334		21,232		21,325		21,421
Effect of stock options		138		149		144		150
Stock units for deferred compensation plan for non-employee directors		121		116		120		115
Performance share units		59		52		57		42
Restricted stock units		—		—		—		46
Weighted average shares outstanding for calculation of diluted earnings per share		21,652		21,549		21,646		21,774
Net income per common share
Basic⁽¹⁾	$	0.32	$	0.30	$	0.88	$	0.79
Diluted	$	0.32	$	0.30	$	0.87	$	0.78

(1)

Basic net income per common share includes weighted average common shares outstanding during the period and participating share awards.

Weighted average stock options outstanding that were not considered in computing diluted net income per share because they were anti-dilutive were zero for both the three and nine month periods ended September 30, 2017, and totaled 0.03 million for both the three and nine month periods ended September 30, 2016.

NOTE 12 – SHAREHOLDERS’ EQUITY AND INCOME PER COMMON SHARE

On January 21, 2016 and 2015, our Board of Directors authorized share repurchase plans to buy back up to 5% of our outstanding common stock through the end of each respective year. On April 26, 2016 our Board of Directors authorized a $5.0 million expansion of the 2016 repurchase plan. During 2016 and 2015 repurchases were made through open market transactions and totaled 1,153,136 and 967,199 shares of common stock, respectively for an aggregate purchase price of $16.9 million and $13.5 million, respectively.

On November 15, 2011, we entered into a Tax Benefits Preservation Plan (the “Preservation Plan”) with our stock transfer agent, American Stock Transfer & Trust Company. Our Board of Directors adopted the Preservation Plan in an effort to protect the value to our shareholders of our ability to use deferred tax assets, such as net operating loss carry forwards, to reduce potential future federal income tax obligations. Under federal tax rules, this value could be lost in the event we experienced an “ownership change,” as defined in Section 382 of the federal Internal Revenue Code. The Preservation Plan attempted to protect this value by reducing the likelihood that we would experience such an ownership change by discouraging any person who is not already a 5% shareholder from becoming a 5% shareholder (with certain limited exceptions).

On October 25, 2016, the Board of Directors took affirmative action to not renew the Preservation Plan, which expired on November 15, 2016. None of the Rights had been exercised or had become exercisable because no unpermitted 4.99% or more change in the beneficial ownership of the outstanding common stock had occurred.

A reconciliation of basic and diluted net income per common share for the years ended December 31 follows:

	2016		2015		2014
	(In thousands, except per share amounts)
Net income	$	22,766	$	20,017	$	18,021

Weighted average shares outstanding⁽¹⁾		21,378		22,716		22,927
Effect of stock options		151		119		124
Stock units for deferred compensation plan for non-employee directors		115		112		114
Performance share units		48		—		—
Restricted stock units		35		233		306
Weighted average shares outstanding for calculation of diluted earnings per share		21,727		23,180		23,471

Net income per common share
Basic⁽¹⁾	$	1.06	$	0.88	$	0.79
Diluted	$	1.05	$	0.86	$	0.77

(1)

Basic net income per common share includes weighted average common shares outstanding during the period and participating share awards.

Weighted average stock options outstanding that were not considered in computing diluted net income per common share because they were anti-dilutive totaled zero, 0.03 million and 0.03 million for 2016, 2015 and 2014, respectively.