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Note 7 - Equity
3 Months Ended
Mar. 31, 2021
Stockholders Equity Note [Abstract]  
Equity

Note 7 - Equity  

Noncontrolling Interest

As of March 31, 2021, the Company owned an 88.9% interest in the Operating Partnership and investors in the Broad Street Entities receiving OP units as consideration for the Initial Mergers collectively owned an 11.1% interest in the Operating Partnership. Commencing on the 12-month anniversary of the date on which the OP units were issued, each limited partner of the Operating Partnership (other than the Company) has the right, subject to certain terms and conditions, to require the Operating Partnership to redeem all or a portion of the OP units held by such limited partner in exchange for cash based on the market price of the Company’s common stock or, at the Company’s option and sole discretion, for shares of the Company’s common stock on a one-for-one basis.

2020 Equity Incentive Plan

The Company’s 2020 Equity Incentive Plan (the “Plan”) provides for the grant of stock options, share awards (including restricted stock and restricted stock units), share appreciation rights, dividend equivalent rights, performance awards, annual cash incentive awards and other equity-based awards, including LTIP units, which are convertible on a one-for-one basis into OP units. As of March 31, 2021, the Plan had 3,620,000 shares authorized for issuance with 3,466,800 shares available for future issuance, subject to certain adjustments set forth in the Plan. Each share subject to an award granted under the Plan will reduce the available shares under the Plan on a one-for-one basis. The Plan is administered by the compensation committee of the Company’s board of directors.

Restricted Stock

Awards of restricted stock are awards of the Company’s common stock that are subject to restrictions on transferability and other restrictions as established by the Company’s compensation committee on the date of grant that are generally subject to forfeiture if employment (or service as a director) terminates prior to vesting. Upon vesting, all restrictions would lapse. Except to the extent restricted under the award agreement, a participant awarded restricted stock will have all of the rights of a stockholder as to those shares, including, without limitation, the right to vote and the right to receive dividends on the shares.  The value of the awards is determined based on the market value of the Company’s common stock on the date of grant.  The Company expenses the cost of restricted stock ratably over the vesting period.  

The following table summarizes the stock-based award activity under the Plan for the year three months ended March 31, 2021. There was no activity during the three months ended March 31, 2020.

 

 

Restricted Stock Awards

 

 

Weighted-Average Grant Date

Fair Value Per Restricted Stock Award

 

Outstanding as of December 31, 2020

 

 

153,200

 

 

$

0.55

 

Granted

 

 

-

 

 

 

-

 

Outstanding as of March 31, 2021

 

 

153,200

 

 

$

0.55

 

Compensation expense related to these share-based payments for the three months ended March 31, 2021 was approximately $21,000 and was included in general and administrative expenses on the consolidated statement of operations. The remaining unrecognized costs from stock-based awards as of March 31, 2021 was less than $0.1 million and will be recognized over a weighted-average period of 0.8 years.  

Option Awards

In connection with the completion of the Initial Mergers, the Company assumed option awards previously issued to directors and officers of MedAmerica. Details of these options for the three months ended March 31, 2021 and 2020 are presented in the tables below.

 

 

 

Number

of Shares

Underlying Options

 

 

Weighted

Average Exercise

Price Per Share

 

 

Weighted

Average Fair

Value at Grant Date

 

 

Weighted

Average Remaining

Contractual Life

 

 

Intrinsic

Value

 

Balance at December 31, 2020

 

 

70,000

 

 

$

7.71

 

 

$

-

 

 

 

1.76

 

 

$

-

 

Options granted

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Options exercised

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Options expired

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Balance at March 31, 2021

 

 

70,000

 

 

$

7.71

 

 

$

-

 

 

 

1.51

 

 

$

-

 

 

 

 

 

Number

of Shares

Underlying Options

 

 

Weighted

Average Exercise

Price Per Share

 

 

Weighted

Average Fair

Value at Grant Date

 

 

Weighted

Average Remaining

Contractual Life

 

 

Intrinsic

Value

 

Balance at December 31, 2019

 

 

70,000

 

 

$

7.71

 

 

$

-

 

 

 

2.76

 

 

$

-

 

Options granted

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Options exercised

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Options expired

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Balance at March 31, 2020

 

 

70,000

 

 

$

7.71

 

 

$

-

 

 

 

2.51

 

 

$

-

 

The fair values of stock options are estimated using the Black-Scholes method, which takes into account variables such as estimated volatility, expected holding period, dividend yield, and the risk-free interest rate. The risk-free interest rate is the five-year treasury rate at the date of grant. The expected life is based on the contractual life of the options at the date of grant. All 70,000 outstanding options were fully vested at grant date. The exercise price of the outstanding options exceeded the closing price of the Company’s common stock at March 31, 2021. The intrinsic value is not material.