Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity

v3.3.1.900
Stockholders' Equity
 12 Months Ended
Dec. 31, 2015
Equity [Abstract]  
Stockholders' Equity

10. Stockholders’ Equity

Distributions

Our Board of Directors declared the following distributions per share for the years ended December 31, 2015, 2014, and 2013:

 

     For the year ended December 31,  
     2015      2014      2013  

Common Stock

    $ 1.50       $ 1.50       $ 1.50   

Senior Common Stock

      1.05         1.05         1.05   

Series A Preferred Stock

      1.9374996         1.9374996         1.9374996   

Series B Preferred Stock

      1.8750         1.8750         1.8750   

Series C Preferred Stock

      1.7813         1.7813         1.7813   

For federal income tax purposes, distributions paid to stockholders may be characterized as ordinary income, capital gains, return of capital or a combination of the foregoing. We had no capital gains during the last three years. The characterization of distributions during each of the last three years is reflected in the table below:

 

    Ordinary Income     Return of Capital     Long-Term Capital Gains  

Common Stock

      

For the year ended December 31, 2013

     18.32962 %      81.67038 %      0.00000 % 

For the year ended December 31, 2014

     0.00000 %      100.00000 %      0.00000 % 

For the year ended December 31, 2015

     18.80114 %      79.50018 %      1.69868 % 

Senior Common Stock

      

For the year ended December 31, 2013

     100.00000 %      0.00000 %      0.00000 % 

For the year ended December 31, 2014

     0.00000 %      100.00000 %      0.00000 % 

For the year ended December 31, 2015

     91.71368 %      0.00000 %      8.28632 % 

Series A Preferred Stock

      

For the year ended December 31, 2013

     100.00000 %      0.00000 %      0.00000 % 

For the year ended December 31, 2014

     24.10732 %      75.89268 %      0.00000 % 

For the year ended December 31, 2015

     91.71368 %      0.00000 %      8.28632 % 

Series B Preferred Stock

      

For the year ended December 31, 2013

     100.00000 %      0.00000 %      0.00000 % 

For the year ended December 31, 2014

     24.10732 %      75.89268 %      0.00000 % 

For the year ended December 31, 2015

     91.71368 %      0.00000 %      8.28632 % 

Series C Preferred Stock

      

For the year ended December 31, 2013

     100.00000 %      0.00000 %      0.00000 % 

For the year ended December 31, 2014

     24.10732 %      75.89268 %      0.00000 % 

For the year ended December 31, 2015

     91.71368 %      0.00000 %      8.28632 % 

Recent Activity

In September 2014 we entered into an open market sale agreement, or the ATM Program, with Cantor Fitzgerald & Co., or Cantor Fitzgerald, pursuant to which we may, from time to time, offer to sell shares of our common stock with an aggregate sales price of up to $100.0 million on the open market through Cantor Fitzgerald, acting as sales agent and/or principal. During the year ended December 31, 2015, we raised approximately $46.7 million in net proceeds under the ATM Program. As of December 31, 2015, we have sold a total of 4.8 million shares with aggregate gross proceeds of $80.0 million, and had a remaining capacity to sell up to $20.0 million of common stock under the ATM Program.

In March 2011, we commenced an offering of an aggregate of 3,500,000 shares of our Senior Common Stock, par value $0.001 per share, at a price to the public of $15.00 per share, of which 3,000,000 shares were intended to be offered pursuant to the primary offering and 500,000 shares were intended to be offered pursuant to our senior common distribution reinvestment plan, or the DRIP. This offering terminated according to its terms on March 28, 2015. During the three months ended March 31, 2015, we sold 189,052 shares of our Senior Common Stock at $15.00 per share and issued 5,134 shares of our Senior Common Stock under the Dividend Reinvestment Plan, or DRIP, program. The net proceeds, after deducting the underwriting discount and commission, were $2.6 million. At the conclusion of the offering on March 28, 2015, we had sold 927,994 shares of Senior Common Stock, for gross proceeds of $13.9 million, and issued an additional 27,038 shares of Senior Common Stock under the DRIP program.

Note to Employee

The following table is a summary of the note issued to an employee of the Adviser for the exercise of stock options (dollars in thousands). The note, and all corresponding interest, was repaid in full on May 7, 2015:

 

Date Issued

    Outstanding Balance
of Employee Loan
at December 31,
2015		      Outstanding Balance
of Employee Loan
at December 31,
2014		      Maturity Date
of Note		      Interest Rate
on Note		  

Nov 2006

    $ —         $ 375         Nov 2015         8.15 % 

The employee stock option program terminated in 2006. In accordance with ASC 505-10-45-2, “Equity,” receivables from employees for the issuance of capital stock to employees prior to the receipt of cash payment should be reflected in the balance sheet as a reduction to stockholders’ equity. Therefore, this note was recorded as a full recourse loan to the employee and is included in the equity section of the accompanying condensed consolidated balance sheets. There are no notes to employees outstanding as of December 31, 2015.