Capital Structure and Accumulated Comprehensive Income | 6 Months Ended |
Jun. 30, 2014 |
Equity [Abstract] | ' |
Capital Structure and Accumulated Comprehensive Income | ' |
CAPITAL STRUCTURE AND ACCUMULATED COMPREHENSIVE INCOME |
Common Stock |
Our Amended and Restated Certificate of Incorporation, authorizes up to 500,000,000 shares of common stock, par value of $0.01. Subject to the rights of holders of any series of preferred stock, all of the voting power of the stockholders of Holdings shall be vested in the holders of the common stock. There were 53,847,267 shares of common stock issued and outstanding at June 30, 2014. As of June 30, 2013, there were 53,069,657 shares issued and outstanding. |
In 2014, our Board of Directors declared quarterly cash dividends as follows: |
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Dividends per Common Share | | Declaration Date | | Record Date | | Payable Date | | | | | | | |
$ | 0.125 | | | February 6, 2014 | | March 14, 2014 | | April 1, 2014 | | | | | | | |
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$ | 0.125 | | | April 25, 2014 | | June 13, 2014 | | July 3, 2014 | | | | | | | |
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All dividends were paid as scheduled. |
Any determination to pay dividends and other distributions in cash, stock, or property by Holdings in the future will be at the discretion of our Board of Directors and will be dependent on then-existing conditions, including our business conditions, our financial condition, results of operations, liquidity, capital requirements, contractual restrictions including restrictive covenants contained in our debt agreements, and other factors. Additionally, because we are a holding company, our ability to pay dividends on our common stock may be limited by restrictions on the ability of our subsidiaries to pay dividends or make distributions to us, including restrictions under the terms of the agreements governing our indebtedness. |
Preferred Stock |
Our Amended and Restated Certificate of Incorporation authorizes our Board of Directors to issue up to 10,000,000 shares, in the aggregate, of preferred stock, par value of $0.01 in one or more series, to fix the powers, preferences and other rights of such series, and any qualifications, limitations or restrictions thereof, including the dividend rate, conversion rights, voting rights, redemption rights and liquidation preference, and to fix the number of shares to be included in any such series, without any further vote or action by our stockholders. |
There are no shares of preferred stock issued or outstanding at June 30, 2014 and 2013. At present, we have no plans to issue any preferred stock. |
Share Repurchase Program |
On June 11, 2012, our Board of Directors authorized us to repurchase up to $25.0 million of our common stock. The authorization was initially for a period of 18 months, concluding on December 11, 2013, but on November 4, 2013, our Board of Directors extended the repurchase program through December 11, 2014. We are authorized to repurchase, from time to time, shares of our outstanding common stock on the open market or in privately negotiated transactions. Stock repurchases will be funded using our available liquidity. The timing and amount of stock repurchases will depend on a variety of factors, including the market conditions as well as corporate and regulatory considerations. The share repurchase program may be suspended, modified or discontinued at any time and we have no obligation to repurchase any additional amount of our common stock under the program. We intend to make all repurchases in compliance with applicable regulatory guidelines and to administer the plan in accordance with applicable laws, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended. As part of the program, as of June 30, 2014, we have repurchased 100,000 shares of our common stock at an average price of $10.72 and are authorized to repurchase up to an additional $23.9 million of our common stock. As of June 30, 2014, all of the 100,000 shares repurchased to date have been re-issued to satisfy employee option exercises. |
Accumulated Other Comprehensive Income |
Accumulated other comprehensive income (loss) consists of fair value adjustments associated with cash flow hedges and accumulated adjustments for net experience losses and prior service cost related to employee benefit plans. The following table presents the changes in accumulated other comprehensive income by component during the six months ended June 30, 2014: |
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| For the Six Months Ended June 30, 2014 |
| Unrealized | | Unrealized | | Pension and | | Total |
gain/(loss) on | gain/(loss) on | other |
cash flow hedges | short-term | post-retirement |
| investments | benefits liability |
Beginning Balance | $ | (79 | ) | | $ | (27 | ) | | $ | (3,911 | ) | | $ | (4,017 | ) |
Other comprehensive income (loss) before reclassifications | (57 | ) | | 23 | | | — | | | (34 | ) |
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Amounts reclassed from accumulated other comprehensive income | 4 | | | — | | | 298 | | | 302 | |
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Ending Balance | $ | (132 | ) | | $ | (4 | ) | | $ | (3,613 | ) | | $ | (3,749 | ) |
Amounts reclassed from accumulated other comprehensive income (loss) related to cash flow hedges category are included in interest expense in our Income Statements and amounts reclassed related to pension and other post-retirement benefits liability category are included in the computation of net periodic pension costs, respectively, at their before tax amounts. |