AEA » Topics » 8. Capital Stock

This excerpt taken from the AEA 10-K filed Mar 8, 2010.

14. Capital Stock

        The Company's Amended and Restated Certificate of Incorporation authorizes 250 million shares of par value $.01 per share of common stock and 25 million shares of par value $.01 per share preferred stock. Each share of common stock is entitled to one vote.

        In July 2008, the Company completed the repurchase of its common stock under its stock repurchase program that the Company's Board of Directors approved on May 4, 2005, and twice extended, once on August 16, 2006, and again on February 13, 2008, for a total of $225.0 million in authorized repurchases. The following table provides certain information with respect to the stock purchased under the Company's approved stock repurchase program and stock surrendered by employees to satisfy their tax obligations with respect to the vesting of shares of restricted stock awarded pursuant to the Company's 2004 Omnibus Stock Plan (in thousands).

 
  Year Ended
December 31, 2007
  Year Ended
December 31, 2008
  Year Ended
December 31, 2009
 
 
  Shares   Dollars   Shares   Dollars   Shares   Dollars  

Stock Repurchase Program

    6,502   $ 66,900     11,911   $ 88,915       $  

Omnibus Stock Plan

    11     116     11     47     17     76  
                           

Total

    6,513   $ 67,016     11,922   $ 88,962     17   $ 76  
                           

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Table of Contents


Advance America, Cash Advance Centers, Inc.

Notes to Consolidated Financial Statements (Continued)

December 31, 2007, 2008, and 2009

These excerpts taken from the AEA 10-K filed Mar 4, 2009.

14. Capital Stock

        The Company's Amended and Restated Certificate of Incorporation authorizes 250 million shares of par value $.01 per share of common stock and 25 million shares of par value $.01 per share preferred stock. Each share of common stock is entitled to one vote.

        On May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50.0 million of its outstanding common stock. On August 16, 2006, the Company announced that its Board of Directors had approved an extension of the Company's stock repurchase program authorizing the Company to repurchase up to $100.0 million of its outstanding common stock on and after that date. On February 13, 2008, the Company's Board of Directors approved an extension of the Company's stock repurchase program to cover an additional $75 million of the Company's currently outstanding common stock. In July 2008, the Company completed the repurchase of its common stock under the stock repurchase program. During the years ended December 31, 2006, 2007 and 2008, the Company repurchased 2,820,782, 6,512,462, and 11,921,262 shares of its common stock, respectively, at a cost of approximately $40.1 million, $67.0 and $89.0 million, respectively. For the years ended December 31, 2006, 2007, and 2008, these amounts include 5,482, 10,662, and 10,686 shares of common stock, respectively, which were surrendered by

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Table of Contents


Advance America, Cash Advance Centers, Inc.

Notes to Consolidated Financial Statements (Continued)

December 31, 2006, 2007 and 2008

14. Capital Stock (Continued)


employees to satisfy their tax obligations with respect to the vesting of shares of restricted stock awarded pursuant to the Company's 2004 Omnibus Stock Plan.

14. Capital Stock




        The Company's Amended and Restated Certificate of Incorporation authorizes 250 million shares of par value $.01 per share of common stock and 25 million shares of par value
$.01 per share preferred stock. Each share of common stock is entitled to one vote.



        On
May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50.0 million of its outstanding
common stock. On August 16, 2006, the Company announced that its Board of Directors had approved an extension of the Company's stock repurchase program authorizing the Company to repurchase up
to $100.0 million of its outstanding common stock on and after that date. On February 13, 2008, the Company's Board of Directors approved an extension of the Company's stock repurchase
program to cover an additional $75 million of the Company's currently outstanding common stock. In July 2008, the Company completed the repurchase of its common stock under the stock repurchase
program. During the years ended December 31, 2006, 2007 and 2008, the Company repurchased 2,820,782, 6,512,462, and 11,921,262 shares of its common stock, respectively, at a cost of
approximately $40.1 million, $67.0 and $89.0 million, respectively. For the years ended December 31, 2006, 2007, and 2008, these amounts include 5,482, 10,662, and 10,686 shares
of common stock, respectively, which were surrendered by



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HREF="#bg76801a_main_toc">Table of Contents





Advance America, Cash Advance Centers, Inc.



Notes to Consolidated Financial Statements (Continued)



December 31, 2006, 2007 and 2008




14. Capital Stock (Continued)






employees
to satisfy their tax obligations with respect to the vesting of shares of restricted stock awarded pursuant to the Company's 2004 Omnibus Stock Plan.



These excerpts taken from the AEA 10-K filed Feb 29, 2008.

14.  Capital Stock

        The Company's Amended and Restated Certificate of Incorporation authorizes 250 million shares of par value $.01 per share of common stock and 25 million shares of par value $.01 per share preferred stock. Each share of common stock is entitled to one vote.

        On May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50.0 million of its outstanding common stock. On August 16, 2006, the Company announced that its Board of Directors had approved an extension of the Company's stock repurchase program authorizing the Company to repurchase up to $100.0 million of its outstanding common stock on and after that date. During the years ended December 31, 2005, 2006 and 2007, the Company repurchased, pursuant to its stock repurchase program, 1,963,033, 2,820,782 and 6,512,462 shares of its common stock, respectively, at a cost of approximately $25.7 million, $40.1 and $67.0 million, respectively. For the years ended December 31, 2006 and 2007, these amounts include 5,482 and 10,662 shares of common stock, respectively, which were surrendered by employees to satisfy their tax obligations with respect to the vesting of shares of restricted stock awarded pursuant to the Company's 2004 Omnibus Stock Plan.

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Advance America, Cash Advance Centers, Inc.

Notes to Consolidated Financial Statements (Continued)

December 31, 2005, 2006 and 2007

14.  Capital Stock



        The Company's Amended and Restated Certificate of Incorporation authorizes 250 million shares of par value $.01 per share of common stock and
25 million shares of par value $.01 per share preferred stock. Each share of common stock is entitled to one vote.




        On
May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50.0 million of its outstanding
common stock. On August 16, 2006, the Company announced that its Board of Directors had approved an extension of the Company's stock repurchase program authorizing the Company to repurchase up
to $100.0 million of its outstanding common stock on and after that date. During the years ended December 31, 2005, 2006 and 2007, the Company repurchased, pursuant to its stock
repurchase program, 1,963,033, 2,820,782 and 6,512,462 shares of its common stock, respectively, at a cost of approximately $25.7 million, $40.1 and $67.0 million, respectively. For the
years ended December 31, 2006 and 2007, these amounts include 5,482 and 10,662 shares of common stock, respectively, which were surrendered by employees to satisfy their tax obligations with
respect to the vesting of shares of restricted stock awarded pursuant to the Company's 2004 Omnibus Stock Plan.



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Advance America, Cash Advance Centers, Inc.



Notes to Consolidated Financial Statements (Continued)



December 31, 2005, 2006 and 2007



This excerpt taken from the AEA 10-K filed Mar 1, 2007.

14. Capital Stock

At December 31, 2003, authorized capital stock of the Company consisted of 10,000 shares of common stock without par value. Effective August 11, 2004, the Company filed an Amended and Restated Certificate of Incorporation, which increased the authorized common stock to 250 million shares and also authorized 25 million shares of par value $.01 per share preferred stock. In addition, the Board of Directors declared a 500,000-to-1 stock split of the common stock affected in the form of a stock dividend. The Company also converted its no par common stock into par value $.01 per share common stock. Effective November 23, 2004, the Board of Directors declared a 0.908439145-to-1 reverse stock split of the common stock. Each share of common stock is entitled to one vote.

On December 21, 2004, the Company completed the sale of 14.3 million shares of its common stock at an initial public offering price of $15 per share. The net proceeds of $194.9 million were used to repay borrowings under the Company’s revolving credit facility and debt with related parties.

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Advance America, Cash Advance Centers, Inc.
Notes to Consolidated Financial Statements (Continued)
December 31, 2004, 2005 and 2006

14. Capital Stock (Continued)

On May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50.0 million of its outstanding common stock. On August 16, 2006, the Company announced that its Board of Directors had approved an extension of the Company’s stock repurchase program authorizing the Company to repurchase up to $100.0 million of its outstanding common stock on and after this date. During the years ended December 31, 2005 and 2006, the Company repurchased, pursuant to its stock repurchase program, 1,963,033 and 2,820,782 shares of its common stock, respectively, at a cost of approximately $25.7 million and $40.1 million, respectively.

This excerpt taken from the AEA 10-K filed Mar 16, 2006.

14. Capital Stock

        At December 31, 2003, authorized capital stock of the Company consisted of 10,000 shares of common stock without par value. Effective August 11, 2004, the Company filed an Amended and Restated Certificate of Incorporation, which increased the authorized common stock to 250 million shares and also authorized 25 million shares of par value $.01 per share preferred stock. In addition, the Board of Directors declared a 500,000-to-1 stock split of the common stock affected in the form of a stock dividend. The Company also converted its no par common stock into par value $.01 per share common stock. Effective November 23, 2004, the Board of Directors declared a 0.908439145-to-1 reverse stock split of the common stock. Each share of common stock is entitled to one vote.

        On December 21, 2004, the Company completed the sale of 14.3 million shares of its common stock at an initial public offering price of $15 per share. The net proceeds of $194.9 million were used to repay borrowings under the Company's revolving credit facility and debt with related parties.

        On May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50 million of its currently outstanding common stock. During the year ended December 31, 2005, the Company repurchased, pursuant to its stock repurchase program, 1,963,033 shares of its common stock at a cost of approximately $25.7 million.

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This excerpt taken from the AEA 10-Q filed Nov 14, 2005.
8.   Capital Stock

On May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50 million of its currently outstanding common stock. During the three and nine months ended September 30, 2005, the Company repurchased, pursuant to its stock repurchase program, 520,958 and 888,158 shares of its common stock, respectively, at a cost of approximately $7.0 million and $11.4 million, respectively.

During the three and nine months ended September 30, 2005, the Company cancelled 13,333 and 16,666 shares, respectively, of unvested restricted stock.

In 2004, the Company adopted Statement of Financial Accounting Standards No. 123 (Revised), Share-Based Payment (“SFAS 123(R)”). Accordingly, the Company measures the cost of its share-based employee compensation at fair value and recognizes such cost in the financial statements over the requisite service period.

In August 2005, the Company granted to its new President and Chief Executive Officer options to purchase 250,000 shares of common stock in the Company. The stock options granted vest ratably over a five-year period and expire ten years from the date of grant. The stock options were granted with an exercise price equal to the market value of the Company’s common stock on the date of grant.

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A summary of the Company’s stock option activity and weighted average exercise prices follows:

 

 

Options

 

Exercise Price

 

Outstanding, beginning of period

 

 

 

 

 

Granted

 

250,000

 

 

$

13.83

 

 

Purchased

 

 

 

 

 

Forfeited

 

 

 

 

 

Outstanding, end of period

 

250,000

 

 

$

13.83

 

 

Options exercisable

 

 

 

 

 

Shares of stock outstanding

 

83,053,446

 

 

 

 

 

 

The weighted-average fair value of the options granted was $5.53 per option and was estimated on the date of grant using the Black-Scholes option pricing model using the following assumptions: dividend yield of 2.6%, risk free interest rate of 3.94%, expected volatility of 51% and an expected life of 5.41 years. Compensation expense for the three months and nine months ended September 30, 2005 for these stock options was approximately $23,000.

This excerpt taken from the AEA 10-Q filed Aug 15, 2005.
8.   Capital Stock

On May 4, 2005, the Company announced that its Board of Directors had approved a program authorizing the repurchase by the Company of up to $50 million of its currently outstanding common stock. The Company’s Board of Directors determined that the stock repurchase program will serve the best interest of the Company and its stockholders by returning capital to the Company’s stockholders, by providing an attractive investment opportunity for the Company’s funds, and by reducing the dilutive impact of employee stock incentive programs and potential acquisitions.

Share repurchases will be made from time to time and will be effected on the open market, in block trades, or in privately negotiated transactions, and in compliance with applicable laws, including Securities

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and Exchange Commission Rule 10b-18 and Regulation M. The program does not require the Company to purchase any specific number of shares. Any purchases under the program will depend on market conditions. The Company’s Board of Directors may suspend or cancel the stock repurchase program at any time.

During the three months ended June 30, 2005, the Company repurchased 367,200 shares of its common stock at a cost of approximately $4.5 million.

During the three months ended June 30, 2005, the Company cancelled 3,333 shares of unvested restricted stock.

This excerpt taken from the AEA 10-K filed Mar 31, 2005.

15.   Capital Stock

        At December 31, 2003, authorized capital stock of the Company consisted of 10,000 shares of common stock without par value. Effective August 11, 2004, the Company filed an Amended and Restated Certificate of Incorporation, which increased the authorized common stock to 250 million shares and also authorized 25 milllion shares of par value $.01 per share preferred stock. In addition, the Board of Directors declared a 500,000-to-1 stock split of the common stock effected in the form of a stock dividend. The Company also converted its no par common into par value $.01 per share common. Effective November 23, 2004, the Board of Directors declared a 0.908439145-to-1 reverse stock split of the common stock. Each share of common stock is entitled to one vote. All common stock amounts have been adjusted retroactively to reflect these splits and par value conversion.

        On December 21, 2004, the Company completed the sale of 14.3 million shares of its common stock at an initial public offering price of $15 per share. The net proceeds of $194.9 million were used to repay borrowings under the Company's revolving credit facility and debt with related parties.

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