Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

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Stockholders' Equity
 9 Months Ended
Sep. 30, 2015
Equity [Abstract]  
Stockholders' Equity

(12)

Stockholders’ Equity

Common Stock, par value $0.001 per share

We are authorized to issue up to 9,000,000 shares of common stock. There were 5,240,619 and 5,653,529 shares of common stock issued and 5,233,869 and 5,646,119 shares outstanding on September 30, 2015 and December 31, 2014, respectively.

As of September 30, 2015, 333,003 shares of common stock were reserved for issuance in connection with incentive stock based awards and common stock to be granted to members of our board of directors, employees and third parties.

Stock Repurchase Program

In August 2015, our board of directors approved an additional $2,000,000 for repurchase of our common stock, bringing the total amount of common stock approved to date for repurchase to $8,000,000 as of September 30, 2015. Our board of directors did not establish an end date for this stock repurchase program.  Shares of common stock may be purchased from time to time on the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Exchange Act, in privately negotiated transactions, including transactions with Liberty Media and its affiliates, or otherwise.  As of September 30, 2015, our cumulative repurchases since December 2012 under our stock repurchase program totaled 1,691,891 shares for $5,931,990, and $2,068,010 remained available under our stock repurchase program.

The following table summarizes our share repurchase activity for the nine months ended:

 

 

 

September 30, 2015

 

 

September 30, 2014

 

Share Repurchase Type

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

Open Market and Privately Negotiated Repurchases (a)

 

 

432,616

 

 

$

1,646,798

 

 

 

273,436

 

 

$

909,609

 

Liberty Media (b)

 

 

—

 

 

 

—

 

 

 

92,889

 

 

 

340,000

 

May 2014 ASR Agreement (c)

 

 

—

 

 

 

—

 

 

 

151,846

 

 

 

506,404

 

August 2014 ASR Agreement (d)

 

 

—

 

 

 

—

 

 

 

51,885

 

 

 

250,000

 

Total Repurchases

 

 

432,616

 

 

$

1,646,798

 

 

 

570,056

 

 

$

2,006,013

 

 

(a)

As of September 30, 2015, $25,104 of common stock repurchases had not settled, nor been retired, and were recorded as Treasury stock within our unaudited consolidated balance sheets and unaudited consolidated statements of stockholders’ equity.  

(b)

On April 25, 2014, we completed the final purchase installment under an agreement with Liberty Media.

(c)

In May 2014, we entered into an accelerated share repurchase agreement (the “May 2014 ASR Agreement”) under which we prepaid $600,000 to a third-party financial institution to repurchase our common stock.  Under the May 2014 ASR Agreement, we received 151,846 shares of our common stock during the nine months ended September 30, 2014 which were retired upon receipt and the counterparty returned to us $93,596 for the unused portion of the original prepayment.

(d)

In August 2014, we entered into an accelerated share repurchase agreement (the “August 2014 ASR Agreement”) under which we prepaid $250,000 to a third-party financial institution to repurchase our common stock.  During the nine months ended September 30, 2014, we received 51,885 shares of our common stock that were retired upon receipt and an additional 19,432 shares of our common stock were received and retired in October 2014.

Preferred Stock, par value $0.001 per share

We are authorized to issue up to 50,000 shares of undesignated preferred stock with a liquidation preference of $0.001 per share.  There were no shares of preferred stock issued or outstanding as of September 30, 2015 and December 31, 2014.

Warrants

We have issued warrants to purchase shares of our common stock in connection with distribution and programming agreements.  As of December 31, 2014, 16,667 warrants to acquire an equal number of shares of common stock with an exercise price of $2.50 per share were outstanding and fully vested.  During the second quarter of 2015, the remaining 16,667 warrants were exercised on a net settlement basis, resulting in the issuance of 6,010 shares of our common stock.  Except for an insignificant amount of warrant expense associated with the extension of the warrants during the three months ended March 31, 2015, we did not incur warrant related expenses during the three and nine months ended September 30, 2015 and 2014.  Warrants were included in our calculation of diluted net income per common share as the effect was dilutive for the three and nine months ended September 30, 2014.  As of September 30, 2015, there were no warrants outstanding.