Annual report pursuant to Section 13 and 15(d)

Shareholders' Equity

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Shareholders' Equity
12 Months Ended
Dec. 31, 2017
Equity [Abstract]  
Shareholders' Equity

10. SHAREHOLDERS’ EQUITY

 

Treasury stock

 

The Board of Directors of the Company previously approved stock repurchase programs. The last program expired January 25, 2017. As a result of these stock repurchases, the Company has 740,799 shares held as treasury stock at an aggregate cost of $662,000.

 

Common stock

 

In May 2017, the Company completed a registered direct offering of one million shares of its common stock at $2.30 per share, raising net proceeds of approximately $2.0 million. There were no common stock offerings during 2018.

 

Holders of our common stock are entitled to one vote for each share held on all matters properly submitted to a vote of shareholders on which holders of common stock are entitled to vote. Holders of common stocks are entitled to receive dividends only at times and amounts as determined by the Board of Directors. The common stock is not entitled to pre-emptive rights, and is not subject to conversion, redemption or sinking fund provisions.

 

Preferred Stock

 

During the year ended December 31, 2018, the Company completed two additional public offerings of approximately one million shares of its Preferred Stock at $25.00 per share, raising net proceeds of approximately $22.8 million after underwriting commissions and other directly attributable expenses.

 

Between June and December 2017, the Company completed six additional public offerings of approximately 765,000 shares of its Preferred Stock at $25.00 per share, raising net proceeds of approximately $16.4 million after underwriting commissions and expenses.

 

Dividends on the Preferred Stock of $2.75 annually per share are cumulative from the date of issue and are payable each month when, as and if declared by the Company’s Board of Directors. As of December 31, 2018, the Board of Directors has declared monthly dividends on the Preferred Stock payable through February 2019.

 

Commencing on or after November 4, 2020, the Company may redeem, at its option, the Preferred Stock, in whole or in part, at a cash redemption price of $25.00 per share, plus all accrued and unpaid dividends to, but not including the redemption date. The Preferred Stock has no stated maturity, is not subject to any sinking fund or other mandatory redemption, and is not convertible into or exchangeable for any of the Company’s other securities. Holders of the Preferred Stock have no voting rights except for limited voting rights if dividends payable on the Preferred Stock are in arrears for eighteen or more consecutive or non-consecutive monthly dividend periods. If the Company were to liquidate, dissolve or wind up, the holders of the Preferred Stock will have the right to receive $25.00 per share, plus any accumulated and unpaid dividends to, but not including, the date of payment, before any payment is made to the holders of the common stock. The Preferred Stock is listed on the Nasdaq Capital Market under the trading symbol “MTBCP.”

 

Warrants

 

The Company has issued 2,353,489 warrants for its common stock, of which 353,489 remain outstanding at December 31, 2018. The 2,000,000 warrants previously issued at a $5 exercise price expired in May 2018. The outstanding warrants consist of 100,000 warrants at a $5 exercise price which will expire in September, 2022, 125,000 warrants at a $3.92 exercise price which will expire in October 2022, 100,000 warrants at a $5 exercise price which will expire in July, 2023 and 28,489 warrants at a $5.26 exercise price which will expire in September, 2023.