Classmates.com 2005 Annual Report Download - page 98

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Share repurchases executed under the common stock repurchase program at December 31, 2005 were as follows (in thousands, except per
share amounts):
(1)
All shares were repurchased as part of a publicly announced program.
Dividends
In May, August and October of 2005, the Company’s Board of Directors declared a quarterly cash dividend of $0.20 per share of common
stock. The quarterly dividends were paid on May 31, 2005, August 31, 2005 and November 30, 2005 and totaled $12.6 million, $12.7 million
and $12.8 million, respectively.
The Company’
s Board of Directors declared a quarterly dividend in February 2006, which was paid on February 28, 2006 and totaled $12.9
million.
The payment of future dividends is discretionary and will be subject to determination by the Board of Directors each quarter following its
review of the Company’s financial performance. Dividends declared and paid are not a return of profits but rather a distribution of amounts paid
in by the stockholders.
Under the term loan agreement, repurchases of common stock and the payment of cash dividends were limited, in aggregate, to an
additional $97.3 million at December 31, 2005, subject to further annual limitations. In January 2006, the Company paid, in full, the outstanding
balance of the term loan of approximately $54.2 million. Effective upon payment of the outstanding balance, the Credit Agreement terminated
and is of no further force or effect.
Tender Offer
In November 2004, the Company commenced a modified Dutch auction tender offer to repurchase up to 14.3 million shares of its common
stock at a price ranging from $9.00 to $10.50 per share. The tender offer expired in December 2004, and the Company repurchased 37,662
shares at $10.50 per share, excluding fees and expenses.
F- 29
Period
Shares
Repurchased(1)
Average Price
Paid per Share
Maximum Approximate
Dollar Value that May
Yet be Purchased Under the
Program
August 2001
138
$
1.67
$
9,770
November 2001
469
1.77
8,940
February 2002
727
3.38
6,485
August 2002
288
7.51
27,820
February 2003
193
9.43
26,005
May 2003
281
13.51
22,207
November 2003
2,024
19.76
48,706
February 2004
2,887
16.86
—
May 2004
—
—
100,000
August 2004
2,657
9.41
74,989
February 2005
1,268
11.20
60,782
Total
10,932
$
12.74