Classmates.com 2008 Annual Report Download - page 136

Table of Contents
UNITED ONLINE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
9. STOCKHOLDERS' EQUITY (Continued)
Common Stock Subject to Repurchase Rights
At December 31, 2007, there were 350,000 shares of common stock that were subject to repurchase related to unvested shares under
restricted stock agreements. The 350,000 restricted shares outstanding at December 31, 2007 vested entirely at the end of a four-year vesting
period in January 2008, at which time 142,000 shares were withheld and employee withholding taxes of $1.5 million were paid.
Common Stock Repurchases
The Company's Board of Directors authorized a common stock repurchase program (the "program") that allows the Company to repurchase
shares of its common stock through open market or privately negotiated transactions based on prevailing market conditions and other factors
through December 31, 2009. From August 2001 through December 31, 2008, the Company had repurchased $139.2 million of its common stock
under the program. The Company has not repurchased any shares of its common stock under the program since February 2005 and, at
December 31, 2008, the remaining amount available under the program was $60.8 million.
Shares withheld upon vesting of restricted stock units and restricted stock awards and upon the issuance of stock awards to pay applicable
employee withholding taxes are considered common stock repurchases, but are not counted as purchases against the program. Upon vesting, the
Company currently does not collect the applicable employee withholding taxes from employees. Instead, the Company automatically withholds,
from the restricted stock units and restricted stock awards that vest, and from the stock awards that are issued, the portion of those shares with a
fair market value equal to the amount of the employee withholding taxes due, which is accounted for as a repurchase of common stock. The
Company then pays the applicable withholding taxes in cash. The amounts remitted in the years ended December 31, 2008 and 2007 were
$8.8 million and $5.6 million, respectively, for which the Company withheld 806,000 and 390,000 shares, respectively, that were underlying the
restricted stock units and restricted stock awards which vested and stock awards that were issued.
Dividends
Dividends are paid on shares of common stock and unvested restricted stock units outstanding as of the record date.
In January, April and July 2008, the Company's Board of Directors declared quarterly cash dividends of $0.20 per share of common stock.
The dividends were paid on February 29, 2008, May 30, 2008 and August 29, 2008 and totaled $14.6 million, $14.9 million and $14.9 million,
respectively. Following the closing of the FTD acquisition, the Board of Directors decreased the Company's quarterly cash dividend from $0.20
per share of common stock to $0.10 per share of common stock. In October 2008, the Company's Board of Directors declared a quarterly cash
dividend of $0.10 per share of common stock. The dividend was paid on November 28, 2008 and amounted to $9.0 million. In January 2009, the
Company's Board of Directors declared a quarterly cash dividend of $0.10 per share of common stock. The record date for the dividend was
February 13, 2009. The dividend was paid on February 27, 2009 and totaled $8.8 million.
The payment of future dividends is discretionary and is subject to determination by the Company's Board of Directors each quarter
following its review of the Company's financial performance and other
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