Rosetta Stone 2015 Annual Report Download - page 91

Table of Contents
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On May 8, 2013, the Company filed a universal shelf registration statement which became effective on May 30, 2013. The registration statement
permitted certain holders of the Company’s stock to offer the shares of common stock held by them. On June 11, 2013 the selling shareholders, ABS Capital
Partners IV Trust and Norwest Equity Partners VIII, LP, sold a combined total of 3,490,000 shares at an offering price of $16.00 per share. During November
and December 2013, ABS Capital Partners IV Trust sold the remainder of its common stock holdings in the Company. The shelf also provides the Company
with the flexibility to offer an amount of equity or issue debt in the amount of $150.0 million. The Company issued and sold an additional 10,000 shares at a
per share price of $16.00 in the offering.
On August 22, 2013, the Company’s Board of Directors approved a share repurchase program under which the Company is authorized to repurchase up
to $25.0 million of its outstanding common stock from time to time in the open market or in privately negotiated transactions depending on market
conditions, other corporate considerations, and applicable legal requirements. The Company expects to fund the repurchases through existing cash balances
and cash generated from operations. For the year ended December 31, 2013, the Company paid $11.4 million to repurchase 1,000,000 shares at a weighted
average price of $11.44 per share as part of this program. No shares were repurchased during the year ended December 31, 2015. Shares repurchased under the
program were recorded as treasury stock on the Company’s consolidated balance sheet. The shares repurchased under this program during the year ended
December 31, 2013 were not the result of an accelerated share repurchase agreement. Management has not made a decision on whether shares purchased
under this program will be retired or reissued.
Holders of the Company's common stock are entitled to receive dividends when and if declared by the Board of Directors out of assets or funds legally
available for that purpose. Future dividends are dependent on the Company's financial condition and results of operations, the capital requirements of its
business, covenants associated with financing arrangements, other contractual restrictions, legal requirements, regulatory constraints, industry practice and
other factors deemed relevant by its Board of Directors.
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The Company maintains a defined contribution 401(k) Plan (the "Plan"). The Company matches employee contributions to the Plan up to 4% of their
compensation. The Company recorded Company contribution matching expenses for the Plan totaling $2.0 million, $2.2 million, and $1.9 million for the
years ended December 31, 2015, 2014 and 2013, respectively.
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2015 Restructuring Actions
In the first quarter of 2015, the Company announced and initiated actions to reduce headcount and other costs in order to support its strategic shift in
business focus.
Restructuring charges included in the Company’s consolidated statement of operations related to the 2015 Restructuring Plan include the following:
• Employee severance and related benefits costs incurred in connection with headcount reductions involving employees primarily in the U.S. and
the U.K.;
• Contract termination costs; and
• Other related costs.
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