Sunbeam 2009 Annual Report Download - page 67

As of December 31, 2009, there was $24.1 of unrecognized compensation cost related to non-vested share-based awards. Those
costs are expected to be recognized through 2012 over a weighted-average period of approximately 13 months.
During January 2010, the Board authorized the grant of 1.4 million restricted share awards to certain executive officers. These awards
have a 5 year legal life and their restrictions lapse if and when the Company achieves certain earnings per share targets. The aggregate fair
market value of the awards was approximately $42.8 million based on a grant date fair value of $32.00 per share.
Stockholders’ Equity
In September 2009, the Company announced that the Board had decided to initiate a quarterly cash dividend of $0.075 per share of
the Company’s common stock. The Company expects that the quarterly dividends going forward will be paid during the last week of
October, January, April and July, and anticipates a total annual dividend of $0.30 per share of common stock. However, the actual declaration
of any future cash dividends, and the establishment of record and payment dates, will be subject to final determination by the Board each
quarter after its review of the Company’s financial performance. Cash dividends paid to stockholders in 2009 totaled $6.7. On December 16,
2009, the Board declared quarterly cash dividend of $0.075 per share of the Company’s common stock or approximately $6.7 paid on
January 29, 2010 to stockholders of record as of the close of business on January 4, 2010.
In April 2009, the Company completed an equity offering of 12 million newly-issued shares of common stock at $17.50 per share.
The net proceeds to the Company, after the payment of underwriting discounts and other expenses of the offering, was approximately
$203 million.
In November 2008, the Board declared a dividend of one preferred share purchase right (a “Right”) in connection with its adoption of
a Rights Agreement dated as of November 19, 2008 (the “Plan”), for each outstanding share of common stock of the Company on December
1, 2008 (the “Record Date”). Each share of common stock issued after the Record Date will be issued with an attached Right. The Rights had
an original expiration date of November 19, 2011. In April 2009, the Board approved the early termination of the Plan effective November 18,
2009.
In November 2007, the Board authorized a new stock repurchase program that would allow the Company to repurchase up to $100
of its common stock. The Company repurchased approximately 1.5 million and 1.1 million shares of its common stock in 2008 and 2007,
respectively, under this plan at an average price per share of $15.12 and $26.58, respectively. There were no shares repurchased under this
plan in 2009.
In August 2007, in connection with the K2 acquisition, the Company issued approximately 5.3 million shares of common stock (see
Note 3).
The common stock warrant (the “Warrant”) issued in connection with the Pure Fishing acquisition (see Note 3) grants the holder the
right to at any time after one year from the date of issue to purchase approximately 2.2 million shares of Jarden common stock at an initial
exercise price of $45.32 per share (subject to adjustment as provided therein). The Warrant, which has an initial fair value of approximately
$13, must be exercised in full and expires on March 31, 2012. The Company has the option to require the holder to exercise the Warrant
if at any time after one year from the date of issuance if the closing price of Jarden’s common stock exceeds $50.99 per share (subject to
equitable adjustment for certain transactions) for a period of three consecutive trading days. If the holder of the Note, also issued in
connection with the Pure Fishing acquisition (see Note 3) causes Jarden to redeem the Note, then the threshold price for the right of
mandatory exercise of the Warrant will be reduced from the aforementioned $50.99 per share to $45.32 per share.
14. Earnings Per Share Calculation
A computation of the weighted average shares outstanding is as follows:
Years Ended December 31,
(In millions) 2009 2008 2007
Weighted average shares outstanding:
Basic 84.1 75.2 71.9
Dilutive share-based awards (1) 0.7 — 1.4
Diluted 84.8 75.2 73.3
(1) For 2008, excludes 1.1 million potentially dilutive share-based awards as their effect would be anti-dilutive.
Stock options and warrants to purchase approximately 2.9 million, 3.1 million and 3.1 million shares of the Company’s common stock
at December 31, 2009, 2008 and 2007 had exercise prices that exceeded the average market price of the Company’s common stock for the
three months ended December 31, 2009, 2008 and 2007, respectively. As such, these share-based awards did not affect the computation of
diluted earnings per share.
Notes to Consolidated Financial Statements
Jarden Corporation Annual Report 2009 (Dollars in millions, except per share data and unless otherwise indicated)
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