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Note 9 - Stockholders' Equity
 6 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Equity [Text Block]

NOTE 9 – STOCKHOLDERS’ EQUITY

 

Share Repurchase Program

 

In January 2025, the Company’s board of directors authorized a share repurchase program for common stock up to $125 million. The program is scheduled to expire January 2, 2028. The shares may be repurchased at management’s discretion in the open market. The amount and timing of any repurchase will depend on several factors, including share price, general business and market conditions, and alternative investment opportunities. The share repurchase program does not obligate the Company to repurchase shares and may be modified, discontinued, or suspended at any time at the Company’s discretion. Share repurchases made are subject to a 1% excise tax. The impact of this 1% excise tax was less than $1 million for the three and six months ended June 30, 2025.

 

During the three and six months ended June 30, 2025, we repurchased 1,216,956 shares at an average price per share of $12.35 for a total cost of $15 million, which excludes the 1% excise tax on share repurchases. As of June 30, 2025, we had 84,984,602 shares of common stock outstanding. Pursuant to the Merger Agreement, the Company agreed not to repurchase any more shares of its common stock between signing on June 26, 2025 and the earlier of the closing or termination of the Merger Agreement.

 

Equity Compensation Plans

 

The Company's Omnibus Incentive Plan permits the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units and other stock-based and cash-based awards. Since the adoption of the plan, the Company’s Board of Directors has periodically granted stock options, restricted stock awards, restricted stock units and performance share units to directors and employees, but no other types of awards have been granted under the plan. Options and stock appreciation rights may not be granted at prices less than the fair market value of our common stock on the date of the grant, nor for a term exceeding ten years. For employees, vesting generally occurs over a three-year period on the anniversaries of the date specified in the employees’ respective agreements, subject to accelerated vesting under certain circumstances set forth in the agreements, and in any event, no less than one year. Vesting for directors generally occurs on the one-year anniversary of the grant date. A Black-Scholes option-pricing model is used to estimate the fair value of the stock options. A Monte Carlo simulation is completed to estimate the fair value of performance share unit awards with a stock price performance component. We expense the fair value of all equity grants, including performance share unit awards, on a straight-line basis over the vesting period. In 2025, 294,607 performance share unit awards, 95,979 restricted stock awards and 665,474 shares of restricted stock units have been granted to executive management, members of our Board of Directors and employees. Additional performance share unit awards of 101,107 and 35,427 were granted during the first half of 2025 and 2024, respectively, based on performance above the specified target of achievement for performance share unit awards granted in 2021 and 2020, respectively. 

 

Accumulated Other Comprehensive Loss

 

Accumulated other comprehensive loss in the accompanying condensed consolidated balance sheets consists of the following (in millions):

 

  

June 30,

  

December 31,

 
  

2025

  

2024

 

Currency translation adjustments

 $(194) $(236)

Other adjustments

  (1)  (1)

Accumulated other comprehensive loss

 $(195) $(237)

 

Earnings per Share 

 

Earnings per share are calculated in the table below (in millions, except per share amounts):

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

  

June 30,

  

June 30,

 
  

2025

  

2024

  

2025

  

2024

 

Numerator

                

Net income from continuing operations

 $13  $30  $21  $50 

Less: Dividends on Series A Preferred Stock

  -   6   —   12 

Net income from continuing operations attributable to common stockholders used in earnings per share

  13   24   21   38 

Income (loss) from discontinued operations, net of tax

  -   -   (30)  (1)

Net income (loss) attributable to common stockholders

 $13  $24  $(9) $37 
                 

Denominator

                

Average basic shares outstanding

  85.5   85.2   85.6   84.9 

Effect of dilutive securities

  1.1   1.2   —   1.3 

Average diluted shares outstanding

  86.6   86.4   85.6   86.2 
                 

Basic earnings (loss) per common share:

                

Income from continued operations

 $0.15  $0.28  $0.24  $0.45 

Income (loss) from discontinued operations

  -   -   (0.35)  (0.01)

Basic earnings (loss) per common share

 $0.15  $0.28  $(0.11) $0.44 
                 

Diluted earnings (loss) per common share:

                

Income from continued operations

 $0.15  $0.28  $0.24  $0.44 

Income (loss) from discontinued operations

  -   -   (0.35)  (0.01)

Diluted earnings (loss) per common share

 $0.15  $0.28  $(0.11) $0.43 

 

Equity awards and shares of Preferred Stock are disregarded in the calculation of diluted earnings per share if they are determined to be anti-dilutive. For the three months ended  June 30, 2025, we had 1.1 million dilutive and 0.2 million anti-dilutive restricted stock units and performance share units. For the six months ended June 30, 2025, we had 1.5 million anti-dilutive restricted stock units and performance share units. For the three months ended  June 30, 2024, we had 1.2 million dilutive and less than 0.1 million anti-dilutive stock options, restricted stock units and performance share units. For the six months ended June 30, 2024, we had 1.3 million dilutive and 0.3 million anti-dilutive stock options, restricted stock units and performance share units. For the three and six months ended June 30, 2024, the shares of Preferred Stock were anti-dilutive.