Quarterly report pursuant to Section 13 or 15(d)


9 Months Ended
Jun. 30, 2018
Federal Home Loan Banks [Abstract]  

Note 10 - Equity

As described in Note 2 – Initial Public Offering, the Company completed an initial public offering of its Class A common stock and certain related transactions during the third quarter of fiscal year 2018. Holders of Class A Common Stock and Class B Common Stock have identical rights to earnings and dividends of the Company. Holders of Class A Common Stock are entitled to one vote per share, and holders of Class B Common Stock are entitled to ten votes per share.

Shares of outstanding Class B Common Stock at June 30, 2018 include 63,000 shares of unvested restricted stock, which were issued on February 23, 2018 and vest on July 1, 2018 (see Note 11 – Equity-based Compensation).

In June 2018, employees holding options under 2010 Non-Plan Stock Option Agreements exercised all options to purchase 768,984 shares of Class B common stock at an exercise price of $5.70. These shares were issued from treasury shares at an average cost of approximately $3.64 per share. The transaction was executed as a cashless exercise through which the Company concurrently repurchased from the option holders the number of shares of Class B common stock required to (i) fund the exercise price for all options and (ii) meet statutory federal, state and payroll tax withholding requirements applicable to the employees associated with their exercises. The Company purchased a total of 521,902 shares of Class B common stock, at the $13.17 closing price of the Company’s Class A common stock on the date of exercise, resulting in a net increase of 247,082 shares of Class B common stock outstanding. Of the aggregate repurchase price, the Company retained $4.4 million which was recorded to additional paid-in capital reflecting the total exercise prices, and withheld $2.5 million which was recorded as a payroll tax liability included as other current liabilities on the Company’s Consolidated Balance Sheet at June 30, 2018.


The following presents changes to the Company’s outstanding shares of common stock, treasury shares and additional paid-in capital for the nine months ended June 30, 2018 (dollars in thousands):


                              Treasury Shares  
     Common Shares
    Class A
     Class B
    Additional Paid-
in Capital
    Shares     Cost  

Balance, September 30, 2017

     41,691,541       —          —       $ 142,385       (3,296,034   $ (11,983

Issuance of restricted shares from treasury

     126,000       —          —         (453     126,000       458  

Reclassification of common stock

     (41,817,541     —          41,817,537       —         —         —    

Conversion of Class B common stock to Class A common stock in connection with initial public offering of Class A common stock

     —         2,600,000        (2,600,000     —         —         —    

Initial public offering of Class A common stock, net of offering costs

     —         9,350,000        —         98,000       —         —    

Cashless option exercise

     —         —          247,082       1,586       247,082       (4,078

Equity-based compensation expense

     —         —          —         975       —         —    



















Balance, June 30, 2018 (unaudited)

     —         11,950,000        39,464,619     $ 242,493       (2,922,952   $ (15,603