Market Information
Our common stock trades on the NYSE under the symbol “AHH.” Below is a summary of the high and low prices of our common stock for each quarterly period since May 8, 2013, the date our common stock began trading on the NYSE, and the cash distributions per share declared by us with respect to each period.
2014 High Low Distributions Declared January 1, 2014—March 31, 2014 $10.65 $ 8.78 $0.16 April 1, 2014—June 30, 2014 10.17 9.32 0.16 July 1, 2014—September 30, 2014 9.93 8.99 0.16 October 1, 2014—December 31, 2014 9.76 8.86 0.16 2013 High Low Distributions Declared May 8, 2013—June 30, 2013(1) $11.85 $10.70 $0.08 July 1, 2013—September 30, 2013 11.84 8.89 0.16 October 1, 2013—December 31, 2013 10.70 9.01 0.16
(1) We completed an initial public offering of shares of our common stock on May 13, 2013.
On December 31, 2014 and March 13, 2015, the closing price of our common stock as reported on the NYSE was $9.49 and $10.48, respectively.
Stock Performance Graph
The following graph sets forth the cumulative total stockholder return (assuming reinvestment of dividends) to our stockholders during the period May 8, 2013, the date our common stock began trading on the NYSE, through December 31, 2014, as well as the corresponding returns on an overall stock market index (Russell 2000 Index) and a peer group index (MSCI US REIT Index). The stock performance graph assumes that $100 was invested on May 8, 2013. Historical total stockholder return is not necessarily indicative of future results. The information in this paragraph and the following graph shall not be deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C, other than as provided in Item 201 of Regulation S-K, or to the liabilities of Section 18 of the Exchange Act, except to the extent we specifically request that such information be treated as soliciting material or specifically incorporate it by reference into a filing under the Securities Act or the Exchange Act.
$70 $80 $90 $100 $110 $120 $130
May-13 Jul-13 Sep-13 Nov-13 Jan-14 Mar-14 May-14 Jul-14 Sep-14 Nov-14 Jan-15
Total Stockholder Return
Armada Hoffler Properties MSCI US REIT Index Russell 2000 Index
Distribution Information
Since our initial quarter as a publicly-traded REIT, we have made regular quarterly distributions to our stockholders. We intend to continue to declare quarterly distributions. However, we cannot provide any assurance as to the amount or timing of future distributions. For a description of restrictions on our ability to make distributions, see “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—New Credit Facility,” and Note 7, “Indebtedness” to our accompanying consolidated and combined financial statements.
Any future distributions will be at the sole discretion of our board of directors, and their form, timing and amount, if any, will depend upon a number of factors, including our actual and projected financial condition, liquidity,
EBITDA, FFO and results of operations, the revenue we actually receive from our properties, our operating expenses, our debt service requirements, our capital expenditures, prohibitions and other limitations under our financing arrangements, as described above, our REIT taxable income, the annual REIT distribution requirements, applicable law and such other factors as our board of directors deems relevant. To the extent that our cash available for
distribution is less than 90% of our REIT taxable income, we may consider various means to cover any such shortfall, including borrowing under our new credit facility or other loans, selling certain of our assets or using a portion of the net proceeds we receive from offerings of equity, equity-related or debt securities or declaring taxable share dividends.
To the extent that we make distributions in excess of our earnings and profits, as computed for federal income tax purposes, these distributions will represent a return of capital, rather than a dividend, for federal income tax purposes. Distributions that are treated as a return of capital for federal income tax purposes will reduce the stockholder’s basis in its shares (but not below zero) and therefore can result in the stockholder having a higher gain upon a subsequent sale of such shares. Return of capital distributions in excess of a stockholder’s basis generally will be treated as gain from the sale of such shares for federal income tax purposes.
Stockholder Information
As of March 13, 2015, there were approximately 90 holders of record of our common stock. However, because many shares of our common stock are held by brokers and other institutions on behalf of stockholders, we believe there are substantially more beneficial holders of our common stock than record holders. As of March 13, 2015, there were 59 holders (other than our company) of our OP units. Our OP units are redeemable for cash or, at our election, for shares of our common stock.
Unregistered Sales of Equity Securities
None.
Issuer Purchases of Equity Securities
During the three months ended December 31, 2014, certain of our employees surrendered shares of common stock owned by them to satisfy their minimum statutory federal and state tax obligations associated with the vesting of restricted shares of common stock issued under our 2013 Equity Incentive Plan. The following table summarizes all of these repurchases during the three months ended December 31, 2014.
Period
Total Number of Shares Purchased
Average Price Paid for Shares
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet be
Purchased Under the Plans or Programs October 1, 2014 through
October 31, 2014 — $ — N/A N/A
November 1, 2014 through
November 30, 2014 63 9.38 N/A N/A
December 1, 2014 through
December 31, 2014 — — N/A N/A