Quarterly report pursuant to Section 13 or 15(d)

Common Stock Transactions

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Common Stock Transactions
3 Months Ended
Mar. 31, 2016
Common Stock Transactions
6. Common Stock Transactions:

As of March 31, 2016, the Company had approximately 16.0 million shares of its common stock outstanding, of which approximately 8.4 million shares, or 53%, were beneficially owned by RVL and its affiliates.

On March 10, 2016, the Company filed a certificate of amendment to its Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of its Common Stock at a ratio of 1-for-10, as approved by the holder of a majority of the Common Stock and the Board (the “Split”), that became effective for trading purposes on March 11, 2016. The number of authorized shares of the Common Stock and the par value of the Common Stock remained unchanged following the Split. Outstanding equity awards and the shares available for future grants under the Company’s 2013 Stock Incentive Plan have been proportionately reduced to give effect to the Split. Additionally, all share amounts in these financial statements have been restated to give effect to the Split, as applicable.

On May 12, 2016, the shareholders will vote on an amendment to the Company’s Certificate of Incorporation to decrease the authorized shares of common stock from 200,000,000 to 35,000,000.

On August 5, 2015, in connection with the Energy Source acquisition (see Note 2), the Company issued 0.88 million of its common shares, valued at $9.7 million, to the sellers of Energy Source, and 0.87 million shares for $9.5 million, net of expenses, to third party investors to fund the cash portion of the purchase price.

The Company has entered into a Management Services Agreement (the “Management Agreement”) with Aston, an affiliate of RVL, and the Company has issued restricted shares to Aston in consideration of services provided. See Note 10.

At March 31, 2016, the Company has reserved common stock for issuance in relation to the following:

 

Employee stock options and restricted stock

     262,968   

Shares to be issued for acquisitions

     279,634   
  

 

 

 

Total reserved shares

     542,602   
  

 

 

 

See Note 11 regarding financing activities subsequent to March 31, 2016.