Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information
On October 12, 2021, our shares of common stock began trading on the NYSE under the ticker symbol "IVT". Prior to that time, there was no public market for the shares of the Company's common stock.
Reverse Stock Split
On August 5, 2021, we effected a 1-for-10 reverse stock split of our common stock. As a result of the reverse stock split, every ten shares of issued and outstanding common stock were changed into one share of common stock, with any fractional shares being rounded up to the next higher whole share. Immediately after effecting the reverse stock split, we decreased the par value of each issued and outstanding share of common stock from $0.01 par value per share to $0.001 par value per share. Unless otherwise noted, the share and per share information of our common stock in this Annual Report and accompanying consolidated financial statements have been retroactively adjusted to give effect to the 1-for-10 reverse stock split for all periods presented.
As of February 1, 2022, there were 28,226 holders of record of shares of our outstanding common stock.
In order to comply with certain requirements related to our qualification as a REIT, our charter, subject to certain exceptions, contains restrictions on the number of shares of our common stock that a person may own. Our charter provides that no person may beneficially or constructively own more than 9.8% in value or in number of shares, whichever is more restrictive, of the outstanding shares of any class or series of our capital stock.
Issuer Purchases of Equity Securities
Suspension of Third Amended and Restated Share Repurchase Program
On April 6, 2021, we adopted the Third Amended and Restated Share Repurchase Program, (as amended, the "Share Repurchase Program" or "SRP"). On April 12, 2021, we announced the reinstatement of the SRP, effective May 14, 2021, for qualifying stockholders. The repurchase price per share of $21.70 for eligible stockholders was equal to a 25% discount to the most recent estimated Net Asset Value ("NAV") per share of the Company's common stock established by the Board, which was $28.90 per share as of December 1, 2020. During the year ended December 31, 2021, 755,643 shares were repurchased in connection with the SRP at a price per share of $21.70. On August 5, 2021, the Board suspended the SRP effective September 5, 2021.
Tender Offer
In connection with the NYSE Listing, the Board approved a modified "Dutch Auction" tender offer to purchase up to $100.0 million in value of the Company's shares of common stock (the "Tender Offer"), which commenced on October 12, 2021 and expired on November 8, 2021. The Company accepted for purchase 4,000,000 shares of its common stock at a purchase price of $25.00 per share, for an aggregate purchase price of approximately $100.0 million, excluding related fees and expenses. The Company funded the Tender Offer and all related costs from its available liquidity on November 12, 2021.
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Additionally, during 2021, certain of the Company's employees surrendered shares of common stock to satisfy their tax withholding obligations associated with the vesting of shares of common stock issued under the Incentive Award Plan. The following is a summary of all share repurchases during the fourth quarter of 2021:
Period Total No. of Shares Purchased Average Price Paid per Share Total No. of Shares Purchased as Part of Publicly Announced Plans or Programs Approx. Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (a)
October 1 - October 31, 2021 $ — $ — $ — $ —
November 1 - November 30, 2021 — — — —
December 1 - December 31, 2021 (b)
60,313 27.45 — —
Total $ 60,313 $ 27.45 $ — $ —
(a) Represents amount outstanding under the Company's SRP. This program was suspended effective September 5, 2021. As such, no shares were repurchased under the SRP during the fourth quarter of 2021.
(b) Consists of shares of common stock surrendered to the Company to satisfy tax withholding obligations associated with the vesting of restricted stock units.
Distributions
We have been paying cash distributions since October 2005. Our quarterly distributions are paid one quarter in arrears. Any future determination to pay distributions will be at the discretion of our Board and will depend on our financial condition, capital requirements, restrictions contained in current or future financing instruments, and such other factors as our Board deems relevant. We currently have capacity and intend to continue to pay a quarterly distribution, subject to Board approval.
During the year ended December 31, 2021, we paid cash distributions of $55.6 million. For income tax purposes only, approximately 71.34% of the distributions paid in 2021 will be treated as ordinary dividends and approximately 28.66% will be treated as other forms of distributions. The December 2021 dividend declared, with a record date of December 30, 2021 and payment date of January 14, 2022, will be reported in 2022, and is not reflected in the 2021 tax allocation. The following table denotes the allocation of our distributions paid in 2021 for income tax purposes only.
Record Date Distributions Payable Date Total Distribution
per Share Ordinary Dividend
Per Share Return of Capital
Per Share Qualified Dividend
Per Share Sec. 199A Dividend
Per Share Sec. 897 Ordinary
Dividend Per Share
12/30/2020 1/15/2021 $ 0.018975 $ 0.013537 $ 0.005438 $ — $ 0.013537 $ 0.000336
3/31/2021 4/15/2021 0.019550 0.013948 0.005602 — 0.013948 0.000347
6/30/2021 7/15/2021 0.019550 0.013948 0.005602 — 0.013948 0.000347
9/30/2021 (a) 10/7/2021 0.195500 0.139477 0.056023 — 0.139477 0.003465
$ 0.253575 $ 0.180910 $ 0.072665 $ — $ 0.180910 $ 0.004495
(a) Dividends payable after the Reverse Stock Split, beginning with the third quarter 2021 distribution paid in October 2021, have been adjusted to reflect the 1-for-10 reverse stock split.
During the year ended December 31, 2020, we paid cash distributions of $54.2 million. For income tax purposes only, approximately 49.69% of the distributions paid in 2020 was treated as ordinary dividends and approximately 50.31% was treated as other forms of distributions. The December 2020 distribution, with a record date of December 30, 2020 and payment date of January 15, 2021, was reported in 2021, and not reflected in the 2020 tax allocation. The following table denotes the allocation of our distributions paid in 2020 for income tax purposes only.
Record Date Distributions Payable Date Total Distribution
per Share (a) Ordinary Dividend
Per Share Return of Capital
Per Share Qualified Dividend
Per Share Sec. 199A Dividend
Per Share
12/30/2019 1/15/2020 $ 0.018400 $ 0.009144 $ 0.009256 $ — $ 0.009144
3/31/2020 4/13/2020 0.018975 0.009429 0.009546 — 0.009429
6/30/2020 7/15/2020 0.018975 0.009429 0.009546 — 0.009429
9/30/2020 10/15/2020 0.018975 0.009429 0.009546 — 0.009429
$ 0.075325 $ 0.037431 $ 0.037894 $ — $ 0.037431
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Stock Performance Graph
The following performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing, or otherwise subject to the liabilities under the Securities Act or Exchange Act, except to the extent that we specifically incorporate it by reference into such filing.
The following graph depicts the total cumulative stockholder return of the Company’s common stock from October 12, 2021, the first day of trading of our common stock on the NYSE, through December 31, 2021, relative to the performance of the FTSE National Association of Real Estate Investment Trusts Equity REITs Index (the "FTSE NAREIT Equity Index"), the FTSE National Association of Real Estate Investment Trusts Equity Shopping Centers Index (the "FTSE NAREIT Shopping Centers Index"), and the Standard and Poor’s 500 Stock Index (S&P 500 Index). The graph assumes an initial investment of $ 100.00 at the first NYSE trade price of $23.61 on October 12, 2021 and that all dividends paid by companies included in these indices have been rei nvested. The performance shown in the graph below is not intended to forecast or be indicative of future stock price performance.
Recent Sales of Unregistered Securities
None.
Item 6. Reserved
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