Item 2. Unregistered Sales of Equity Securities
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Recent Sales of Unregistered Securities
Hollywood Media did
not issue any securities during the quarter ended March 31, 2013, in transactions that were not registered under the Securities
Act of 1933.
[ 39 ]
Issuer Repurchases of Equity Securities
Hollywood Media reported
in its Form 8-K report filed on October 4, 2007 that its Board of Directors authorized a stock repurchase program (the “Repurchase
Program”) under which Hollywood Media may use up to $10.0 million of its cash to repurchase shares of its outstanding common
stock. The Repurchase Program was approved by Hollywood Media’s Board of Directors on September 28, 2007 and was initially
announced via press release on October 1, 2007.
Pursuant to the Repurchase Program, Hollywood
Media is authorized to purchase shares of its common stock from time to time on the open market or in negotiated transactions.
The purchases are to be funded from available cash and cash equivalents, and the timing and amount of any shares repurchased will
be determined by Hollywood Media’s management based on its evaluation of financial and market conditions, legal requirements
and other factors. The Repurchase Program has no time limit and may be suspended for periods or discontinued at any time, and
there is no guarantee as to the number of shares or the amount of cash to be utilized for repurchases. Shares repurchased under
the Repurchase Program will become authorized but unissued shares of Hollywood Media’s common stock.
The following table
provides information with respect to common stock purchases by Hollywood Media during the first quarter of 2013. For additional
information relating to the stock repurchase program, see “Liquidity and Capital Resources” in Part I, Item 1 of this
Quarterly Report on Form 10-Q.
Maximum
Total Number of
Approximate
Shares Purchased
Dollar Value of Shares
as Part of Publicly
that May Yet Be
Total Number of
Average Price
Announced Plans
Purchased Under the
Period
Shares Purchased
Paid Per Share
or
Programs (1)
Plans
or Programs (1)
January 1, 2013 through January 31, 2013
510,700
$ 1.47 (2)
510,700
$ 1,923,295 (3)
February 1, 2013 through February 28, 2013
–
$ –
–
$ –
March 1, 2013 through March 31, 2013
–
$ –
–
$ –
Total
510,700
$ 1.47 (2)
510,700
$ 1,923,295 (3)
(1) As stated above, Hollywood Media reported
in its Form 8-K report filed on October 4, 2007, that its Board of
Directors authorized a stock repurchase program under which Hollywood
Media may use up to $10 million of its cash to repurchase shares of
its outstanding common stock. The stock repurchase program was
approved by Hollywood Media’s Board of Directors on September
28, 2007 and was initially announced via press release on October 1, 2007.
The stock repurchase program has no time limit and may be suspended
for periods or discontinued at any time, and there is no guarantee
as to the number of shares that will be purchased or the amount of
cash to be utilized for purchases under the stock repurchase program.
(2) Includes a broker commission of $12,292.
[ 40 ]
(3) As of March 31, 2013, calculated by
subtracting (i) the total price paid for all shares purchased under
the stock repurchase program from inception through March 31, 2013,
or $8,076,705, from (ii) the $10 million potential maximum dollar
value of repurchases approved under the life of the stock repurchase
program.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
None.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.