What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2021-02-24 compared with 2020-02-20 · 33 added, 2 removed, 45 unchanged (44% of the section changed)

3 unchanged sentences

Dividends are declared and paid on the common stock at the discretion of our Board of Directors (the “Board”) and depend on our profitability, financial condition, capital needs, future prospects, and other factors deemed relevant by our Board.

After temporarily suspending our quarterly cash dividend payment in the second quarter of 2020, in October 2020, our Board approved the reinstatement of our quarterly cash dividend payment of $0.25 per share.

Our revolving credit facility permits dividends and distributions by us provided specific conditions are met.

1 unchanged sentence

There have been no unregistered offerings of our common stock during the fourth quarter of 2020.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

For information related to our stock repurchases, see Note 12, “Stockholders’ Equity,” of the Notes to Consolidated Financial Statements in Item 8 of this Report.

The following table provides information relating to the Company’s purchases of its common stock for the fourth quarter of 2020:

Total Number of

Shares Purchased (1)

Total Number of

Shares Purchased

as Part of Publicly

Announced Plans

or Programs (2)

Maximum Number (or

Approximate Dollar

Value) of Shares that

may yet be Purchased

Under the Plans or

October 1-31, 2020

November 1-30, 2020

December 1-31, 2020

All shares were purchased through the publicly announced stock repurchase programs in open market transactions.

In March 2020, our Board of Directors authorized the purchase of up to $20 million of our common stock, under a stock repurchase program.

Under this program, during the year ended December 31, 2020, we repurchased 323,867 shares of our common stock, at a total cost of $13.5 million.

As of December 31, 2020, there was approximately $6.5 million available for future stock purchases under the program.

In February 2021, our Board of Directors authorized the purchase of up to an additional $20 million of our common stock under a new stock repurchase program, thereby increasing the amount available for future stock purchases to approximately $26.5 million.

Stock will be purchased under the programs from time to time, in the open market or through private transactions, as market conditions warrant.

Stock Performance Graph

10 unchanged sentences

Statement of Operations Data:

Intangible asset impairment (1)

Operating income (2)

8 unchanged sentences

Capital expenditures

Dividends (5)

Cash Flows Provided By (Used In):

9 unchanged sentences

Notes to Selected Financial Data

In December 2020, a large retail customer informed us of its decision to pursue a private brand strategy for its engine management product line.

As a result of this development, we anticipate that revenues sold under the BWD trademark will be significantly reduced and uncertain beyond the first quarter of 2021.

In connection with the decision, we recorded an impairment charge of $2.6 million in 2020.

On January 1, 2018, we adopted ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost .

3 unchanged sentences

Such costs were also separately disclosed in the operating activity section of the consolidated statements of cash flows for those same years.

As of January 1, 2019 we adopted ASU 2016-02, Leases , which resulted in the recording of operating lease right-of-use assets and operating lease liabilities on our consolidated balance sheet.

For information related to our adoption of ASU 2016-02, see Note 1 “Summary of Significant Accounting Policies” and Note 2 “Leases” of the notes to our consolidated financial statements.

In April 2020, we temporarily suspended our $0.25 per share quarterly cash dividend in response to the impact of the COVID-19 pandemic on our business;

and in October 2020, we reinstated the $0.25 per quarterly cash dividend, which was paid on December 1, 2020.

On January 1, 2019 we adopted ASU 2016-02, Leases , which resulted in the recording of operating lease right-of-use assets and operating lease liabilities on our consolidated balance sheet.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity