Quarterly report pursuant to Section 13 or 15(d)

Capital Stock Transactions

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Capital Stock Transactions
6 Months Ended
Sep. 30, 2015
Equity [Abstract]  
Capital Stock Transactions
Capital Stock Transactions
Preferred Stock
There are 2,000,000 shares of Series A Convertible Preferred Stock (“Series A”) authorized and 100,000 shares issued and outstanding. The Series A has a par value of $0.0001 per share. The Series A holders are entitled to: (1) vote on an equal per share basis as common stock, (2) dividends paid to the common stock holders on an as-if-converted basis and (3) a liquidation preference equal to the greater of $10 per share of Series A (subject to adjustment) or such amount that would have been paid to the common stock holders on an as-if-converted basis.
Common Stock
In July 2015, the Company issued 40,116 shares of common stock for the exercise of options assumed by the Company as part of the acquisition of DT Media (Appia, Inc.) during March 2015.
In July 2015, the Company cancelled 10,874 shares of common stock held in escrow related to the finalization and post-closing adjustment to the acquisition of DT Media (Appia, Inc.) during March 2015.
In July 2015, the Company issued 117,000 shares of common stock for the settlement of a liability.
In September 2015, the Company issued 19,425 shares of common stock for the exercise of options assumed by the Company as part of the acquisition of DT Media (Appia, Inc.) during March 2015.
Restricted Stock Agreements
From time to time, the Company enters into restricted stock agreements (“RSAs”) with certain employees, directors, and consultants. The RSAs have performance conditions, market conditions, time conditions, or a combination thereof. In some cases, once the stock vests, the individual is restricted from selling the shares of stock for a certain defined period, from three months to two years, depending on the terms of the RSA. As reported in our Current Reports on Form 8-K filed with the SEC on February 12, 2014 and June 25, 2014, the Company adopted a Board Member Equity Ownership Policy that supersedes any post-vesting lock-up in RSAs that are applicable to people covered by the policy, which includes the Company’s Board of Directors and Chief Executive Officer.
Performance and Market Condition RSAs
On December 28, 2011, the Company issued 3,170,000 restricted shares with vesting criteria based on both performance and market conditions. On December 28, 2011, one third of the restricted shares vested. On July 3, 2013, the second one third of the restricted shares vested. During the year ended March 31, 2015, the Company vested 594,372 shares and cancelled 8,131 shares of the final one third of the 3,170,000 restricted shares, leaving 454,164 shares unvested. During the six months ended September 30, 2015, the Company cancelled the remaining 454,164 shares, as the vesting criteria based on both performance and market conditions were not met.
Time Condition RSAs
On various dates during the years ended March 31, 2015 and March 31, 2014, the Company issued 267,195 and 254,020 restricted shares, respectively, with vesting criteria based on time conditions. The Company has issued no additional restricted shares during the six months ended September 30, 2015. With respect to time condition RSAs, the Company expensed $273 and $600 during the three and six months ended September 30, 2015, respectively, and $272 and $448 during the three and six months ended September 30, 2014, respectively. As of September 30, 2015, 45,215 shares remain unvested.
The following is a summary of restricted stock awards and activities for all vesting conditions for the six months ended September 30, 2015:
 
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
Unvested restricted stock outstanding as of March 31, 2015
 
642,343

 
$
3.04

Granted
 

 

Vested
 
(94,199
)
 
3.85

Cancelled
 
(454,164
)
 
3.05

Unvested restricted stock outstanding as of June 30, 2015
 
93,980

 
$
3.86

Granted
 
15,763

 
2.95

Vested
 
(64,528
)
 
4.23

Cancelled
 

 

Unvested restricted stock outstanding as of September 30, 2015
 
45,215

 
$
3.67


All restricted shares, vested and unvested, cancellable and not cancelled, have been included in the outstanding shares as of September 30, 2015.
At September 30, 2015, there was $90 of unrecognized stock-based compensation expense, net of estimated forfeitures, related to non-vested restricted stock awards expected to be recognized over a weighted-average period of approximately 0.95 years.