On November 4, 2014, the Board of Directors declared a dividend of $0.032 on each share of outstanding Series A preferred stock, which represents the accrued unpaid dividends through the declaration date, and a dividend of $0.01 on each share of outstanding common stock, totaling aggregate dividends of approximately $130,000. All such dividends are payable in cash on December 3, 2014 to stockholders of record on November 25, 2014.

On November 4, 2014, the Board of Directors approved a special, one-time stock repurchase program of up to $5.0 million of the Company’s outstanding shares of common stock.  Such repurchases are expected to begin during November and be complete by January 2015.  Such purchases will be made in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the Securities Exchange Act of 1934 (the “Exchange Act”).  For all or a portion of the authorized repurchase amount, the Company may enter into a plan that is compliant with Rule 10b5-1 of the Exchange Act that is designed to facilitate these purchases.  The repurchase program does not require the Company to acquire a specific number of shares, and may be suspended from time to time or discontinued.  The share repurchases will be funded from available working capital. The Company intends to utilize the shares purchased in the repurchase program as part of directors fees and long-term incentive plan compensation for employees.

The Company is advised by George K. Broady, its largest shareholder and a member of its Board of Directors, that Mr. Broady desires to participate in the Company’s repurchase program on a basis roughly proportional to his ownership interest, with an estimate of generating approximately $1.5 million through the sale of a portion of the shares of the Company’s common stock held by him. To that end, the Company and Mr. Broady are in discussions regarding the terms of a mutually agreeable stock purchase agreement.

Finally, on November 4, 2014, the Board of Directors authorized management to pursue the listing of its shares of common stock on The Nasdaq Capital Market.  Although the Company believes that it will be able to satisfy Nasdaq’s applicable listing requirements, there can be no assurance as to whether, or in what timeframe, it will be able to do so.