Stockholders' Equity

12 Months Ended

Dec. 31, 2011

Stockholders' Equity [Abstract]

Stockholders' Equity

NOTE 11

Stockholders' Equity

The Company maintains three incentive plans: (i) the Amended and Restated Fisher Communications Incentive Plan of 1995 (the "1995 Plan"), (ii) the Fisher Communications Incentive Plan of 2001 (the "2001 Plan") and (iii) the Fisher Communications Amended and Restated 2008 Equity Incentive Plan (the "2008 Plan" and together with the 1995 Plan and the 2001 Plan, the "Plans"). The 1995 Plan provided that up to 560,000 shares of the Company's common stock could be issued to eligible key management employees pursuant to options and rights through 2002. As of December 31, 2011, options and rights for 88,072 shares, net of forfeitures, had been issued under the 1995 Plan. No further equity awards may be issued pursuant to the 1995 Plan. The 2001 Plan provided that up to 600,000 shares of the Company's common stock could be issued to eligible key management employees or directors pursuant to awards, options and rights through April 2008. As of December 31, 2011, awards, options and rights for 316,067 shares, net of forfeitures, had been issued under the 2001 Plan. No further options and rights may be issued pursuant to the 2001 Plan. The 2008 Plan provides that up to 600,000 shares of the Company's common stock may be issued to eligible key management employees or directors pursuant to awards, options and rights through 2018. As of December 31, 2011, awards, options and rights for 325,072 shares had been issued, net of forfeitures, from the 2008 Plan.

Stock options.    The Plans provide that eligible key management employees may be granted options to purchase the Company's common stock at the fair market value on the date the options are granted. The outstanding options generally vest over four or five years and generally expire ten years from the date of grant. Non-cash compensation expense of $387,000 ($252,000 after-tax), $485,000 ($315,000 after-tax) and $394,000 ($256,000 after-tax) related to the options was recorded during the years ended December 31, 2011, 2010 and 2009, respectively.

Restricted stock rights.    The Plans also provide that eligible key management employees may be granted restricted stock rights which entitle such employees to receive a stated number of shares of the Company's common stock upon vesting of the restricted stock rights. The outstanding rights generally vest over four or five years and expire upon termination of employment. Non-cash compensation expense of $1.0 million ($681,000 after-tax), $690,000 ($448,000 after-tax) and $429,000 ($279,000 after-tax) related to the rights was recorded during the years ended December 31, 2011, 2010 and 2009, respectively.

Stock awards.    The Company's non-employee directors are permitted to elect to receive all or any portion of their annual retainers and meeting fees in the form of a fully vested stock award for the number of shares of the Company's common stock determined by dividing the amount of cash compensation to be received in the form of a stock award by the fair market value of the Company's common stock on the last trading date of each quarter. In addition, each non-employee director receives an annual restricted stock right grant equal to $20,000. Such restricted stock rights generally vest after one year.

In 2011, 7,517 shares of common stock were issued to non-employee directors associated with compensation earned in 2011. In 2010, 9,731 shares of common stock were issued to non-employee directors associated with compensation earned in 2010. In 2009, 14,536 shares of common stock were issued to non-employee directors associated with compensation earned in 2009. Non-cash compensation expense of $145,000 ($94,000 after-tax), $167,000 ($109,000 after-tax) and $193,000 ($125,000 after-tax) related to the awards was recorded during the years ended December 31, 2011, 2010 and 2009, respectively.

Determining Fair Value

Valuation and Expense Recognition. The Company estimates the fair value of stock option awards granted using the Black-Scholes option pricing model. The Company amortizes the fair value of all awards on a straight-line basis over the requisite service periods, which are generally the vesting periods.

Expected Life. The expected life of awards granted represents the period of time that the awards are expected to be outstanding. The Company determines the expected life based primarily on historical experience with similar awards, giving consideration to the contractual terms, vesting schedules, expected exercises and post-vesting forfeitures. Outstanding stock options granted by the Company generally vest 20% per year over five years or 25% per year over four years and have contractual lives of ten years.

Expected Volatility. The Company estimates the volatility of its common stock at the date of grant based on the historical volatility of its common stock. The volatility factor the Company uses in the Black-Scholes option pricing model is based on its historical stock prices over the most recent period commensurate with the estimated expected life of the award.

Risk-Free Interest Rate. The risk-free interest rates used in the Black-Scholes option pricing model are obtained from the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent remaining term equal to the expected life of the award.

Expected Dividend Yield. The Company uses an expected dividend yield of zero in the Black-Scholes option pricing model.

Expected Forfeitures. The Company primarily uses historical data to estimate pre-vesting option forfeitures. The Company records stock-based compensation only for those awards that are expected to vest.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model. A summary of the weighted average assumptions and results for options granted during the periods presented is as follows:

	Year Ended December 31,
	2011			2010			2009
Assumptions:
Weighted average risk-free interest rate		2.11	%		2.22	%		1.90	%
Expected dividend yield		0.00	%		0.00	%		0.00	%
Expected volatility		59.37	%		56.43	%		42.00	%
Expected life of options		5.5 years			5.4 years			5.3 years
Weighted average fair value per share at date of grant	$	14.31		$	8.19		$	3.58

Stock-based Compensation

Stock-based compensation cost is measured at grant date, based on the fair value of the award, and recognized over the requisite service period. The Company applied the alternative transition (shortcut) method in calculating its pool of excess tax benefits.

Stock-based compensation expense related to stock-based awards during the years ended December 31, 2011, 2010 and 2009 totaled approximately $1.6 million, $1.3 million and $1.0 million, respectively, which is included in selling, general and administrative expenses in the Company's consolidated statements of operations.

As of December 31, 2011 and 2010, the Company had approximately $2.6 million and $2.7 million, respectively, of total unrecognized compensation cost related to non-vested stock-based awards granted under all equity compensation plans. Total unrecognized compensation cost will be adjusted for any future changes in estimated forfeitures. The Company expects to recognize this cost over a weighted average period of approximately 2.2 years and 2.0 years for restricted stock rights and options, respectively.

Stock Award Activity

A summary of stock options and restricted stock rights for the Plans is as follows:

	Stock Options									Restricted  Stock Rights
	Number of Shares			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value		Number of Shares			Weighted Average Grant- Date Fair Value
Outstanding at December 31, 2009		254,021		$	36.83		6.66	$	232,065		96,416		$	14.84
Options and stock rights granted		41,950			15.82						89,550			15.54
Options exercised/stock rights vested		—			—						(25,815	)		16.54
Options expired		(6,500	)		59.88						—			—
Options and stock rights forfeited		(14,051	)		23.59						(17,448	)		14.51
Outstanding at December 31, 2010		275,420			33.76		6.01		577,352		142,703			14.96
Options and stock rights granted		23,202			26.32						64,121			26.46
Options exercised/stock rights vested		(3,588	)		23.21						(44,255	)		26.73
Options expired		(36,885	)		48.17						—			—
Options and stock rights forfeited		(4,422	)		25.54						(6,221	)		23.96
Outstanding at December 31, 2011		253,727		$	31.27		5.95	$	1,058,206		156,348		$	18.97
Exercisable at December 31, 2011		158,387		$	36.33		4.96	$	384,120		—		$	—

The aggregate intrinsic value of options outstanding at December 31, 2011 is calculated as the difference between the aggregate exercise price of the underlying options and the fair value of our common stock for those options that have an exercise price below the $28.83 closing market price of the Company's common stock at December 31, 2011.

During 2011, 3,588 options were exercised with a total fair value of $105,000. No options were exercised in 2010 and 2009. During 2011, 44,255 restricted stock rights vested with a total fair value of $1.2 million. During 2010, 25,815 restricted stock rights vested with a total fair value of $406,000. During 2009, 7,787 restricted stock rights vested with a total fair value of $95,000.