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Stock Based Compensation
12 Months Ended
Dec. 30, 2011
Stock Based Compensation [Abstract]  
Stock Based Compensation

11. Stock Based Compensation

Stock Plans

Total share based compensation included in net income for the year ended December 30, 2011 was $4.6 million. The number of shares available for future issuance under the plans as of December 30, 2011 were 6,471,620. The Company issues new shares as shares are required to be delivered under the plan.

Stock Options

The Company has granted stock options to employees and directors of the Company at exercise prices equal to the market value of the stock at the date of grant. The options generally vest ratably over four years, based on continued employment, with a maximum term of ten years.

 

Stock option activity under the Company's stock option plans for the year ended December 30, 2011 is summarized as follows:

 

     Option
Shares
    Weighted
Average
Exercise
Price
     Weighted
Average
Remaining
Contractual
Term
     Aggregate
Intrinsic
Value
 

Outstanding as of December 31, 2010

     982,328      $ 5.62         

Exercised

     (24,000     2.46         

Forfeited or expired

     (90,953     7.23         
  

 

 

   

 

 

       

Outstanding as of December 30, 2011

     867,375      $ 5.53       $ 1.81       $ 178,253   
  

 

 

   

 

 

    

 

 

    

 

 

 

Exercisable at December 30, 2011

     867,167      $ 5.53       $ 1.81       $ 178,229   
  

 

 

   

 

 

    

 

 

    

 

 

 

A summary of the Company's stock option activity for the years ended December 31, 2010 and January 1, 2010 was as follows:

 

     December 31, 2010      January 1, 2010  
     Option
Shares
    Weighted
Average
Exercise
Price
     Option
Shares
    Weighted
Average
Exercise
Price
 

Outstanding at beginning of year

     1,202,380      $ 5.88         1,327,497      $ 6.03   

Exercised

     (17,553     2.68         (5,500     2.10   

Forfeited or expired

     (202,499     7.45         (119,617     7.81   
  

 

 

   

 

 

    

 

 

   

 

 

 

Outstanding at end of year

     982,328      $ 5.62         1,202,380      $ 5.88   
  

 

 

   

 

 

    

 

 

   

 

 

 

Exercisable at end of year

     981,870      $ 5.62         1,201,672      $ 5.88   
  

 

 

   

 

 

    

 

 

   

 

 

 

Other information pertaining to stock option activity during the years ended December 30, 2011, December 31, 2010 and January 1, 2010 was as follows (in thousands):

 

     Year Ended  
     December 30,
2011
     December 31,
2010
     January 1,
2010
 

Total fair value of stock options vested

   $ —         $ —         $ —     

Total intrinsic value of stock options exercised

   $ 41       $ 11       $ 8   

The following table summarizes information about the Company's stock options outstanding as of December 30, 2011:

 

    Options Outstanding     Options Exercisable  

Range of Exercise Prices

  Number
Outstanding
    Weighted
Average
Remaining
Contractual Life
    Weighted
Average
Exercise Price
    Number
Exercisable
    Weighted
Average Exercise
Price
 
$  0.00 - $  4.06     157,356        1.4      $ 2.64        157,148      $ 2.64   
$  4.07 - $  8.13     703,361        1.9        6.11        703,361        6.11   
$  8.14 - $12.19     6,650        1.4        12.00        6,650        12.00   
$12.20 - $20.32     8        2.0        17.56        8        17.56   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
    867,375        1.8      $ 5.53        867,167      $ 5.53   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

On February 8, 2012, the Compensation Committee approved the exchange of one half of the existing RSU bonus opportunity for 2012 through 2015 for the Company's Chief Executive Officer and Chief Operating Officer for a single performance-based stock option grants of 1,912,500 options and 1,004,063 option, respectively, each with an exercise price of $4.00. This performance-based stock option grants vests one-half upon the achievement of at least 50% growth of pro forma earnings per share and the remaining half vests upon the achievement of at least 50% pro forma EBITDA growth. Each metric can be achieved at any time during the six-year term of the award based on a trailing twelve month period measured quarterly. The grants will expire if neither target is achieved during the six-year term. The base year for the performance calculation is fiscal 2011 for both pro forma earnings per share and pro forma EBITDA performance targets. After 2015, the Company expects that the Chief Executive Officer's and the Chief Operating Officer's equity compensation will revert to the current structure.

 

Restricted Stock Units

Under the stock plans, participants may be granted restricted stock units, each of which represents a conditional right to receive a common share in the future. The restricted stock units granted under this plan generally vest over one of the following vesting schedules: (1) a four-year period, with 50% vesting on the second anniversary and 25% of the shares vesting on the third and fourth anniversaries of the grant date, (2) a four-year period, with 25% vesting on the first, second, third and fourth anniversary, or (3) a three-year period with 33% vesting on the first, second and third anniversary. Upon vesting, the restricted stock units will convert into an equivalent number of shares of common stock. The amount of expense relating to the restricted stock units is based on the closing market price of the Company's common stock on the date of grant and is amortized on a straight-line basis over the applicable requisite service period. Restricted stock unit activity for the year ended December 30, 2011 was as follows:

 

     Number of
Restricted
Stock Units
    Weighted
Average
Grant-Date
Fair Value
 

Nonvested balance as of December 31, 2010

     2,211,587      $ 2.95   

Granted

     1,896,222        3.65   

Vested

     (997,005     3.56   

Forfeited

     (139,974     3.04   
  

 

 

   

 

 

 

Nonvested balance as of December 30, 2011

     2,970,830      $ 3.38   
  

 

 

   

 

 

 

The Company recorded restricted stock unit based compensation expense of $3.7 million, $3.6 million and $2.6 million in 2011, 2010 and 2009, respectively, which is included in stock compensation expense, based on the vesting provisions of the restricted stock units and the fair market value of the stock on the grant date. As of December 30, 2011, there was $4.6 million of total restricted stock unit compensation related to the nonvested awards not yet recognized, which is expected to be recognized over a weighted average period of 1.90 years.

Common Stock Subject to Vesting Requirements

Shares of common stock subject to vesting requirements were issued to employees of acquired companies. These shares vest over a period of up to five years. Compensation was based on the market value of the Company's common stock at the time of grant and is recognized on a straight-line basis. The activity for common stock subject to vesting requirements for the year ended December 30, 2011 was as follows:

 

     Number of
Shares of
Common
Stock Subject
to Vesting
Requirements
    Weighted
Average
Grant-Date
Fair Value
 

Nonvested balance as of December 31, 2010

     841,904      $ 3.40   

Vested

     (208,417     3.67   
  

 

 

   

 

 

 

Nonvested balance as of December 30, 2011

     633,487      $ 3.32   
  

 

 

   

 

 

 

The Company recorded compensation expense of $0.9 million, $0.7 million and $0.4 million, during the years ended December 30, 2011, December 31, 2010 and January 1, 2010, respectively, related to common stock subject to vesting requirements. As of December 30, 2011, there was $1.2 million of total stock based compensation related to common stock subject to vesting requirements not yet recognized, which is expected to be recognized over a weighted average period of 2.07 years.