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Stock-Based Compensation
12 Months Ended
Dec. 31, 2013
Stock-Based Compensation  
Stock-Based Compensation

Note S. Stock-Based Compensation

        The Company measures stock-based compensation expense at the grant date, based on the estimated fair value of the award, and the expense is recognized over the requisite employee service period (generally the vesting period) for awards expected to vest (considering estimated forfeitures).

        The Company has an amended and restated long-term incentive plan (the "Plan") that was adopted in conjunction with its initial public offering in 2004. On February 27, 2008, the Board of Directors approved an amendment to the Plan, subject to stockholder approval, that increased the maximum number of shares of common stock available for awards under the Plan from 2,000,000 to 2,175,000 and extended the Plan's termination date. Company stockholders approved this Plan amendment on April 22, 2008, and the Plan now terminates twenty years from the date of such approval, or April 22, 2028. On March 13, 2013, the Board approved an amendment to the Plan, subject to stockholder approval, that increased the number of shares of common stock available for awards under the Plan from 2,175,000 to 2,975,000. Company stockholders approved this Plan amendment on April 24, 2013. Forfeited and expired options under the Plan become generally available for reissuance. Our shareholders approved this Plan amendment on April 24, 2013. At December 31, 2013, 605,025 shares remained available for award under the Plan.

  • Stock Options and Grants

        The Company uses the Black-Scholes option pricing model to estimate the fair value of each option grant as of the date of grant. The volatilities are based on the 90 day historical volatility of Company common stock as the grant date. The risk free interest rate is based on zero-coupon U.S. government issues with a remaining term equal to the expected life of the option.

        There were no options granted during the years ended December 31, 2013, 2012 and 2011. The Company recognized no stock-based compensation expense related to stock options for the years ended December 31, 2013, 2012 and 2011 as all options previously granted are fully vested.

        On April 24, 2013, the Company authorized vested stock grants to certain directors totaling 21,949 shares. The total value of the grant was $465 and is included in general and administrative expenses.

        On April 25, 2012, the Company authorized vested stock grants to certain directors totaling 12,995 shares. The total value of the grant, based on the fair value of the stock on the grant date was $245, which was fully expensed at the grant date and is included in general and administrative expenses.

        On April 29, 2011, the Company authorized vested stock grants to certain directors totaling 14,009 shares. The total value of the grant, based on the market value of the underlying common stock at the date of grant was $245, which was fully expensed in the year the award was granted and is included in general and administrative expenses.

        The Company recognized $465, $245 and $245 of stock based compensation expense for the years ended December 31, 2013, 2012 and 2011, respectively, which are included in general and administrative expense. As of December 31, 2013, there was no unrecognized compensation costs related to unvested options.

        The following table summarizes the transactions pursuant to the Company's stock option plans for the last three years ended December 31.

 
  Number of
Shares
  Weighted
Average
Exercise
Price
  Weighted
Average
Remaining
Contractual
Term (in Years)
  Aggregate
Intrinsic
Value
 

Outstanding at December 31, 2011

    88,124   $ 6.44              

Granted

        n/a              

Exercised

    (81,023 ) $ 6.49              

Expired

        n/a              
                         

Outstanding at December 31, 2012

    7,101   $ 5.75              
                         

Granted

        n/a              
                         

Exercised

        n/a              
                         

Expired

        n/a              
                         

Vested and Exercisable at December 31, 2013

    7,101   $ 5.75     1.4   $ 144  
                         
                         

        At December 31, 2013, 2012 and 2011, options to purchase 7,101, 7,101 and 88,124 shares of common stock, respectively, were exercisable at weighted average exercise prices of $5.75, $5.75 and $6.44 per share, respectively. The total intrinsic value of options exercised during the years ended December 31, 2013, 2012, and 2011 was $0, $1,025, and $994, respectively.

        There were no nonvested options as of December 31, 2013, 2012 and 2011.

  • Restricted Stock Units

        In March 2008, the Company's Board of Directors authorized a one-time grant of 750,000 restricted stock units that subsequently were awarded to members of the senior management team on July 1, 2008. In November 2008, an additional 5,000 restricted stock units were also awarded. The restricted stock units vest in one-third installments on each of the tenth, eleventh and twelfth anniversaries of the grant date. The restricted stock unit agreements are designed to reward performance over a decade or longer.

        In October 2012, the Company's Board of Directors authorized a one-time grant of 191,895 restricted stock units that were awarded to the senior management team. The restricted stock units vest in one-third installments on each of the first, second and third anniversaries of the Grant Date. The restricted stock unit agreements are designed to reward performance over a three-year period. Additionally in October 2012, as part of employment agreements, 30,529 restricted stock units were awarded and shall become vested on the third anniversary of the Grant Date.

        In December 2013, the Company authorized a one-time grant of 68,044 restricted stock units to executives that joined the Company in connection with the Central Merger. These restricted stock units vest on December 3, 2018. The restricted stock unit agreements are designed to reward performance over a five-year period. Additionally, the Company authorized a one-time grant of 4,247 restricted stock units to an executive which vest in June 2016.

        The fair value of restricted stock units is determined using the market value of Company common stock on the date of the grant, and compensation expense is recognized over the vesting period. In accordance with the guidance related to share-based payments, the Company estimate forfeitures at the time of the grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting forfeitures and record stock-based compensation expense only for those awards that are expected to vest.

        A summary of the status of the restricted stock units as of December 31, 2013, and changes during the year ended December 31, 2013, 2012 and 2011, is presented below:

Nonvested Shares
  Shares   Weighted
Average
Grant-Date
Fair Value
 

Nonvested at December 31, 2011

    669,000   $ 18.27  

Issued

    222,425     23.19  

Vested

    (154,800 )   18.25  

Forfeited

    (13,200 )   18.25  
             

Nonvested at December 31, 2012

    723,425     19.78  

Issued

    72,291     20.40  

Vested

    (90,965 )   21.84  

Forfeited

        n/a  
             

Nonvested at December 31, 2013

    704,751   $ 20.00  
             
             

        The Company recognized $3,762, $1,858 and $2,206 of stock based compensation expense related to the restricted stock units for the year ended December 31, 2013, 2012 and 2011, respectively, which is included in general and administrative expense. As of December 2013, there was $7,289 of unrecognized stock-based compensation costs, net of estimated forfeitures, related to the restricted stock units that are expected to be recognized over a weighted average period of approximately 4.0 years. As of December 31, 2012, there was $9,065 of unrecognized stock-based compensation cost, net of estimated forfeitures, related to the restricted stock units that are expected to be recognized over a weighted average period of approximately 4.0 years. As of December 31, 2011, there was $6,062 of unrecognized stock-based compensation costs, net of estimated forfeitures, related to the restricted stock units that are expected to be recognized over a weighted average period of approximately 6.7 years.