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EQUITY INSTRUMENTS
12 Months Ended
Dec. 31, 2015
Share Based Compensation [Abstract]  
Equity Instruments

11.

EQUITY INSTRUMENTS

Equity Incentive Plans

The Company has three equity incentive plans: the 1999 Equity Incentive Plan, the 2000 Equity Incentive Plan and the Amended and Restated 2008 Long-Term Incentive Plan (collectively, the “Equity Incentive Plans”). The Amended and Restated 2008 Long-Term Incentive Plan is currently the only plan under which new awards may be granted. Under that plan, a variety of equity instruments can be granted to key employees and directors including incentive and nonqualified stock options to purchase shares of the Company’s common stock, restricted stock, restricted stock units or shares of common stock. The 1999 Equity Incentive Plan, the 2000 Equity Incentive Plan and the Amended and Restated 2008 Long-Term Incentive Plan authorize up to 1,000, 5,600 and 5,400 shares of common stock, respectively, for issuance. At December 31, 2015, the Amended and Restated 2008 Long-Term Incentive Plan had 1,476 shares available for grant.

Under each of the plans, the Board of Directors determines the term of each award, but no award can be exercisable more than 10 years from the date the award is granted. The stock options issued under the Equity Incentive Plans generally expire between seven and 10 years from the grant date. The Board also determines the vesting provisions of all awards and the exercise price per share of stock options issued under the plans, which is the fair market value at date of grant. Awards issued to employees generally vest over terms ranging from two to four years.

The following table summarizes the Company’s stock option activity for 2013, 2014 and 2015:

 

 

 

Number

of Shares

 

 

Weighted-

Average

Exercise

Price Per

Share

 

 

Weighted-

Average

Remaining Contractual

Life (years)

 

 

Aggregate

Intrinsic

Value

 

Outstanding, January 1, 2013

 

 

634

 

 

$

11.92

 

 

 

 

 

 

 

 

 

Granted

 

 

536

 

 

$

8.68

 

 

 

 

 

 

 

 

 

Exercised

 

 

(1

)

 

$

0.58

 

 

 

 

 

 

 

 

 

Forfeited/expired

 

 

(375

)

 

$

13.70

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2013

 

 

794

 

 

$

8.91

 

 

 

 

 

 

 

 

 

Granted

 

 

179

 

 

$

14.95

 

 

 

 

 

 

 

 

 

Exercised

 

 

(32

)

 

$

9.60

 

 

 

 

 

 

 

 

 

Forfeited/expired

 

 

(49

)

 

$

11.16

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2014

 

 

892

 

 

$

9.97

 

 

 

 

 

 

 

 

 

Granted

 

 

194

 

 

$

19.82

 

 

 

 

 

 

 

 

 

Exercised

 

 

(335

)

 

$

9.50

 

 

 

 

 

 

 

 

 

Forfeited/expired

 

 

(25

)

 

$

16.54

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2015

 

 

726

 

 

$

12.60

 

 

 

4.92

 

 

$

6,563

 

Exercisable at December 31, 2015

 

 

131

 

 

$

8.56

 

 

 

4.21

 

 

$

1,709

 

Expected to vest at December 31, 2015

 

 

712

 

 

$

12.60

 

 

 

4.92

 

 

$

6,432

 

 

In 2015, 2014 and 2013, the Company recorded compensation expense of $647, $426 and $382, respectively, for stock option awards. The weighted-average grant date fair value of stock options granted in 2015, 2014 and 2013 was $5.18, $3.88 and $1.61, respectively. The total intrinsic value of stock options exercised in 2015, 2014 and 2013 was $5,520, $219 and $7, respectively.

The fair value of each stock option was estimated on the date of grant using the Black-Scholes option pricing model and the following weighted average assumptions:

 

 

 

2015

 

 

2014

 

 

2013

 

Expected dividend yield

 

 

3.48

%

 

 

4.58

%

 

 

7.78

%

Expected volatility

 

 

40.81

%

 

 

43.76

%

 

 

44.08

%

Risk-free interest rate

 

 

1.55

%

 

 

1.62

%

 

 

0.79

%

Expected life (in years)

 

 

4.42

 

 

 

4.75

 

 

 

4.71

 

 

In 2015, 2014 and 2013, the Company authorized the issuance of 22, 27 and 50 fully vested shares of common stock, respectively, as compensation to the Board of Directors resulting in compensation expense of $509, $455 and $455, respectively. In addition, in 2014, the Company issued 2 shares of common stock to consultants for services. No shares were issued to consultants during 2015 or 2013, although certain shares issued in 2012 vested during 2013 resulting in expense upon vesting. Costs recognized for shares issued to non-employees for services were $30 and $195 in 2014 and 2013, respectively. No expense was recognized in 2015.

The Company has issued restricted stock to employees generally with vesting terms ranging from two to four years. The fair value is equal to the market price of the Company’s common stock on the date of grant. Expense for restricted stock is amortized ratably over the vesting period. The following table summarizes the restricted stock activity for 2013, 2014 and 2015:

 

 

 

Number

of Shares

 

 

Weighted-

Average

Grant-Date

Fair Value

 

 

Aggregate

Intrinsic

Value

 

Nonvested, January 1, 2013

 

 

830

 

 

$

13.71

 

 

 

 

 

Granted

 

 

312

 

 

$

8.84

 

 

 

 

 

Vested

 

 

(293

)

 

$

12.72

 

 

 

 

 

Forfeited

 

 

(163

)

 

$

12.64

 

 

 

 

 

Nonvested, December 31, 2013

 

 

686

 

 

$

12.17

 

 

 

 

 

Granted

 

 

116

 

 

$

14.99

 

 

 

 

 

Vested

 

 

(303

)

 

$

11.31

 

 

 

 

 

Forfeited

 

 

(77

)

 

$

12.21

 

 

 

 

 

Nonvested, December 31, 2014

 

 

422

 

 

$

13.56

 

 

 

 

 

Granted

 

 

89

 

 

$

19.72

 

 

 

 

 

Vested

 

 

(183

)

 

$

11.30

 

 

 

 

 

Forfeited

 

 

(52

)

 

$

13.51

 

 

 

 

 

Nonvested, December 31, 2015

 

 

276

 

 

$

17.05

 

 

$

5,958

 

 

Additionally, the Company grants performance-based stock units. The performance-based units have performance conditions and service-based vesting conditions. Each vesting tranche is treated as an individual award and the compensation expense is recognized on a straight-line basis over the requisite service period for each tranche. The requisite service period is a combination of the performance period and the subsequent vesting period based on continued service. The level of achievement of such goals may cause the actual amount of units that ultimately vest to range from 0% to 200% of the original units granted. The Company recognizes expense ratably over the vesting period for performance-based restricted stock units when it is probable that the performance criteria specified will be achieved. The fair value is equal to the market price of the Company’s common stock on the date of grant.

The following table summarizes the restricted stock unit activity:

 

 

 

Number of Restricted

Stock Units

 

 

Weighted-

Average

Grant-Date

Fair Value

 

 

Aggregate

Intrinsic

Value

 

Nonvested, January 1, 2013

 

 

133

 

 

$

11.76

 

 

 

 

 

Granted

 

 

162

 

 

$

8.68

 

 

 

 

 

Performance factor adjustment

 

 

(1

)

 

$

10.70

 

 

 

 

 

Vested

 

 

(34

)

 

$

17.53

 

 

 

 

 

Forfeited

 

 

(29

)

 

$

12.01

 

 

 

 

 

Nonvested, December 31, 2013

 

 

231

 

 

$

8.74

 

 

 

 

 

Granted

 

 

93

 

 

$

14.95

 

 

 

 

 

Performance factor adjustment

 

 

76

 

 

$

8.60

 

 

 

 

 

Vested

 

 

(24

)

 

$

14.72

 

 

 

 

 

Forfeited

 

 

(10

)

 

$

11.69

 

 

 

 

 

Nonvested, December 31, 2014

 

 

366

 

 

$

9.81

 

 

 

 

 

Granted

 

 

123

 

 

$

19.28

 

 

 

 

 

Performance factor adjustment

 

 

62

 

 

$

12.48

 

 

 

 

 

Vested

 

 

(237

)

 

$

8.64

 

 

 

 

 

Forfeited

 

 

(1

)

 

$

16.67

 

 

 

 

 

Nonvested, December 31, 2015

 

 

313

 

 

$

14.92

 

 

$

6,771

 

 

The Company recorded compensation expense of $4,312, $4,740 and $4,800 in the accompanying consolidated statements of operations for 2015, 2014 and 2013, respectively, in connection with the restricted stock and restricted stock units. As of December 31, 2015, the Company expects 264 shares of restricted stock and 308 restricted stock units to vest.

The Company recognized a decrease/(increase) in taxes payable of $2,750, $(68) and $(203) in 2015, 2014 and 2013, respectively, from the exercise of certain stock options and restricted stock and payment of certain dividends and recorded these amounts as decreases and increases to additional paid-in capital in the accompanying consolidated statements of stockholders’ equity.

As of December 31, 2015, there was $5,714 of total unrecognized compensation expense related to unvested share-based compensation arrangements, which is expected to be recognized over a weighted-average period of 1.1 years. The total unrecognized compensation expense will be fully charged to expense through the fourth quarter of 2018.