Minnesota
|
41-1347235
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
Class:
|
Outstanding at July 15, 2013
|
Common stock, par value $.01
|
12,898,027
|
June 30,
2013
|
September 30,
2012
|
|||||||
Assets
|
||||||||
Current Assets
|
||||||||
Cash and cash equivalents
|
$ | 6,866,755 | $ | 5,678,143 | ||||
Short-term investments
|
8,039,000 | 9,107,000 | ||||||
Accounts receivables
|
5,048,271 | 3,022,636 | ||||||
Inventories
|
4,966,348 | 2,971,614 | ||||||
Deferred taxes
|
2,369,942 | 1,491,478 | ||||||
Other current assets
|
361,658 | 473,726 | ||||||
Total Current Assets
|
27,651,974 | 22,744,597 | ||||||
Property, plant and equipment, net
|
1,581,564 | 1,107,468 | ||||||
Other Assets
|
||||||||
Long-term investments
|
5,641,000 | 4,572,000 | ||||||
Goodwill
|
2,570,511 | 2,570,511 | ||||||
Deferred taxes –long term
|
4,269,552 | 6,498,250 | ||||||
Other
|
258,909 | 247,512 | ||||||
Total other assets
|
12,739,972 | 13,888,273 | ||||||
Total Assets
|
$ | 41,973,510 | $ | 37,740,338 | ||||
Liabilities and Shareholders’ Equity
|
||||||||
Current Liabilities
|
||||||||
Accounts payable
|
$ | 1,907,466 | $ | 1,492,294 | ||||
Accrued compensation
|
2,411,808 | 1,470,232 | ||||||
Accrued expenses
|
43,060 | 54,268 | ||||||
Total Current Liabilities
|
4,362,334 | 3,016,794 | ||||||
Deferred rent
|
21,996 | 37,643 | ||||||
Total Liabilities
|
4,384,330 | 3,054,437 | ||||||
Commitment and Contingencies
|
||||||||
Shareholders’ Equity
|
||||||||
Preferred stock, $.01 par value; authorized 500 shares; no shares outstanding
|
- | - | ||||||
Common stock, authorized 50,000,000, $.01 par value; 12,898,027 and 12,830,100, shares issued and outstanding at June 30, 2013 and September 30, 2012
|
128,980 | 128,301 | ||||||
Additional paid-in capital
|
54,817,204 | 54,152,080 | ||||||
Accumulated deficit
|
(17,357,004 | ) | (19,594,480 | ) | ||||
Total Shareholders’ Equity
|
37,589,180 | 34,685,901 | ||||||
Total Liabilities and Shareholders’ Equity
|
$ | 41,973,510 | $ | 37,740,338 |
Three Months Ended
June 30,
|
Nine Months Ended
June 30,
|
|||||||||||||||
2013
|
2012
|
2013
|
2012
|
|||||||||||||
Revenues
|
$ | 13,534,769 | $ | 10,793,755 | $ | 34,314,499 | $ | 27,071,053 | ||||||||
Cost of sales
|
7,905,646 | 6,236,984 | 20,545,791 | 16,000,571 | ||||||||||||
Gross profit
|
5,629,123 | 4,556,771 | 13,768,708 | 11,070,482 | ||||||||||||
Operating expenses
|
||||||||||||||||
Selling, general and administrative
|
3,832,889 | 2,774,253 | 10,137,283 | 8,119,742 | ||||||||||||
Income from operations
|
1,796,234 | 1,782,518 | 3,631,425 | 2,950,740 | ||||||||||||
Interest income
|
21,754 | 23,878 | 70,052 | 77,423 | ||||||||||||
Income before income taxes
|
1,817,988 | 1,806,396 | 3,701,477 | 3,028,163 | ||||||||||||
Income tax expense
|
671,001 | 64,436 | 1,464,001 | 154,677 | ||||||||||||
Net income
|
$ | 1,146,987 | $ | 1,741,960 | $ | 2,237,476 | $ | 2,873,486 | ||||||||
Net income per share:
|
||||||||||||||||
Basic
|
$ | 0.09 | $ | 0.14 | $ | 0.18 | $ | 0.23 | ||||||||
Diluted
|
$ | 0.09 | $ | 0.14 | $ | 0.17 | $ | 0.23 | ||||||||
Weighted average shares outstanding:
|
||||||||||||||||
Basic
|
12,513,084 | 12,388,162 | 12,497,462 | 12,339,673 | ||||||||||||
Diluted
|
13,205,818 | 12,670,400 | 12,976,795 | 12,728,828 |
Nine Months Ended June 30,
|
||||||||
2013
|
2012
|
|||||||
Cash flows from operating activities
|
||||||||
Net income
|
$ | 2,237,476 | $ | 2,873,486 | ||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation and amortization
|
361,469 | 299,614 | ||||||
Deferred taxes
|
1,350,234 | 61,605 | ||||||
Loss on disposal of assets
|
11,297 | 21,081 | ||||||
Stock based compensation
|
570,574 | 326,651 | ||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable, net
|
(2,025,635 | ) | (863,809 | ) | ||||
Inventories
|
(1,994,734 | ) | (241,547 | ) | ||||
Prepaid expenses and other
|
(54,551 | ) | (351,443 | ) | ||||
Accounts payable and accrued expenses
|
1,329,893 | (1,332,165 | ) | |||||
Net cash provided by operating activities
|
1,786,023 | 793,473 | ||||||
Cash flows from investing activities
|
||||||||
Purchases of property, plant and equipment and intangible assets
|
(691,640 | ) | (297,006 | ) | ||||
Purchases of investments
|
(7,063,000 | ) | (8,661,000 | ) | ||||
Proceeds from maturities of investments
|
7,062,000 | 2,574,000 | ||||||
Net cash used in investing activities
|
(692,640 | ) | (6,384,006 | ) | ||||
Cash flows from financing activities
|
||||||||
Proceeds from issuance of common stock under employee stock purchase plan
|
135,981 | 142,542 | ||||||
Proceeds from issuance of common stock upon exercise of stock options
|
14,996 | 147,707 | ||||||
Other
|
(55,748 | ) | - | |||||
Net cash provided by financing activities
|
95,229 | 290,249 | ||||||
Increase (decrease) in cash and cash equivalents
|
1,188,612 | (5,300,284 | ) | |||||
Cash and cash equivalents, beginning of period
|
5,678,143 | 11,281,027 | ||||||
Cash and cash equivalents, end of period
|
$ | 6,866,755 | $ | 5,980,743 |
Three Months Ended June 30,
|
Nine Months Ended June 30,
|
|||||||||||||||
2013
|
2012
|
2013
|
2012
|
|||||||||||||
Net income
|
$ | 1,146,987 | $ | 1,741,960 | $ | 2,237,476 | $ | 2,873,486 | ||||||||
Weighted average common shares
|
12,513,084 | 12,388,162 | 12,497,462 | 12,339,673 | ||||||||||||
Dilutive potential common shares
|
692,734 | 282,238 | 479,334 | 389,155 | ||||||||||||
Weighted average dilutive common shares outstanding
|
13,205,818 | 12,670,400 | 12,976,795 | 12,728,828 | ||||||||||||
Net income per common share:
|
||||||||||||||||
Basic
|
$ | 0.09 | $ | 0.14 | $ | 0.18 | $ | 0.23 | ||||||||
Diluted
|
$ | 0.09 | $ | 0.14 | $ | 0.17 | $ | 0.23 |
June 30,
2013
|
September 30,
2012
|
|||||||
Less than one year
|
$ | 8,039,000 | $ | 9,107,000 | ||||
1-3 years
|
5,641,000 | 4,572,000 | ||||||
Total
|
$ | 13,680,000 | $ | 13,679,000 |
Number of
options
|
Weighted average
exercise price
|
|||||||
Outstanding at September 30, 2012
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1,029,176 | $ | 3.07 | |||||
Granted
|
- | - | ||||||
Exercised
|
(47,657 | ) | 1.51 | |||||
Cancelled or Forfeited
|
(9,000 | ) | 5.73 | |||||
Outstanding at June 30, 2013
|
972,519 | $ | 3.11 |
Number of
shares
|
Weighted average grant
date fair value
|
|||||||
Unvested shares at September 30, 2012
|
363,336 | $ | 5.07 | |||||
Granted
|
9,090 | 5.50 | ||||||
Vested
|
- | - | ||||||
Forfeited
|
(5,000 | ) | 5.10 | |||||
Unvested at June 30, 2013
|
367,426 | $ | 5.08 |
June 30,
2013
|
September 30,
2012
|
|||||||
Raw materials
|
$ | 3,215,170 | $ | 2,300,380 | ||||
Work-in-progress
|
651,454 | 336,298 | ||||||
Finished goods
|
1,099,524 | 334,936 | ||||||
$ | 4,966,348 | $ | 2,971,614 |
August 8, 2013
|
/s/ Cheryl P. Beranek
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By: Cheryl P. Beranek
Its: President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
|
August 8, 2013
|
/s/ Daniel Herzog
|
By: Daniel Herzog
Its: Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
1.
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I have reviewed this Quarterly Report on Form 10-Q of Clearfield, Inc.;
|
2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
August 8, 2013
|
/s/ Cheryl P. Beranek
|
By: Cheryl P. Beranek, President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Clearfield, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
August 8, 2013
|
/s/ Daniel Herzog
|
Daniel Herzog, Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
|
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350
|
August 8, 2013
|
/s/ Cheryl P. Beranek
|
By: Cheryl P. Beranek, President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
August 8, 2013
|
/s/ Daniel Herzog
|
Daniel Herzog, Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
Note 3 - Cash, Cash Equivalents and Investments (Tables)
|
9 Months Ended | ||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents [Abstract] | |||||||||||||||||||||||||||||||||||||
Investments Classified by Contractual Maturity Date [Table Text Block] |
|
Condensed Statements Of Operations Unaudited (USD $)
|
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
Jun. 30, 2012
|
|
Revenues | $ 13,534,769 | $ 10,793,755 | $ 34,314,499 | $ 27,071,053 |
Cost of sales | 7,905,646 | 6,236,984 | 20,545,791 | 16,000,571 |
Gross profit | 5,629,123 | 4,556,771 | 13,768,708 | 11,070,482 |
Operating expenses | ||||
Selling, general and administrative | 3,832,889 | 2,774,253 | 10,137,283 | 8,119,742 |
Income from operations | 1,796,234 | 1,782,518 | 3,631,425 | 2,950,740 |
Interest income | 21,754 | 23,878 | 70,052 | 77,423 |
Income before income taxes | 1,817,988 | 1,806,396 | 3,701,477 | 3,028,163 |
Income tax expense | 671,001 | 64,436 | 1,464,001 | 154,677 |
Net income | $ 1,146,987 | $ 1,741,960 | $ 2,237,476 | $ 2,873,486 |
Net income per share: | ||||
Basic (in Dollars per share) | $ 0.09 | $ 0.14 | $ 0.18 | $ 0.23 |
Diluted (in Dollars per share) | $ 0.09 | $ 0.14 | $ 0.17 | $ 0.23 |
Weighted average shares outstanding: | ||||
Basic (in Shares) | 12,513,084 | 12,388,162 | 12,497,462 | 12,339,673 |
Diluted (in Shares) | 13,205,818 | 12,670,400 | 12,976,795 | 12,728,828 |
Note 5 - Accounts Receivable
|
9 Months Ended |
---|---|
Jun. 30, 2013
|
|
Receivables [Abstract] | |
Financing Receivables [Text Block] |
Note
5. Accounts Receivable
Credit
is extended based on the evaluation of a customer’s
financial condition and collateral is generally not required.
Accounts that are outstanding longer than the contractual
payment terms are considered past due. The
Company writes off accounts receivable when they become
uncollectible; payments subsequently received on such
receivables are credited to the allowance for doubtful
accounts. At June 30, 2013 and 2012, respectively, the
balance in the allowance for doubtful accounts was
$97,950.
|
Note 4 - Stock Based Compensation (Details) - Stock Option Activity (USD $)
|
9 Months Ended | |
---|---|---|
Jun. 30, 2013
|
Jun. 30, 2012
|
|
Stock Option Activity [Abstract] | ||
Outstanding at September 30, 2012 | 1,029,176 | |
Outstanding at September 30, 2012 (in Dollars per share) | $ 3.07 | |
Exercised | (47,657) | (168,148) |
Exercised (in Dollars per share) | $ 1.51 | |
Cancelled or Forfeited | (9,000) | |
Cancelled or Forfeited (in Dollars per share) | $ 5.73 | |
Outstanding at June 30, 2013 | 972,519 | |
Outstanding at June 30, 2013 (in Dollars per share) | $ 3.11 |
Note 4 - Stock Based Compensation (Tables)
|
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] |
|
Note 6 - Inventories (Details) - Components Of Inventory (USD $)
|
Jun. 30, 2013
|
Sep. 30, 2012
|
---|---|---|
Components Of Inventory [Abstract] | ||
Raw materials | $ 3,215,170 | $ 2,300,380 |
Work-in-progress | 651,454 | 336,298 |
Finished goods | 1,099,524 | 334,936 |
$ 4,966,348 | $ 2,971,614 |
Note 5 - Accounts Receivable (Details) (USD $)
|
Jun. 30, 2013
|
Jun. 30, 2012
|
---|---|---|
Receivables [Abstract] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 97,950 | $ 97,950 |
Note 4 - Stock Based Compensation (Details) - Restricted Stock Transactions (Restricted Stock [Member], USD $)
|
9 Months Ended |
---|---|
Jun. 30, 2013
|
|
Restricted Stock [Member]
|
|
Note 4 - Stock Based Compensation (Details) - Restricted Stock Transactions [Line Items] | |
Unvested shares at September 30, 2012 | 363,336 |
Unvested shares at September 30, 2012 (in Dollars per share) | $ 5.07 |
Granted | 9,090 |
Granted (in Dollars per share) | $ 5.50 |
Forfeited | (5,000) |
Forfeited (in Dollars per share) | $ 5.10 |
Unvested at June 30, 2013 | 367,426 |
Unvested at June 30, 2013 (in Dollars per share) | $ 5.08 |
Note 1 - Basis of Presentation
|
9 Months Ended |
---|---|
Jun. 30, 2013
|
|
Disclosure Text Block [Abstract] | |
Basis of Accounting [Text Block] |
Note
1. Basis of Presentation
The
accompanying condensed financial statements are unaudited and
have been prepared by the Company in accordance with
accounting principles generally accepted in the United States
of America for interim financial information, pursuant to the
rules and regulations of the Securities and Exchange
Commission. Pursuant to these rules and
regulations, certain financial information and footnote
disclosures normally included in the financial statements
have been condensed or omitted. However, in the
opinion of management, the financial statements include all
adjustments, consisting of normal recurring accruals,
necessary for a fair presentation of the financial position
and results of operations and cash flows of the interim
periods presented. Operating results for the interim periods
presented are not necessarily indicative of results to be
expected for the full year or for any other interim period,
due to variability in customer purchasing patterns and
seasonal, operating and other factors. These condensed
financial statements should be read in conjunction with the
financial statements and notes thereto included in the
Company’s Annual Report on Form 10-K for the year ended
September 30, 2012.
In
preparation of the Company’s financial statements,
management is required to make estimates and assumptions that
affect reported amounts of assets and liabilities and related
revenues and expenses during the reporting periods. As future
events and their effects cannot be determined with precision,
actual results could differ significantly from these
estimates.
|
Note 3 - Cash, Cash Equivalents and Investments
|
9 Months Ended | ||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents [Abstract] | |||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents Disclosure [Text Block] |
Note 3. Cash,
Cash Equivalents and Investments
The
Company currently invests its excess cash in money market
accounts and bank certificates of deposit (CDs) with a term
of not more than three years. CDs with original maturities
when purchased of more than three months are reported as
held-to-maturity investments and are carried at amortized
cost. The maturity dates of the Company’s CDs are as
follows:
|
Note 6 - Inventories
|
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
||||||||||||||||||||||||||||||||||||||||||||||
Inventory Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Inventory Disclosure [Text Block] |
Note
6. Inventories
Inventories
consist of the following as of:
|
Note 4 - Stock Based Compensation
|
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] |
Note
4. Stock Based Compensation
The
Company recorded $570,574 of compensation expense related to
current and past option grants, restricted stock grants and
the Company’s Employee Stock Purchase Plan for the nine
months ended June 30, 2013. The Company recorded
$326,651 of compensation expense related to current and past
equity awards for the nine months ended June 30,
2012. This expense is included in selling, general
and administrative expense. As of June 30, 2013,
$2,105,047 of total unrecognized compensation expense related
to non-vested equity awards is expected to be recognized over
a weighted average period of approximately 4.2 years.
There
were no stock options granted during the nine-month period
ended June 30, 2013. During the nine month period ended June
30, 2012, the Company granted non-employee directors
non-qualified stock options to purchase an aggregate of
12,000 shares of common stock with a contractual term of 6
years, a vesting term of one year, an exercise price of $5.91
and a fair value of $4.12 per share.
The
following is a summary of stock option activity during the
nine months ended June 30, 2013:
The
intrinsic value of an option is the amount by which the fair
value of the underlying stock exceeds its exercise price. At
June 30, 2013, the weighted average remaining contractual
term for all outstanding stock options was 4.04 years and
their aggregate intrinsic value was $6,125,305. At June 30,
2013, the weighted average remaining contractual terms of
options that were exercisable was 4.02 years and their
aggregate intrinsic value was $5,149,482. During the nine
months ended June 30, 2013, the Company received proceeds of
$14,996 from the exercise of stock options. During the nine
months ended June 30, 2012, exercised stock options totaled
168,148 shares, resulting in $147,707 of proceeds to the
Company.
Restricted
Stock
The
Company’s 2007 Stock Compensation Plan permits its
Compensation Committee to grant other stock-based awards. The
Company makes restricted stock grants to key employees and
non-employee directors that vest over one to five
years.
During
the nine month period ended June 30, 2013, the Company
granted non-employee directors restricted stock awards
totaling 9,090 shares of common stock, with a vesting term of
approximately one year and a fair value of $5.50 per
share. Restricted stock transactions during the
nine-month period ended June 30, 2013 is summarized as
follows:
Employee
Stock Purchase Plan
Clearfield,
Inc.’s Employee Stock Purchase Plan
(“ESPP”) allows participating employees to
purchase shares of the Company’s common stock at a
discount through payroll deductions. The ESPP is available to
all employees subject to certain eligibility requirements.
Terms of the ESPP provide that participating employees may
purchase the Company’s common stock on a voluntary
after-tax basis. Employees may purchase the Company’s
common stock at a price that is no less than the lower of 85%
of the fair market value of one share of common stock at the
beginning or end of each stock purchase period or phase. The
ESPP is carried out in six month phases, with phases
beginning on January 1 and July 1 of each calendar year. For
the phases that ended on June 30, 2013, and December 31,
2012, employees purchased 17,597 and 18,000 shares at a price
of $3.82 per share. After the employee purchase on June 30,
2013, 203,245 shares of common stock were available for
future purchase under the ESPP.
|
Note 7 - Major Customer Concentration (Details)
|
9 Months Ended | |
---|---|---|
Jun. 30, 2013
|
Jun. 30, 2012
|
|
Customer A [Member] | Total Sales Concentration Percentage [Member]
|
||
Note 7 - Major Customer Concentration (Details) [Line Items] | ||
Concentration Risk, Percentage | 22.00% | 22.00% |
Customer B [Member] | Total Sales Concentration Percentage [Member]
|
||
Note 7 - Major Customer Concentration (Details) [Line Items] | ||
Concentration Risk, Percentage | 15.00% | |
Customer C [Member] | Accounts Receivable Concentration Percentage [Member]
|
||
Note 7 - Major Customer Concentration (Details) [Line Items] | ||
Concentration Risk, Percentage | 15.00% |
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