Note 12 - Stock Incentive and Employee Benefit Plans

12 Months Ended

Dec. 31, 2012

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

 12. Stock Incentive and Employee Benefit Plans

a. Stock Incentive Plans

The Company has share-based awards outstanding under four different plans, pursuant to which we have granted stock options, stock appreciation rights, restricted and unrestricted stock, and performance share awards to key officers, employees, and directors.  The exercise price of our share-based awards may not be less than the market value of our common stock on the date of grant.  Stock options and stock appreciation rights vest based on either time (generally over a one to four year period) or market performance (based on stock price appreciation) and generally expire between five and ten years after the date of grant.  The fair value for stock options and stock appreciation rights is established at the date of grant using the Black-Scholes model for awards that vest based on time and a lattice model for awards that vest based on market performance.  Restricted stock typically vest over a three year period and stock grants are valued at the closing price on the date of grant.

The following is a summary of stock option and stock appreciation rights activity relating to our four plans on a combined basis for the years ended December 31, 2012, 2011 and 2010:

	2012			2011			2010
	Number of Shares	Weighted Average Exercise Price		Number of  Shares	Weighted Average Exercise Price		Number of Shares	Weighted Average Exercise Price
Outstanding, beginning of year	17,877,785	$	4.33	18,630,205	$	4.46	20,391,956	$	4.75
Granted	6,222,222		4.24	1,350,000		3.82	400,000		3.81
Exercised	(4,677,271)		2.79	(1,050,025)		1.19	(1,181,743)		2.21
Canceled	(806,354)		16.04	(1,052,395)		9.15	(980,008)		12.90
Outstanding, end of year	18,616,382	$	4.21	17,877,785	$	4.33	18,630,205	$	4.46
Exercisable at end of year	11,956,258	$	4.17	13,137,785	$	4.84	10,401,955	$	5.96
Available for future grant	23,283,953			31,570,998			4,279,893

At December 31, 2012, 18,120,968 stock options and stock appreciation rights were vested or expected to vest in the future with a weighted average exercise price of $4.20 and a weighted average expected life of 3.56 years.

The following table summarizes information about stock options and stock appreciation rights outstanding and exercisable at December 31, 2012:

Outstanding										Exercisable
Exercise Prices				Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life		Number of Shares		Weighted Average Exercise Price
Low		High
$	0.67	$	6.94		17,999,585	$	3.43		3.66		11,339,461	$	2.94
$	14.82	$	29.84		616,797	$	26.92		1.08		616,797	$	26.92

The fair value of each stock option and stock appreciation right granted during each of the three years ended December 31, 2012, 2011 and 2010 was estimated using the following weighted average assumptions:

	2012			2011			2010
Dividend yield		0.00	%		0.00	%		0.00	%
Expected volatility		82.09	%		97.40	%		93.70	%
Risk-free interest rate		0.73	%		0.75	%		1.33	%
Expected life (years)	2.5			3.5			4.5

Based on the above assumptions, the weighted average per share fair value of stock options and stock appreciation rights granted during the years ended December 31, 2012, 2011 and 2010, was $0.91, $2.44 and $2.63, respectively.

On May 14, 2008, our stockholders approved our 2008 Stock Incentive Plan (the “2008 Plan”).  Under the 2008 Plan, as amended and approved by the stockholders on May 18, 2011, the maximum number of shares of common stock that may be issued is 32,486,733 plus awards forfeited under the 2008 Plan.  During the year ended December 31, 2012, we granted 50,000 stock options to our employees, and issued 462,119 shares of common stock to our officers and key employees, 77,948 shares of common stock to our independent directors, and 7,610 shares to all employees in connection with a companywide stock grant.  Additionally, in connection with the Company’s 2012 incentive compensation program, on April 2, 2012 (“issuance date”) the Compensation Committee of our Board of Directors granted long-term equity awards to executive officers and certain key employees of the Company.  The grant consisted of the following awards:

· Restricted Stock – 359,599 shares of restricted common stock vesting in three equal installments on each of the first three anniversaries of the issuance date;

· Capped Stock Appreciation Rights – 3,472,222 capped common stock appreciation rights with a grant price equal to the closing price of the Company’s common stock ($4.29) on the issuance date (the “grant price”), vesting in three equal installments on each of the first three anniversaries of the issuance date, and with the value per share of the award capped at the difference between twelve dollars ($12) and the grant price; and

· Performance Share Awards – 405,012 target performance share awards with payouts at 1-4 times the target number of shares of common stock based on the Company’s actual earnings per share for the year ended December 31, 2014.

On April 2, 2012 the Compensation Committee of our Board of Directors also provided a one-time grant of 2,700,000 market based capped stock appreciation rights to 12 senior executives.  These market based grants have a five year term and vest in three equal tranches only if the Company’s common stock closing price reaches eight ($8), nine ($9) and ten ($10) dollars, respectively, for twenty consecutive trading days.  The value per share of the award is capped at the difference between twelve dollars ($12) and the grant price.

Total compensation expense recognized related to stock-based compensation was as follows:

	Year Ended December 31,
	2012		2011		2010
	(Dollars in thousands)
Stock options and stock appreciation rights	$	4,523	$	7,259	$	6,084
Unrestricted stock grants		488		3,980		5,764
Restricted stock grants		378		―		―
Performance share awards		1,762		―		―
Total	$	7,151	$	11,239	$	11,848

Total unrecognized compensation expense related to stock-based compensation was as follows:

	As of December 31,
	2012				2011				2010
	Unrecognized Expense		Weighted  Average Period (years)		Unrecognized Expense		Weighted Average Period (years)		Unrecognized Expense		Weighted Average Period (years)
	(Dollars in thousands)
Unvested stock options and stock appreciation rights	$	4,395		1.7	$	3,765	1.6		$	7,799	1.7
Nonvested restricted stock grants		1,098		2.2		―		―		―		―
Nonvested performance share awards		5,188		2.2		―		―		―		―
Total unrecognized compensation expense	$	10,681		2.0	$	3,765	1.6		$	7,799	1.7

b. Employee Benefit Plan

We have a defined contribution plan pursuant to Section 401(k) of the Internal Revenue Code. Each employee may elect to make before-tax contributions up to the current tax limits.  The Company matches employee contributions up to $5,000 per employee per year.  The Company provides this plan to help its employees save a portion of their cash compensation for retirement in a tax efficient environment.  Our contributions to the plan for the years ended December 31, 2012, 2011 and 2010, were $2.2 million, $2.1 million and $2.1 million, respectively.