Note 6 - Stock Compensation Expense
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Dec. 31, 2011
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Disclosure of Compensation Related Costs, Share-based Payments [Text Block] |
The
Company maintains long-term incentive plans that authorize
the Board of Directors or its Compensation Committee (the
“Committee”) to grant key employees, officers and
directors of the Company incentive or nonqualified stock
options, stock appreciation rights, performance shares,
restricted shares and performance units. The Committee
determines the prices and terms at which awards may be
granted along with the duration of the restriction periods
and performance targets. All issuances are granted out of
shares authorized, as the Company has no treasury stock. The
Company has the option, in its sole discretion, to settle
awards under its 2008 incentive plans in cash, in lieu of
issuing shares.
The
Company has two Long-Term Incentive Plans under which
equity-based awards may be granted. At December 31, 2011,
there were an aggregate of 2.0 million shares authorized
for issuance under these plans. Approximately 0.4 million
and 0.1 million shares remained available for future
issuance under the 2008 Employee Long-Term Incentive Plan
and the 2008 Directors Long-Term Incentive Plan,
respectively.
Stock
option awards. During the first quarter
of fiscal 2012 the Company granted performance-based based
stock options with separate performance conditions in
fiscal years 2012, 2013, and 2014, to named executive
officers and other key employees. The Company will
recognize compensation expense related to each separate
service period during the respective period. The maximum
number of performance-based options available to vest
subject to certain operating performance targets is
1,158,750. The number of options available to
vest are subject to the performance measures in a given
fiscal year. The Company determined that a grant
date, for purposes of measuring compensation expense in
accordance with U.S. GAAP, has not been established for a
portion of the 2013 and 2014 awards. The accounting
date will be established when a mutual understanding of key
terms and conditions is established. The Company also
granted 105,000 stock options with a vesting period through
December 2012 to certain key employees.
Annually,
options to purchase 7,500 shares of common stock are
issued to each director, other than the CEO. In addition,
newly elected directors receive options to purchase
7,500 shares of common stock. All such options vest
immediately at time of grant. During fiscal 2011, a former
director exercised his option on 7,500 shares at an exercise
price of $5.47. The Company opted to settle the award in cash
in lieu of issuing shares.
The
following table summarizes information for options currently
outstanding and exercisable at December 31, 2011:
Presented
below is a summary of stock option plans activity for the
three months ended December 31, 2011:
The
fair value of each option grant is estimated on the date of
the grant using the Black-Scholes option-pricing model with
the following weighted average assumptions:
Volatility,
expected term and dividend yield assumptions were based on
the Company’s historical experience. The risk-free
rate was based on a U.S. treasury note with a maturity
similar to the option grant’s expected term. The
number of options for performance-based shares is based on
the probable established performance target expected to be
achieved.
Restricted
stock awards. Under the Company’s equity
incentive plans, employees and directors may be granted
restricted stock awards with participation rights which are
valued based upon the fair market value on the date of the
grant. The balance of restricted stock shares outstanding was
30,000 shares as of December 31, 2011.
In
accordance with ASC 718, the Company determined its practice
of settling vested restricted shares in cash resulted in a
modification in fiscal 2010 from equity to liability
accounting for the remaining unvested restricted shares. The
fair value of the modified liability award is measured each
reporting date through settlement and any adjustments to
increase or decrease the liability are recorded either as
compensation cost or a charge to equity. During the first
quarter of fiscal 2012, 15,000 shares of restricted stock
vested.
The
Company recorded into selling and general administrative
expense for its corporate/other products segment the cost of
employee services received in exchange for equity instruments
based on the grant-date fair value of those instruments in
accordance with the provisions of ASC 718, which was $0.1
million for the three months ended December 31, 2011, and
$0.2 million for the three months ended December 31, 2010.
There were no recognized tax benefits during the three months
ended December 31, 2011 or 2010, as any benefit is offset by
the Company's full valuation allowance on its net deferred
tax asset.
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