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Shareholders' Equity (Deficit):
12 Months Ended
Dec. 26, 2015
Shareholders' Equity (Deficit):  
Shareholders' Equity (Deficit):

6.Shareholders’ Equity (Deficit):

 

Dividends

 

In 2015, the Company declared and paid quarterly cash dividends totaling $0.27 per share ($1.2 million).

 

In 2014, the Company declared and paid quarterly cash dividends totaling $0.23 per share ($1.2 million) and a $5.00 per share special cash dividend (the “2014 Special Dividend”).  The 2014 Special Dividend totaled $25.8 million and was financed by a combination of cash on hand as well as net borrowings under the Line of Credit. (See Note 7 — “Debt”).

 

In 2013, the Company declared and paid quarterly cash dividends totaling $0.19 per share ($0.96 million).

 

Repurchase of Common Stock

 

In April 2015, the Company’s Board of Directors authorized the repurchase of up to 875,000 shares of our common stock for a price of $84.72 per share through a tender offer (the “Tender Offer”).  The Tender Offer began on the date of the announcement, April 15, 2015 and expired on May 13, 2015.  Upon expiration, the Company accepted for payment 875,000 shares for a total purchase price of approximately $74.3 million, including fees and expenses related to the Tender Offer.  The Tender Offer was financed by a combination of cash on hand as well as net borrowings under the Line of Credit and Notes Payable.  (See Note 7 — “Debt”).

 

In addition to the Tender Offer, during 2015, the Company repurchased 6,518 shares for an aggregate purchase price of $0.6 million or $90.85 per share.  In 2014, the Company repurchased 166,030 shares for an aggregate purchase price of $11.6 million or $69.65 per share.  In 2013, the Company repurchased 28,422 shares for an aggregate purchase price of $1.9 million or $65.26 per share.

 

Under a previous Board of Directors’ authorization, as of December 26, 2015 the Company has the ability to repurchase an additional 160,182 shares of its common stock.  Repurchases may be made from time to time at prevailing prices, subject to certain restrictions on volume, pricing and timing.

 

Stock Option Plans

 

The Company had authorized up to 750,000 shares of common stock be reserved for granting either nonqualified or incentive stock options to officers and key employees under the Company’s 2001 Stock Option Plan (the “2001 Plan”).  The 2001 Plan expired on February 20, 2011.  The Company has authorized up to 500,000 shares of common stock to be reserved for granting either nonqualified or incentive stock options to officers and key employees under the Company’s 2010 Stock Option Plan (the “2010 Plan”).

 

Grants under the 2001 Plan and 2010 Plan are made by the Compensation Committee of the Board of Directors at a price of not less than 100% of the fair market value on the date of grant.  If an incentive stock option is granted to an individual who owns more than 10% of the voting rights of the Company’s common stock, the option exercise price may not be less than 110% of the fair market value on the date of grant.  The term of the options may not exceed 10 years, except in the case of nonqualified stock options, whereby the terms are established by the Compensation Committee.  Options may be exercisable in whole or in installments, as determined by the Compensation Committee.

 

The Company also sponsors a Stock Option Plan for Nonemployee Directors (the “Nonemployee Directors Plan”), and has reserved a total of 350,000 shares for issuance to directors of the Company who are not employees.

 

Stock option activity under the 2001 Plan, 2010 Plan and Nonemployee Directors Plan (collectively, the “Option Plans”) as of December 26, 2015 was as follows:

 

 

 

Number of
Shares

 

Weighted Average
Exercise Price

 

Weighted Average
Remaining
Contractual Life
(years)

 

Intrinsic Value

 

Outstanding at December 29, 2012

 

613,727

 

$

31.46

 

7.06

 

$

16,010,000

 

Granted

 

96,250

 

71.39

 

 

 

 

 

Exercised

 

(176,700

)

18.82

 

 

 

 

 

Forfeited

 

(6,565

)

42.20

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at December 28, 2013

 

526,712

 

42.87

 

7.33

 

26,446,700

 

Granted

 

97,000

 

73.31

 

 

 

 

 

Exercised

 

(21,012

)

19.89

 

 

 

 

 

Forfeited

 

(5,000

)

56.85

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at December 27, 2014

 

597,700

 

48.50

 

6.93

 

20,973,700

 

Granted

 

79,400

 

91.46

 

 

 

 

 

Exercised

 

(8,360

)

38.46

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at December 26, 2015

 

668,740

 

$

53.73

 

6.41

 

$

25,582,300

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable at December 26, 2015

 

440,577

 

$

41.76

 

5.29

 

$

22,123,700

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The fair value of options granted under the Option Plans during 2015, 2014 and 2013 were estimated on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions and results:

 

 

 

Year Ended

 

 

 

December 26, 2015

 

December 27, 2014

 

December 28, 2013

 

Risk free interest rate

 

1.71 

%

1.75 

%

1.60 

%

Expected life (years)

 

 

 

 

Expected volatility

 

30.15 

%

33.2 

%

32.9 

%

Dividend yield

 

1.36 

%

1.66 

%

1.65 

%

Fair value per option granted

 

$

24.88 

 

$

21.02 

 

$

20.36 

 

 

Options outstanding as of December 26, 2015 are exercisable as follows:

 

 

 

Options Outstanding

 

Options Exercisable

 

 

 

 

 

Weighted Average

 

 

 

 

 

Range of
Exercise Price

 

Number
Outstanding

 

Remaining
Contractual Life
(Years)

 

Weighted
Average
Exercise Price

 

Number
Exercisable

 

Weighted
Average
Exercise Price

 

$ 12.75 - $ 18.40

 

52,261 

 

3.03

 

$

13.97 

 

52,261 

 

$

13.97 

 

    20.32 -    31.19

 

104,674 

 

3.35

 

25.20 

 

104,674 

 

25.20 

 

    32.92 -    51.17

 

128,519 

 

5.60

 

40.82 

 

117,203 

 

39.82 

 

    53.34 -    80.32

 

256,136 

 

7.46

 

62.87 

 

142,564 

 

58.85 

 

    82.72 -    91.93

 

127,150 

 

9.01

 

88.18 

 

23,875 

 

82.72 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

668,740 

 

6.41

 

$

53.73 

 

440,577 

 

$

41.76 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The total intrinsic value of options exercised during 2015, 2014 and 2013 was $0.4 million, $1.2 million and $8.7 million, respectively.  The total fair value of shares vested during 2015, 2014 and 2013 was $6.2 million, $5.1 million and $3.9 million, respectively.

 

During 2015, 2014 and 2013, option holders surrendered 587, 0 and 1,207 shares, respectively, of previously owned common stock as payment for option shares exercised as provided for by the Option Plans.  All unexercised options at December 26, 2015 have an exercise price equal to the fair market value on the date of the grant.

 

Compensation expense of $1,694,800, $1,417,200 and $1,153,600 relating to the vested portion of the fair value of stock options granted was expensed to “Selling, General and Administrative Expenses” in 2015, 2014 and 2013, respectively.  As of December 26, 2015, the Company had $4.0 million of total unrecognized compensation expense related to stock options that is expected to be recognized over the remaining weighted average vesting period of approximately 2.5 years.