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Stockholders' Equity
6 Months Ended
Jun. 30, 2012
Stockholders' equity [Abstract]  
Stockholders' equity

7. Stockholders’ equity

Stock Option Activity

At June 30, 2012, the Company had four stock-based compensation plans, which are described more fully in the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. There are approximately 1.4 million shares available for grant under the Plans as of June 30, 2012. During the first half of 2012, the Company granted restricted stock units and performance restricted stock units that vest over one to three years, or upon the achievement of certain performance criteria, respectively.

 

Restricted Stock Units

The following table summarizes restricted stock unit activity for the six months ended June 30, 2012:

 

                         
    Number of
Units
    Weighted Average
Grant-Date Fair
Value
    Aggregate Intrinsic
Value
 

Balance at December 31, 2011

    1,096     $ 4.76          

Granted

    625,148       5.28          

Vested

    —         —            

Forfeited

    (11,500     5.29          
   

 

 

                 

Balance at June 30, 2012

    614,744       5.28       3,221,259  
   

 

 

                 

Aggregate intrinsic value represents the Company’s closing stock price on the last trading day of the period, which was $5.24 per share multiplied by the number of restricted stock units. As of June 30, 2012, there was $2.5 million in unrecognized compensation costs related to restricted stock units granted under our stock plans. We expect to recognize these costs over a weighted average period of 17 months.

The Company has granted approximately 180,000 units of performance restricted stock (included in the table above), the vesting of which is contingent upon the achievement of certain performance criteria related to new product sales as well as the future sales and operating performance of the Company. Compensation expense is recognized over the implicit service period (the date the performance condition is expected to be achieved) based on management’s estimate of the probability of the performance criteria being satisfied, adjusted at each balance sheet date. As of June 30, 2012, all performance restricted stock units remained unvested.

Stock Options

The following table summarizes stock option activity for the six months ended June 30, 2012:

 

                                 
    Number of
options
    Weighted Average
Exercise Price
    Weighted Average
Remaining
Contractual Life
(years)
    Aggregate
Intrinsic Value
 

Balance at December 31, 2011

    7,576,493     $ 5.75                  

Granted

    —         —                    

Exercised

    (247,501     1.60                  

Expired/terminated

    (320,786     7.57                  
   

 

 

                         

Balance at June 30, 2012

    7,008,206     $ 5.81       5.35     $ 4,343,755  
   

 

 

   

 

 

   

 

 

   

 

 

 

Exercisable at June 30, 2012

    6,339,175     $ 6.01       4.77     $ 3,634,350  
   

 

 

   

 

 

   

 

 

   

 

 

 

Expected to vest after June 30, 2012

    628,889     $ 4.72       7.85     $ 709,405  
   

 

 

   

 

 

   

 

 

   

 

 

 

Aggregate intrinsic value represents the difference between the Company’s closing stock price on the last trading day of the period, which was $5.24 per share, and the exercise price, multiplied by the applicable number of options. The aggregate intrinsic value of options exercised for the three and six months ended June 30, 2012 was approximately $850,000 and $876,000, respectively. The aggregate intrinsic value of options exercised for the three and six months ended June 30, 2011 was nil and approximately $13,000, respectively. As of June 30, 2012, total unrecognized stock-based compensation expense related to unvested stock options was approximately $2.3 million, which is expected to be recognized over a remaining weighted average period of approximately 18 months. Options expected to vest are presented net of expected forfeitures.

 

The Company has granted a cumulative of 950,800 performance-based stock options from 2008 through June 30, 2012, the vesting of which is contingent upon the achievement of certain performance criteria related to the successful and timely development and market acceptance of future product introductions, as well as the future sales and operating performance of the Company. Compensation expense is recognized over the implicit service period (the date the performance condition is expected to be achieved) based on management’s estimate of the probability of the performance criteria being satisfied, adjusted at each balance sheet date. At June 30, 2012, there are approximately 619,000 performance based options outstanding for which the performance criteria have yet to be met. There is approximately $375,000 of remaining expense to be recognized relative to these performance based options as of June 30, 2012. No performance-based options were forfeited during the three and six months ended June 30, 2012. At June 30, 2011, 259,452 unvested performance options with a fair value of approximately $603,000 remained outstanding. No options were forfeited during the three or six months ended June 30, 2011.

Share-Based Compensation Expense

Share-based compensation cost for restricted stock units is measured based upon the market price of the Company’s common stock on the date of grant. Share-based compensation cost for stock options is estimated at the grant-date, based upon the fair value as calculated by the Black-Scholes-Merton option pricing valuation model, which incorporates various assumptions including volatility, expected life, and interest rates. There were no stock options granted during the three and six months ended June 30, 2012. The assumptions used for the three and six month periods ended June 30, 2011, and the resulting estimates of weighted-average fair value per share of options granted during those periods, are as follows:

 

                 
    Three Months Ended
June  30,
    Six Months Ended
June 30,
 
    2011     2011  

Expected life of options

    4.5 yea rs      4.5 yea rs 

Weighted average volatility

    52.8     55.7

Weighted average risk-free interest rate

    1.5     1.7

Weighted average fair value of options granted

  $ 2.01     $ 2.17  

The expected life of options represents the estimated period of time until exercise and is based on the Company’s historical experience of similar awards, giving consideration to the contractual terms, vesting schedules and expectations of employee behavior. Expected stock price volatility is primarily based on historical volatility of the Company’s stock. The risk-free interest rate is based on the implied yield available on United States Treasury zero-coupon issues with an equivalent remaining term. The Company has not paid dividends in the past and does not plan to pay any dividends in the near future. The estimated fair value of stock-based compensation awards and other options is amortized to expense on a straight-line basis over the requisite service period. As share-based compensation expense is recognized on awards ultimately expected to vest, it is reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company’s forfeiture rate was calculated based on its historical experience of awards which ultimately vested.

Share-based compensation was classified as follows:

 

                                 
    Three Months Ended June 30 ,     Six Months Ended June 30,  
    2012     2011     2012     2011  

Cost of products sold

  $ 28,748     $ 51,976     $ 95,892     $ 104,980  

Sales, general and administrative expenses

    426,314       649,566       973,364       1,372,745  

Research and development expenses

    134,629       175,465       278,406       362,199  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total stock-based compensation

  $ 589,691     $ 877,007     $ 1,347,662     $ 1,839,924  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total share-based compensation expense recognized in the statement of operations for the three months ended June 30, 2012 and 2011, included approximately $85,000 and $430,000, respectively, related to Incentive Stock Options (“ISOs”) for which no tax benefit is recognized. Total share-based compensation expense recognized in the statement of operations for the six months ended June 30, 2012 and 2011, includes approximately $0.2 million and $1.4 million, respectively, related to ISO’s for which no tax benefit is recognized. The Company did not tax-effect the share-based compensation expense for tax purposes related to the non-qualified disposition of ISOs exercised and sold as the benefit will be recorded when the Company is in a position to realize the benefit with an offset to taxes payable in future periods. The total unrecognized tax benefit related to the non-qualified disposition of stock options in the three and six months ended June 30, 2012, was approximately $850,000 and $876,000, respectively. The total unrecognized tax benefit related to the non-qualified disposition of stock options in the three and six months ended June 30, 2011, was approximately nil and $13,400, respectively.

Issuer Purchases of Equity Securities

On April 25, 2012, TASER’s Board of Directors authorized a stock repurchase program to acquire up to $20 million of the Company’s outstanding common stock subject to stock market conditions and corporate considerations. This program was announced on April 26, 2012 and does not have a termination date. During the three months ended June 30, 2012, the Company purchased 3,113,806 common shares under this program for a total cost of $16.1 million, or a weighted average cost of $5.18 per share. The table below sets forth information regarding repurchases of the Company’s common stock during the three months ended June 30, 2012:

 

                                 
    Total Number of
Shares Purchased
    Average Price
Paid per Share
    Total Number of Shares
Purchased as Part of
Publicly Announced
Plans or Programs
    Approximate Dollar
Value of Shares that May
Yet be Purchased  Under
the Plans or Programs
 

April 1-30, 2012

    —       $ —         —       $ —    

May 1-31, 2012

    2,579,406       5.13       2,579,406       6,694,360  

June 1-30, 2012

    534,400       5.27       534,400       3,861,449  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total

    3,113,806     $ 5.18       3,113,806     $ 3,861,449  
   

 

 

   

 

 

   

 

 

   

 

 

 

From July 1, 2012 to August 3, 2012 the Company repurchased an additional 0.5 million shares at prevailing market prices.