XML 96 R20.htm IDEA: XBRL DOCUMENT v2.4.1.9
Capital Stock and Stock Options
12 Months Ended
Dec. 31, 2014
Class of Stock [Line Items]  
Shareholders' Equity and Share-based Payments [Text Block]
CAPITAL STOCK AND STOCK OPTIONS

The following table summarizes common stock activity for the years ended December 31, 2014, 2013, and 2012:

(in millions)
Common Stock
 
2014
 
2013
 
2012
Beginning balance
49.5

 
48.6

 
48.4

Shares issued for stock options exercised
0.4

 
0.7

 

Vesting of restricted stock and other
0.1

 
0.2

 
0.2

Ending balance
50.0

 
49.5

 
48.6



Employee Stock Options
 
The 2002 Equity Incentive Plan expired on April 19, 2012 with 22,434 shares available to be issued. These shares were canceled in April of 2012 and as of December 31, 2014, there are no shares available for future issuance under the 2002 plan.

On December 23, 2013, the Company filed a registration statement for 3.5 million additional shares, increasing the total shares available for granting under the 2007 Equity Incentive Plan to 8.5 million, of which 2,596,474 shares, remain available for issuance under the plan as of December 31, 2014. Stock options granted typically vest ratably between 36 and 48 months and are granted with exercise prices equal to market prices on the date of grant. The options normally expire 10 years from the date of grant.  Options are typically granted to officers and key employees selected by the Compensation Committee of the Board of Directors, and outstanding options have exercise prices ranging from $4.10 to $20.27.

Non-employee Director Stock Options 
 
For 2012, the non-employee directors received 2,500 stock options on the first trading day after the annual meeting of stockholders at which they were re-elected as non-employee directors. These options vest ratable over 12 months of continuous service. The non-employee director options are exercisable until 10 years from the date of grant. Beginning in 2013, the equity portion of the non-employee directors' compensation is payable in restricted stock.
 
The following table summarizes option activity under the stock option plans as of December 31, 2014:
 
 
Options
 
Weighted
Average
Exercise Price
 
Aggregate
Intrinsic Value (in millions)
 
Weighted Average
Contractual Term
(in years)
Outstanding at January 1, 2014
4,176,666

 
$
13.50

 
 
 
 
Granted
135,750

 
10.53

 
 
 
 
Exercised
(900,801
)
 
10.48

 
 
 
 
Forfeited
(276,110
)
 
13.43

 
 
 
 
Outstanding at December 31, 2014
3,135,505

 
$
14.25

 
$
6.9

 
6.18
 
 
 
 
 
 
 
 
Vested or expected to vest at December 31, 2014
3,095,611

 
$
14.31

 
$
6.7

 
6.11
 
 
 
 
 
 
 
 
Exercisable at December 31, 2014
2,671,717

 
$
14.90

 
$
5.0

 
5.39

 
The intrinsic value of options exercised during the years ended December 31, 2013 and 2012 was not material.

There were 3,513,999 and 3,790,942 options exercisable at December 31, 2013 and 2012, respectively. The weighted average exercise price for the options exercisable at December 31, 2013 and 2012 was $14.26 and $13.59, respectively. The remaining contractual life for the options outstanding at December 31, 2013 and 2012 was 4.63 years and 4.91 years, respectively.

During the years ended December 31, 2014, 2013 and 2012, $0.9 million ($0.5 million net of tax), $1.2 million ($0.7 million net of tax) and $1.2 million ($0.7 million net of tax), respectively, was charged to expense relating to the stock option plans. The Company has a policy of issuing new common shares to satisfy the exercise of stock options.  At December 31, 2014 there was $1.8 million of unrecognized stock-based employee compensation expense for unvested stock options, and the expected remaining expense period is 4 years. The Company did not recognize excess tax benefits related to stock option exercises for the last 3 years due to net operating losses.

The weighted average grant date fair value of options granted in 2014, 2013 and 2012 was $4.80, $5.28, and $2.02, respectively. The Company estimates the fair value of stock options issued using the Black-Scholes option pricing model. Expected volatilities are based on the historical volatility of the Company’s stock and other factors. The Company uses historical data to estimate option exercises and employee terminations within the valuation model. Dividends were based on an estimated dividend yield. The risk-free rates for the periods within the contractual life of the option are based on the U.S. Treasury rates in effect at the time of the grant. The forfeiture rate is based on historical information and management’s best estimate of future forfeitures. The expected term of options granted is derived from historical exercise experience and represents the period of time the Company expects options granted to be outstanding. Option valuation models require the input of subjective assumptions including the expected volatility and lives.

The following assumptions were used to value stock option grants during the following periods:
 
 
December 31,
 
2014
 
2013
 
2012
Dividend yield
—%
 
—%
 
—%
Expected volatility
56
%
-
58%
 
59
%
-
62%
 
59
%
-
62%
Risk-free interest rate
1.7
%
-
1.8%
 
0.9
%
-
1.4%
 
0.6
%
-
1.0%
Expected life (in years)
4
-
5
 
4
-
5
 
4
-
5


Restricted Stock Grants

Restricted stock awards have been granted to certain of our officers, directors, and key employees.  Restricted stock awards are grants of shares of our common stock which typically vest over time (generally three or four years).

Non-employee director restricted stock grants  
    
For service in 2013 and 2014 the non-employee directors received restricted stock valued at $50,000, which became vested on the earliest of (a) one year from the date of grant, (b) the date the director ceases to be a board member after at least five years of service and (c) the occurrence of a change in control. 

Compensation expense for our restricted stock grants was $3.7 million, $2.8 million, and $1.8 million during the years ended December 31, 2014, 2013 and 2012, respectively.  As of December 31, 2014, we have $6.6 million in total unrecognized future compensation expense that will be recognized over the next three or four years relating to awards for 763,232 restricted shares which were issued but which had not yet vested.
 
A summary of restricted stock activity under the aforementioned plan is as follows:
 
 
Restricted Stock
 Awards
Unvested at January 1, 2014
846,083

Vested
(317,500
)
Issued
293,318

Surrendered
(58,669
)
Unvested at December 31, 2014
763,232



The grant date weighted-average fair value per share of restricted stock awards granted during the years ended December 31, 2014, 2013, and 2012, was $10.50, $11.23 and $4.98, respectively.  The total fair value of shares vested during the years ended December 31, 2014, 2013, and 2012, was $3.1 million, $2.8 million, and $0.7 million, respectively.