Stockholders' Equity

9 Months Ended

Oct. 31, 2011

Stockholders' Equity [Abstract]

Stockholders' Equity

5. Stockholders' Equity

Common Stock

The following transactions occurred during the nine months ended October 31, 2011 with regard to shares of the Company's common stock:

·On February 15, 2011, the Company issued 433,500 shares of common stock to Williston Exploration LLC in the second closing of the Williston acquisition (see Note 3 of our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2011).

·In March 2011, the Company issued 18,975,000 shares of common stock in a public offering for gross proceeds of $142.3 million. The Company paid approximately $7.6 million in expenses related to this offering.

·On April 1, 2011, the Company issued 1,004,199 shares of common stock to Slawson Exploration Company, LLC and certain other parties for the purchase of approximately 6,716 undeveloped net acres in Williams County, North Dakota in addition to $14.5 million in cash.

·In July 2011, 20,000 shares of common stock were issued pursuant to an employment termination agreement.

·For the nine months ended October 31, 2011, the Company issued 82,801 shares of common stock pursuant to the exercise of stock options.

·For the nine months ended October 31, 2011, the Company issued 224,667 shares of common stock for restricted stock units that vested during the period.

Stock Options

Effective January 28, 2009, the Company's board of directors approved a Stock Option Plan (the "Rolling Plan") whereby the number of authorized but unissued shares of common stock that may be issued upon the exercise of stock options granted under the Rolling Plan at any time shall not exceed 10% of the issued and outstanding shares of common stock on a non-diluted basis at any time, and such aggregate number of shares of common stock shall automatically increase or decrease as the number of issued and outstanding shares of common stock change. Pursuant to the Rolling Plan, stock options become exercisable as to one-third on each of the first, second and third anniversaries of the date of the grant, and allow for the granting of stock options at an exercise price of not less than fair value of the common stock at the time of grant and for a term not to exceed ten years.

Effective July 22, 2011, the Company's stockholders approved the 2011 Omnibus Incentive Plan (the "2011 Plan"). The 2011 Plan authorized the Company to issue stock options, stock appreciation rights ("SAR"s), restricted stock and restricted stock units, performance awards, stock or property, stock awards and other stock-based awards to any employee, consultant, independent contractor, director or officer of the Company. The maximum number of shares of common stock reserved for issuance under the 2011 Plan is 4,000,000 shares, subject to adjustment for certain transactions. All of the Company's previous equity incentive award plans were terminated, and no additional awards may be made under such plans. All outstanding awards under the plans shall continue in accordance with their applicable terms and conditions.

All stock options outstanding are those originally issued under the Rolling Plan. The following table summarizes the status of stock options outstanding under the Rolling Plan:

	Options Outstanding		Options Exercisable
	Outstanding	Weighted-Average	Exercisable	Weighted-Average
	at October 31,	Remaining	at October 31,	Remaining
Exercise Price	2011	Contractual life	2011	Contractual life
$3.00	34,166	2.25	20,000	2.25
$1.25	201,666	3.08	15,000	3.08

The following table presents additional information related to the stock options outstanding at October 31, 2011:

	Number of Shares	Weighted Average Exercise Price
Options outstanding - January 31, 2011	343,333	$1.60
Forfeited	(25,000)	$3.00
Exercised	(82,501)	$1.34
Options outstanding - October 31, 2011	235,832	$1.50

The aggregate intrinsic value of stock options outstanding and exercisable at October 31, 2011 and 2010 was $262,000 and $1,514,000, respectively. As of October 31, 2011, there was approximately $246,000 of total unrecognized compensation expense related to stock options. This compensation expense is expected to be recognized over the remaining vesting period of approximately one year.  

 For the fiscal quarter ended October 31, 2011, the Company recorded stock-based compensation related to stock option grants of $20,265 as general and administrative expense.

Restricted Stock Units

During the nine months ended October 31, 2011, the Company issued 1,892,110 restricted stock units as compensation to officers, directors and employees. Some of these awards were granted upon achievement of certain performance requirements. The restricted stock units vest over one to three years. As of October 31, 2011, there was approximately $11,052,000 of total unrecognized compensation expense related to unvested restricted stock units. This compensation expense is expected to be recognized over the remaining vesting period of approximately two years. The following table summarizes the status of restricted stock units outstanding:

	Number of Shares	Weighted-Average Award Date Fair Value
Restricted stock units outstanding - January 31, 2011	509,636	$                            4.85
Grants - one to three year vesting	1,892,110	$                            7.96
Forfeitures	(50,000)	$                            5.40
Lapse of restrictions	(224,667)	$                            3.62
Restricted stock units outstanding - October 31, 2011	2,127,079	$                            7.57

For the fiscal quarter ended October 31, 2011, the Company recorded $1,998,586 of stock-based compensation in general and administrative expense, of which $1,978,321 related to grants in recent years of restricted stock units with the amount of expense impacted by the following matters. The NYSE Amex, LLC (the "NYSE Amex") requires that all grants of stock options and awards of restricted stock units be issued under a plan approved by stockholders. Therefore, the restricted stock units that were awarded after November 5, 2010 were not considered approved awards under the NYSE Amex rules until the plan was approved by the Company's stockholders on July 22, 2011. As a result, stock-based compensation for awards granted on or after November 5, 2010 was not recorded until the 2011 Plan was approved on July 22, 2011. At the time the 2011 Plan was approved by the Company's stockholders and ratified by the board of directors of the Company, compensation expense was recognized based on the original vesting schedule. The restricted stock units were valued at the market value of a share of common stock on the date the 2011 Plan was approved and ratified for purposes of calculating stock-based compensation.