STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 30, 2011

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

5. STOCKHOLDERS' EQUITY

The Company has two stock incentive plans:  a Long-Term Incentive Plan (the “LTIP”) and a Non-Employee Directors Restricted Stock Plan (the “Non-Employee Directors Plan”).

Under the LTIP, certain employees received awards of restricted shares of common stock.  The number of shares granted to each employee is based on the fair market value of a share of common stock on the date of grant.  As of June 30, 2011, there were a total of 774,456 restricted shares awarded and 251,261 shares vested under the LTIP. The restricted shares granted prior to February 23, 2011 vest ratably on the first through fifth anniversary of the grant date. The restricted shares granted on February 23, 2011 vest ratably on the grant date and the first through fourth anniversary of the grant date.  On April 29, 2011, 134,131 performance-based shares were granted which vest over four years based upon the attainment of (i) a specified operating income margin during any one or more of the fiscal years in the period beginning January 1, 2011 and ending December 31, 2014 and (ii) the attainment of earnings before interest, taxes, depreciation and amortization targets during each of the fiscal years ended December 31, 2011, 2012, 2013 and 2014.  There is no vesting period on the right to vote or the right to receive dividends on any of the restricted shares.  The recognized restricted stock expense for the three months ended June 30, 2011 and 2010 was $0.6 million and $0.3 million, respectively, and for the six months ended June 30, 2011 and 2010 was $1.6 million and $0.7 million, respectively. The unrecognized restricted stock expense under the LTIP as of June 30, 2011 and December 31, 2010 was $7.4 million and $3.4 million, respectively.

Pursuant to the Non-Employee Directors Plan, each non-employee director of the Company receives an annual award of restricted shares of common stock on the date of the Company's annual meeting of shareholders.  The number of shares granted to each non-employee director is based on the fair market value of a share of common stock on that date.  The restricted shares vest ratably on the first through third anniversary of the grant date; however, there is no vesting period on the right to vote or the right to receive dividends on these restricted shares.  Beginning in 2010, all new awards of common stock granted under the Non-Employee Directors Plan vest on the first anniversary of the grant date.  As of June 30, 2011, there were a total of 155,641 shares awarded less 5,035 shares canceled and 114,907 shares vested under the Non-Employee Directors Plan.  The recognized restricted stock expense for the three months ended June 30, 2011 and 2010 was $0.2 million and $0.1 million, respectively, and for the six months ended June 30, 2011 and 2010 was $0.3 million and $0.3 million respectively.  The unrecognized restricted stock expense under the Non-Employee Directors Plan as of June 30, 2011 and December 31, 2010 was $0.5 million and $0.3 million, respectively.

For the six months ended June 30, 2011 and 2010, the Company completed a net share settlement for 24,527 and 5,641 restricted shares, respectively, on behalf of some employees that participate in the LTIP upon the vesting of the restricted shares pursuant to the terms of the LTIP.  The net share settlement was in connection with income taxes incurred on restricted shares that vested and were transferred to the employee during 2011 and/or 2010, creating taxable income for the employee.   The Company has agreed to pay these taxes on behalf of the employees in return for the employee returning an equivalent value of restricted shares to the Company.  This transaction resulted in a decrease of approximately $0.4 million and $0.1 million for the six months ended June 30, 2011 and 2010, respectively.

Fair Value of Stock Options

The fair value of the stock options used to compute stock-based compensation is the estimated present value at the date of grant using the Black-Scholes option pricing model.  The following is a summary of transactions pertaining to the stock options:

	Shares			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term	Aggregate intrinsic Value  (in thousands)
Outstanding December 31, 2010		720,940			14.59	5.14 years	$	2,095
Canceled		(10,667	)		18.97
Exercised		(32,017	)		7.14			282
Outstanding June 30, 2011		678,256			14.87	4.68 years		2,451
Vested or expected to vest		660,057			14.73	4.57 years		2,449
Exercisable as of June 30, 2011		587,261			14.05	4.05 years		2,439

As of June 30, 2011, the unrecognized pre-tax compensation expense for all unvested stock option awards was $0.4 million.  This amount will be expensed over the weighted-average period of approximately 2.09 years.

The following table presents a summary of stock options outstanding:

	At June 30, 2011
	Stock Options Outstanding						Stock Options Exercisable
Range of Exercise Prices	Shares		Contractual Weighted Average life (years)		Weighted Average Price		Shares		Weighted Exercise Price
$3.10		88,047		0.58	$	3.10		88,047	$	3.10
$4.00-$13.99		149,626		6.09		11.96		149,626		11.96
$14.00-$19.99		297,083		4.73		16.36		260,088		15.94
$20.00-$25.00		143,500		5.62		22.04		89,500		22.82
		678,256		4.68		14.87		587,261		14.05