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Note 15 - Stock Plans and Stock Associated with Acquisition
12 Months Ended
Dec. 31, 2015
Notes to Financial Statements  
Shareholders' Equity and Share-based Payments [Text Block]
15.
Stock Plans and Stock Associated with Acquisition
 
The Company granted RSUs underlying 124,167 shares of Class A common stock on July 9, 2014 and 10,206 RSUs vested on December 31, 2014. During the year ended December 31, 2015, the
Company granted RSUs underlying 122,534 shares of Class A common stock. These RSUs (or a portion thereof) vest with respect to each recipient over a one to three year period from the date of grant, provided the recipient remains in the employment or service of the Company as of the vesting date and, in selected instances, certain performance criteria are attained. Additionally, these RSUs (or a portion thereof) could vest earlier in the event of a change in control of the Company, or upon involuntary termination without cause. These grants are made primarily to executive-level personnel at the Company and, as a result, no compensation costs have been capitalized.
 
The following table summarizes RSU activity as of December 31, 2015:
 
   
RSUs
   
Weighted Average
Grant Date
Fair Value
 
Outstanding at December 31, 2014
    113,961     $ 4.96  
Granted
    122,534     $ 4.71  
Vested
    (65,712 )   $ 4.96  
Forfeited or cancelled
    (15,022 )   $ 4.96  
Outstanding at December 31, 2015
    155,761     $ 4.78  
 
CRC acquired substantially all of the assets of Reliable Networks on January 2, 2014. See note 9,
Acquisition
, above. Pursuant to the purchase agreement relating to the Reliable Networks acquisition, Class A common stock was issued to the former owner of Reliable Networks in 2015 and will be issued to the former owner of Reliable Networks in 2016 and 2017, contingent on Reliable Networks achieving certain financial objectives and certain other conditions being satisfied, including that certain individuals must be employed by the Company or any of its subsidiaries and in good standing on the last day of the applicable year (the “Earn-Out”). For the year ended December 31, 2014, the Company delivered 68,233 shares of Class A common stock to the former owner of Reliable Networks on March 12, 2015 as a result of the Earn-Out. For the year ended December 31, 2015, the applicable Earn-Out criteria was not met and no shares of Class A common stock will be issued as a result of the Earn-Out.
 
Stock-based compensation expense related to RSUs and the Earn-Out was $643 thousand and $362 thousand for the years ended December 31, 2014 and 2015, respectively. Accounting standards require that the Company estimate forfeitures for RSUs and the Earn-Out and reduce compensation expense accordingly. The Company has reduced its expense by the assumed forfeiture rate and will evaluate actual experience against the assumed forfeiture rate going forward. The forfeiture rate has been developed using historical performance metrics which could impact the size of the final issuance of Class A common stock. The Company has no history before 2014 with RSU forfeiture or Earn-Out stock forfeiture.
 
As of December 31, 2014 and 2015, the unrecognized total compensation cost related to unvested RSUs was $286 thousand and $470 thousand, respectively. That cost is expected to be recognized by the end of 2018.
 
As stated above, accounting standards require the Company to estimate forfeitures in calculating the expense related to stock-based compensation, as opposed to only recognizing these forfeitures and the corresponding reduction in expense as they occur.
 
The tax benefit recognized with respect to RSUs and the Earn-Out during the years ended December 31, 2014 and 2015 was $249 thousand and $144 thousand, respectively.