XML 30 R25.htm IDEA: XBRL DOCUMENT v2.4.0.6
Share-Based Compensation
12 Months Ended
Jun. 30, 2012
Share-Based Compensation [Abstract]  
Share-Based Compensation
(18)
Share-Based Compensation

a.  Stock Plan

The Company's share-based compensation program consists of the Globe Specialty Metals, Inc. 2006 Employee, Director and Consultant Stock Plan (the Stock Plan). The Stock Plan was initially approved by the Company's stockholders on November 10, 2006, and was amended and approved by the Company's stockholders on December 6, 2010 to increase by 1,000,000 the number of shares of common stock authorized for issuance under the Stock Plan. The Stock Plan, as amended, provides for the issuance of a maximum of 6,000,000 shares of common stock for the granting of incentive stock options, nonqualified options, stock grants, and share-based awards. Any remaining shares available for grant, but not yet granted, will be carried over and used in the following fiscal years.

At June 30, 2012, there were 497,633 shares available for grant. During the year ended June 30, 2012, share-based compensation awards were limited to the issuance of 1,013,270 nonqualified stock options and 2,676 restricted stock grants. All option grants have maximum contractual terms ranging from 5 to 10 years. It is the Company's policy to issue new shares to satisfy the requirements of its share-based compensation plan. The Company does not expect to repurchase shares in the future to support its share-based compensation plan.

A summary of the changes in options outstanding under the Stock Plan for the years ended June 30, 2012, 2011, and 2010 is presented below:

   
Number of Options
  
Weighted-
Average Exercise Price
  
Weighted-
Average
Remaining
Contractual Term in Years
  
Aggregate
Intrinsic Value
 
Outstanding as of June 30, 2009
  4,315,000  $5.12         
Granted
  60,000   11.40         
Exercised
  (98,558)  6.25         
Forfeited and expired
  (10,000)  4.00         
Outstanding as of June 30, 2010
  4,266,442  $5.18         
                  
Outstanding as of June 30, 2010
  4,266,442  $5.18         
Granted
  7,960   16.23         
Exercised
  (878,025)  6.28         
Forfeited and expired
  (6,250)  4.00         
Outstanding as of June 30, 2011
  3,390,127  $4.93         
                  
Outstanding as of June 30, 2011
  3,390,127  $4.93         
Granted
  1,013,270   18.58         
Exercised
  (38,000)  5.12         
Forfeited and expired
  —   —         
Outstanding as of June 30, 2012
  4,365,397  $8.10   2.65  $29,690 
                  
Exercisable as of June 30, 2012
  3,537,189  $5.67   2.29  $29,673 

The weighted average grant date fair value of stock options granted during the years ended June 30, 2012, 2011, and 2010 was $8.97, $7.34, and $4.46, respectively. The total intrinsic value of options exercised during the years ended June 30, 2012, 2011, and 2010, was $417, $7,194, and $459, respectively.

A summary of the Company's nonvested options as of June 30, 2012, and changes during the year ended June 30, 2012, is presented below:

   
Number of
Options
  
Weighted-Average
Grant-Date Fair Value
Per Share
 
Nonvested as of June 30, 2011
  54,251  $5.04 
Granted
  1,013,270   8.97 
Vested
  (239,313)  8.35 
Forfeited and expired
  —   — 
Nonvested as of June 30, 2012
  828,208  $8.93 

The total fair value of shares vested during the years ended June 30, 2012, 2011, and 2010, was $1,998, $8,397, and $10,323, respectively. The 1,013,270 incentive stock options granted during the year ended June 30, 2012 consisted of 918,750 options which vest and become exercisable in equal one-sixteenth increments every quarter from the date of grant for four years, 27,600 options which vest and become exercisable in equal one-eighth increments every quarter from the date of grant for two years, 61,136 options which vest and become exercisable on December 31, 2014, and 5,784 options which vested and became exercisable on June 30, 2012.

The Company estimates the fair value of grants using the Black-Scholes option pricing model. The following assumptions were used to estimate the fair value of stock option awards granted during the years ended June 30, 2012, 2011, and 2010:

   
2012
  
2011
  
2010
 
Risk-free interest rate
 
0.30 to 0.64%
   0.72% 
1.26% to 1.54%
 
Expected dividend yield
  —   —   — 
Expected volatility
 
66.00 to 70.00
   73.20  
69.10 to 75.20
 
Expected forfeiture rate
  —   —   — 
Expected term (years)
 
3.00 to 4.40
   2.79  
2.50 to 3.43
 

The risk-free interest rate is based on the yield of zero coupon U.S. Treasury bonds with terms similar to the expected term of the options. The expected dividend yield for grants is zero given the Company's limited history of dividend issuances and the uncertainty of any future dividend amounts, if any. Since there is limited historical trading data related to the Company's common stock, the expected volatility over the term of the options is estimated using the historical volatilities of similar companies. The expected forfeiture rate is zero as anticipated forfeitures are estimated to be minimal based on historical data. The expected term is the average of the vesting period and contractual term.

For the years ended June 30, 2012, 2011, and 2010, share-based compensation expense was $2,482 ($1,338 after tax), $4,462 ($2,407 after tax), and $5,712 ($3,082 after tax), respectively. The expense is reported within selling, general, and administrative expenses.

As of June 30, 2012, the Company has unearned compensation expense of $6,986, before income taxes, related to nonvested stock option awards. The unrecognized compensation expense is expected to be recognized over the following periods ending on June 30:

   
2013
  
2014
  
2015
  
2016
  
2017
 
Share-based compensation (pretax)
 $2,352   2,238   2,156   240   — 

b.  Executive Bonus Plan

The Company issues restricted stock units under the Company's Executive Bonus Plan. These restricted stock units proportionally vest over three years, but are not delivered until the end of the third year. The Company will settle these awards by cash transfer, based on the Company's stock price on the date of transfer. During the year ended June 30, 2012, 452,142 restricted stock units were granted, and as of June 30, 2012, 487,367 restricted stock units were outstanding. For the year ended June 30, 2012, share-based compensation expense for these restricted stock units was $1,089 ($587 after tax). The expense is reported within selling, general, and administrative expenses. The $1,219 liability associated with these restricted stock units is included in other long-term liabilities at June 30, 2012.