Note 7 - Stock-based Compensation

12 Months Ended

Dec. 31, 2012

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

7.       Stock-Based Compensation

Long Term Incentive Plan

The 2007 Long Term Incentive Plan, as amended, (the “2007 Incentive Plan”) provides for the grant of incentive stock options, nonqualified stock options, restricted stock awards, stock appreciation rights, and performance awards to our officers, employees and non-employee directors to acquire shares of our Class A common stock, common stock or to receive other awards based on our performance. We recognize the fair value of stock options granted on the date of grant as compensation expense, and such expense is amortized over the vesting period of the stock option. The 2007 Incentive Plan allows us to grant share-based awards for up to 6.0 million shares of stock, with not more than 1.0 million out of that 6.0 million being Class A common stock and the remaining shares being common stock.  As of December 31, 2012 and in addition to options then outstanding for the issuance of our common stock, 4.2 million shares were available for issuance under the 2007 Incentive Plan. Shares of common stock underlying outstanding options or performance awards are counted against the 2007 Incentive Plan’s maximum shares. Under the 2007 Incentive Plan, the options granted typically vest after a two- to four-year period and expire three to eight years after fully vesting. However, options will vest immediately upon a “change in control” as such term is defined in the 2007 Incentive Plan. All options have been granted with purchase prices that equal the market value of the underlying stock at the close of business on the date of the grant.

Included in corporate and administrative expenses in the years ended December 31, 2012, 2011 and 2010 were $0.9 million, $0.1 million and $0.3 million, respectively, of non-cash expense for stock-based compensation which included amortization of restricted stock and stock option expense.  During the year ended December 31, 2012, we granted 432,396 shares of restricted common stock to our executive officers and non-employee directors, and we also granted options to acquire 359,568 shares of our common stock to our executive officers. We later modified the restricted stock agreements granted during the year ended December 31, 2012. As a result of the modification, these 432,396 shares of restricted common stock became fully vested on December 14, 2012 and $0.4 million in stock-based compensation expense was recognized during the year ended December 31, 2012 that otherwise would have been recognized in later periods. Had these agreements not been modified, these shares of restricted common stock would have fully vested by April 2, 2015. The modifications affected the restricted stock agreements granted to four executive officers and nine non-employee directors. During the years ended December 31, 2011 and 2010, we did not grant any stock-based awards under this plan.  The fair value for each stock option granted during the year ended December 31, 2012 was estimated at $1.62 per share at the date of grant using the Black-Scholes option pricing model using the following assumptions:

	Year Ended December 31, 2012
Expected term (in years)		6.3
Volatility		104.90	%
Risk-free interest rate		1.00	%
Dividend yield		0.00	%
Expected forfeitures		0.00	%

A summary of stock option activity related to our common stock for the years ended December 31, 2012, 2011 and 2010 under our 2007 Incentive Plan:

	Year Ended December 31,
	2012					2011					2010
	Number of Shares Underlying Options			Weighted Average Exercise Price		Number of Shares Underlying Options			Weighted Average Exercise Price		Number of Shares Underlying Options			Weighted Average Exercise Price
Common stock:
Options outstanding - beginning of period		1,002,350		$	7.50		1,004,750		$	7.51		1,476,491		$	8.28
Options granted		359,568			1.99		-			-		-			-
Options exercised		-			-		-			-		-			-
Options forfeited		(8,700	)		5.32		(2,400	)		8.61		(74,666	)		10.37
Options expired		(37,150	)		8.72		-			-		(397,075	)		9.84
Options outstanding - end of period		1,316,068		$	5.98		1,002,350		$	7.50		1,004,750		$	7.51
Options exercisable at end of period		956,500		$	7.48		1,002,350		$	7.50		1,004,750		$	7.51

Information concerning common stock options outstanding as of December 31, 2012 has been segregated into four groups as follows:

As of December 31, 2012
Number of Options Outstanding		Exercise Price Per Share		Remaining Contractual Life	Number of Options Outstanding That Are Exercisable		Exercise Price per Share of Options That Are Exercisable
				(in years)
	921,500	$	7.64	0.1		921,500	$	7.64
	25,000		3.61	0.4		25,000		3.61
	10,000		2.10	0.6		10,000		2.10
	359,568		1.99	8.3		-		-
	1,316,068					956,500

The aggregate intrinsic value of our stock options was $77,000 based on the closing market price of our common stock on December 31, 2012.

A summary of restricted stock activity related to our common stock for the years ended December 31, 2012, 2011 and 2010 under our 2007 Incentive Plan is as follows:

	Year Ended December 31,
	2012					2011				2010
	Number of Shares			Weighted- Average Grant Date Fair Value Per Share		Number of Shares		Weighted- Average Grant Date Fair Value Per Share		Number of Shares		Weighted- Average Grant Date Fair Value Per Share
Restricted stock - common:
Outstanding - beginning of period		-		$	-		-	$	-		-	$	-
Granted		432,396			1.65		-		-		-		-
Vested		(432,396	)		1.65		-		-		-		-
Outstanding - end of period		-		$	-		-	$	-		-	$	-

Directors’ Restricted Stock Plan

On May 14, 2003, our stockholders approved a restricted stock equity incentive plan for our Board of Directors (the “Directors’ Restricted Stock Plan”). We have reserved 1.0 million shares of our common stock for issuance under this plan and, as of December 31, 2012, there were 770,000 shares available for future award. Under the Directors’ Restricted Stock Plan, each director can be awarded up to 10,000 shares of restricted stock each calendar year. We did not grant any shares of restricted common stock to our directors under this plan during the years ended December 31, 2012, 2011 or 2010; however, we did grant certain awards under our 2007 Incentive Plan to members of our Board of Directors. All of the

shares granted to the directors under the Directors’ Restricted Stock Plan since its inception were vested as of December 31, 2012.

A summary of restricted stock activity related to our common stock for the years ended December 31, 2012, 2011 and 2010 under our Directors’ Restricted Stock Plan is as follows:

	Year Ended December 31,
	2012					2011					2010
	Number of Shares			Weighted- Average Grant Date Fair Value Per Share		Number of Shares			Weighted- Grant Date Average Fair Value Per Share		Number of Shares			Weighted- Average Grant Date Fair Value Per Share
Restricted stock - common:
Outstanding - beginning of period		10,000		$	4.94		33,000		$	5.74		66,000		$	6.36
Granted		-			-		-			-		-			-
Vested		(10,000	)		4.94		(23,000	)		6.08		(33,000	)		6.97
Outstanding - end of period		-		$	-		10,000		$	4.94		33,000		$	5.74

As of December 31, 2012, we had $473,000 of total unrecognized compensation cost related to all non-vested share based compensation arrangements. The cost is expected to be recognized over a period of 3.3 years.