Note 10 - Shareholders' Equity

12 Months Ended

Jan. 03, 2016

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

SHAREHOLDERS’ EQUITY

Prior to March 5, 2012, the Company had two classes of common stock – Class A Common Stock and Class B Common Stock. The Company was authorized to issue 80 million shares of $0.10 par value Class A Common Stock and 40 million shares of $0.10 par value Class B Common Stock. The Class A and Class B Common Stock had identical voting rights except for the election or removal of directors. Holders of Class B Common Stock were entitled as a class to elect a majority of the Board of Directors. Under the terms of the Class B Common Stock, its special voting rights to elect a majority of the Board members would terminate irrevocably if the total outstanding shares of Class B Common Stock ever comprised less than ten percent of the Company’s total issued and outstanding shares of Class A and Class B Common Stock.

On March 5, 2012, the number of issued and outstanding shares of Class B Common Stock of the Company constituted less than 10% of the aggregate number of issued and outstanding shares of the Company’s Class A Common Stock and Class B Common Stock (that is, 6,459,556 shares of an aggregate of 65,372,375 shares), as the cumulative result of varied transactions that caused the conversion of shares of Class B Common Stock into shares of Class A Common Stock.  Accordingly, in accordance with the respective terms for the Class B Common Stock and the Class A Common Stock in Article V of the Company’s Articles of Incorporation (the “Articles”), the Class A Common Stock and Class B Common Stock are now, irrevocably from March 5, 2012, a single class of Common Stock in all respects, with no distinction whatsoever between the voting rights or any other rights and privileges of the holders of Class A Common Stock and the holders of Class B Common Stock.  The Company intends to eliminate uses of (or references to) the terms “Class A” and “Class B” in connection with the Common Stock, except for historical purposes or to facilitate transition by certain stock listing or administrative services organizations who are accustomed to the old designations for the Common Stock.  Following the March 5, 2012 event, the Company is authorized to issue 120 million shares of $0.10 par value Common Stock.

The Company’s Common Stock is traded on the Nasdaq Global Select Market under the symbol TILE.

The Company paid dividends totaling $0.18 per share in 2015, $0.14 per share during 2014 and $0.11 per share during 2013, to each share of Common Stock. The future declaration and payment of dividends is at the discretion of the Company’s Board, and depends upon, among other things, the Company’s investment policy and opportunities, results of operations, financial condition, cash requirements, future prospects, and other factors that may be considered relevant at the time of the Board’s determination. Such other factors include limitations contained in the agreement for its syndicated credit facility, which specifies conditions as to when any dividend payments may be made. As such, the Company may discontinue its dividend payments in the future if its Board determines that a cessation of dividend payments is proper in light of the factors indicated above.

On October 7, 2014, the Company announced a program to repurchase up to 500,000 shares of common stock per fiscal year, commencing with the 2014 fiscal year. During 2014, the Company repurchased and retired 500,000 shares of common stock at an average purchase price of $15.30 per share. On November 19, 2015, the Board of Directors amended the program to provide that the 500,000 shares of common stock previously approved for repurchases for the 2016 fiscal year may be repurchased by the Company, in management’s discretion, during the period commencing on November 19, 2015 and ending at the conclusion of fiscal year 2016. During 2015, the Company repurchased and retired 650,000 shares of common stock at an average purchase price of $20.47 per share.

All treasury stock is accounted for using the cost method.

The following tables depict the activity in the accounts which make up shareholders equity for the years 2015, 2014, and 2013.

	SHARES			AMOUNT			ADDITIONAL PAID-IN CAPITAL			RETAINED EARNINGS (DEFICIT)			PENSION LIABILITY			FOREIGN CURRENCY TRANSLATION ADJUSTMENT
	(in thousands)
Balance, at December 30, 2012		66,062		$	6,606		$	366,677		$	(16,746	)	$	(35,491	)	$	(25,344	)
Net income		0			0			0			48,255			0			0
Stock issuances under employee option plans		201			20			1,814			0			0			0
Other issuances of common stock		670			67			10,805			0			0			0
Unamortized stock compensation expense related to restricted stock awards		0			0			(10,872	)		0			0			0
Cash dividends paid		0			0			0			(7,283	)		0			0
Forfeitures and compensation expense related to stock awards		(622	)		(62	)		6,173			0			0			0
Pension liability adjustment		0			0			0			0			1,409			0
Foreign currency translation adjustment		0			0			0			0			0			(5,241	)
Other		0			0			0			0			0			0
Balance, at December 29, 2013		66,311		$	6,631		$	374,597		$	24,226		$	(34,082	)	$	(30,585	)

	SHARES			AMOUNT			ADDITIONAL PAID-IN CAPITAL			RETAINED EARNINGS (DEFICIT)			PENSION LIABILITY			FOREIGN CURRENCY TRANSLATION ADJUSTMENT
	(in thousands)
Balance, at December 29, 2013		66,311		$	6,631		$	374,597		$	24,226		$	(34,082	)	$	(30,585	)
Net income		0			0			0			24,808			0			0
Stock issuances under employee option plans		55			5			381			0			0			0
Other issuances of common stock		489			49			10,361			0			0			0
Unamortized stock compensation expense related to restricted stock awards		0			0			(10,410	)		0			0			0
Cash dividends paid		0			0			0			(9,297	)		0			0
Forfeitures and compensation expense related to stock awards		(387	)		(38	)		1,293			0			0			0
Share repurchases		(500	)		(50	)		(7,619	)		0			0			0
Pension liability adjustment		0			0			0			0			(15,280	)		0
Foreign currency translation adjustment		0			0			0			0			0			(28,351	)
Other		0			0			0			0			0			0
Balance, at December 28, 2014		65,968		$	6,597		$	368,603		$	39,737		$	(49,362	)	$	(58,936	)

	SHARES			AMOUNT			ADDITIONAL PAID-IN CAPITAL			RETAINED EARNINGS (DEFICIT)			PENSION LIABILITY			FOREIGN CURRENCY TRANSLATION ADJUSTMENT
	(in thousands)
Balance, at December 28, 2014		65,968		$	6,597		$	368,603		$	39,737		$	(49,362	)	$	(58,936	)
Net income		0			0			0			72,418			0			0
Stock issuances under employee option plans		39			4			355			0			0			0
Other issuances of common stock		597			59			9,746			0			0			0
Unamortized stock compensation expense related to restricted stock awards		0			0			(9,806	)		0			0			0
Cash dividends paid		0			0			0			(11,885	)		0			0
Forfeitures and compensation expense related to stock awards		(253	)		(25	)		14,670			0			0			0
Share repurchases		(650	)		(65	)		(13,241	)		0			0			0
Pension liability adjustment		0			0			0			0			6,072			0
Foreign currency translation adjustment		0			0			0			0			0			(32,575	)
Other		0			0			0			0			0			0
Balance, at January 3, 2016		65,701		$	6,570		$	370,327		$	100,270		$	(43,290	)	$	(91,511	)

Stock Options

The Company has an Omnibus Stock Incentive Plan (“Omnibus Plan”) under which a committee of independent directors is authorized to grant directors and key employees, including officers, options to purchase the Company’s Common Stock. Options are exercisable for shares of Common Stock at a price not less than 100% of the fair market value on the date of grant. The options become exercisable either immediately upon the grant date or ratably over a time period ranging from one to five years from the date of the grant. The Company’s options expire at the end of time periods ranging from three to ten years from the date of the grant. In May 2015, the shareholders approved an amendment and restatement of the Omnibus Plan. This amendment and restatement extended the term of the Omnibus Plan until February 2025, and set the number of shares authorized for issuance or transfer on or after the effective date of the amendment and restatement at 5,161,020 shares, except that each share issued pursuant to an award other than a stock option reduces the number of such authorized shares by 1.33 shares.

Accounting standards require that the Company measure the cost of employee services received in exchange for an award of equity instruments based on the grant date fair market value of the award. That cost will be recognized over the period in which the employee is required to provide the services – the requisite service period (usually the vesting period) – in exchange for the award. The grant date fair value for options and similar instruments will be estimated using option pricing models. Under accounting standards, the Company is required to select a valuation technique or option pricing model. The Company uses the Black-Scholes model. Accounting standards require that the Company estimate forfeitures for stock options 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. This expense reduction is not significant to the Company.

The Company recognized stock option compensation expense of $0.1 million in 2013. All outstanding stock options vested prior to 2014 and therefore there were no stock option compensation expenses during 2014 or 2015. The expense for stock options is included in selling, general and administrative expense on the Company’s consolidated statements of operations, as none of these stock options have been issued to production personnel.

The following table summarizes stock options outstanding as of January 3, 2016, as well as activity during the previous fiscal year:

	Shares		Weighted Average Exercise Price
Outstanding at December 28, 2014		126,000	$	9.23
Granted		0		0
Exercised		38,500		9.27
Forfeited or cancelled		0		0
Outstanding at January 3, 2016 (a)		87,500	$	8.75
Exercisable at January 3, 2016 (b)		87,500	$	8.75

(a) At January 3, 2016, the weighted-average remaining contractual life of options outstanding was 3.9 years.

(b) At January 3, 2016, the weighted-average remaining contractual life of options exercisable was 3.9 years.

At January 3, 2016, the aggregate intrinsic values of in-the-money options outstanding and options exercisable were $0.9 million and $0.9 million, respectively (the intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option).

The intrinsic value of stock options exercised in 2015, 2014 and 2013 was $0.4 million, $0.6 million and $1.9 million, respectively. The cash proceeds related to stock options exercised in 2015, 2014 and 2013 were $0.4 million, $0.4 million and $1.9 million, respectively.

The tax benefit recognized with respect to stock options during all presented years was not significant.

			Options Outstanding						Options Exercisable
Range of Exercise Prices			Number Outstanding at January 3, 2016		Weighted Average Remaining Contractual Life (years)		Weighted Average Exercise Price		Number Exercisable at January 3, 2016		Weighted Average Exercise Price
$4.01	-	$5.00		40,000		3.0	$	4.31		40,000	$	4.31
$12.00	-	$14.00		47,500		4.7		12.49		47,500		12.49
				87,500		3.9	$	8.75		87,500	$	8.75

Restricted Stock Awards

During fiscal years 2015, 2014 and 2013, the Company granted restricted stock awards totaling 597,000, 489,000, and 670,000 shares, respectively, of Common Stock. These awards (or a portion thereof) vest with respect to each recipient over a two to five year period from the date of grant, provided the individual remains in the employment or service of the Company as of the vesting date. Additionally, these shares (or a portion thereof) could vest earlier upon the attainment of certain performance criteria, in the event of a change in control of the Company, or upon involuntary termination without cause.

Compensation expense related to the vesting of restricted stock was $13.9 million, $4.0 million and $7.9 million for 2015, 2014 and 2013, respectively. These grants are made primarily to executive-level personnel at the Company and, as a result, no compensation costs have been capitalized. Accounting standards require that the Company estimate forfeitures for restricted stock 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 data regarding actual forfeitures as well as an estimate of future expected forfeitures under our restricted stock grants.

The following table summarizes restricted stock activity as of January 3, 2016, and during the previous fiscal year:

	Shares		Weighted Average Grant Date Fair Value
Outstanding at December 28, 2014		1,391,000	$	17.12
Granted		597,000		16.43
Vested		314,000		14.28
Forfeited or cancelled		204,000		13.71
Outstanding at January 3, 2016		1,470,000	$	17.92

As of January 3, 2016, the unrecognized total compensation cost related to unvested restricted stock was $9.7 million. That cost is expected to be recognized by the end of 2020.

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 restricted stock during the years 2015, 2014 and 2013 was $5.5 million, $1.0 million and $3.0 million, respectively.