Note 11 - Stock Based Compensation and Other Benefit Plans

12 Months Ended

Dec. 31, 2012

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

Note 11 — Stock Based Compensation and Other Benefit Plans

The following describes stockholder approved plans utilized by the Company for the issuance of stock based awards.

2003 Long-Term Incentive Plan

During 2011, our stockholders approved the Amended and restated 2003 Long Term Incentive Plan (the “2003 Plan”).  As amended, the 2003 Plan, allows awards of restricted stock with multi-year vesting as well as previously authorized awards of performance-based restricted stock units made at the beginning of overlapping three-year performance periods. The maximum number of shares that may be granted in the form of performance-based restricted stock units and restricted stock awards to any participant in any calendar year is 50,000 shares.  Subject to adjustment upon a stock split, stock dividend or other recapitalization event, the maximum number of shares of common stock that may be issued under the 2003 Plan is 1,000,000. The common stock issued under the 2003 Plan will be from authorized but un-issued shares of our common stock, although shares re-acquired due to forfeitures or any other reason may be re-issued under the 2003 Plan. At December 31, 2012, 65,106 shares remained available for award under the 2003 Plan.

2004 Non-Employee Directors’ Incentive Compensation Plan

In June 2004, our stockholders approved the 2004 Non-Employee Directors’ Stock Option Plan (“2004 Plan”). During 2007, stockholders approved the amended and restated 2004 Plan (renamed the 2004 Non-Employee Directors’ Incentive Compensation Plan) which authorizes grants of restricted stock to non-employee directors instead of stock options. In 2012, each non-employee director received $130,000 in restricted stock (valued as of the date of the annual stockholder’s meeting), upon their election or re-election.  At December 31, 2012, 247,973 shares remained available for award under the amended 2004 Plan.

2006 Equity Incentive Plan

In December 2006, our stockholders approved the 2006 Equity Incentive Plan ( “2006 Plan”), pursuant to which the Compensation Committee of our Board of Directors (“Compensation Committee”) may grant to key employees, including executive officers and other corporate and divisional officers, a variety of forms of equity-based compensation, including options to purchase shares of common stock, shares of restricted common stock, restricted stock units, stock appreciation rights, other stock-based awards, and performance-based awards. During 2011, the 2006 Plan was amended to increase the number of shares available for issuance from 5,000,000 to 8,000,000.  At December 31, 2012, 1,363,315 shares remained available for award under the 2006 Plan, as amended.

The Compensation Committee approves the granting of all stock based compensation to employees, utilizing shares available under the 2003 Plan and 2006 Plan. Stock based awards are granted in a variety of forms, including stock options, restricted stock awards and performance-based restricted stock units.  The Committee also grants other stock based awards to non-executive employees including cash-settled stock appreciation rights and cash-settled performance-based restricted stock equivalents, which are not part of the plans outlined above and are not available to executives or non-employee directors. Activity under each of these programs is described below.

Stock Options & Cash-Settled Stock Appreciation Rights

Stock options granted by the Compensation Committee are generally granted with a three year vesting period and a term of ten years.  During 2012, 1,438158 options were granted with a three year vesting period and a ten year term.  The exercise price of each stock option granted was equal to the fair market value on the date of grant.

The following table summarizes activity for our outstanding stock options for the year ended December 31, 2012:

	Shares			Weighted-Average Exercise Price		Weighted- Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value
Outstanding at beginning of period		3,621,013		$	6.21
Granted		1,438,158			5.57
Exercised		(286,457	)		3.70
Expired or cancelled		(292,688	)		6.72
Outstanding at end of period		4,480,026		$	6.13		6.63	$	8,560,159
Vested or expected to vest at end of period		4,365,298		$	6.14		6.56	$	8,321,556
Options exercisable at end of period		2,281,385		$	6.44		4.64	$	3,582,813

We estimated the fair value of options granted on the date of grant using the Black-Scholes option-pricing model, with the following weighted average assumptions:

	Year Ended December 31,
	2012			2011			2010
Risk-free interest rate		0.68	%		1.59	%		1.99	%
Expected life of the option in years		5.22			5.22			5.22
Expected volatility		60.3	%		63.1	%		62.5	%
Dividend yield		-			-			-

The risk-free interest rate is based on the implied yield on a U.S. Treasury zero-coupon issue with a remaining term equal to the expected term of the option. The expected life of the option is based on observed historical patterns. The expected volatility is based on historical volatility of the price of our common stock. The dividend yield is based on the projected annual dividend payment per share divided by the stock price at the date of grant, which is zero because we have not paid dividends for several years and do not expect to pay dividends in the foreseeable future.

The following table summarizes information about the weighted-average exercise price and the weighted-average grant date fair value of stock options granted:

	Year Ended December 31,
	2012		2011		2010
Weighted-average exercise price of the stock on the date of grant	$	5.57	$	9.13	$	5.61
Weighted-average grant date fair value on the date of grant	$	2.89	$	5.00	$	3.08

All stock options granted for the years ended December 31, 2012, 2011 and 2010 reflected an exercise price equal to the market value of the stock on the date of grant.

The total intrinsic value of options exercised was $1.0 million, $2.5 and $1.9 million for the years ended December 31, 2012, 2011 and 2010, while cash from option exercises totaled $1.1 million, $3.6 million and $3.6 million, respectively.

The following table summarizes activity for outstanding cash-settled stock appreciation rights for the year-ended December 31, 2012:

	Rights
Outstanding at the beginning of the period		312,666
Exercised		(41,100	)
Outstanding at the end of the period		271,566
Exercisable at end of period		271,566

During 2012, there were no additional grants of cash-settled stock appreciation rights. The remaining outstanding cash-settled stock appreciation rights, if exercised, will ultimately be settled in cash for the difference between market value of our outstanding shares at the date of exercise, and $7.89. As such, the projected cash settlement is adjusted each period based upon the ending fair market value of the underlying stock. At December 31, 2012, the fair market value of each cash-settled stock appreciation right was $1.20, resulting in a liability of $0.3 million.

Total compensation cost recognized for stock options and cash-settled stock appreciation rights during the years ended December 31, 2012, 2011 and 2010 was $2.3 million, $2.1 million and $1.8 million, respectively.  For the years ended December 31, 2012, 2011 and 2010, we recognized tax benefits resulting from the exercise of stock options totaling $0.3 million, $0.8 million and $0.6 million, respectively.

Performance-Based Restricted Stock Units & Cash-Settled Performance-Based Restricted Stock Units

The Compensation Committee may use various business criteria to set the performance objectives for awards of performance-based restricted stock units. For awards made during 2009, the Compensation Committee determined that our cumulative earnings per share for the three-year performance period ending December 31, 2011 was the performance criterion for vesting in the award shares. No performance-based awards were granted during 2010, 2011 or 2012.

The following table summarizes activity for outstanding performance-based restricted stock units for the year-ended December 31, 2012:

Nonvested Shares (Performance-Based)	Shares			Weighted-Average Grant Date Fair Value
Outstanding at beginning of the period		381,230		$	3.31
Forfeited		(381,230	)		3.31
Outstanding at the end of the period		-

The performance shares under this award related to the three-year performance period ending December 31, 2011were forfeited in the first quarter of 2012 as performance objectives were not achieved.

During 2012, 2011 and 2010, no compensation cost was recognized for performance-based restricted stock units.

Restricted Stock Awards and Units

Time-vested restricted stock awards and restricted stock units are periodically granted to key employees, including grants for employment inducements, as well as to members of our Board of Directors. Employee awards provide for vesting periods ranging from three to four years. Non-employee director grants fully vest at the one year anniversary from the date of grant. Upon vesting of these grants, shares are issued to award recipients. The following tables summarize our activity for our outstanding time-vesting restricted stock awards and restricted stock units for the year-ended December 31, 2012.

Nonvested Shares (Time-Vesting)	Shares			Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2012		1,165,729		$	7.93
Granted		997,709			5.86
Vested		(414,624	)		7.44
Forfeited		(61,833	)		7.26
Nonvested at December 31, 2012		1,686,981		$	6.85

Nonvested Share Units (Time-Vesting)	Shares			Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2012		57,916		$	9.13
Granted		93,134			5.60
Vested		(19,309	)		5.69
Forfeited		-			-
Nonvested at December 31, 2012		131,741		$	7.14

Total compensation cost recognized for restricted stock awards and restricted stock units was $4.6 million, $2.8 million and $1.8 million for the years ended December 31, 2012, 2011 and 2010 respectively.  Total unrecognized compensation cost at December 31, 2012 related to restricted stock awards and restricted stock units is approximately $9.2 million which is expected to be recognized over the next 2.3 years.  During the years ended December 31, 2012, 2011 and 2010, the total fair value of shares vested was $2.5 million, $3.2 million and $1.2 million, respectively.

For the years ended December 31, 2012, 2011 and 2010, we recognized tax benefits resulting from the vesting of share awards totaling $0.9 million, $1.1 million and $0.6 million, respectively.

Defined Contribution Plan

Substantially all of our U.S. employees are covered by a defined contribution plan (“401(k) Plan”). Employees may voluntarily contribute up to 50% of compensation, as defined in the 401(k) Plan.  Participants’ contributions, up to 3% of compensation, are matched 100% by us, and the participants’ contributions, from 3% to 6% of compensation, are matched 50% by us. Under the 401(k) Plan, our cash contributions were $3.3 million, $2.8 million and $1.7 million in 2012, 2011 and 2010, respectively.