XML 33 R14.htm IDEA: XBRL DOCUMENT v3.8.0.1
Stock-based Compensation, Option Plans and Warrants
12 Months Ended
Dec. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock-based Compensation, Option Plans and Warrants
Stock-Based Compensation and Option Plans

The Company’s Amended and Restated 2005 Employee Long-Term Equity Incentive Plan reserves 12.6 million shares of Abraxas common stock, subject to adjustment following certain events. Awards may be in options or shares of restricted stock. Options have a term not to exceed 10 years. Options issued under this plan vest according to a vesting schedule as determined by the compensation committee of the Company’s board of directors. Vesting may occur upon (1) the attainment of one or more performance goals or targets established by the committee, (2) the optionee’s continued employment or service for a specified period of time, (3) the occurrence of any event or the satisfaction of any other condition specified by the committee, or (4) a combination of any of the foregoing.

Stock Options
 
The Company utilizes a standard option pricing model (Black-Scholes) to measure the fair value of stock options granted to employees and directors. The fair value for these options was estimated at the date of grant using the following weighted average assumptions for 2015, 2016 and 2017:
 
 
2015
 
2016
 
2017
Weighted average value per option granted during the period
 
$
2.37

 
$
0.68

 
$
1.81

Assumptions:
 
 

 
 

 
 

Forfeiture rate (1)
 
4.5
%
 
4.2
%
 
2.0
%
Expected dividend yield (2)
 
%
 
%
 
%
Volatility (3)
 
81.1
%
 
71.1
%
 
67.6
%
Risk free interest rate (4)
 
1.92
%
 
1.72
%
 
2.16
%
Expected life (years) (5)
 
7.0

 
7.0

 
6.9

Fair value of options granted (in thousands)
 
$
3,792

 
$
2,307

 
$
574

______________________
(1)    The estimated future forfeiture rate is based on the Company’s historical forfeiture rate.
(2)    The dividend yield is based on the fact the Company does not pay any dividends.
(3)     The volatility is based on the historical volatility of our stock for a period approximating the expected life.
(4)
The risk-free interest rate is based on the observed U.S. Treasury yield curve in effect at the time the options were granted.
(5)
The expected life was derived based on a weighting between (a) the Company’s historical exercise and forfeiture activity and (b) the average midpoint between vesting and the contractual term.

The Company grants options to its officers, directors, and other employees under various stock option and incentive plans.

The following table is a summary of the Company’s stock option activity for the three years ended December 31:

 
 
Options
(000s)
 
Weighted average
exercise price
 
Weighted
 average
 remaining life
 
 
Intrinsic
value
per share
Options outstanding December 31, 2014
 
5,885

 
$2.88
 
 
 
 
 
 
 
 
 
 
 
 
 
Granted                                                        
 
1,601

 
3.22
 
 
 
 
Exercised
 
(164
)
 
1.03
 
 
 
 
Forfeited/Expired
 
(514
)
 
4.36
 
 
 
 
Options outstanding December 31, 2015
 
6,808

 
$2.89
 
 
 
 
 
 
 
 
 
 
 
 
 
Granted                                                        
 
2,265

 
1.02
 
 
 
 
Exercised
 
(83
)
 
1.40
 
 
 
 
Forfeited/Expired
 
(836
)
 
2.84
 
 
 
 
Options outstanding December 31, 2016
 
8,154

 
$2.39
 
 
 
 
 
 
 
 
 
 
 
 
 
Granted                                                        
 
317

 
1.81
 
 
 
 
Exercised
 
(5
)
 
0.97
 
 
 
 
Forfeited/Expired
 
(149
)
 
3.58
 
 
 
 
Options outstanding December 31, 2017
 
8,317

 
$2.35
 
5.8
 
1.67

Exercisable at end of year
 
5,984

 

 
4.94
 
1.83


Other information pertaining to the Company’s stock option activity for the three years ended December 31:
  
 
2015
 
2016
 
2017
Weighted average grant date fair value of stock options granted  (per share)
 
$
2.37

 
$
0.68

 
$
1.81

Total fair value of options vested (000’s)
 
$
2,035

 
$
2,776

 
$
2,795

Total intrinsic value of options exercised (000’s)
 
$
124

 
$
39

 
$
5



As of December 31, 2017, the total compensation cost related to non-vested awards not yet recognized was approximately $1.6 million, which will be recognized in 2018 through 2021. For the years ended December 31, 2015, 2016 and 2017, we recognized $2.4 million, $2.0 million and $1.8 million, respectively, in stock-based compensation expense relating to options.
 
The following table represents the range of stock option prices and the weighted average remaining life of outstanding options as of December 31, 2017:
 
 
Options outstanding
 
Exercisable
Range of stock option prices
 
 
Number
outstanding
 
Weighted
average
remaining
life
 
Weighted
average
exercise
price
 
 
Number
exercisable
 
Weighted
average
remaining
life
 
Weighted
average
exercise
price
0.97 - 1.99
 
3,770,542

 
6.0
 
$
1.28

 
2,257,292

 
4.5
 
$
1.44

2.00 - 2.99
 
1,243,725

 
4.2
 
$
2.35

 
1,239,225

 
4.2
 
$
2.35

3.00 - 3.99
 
2,617,399

 
6.4
 
$
3.27

 
1,807,911

 
6.2
 
$
3.33

4.00 - 4.99
 
585,750

 
4.2
 
$
4.56

 
580,250

 
4.1
 
$
4.56

5.00 - 5.99
 
99,000

 
6.4
 
$
5.39

 
98,250

 
6.4
 
$
5.38

6.00 - 6.28
 
1,000

 
6.5
 
$
6.28

 
750

 
6.5
 
$
6.28

 
 
8,317,416

 
 
 
 

 
5,983,678

 
 
 
 


 
Restricted Stock Awards

Restricted stock awards are awards of common stock that are subject to restrictions on transfer and to a risk of forfeiture if the awardee terminates employment with the Company prior to the lapse of the restrictions. The value of such stock is determined using the market price on the grant date. Compensation expense is recorded over the applicable restricted stock vesting periods. As of December 31, 2017, the total compensation cost related to non-vested awards not yet recognized was approximately $0.7 million, which will be recognized from 2018 through 2020. For the years ended December 31, 2015, 2016 and 2017, we recognized $1.5 million, $1.2 million and $1.4 million, respectively, in stock-based compensation expense related to restricted stock awards.

The following table is a summary of the Company’s restricted stock activity for the three years ended December 31, 2017:
 
 
Number
of
Shares
 
Weighted
average
grant date
fair value
Unvested December 31, 2014
 
1,776,090

 
$
3.43

Granted
 

 

Vested/Released
 
(127,729
)
 
3.38

Forfeited
 
(5,077
)
 
2.56

Unvested December 31, 2015
 
1,643,284

 
$
3.44

Granted
 

 

Vested/Released
 
(52,017
)
 
2.40

Forfeited
 
(98,802
)
 
3.63

Unvested December 31, 2016
 
1,492,465

 
$
3.47

Granted
 
44,000

 
1.75

Vested/Released
 
(56,340
)
 
3.14

Forfeited
 
(750
)
 
2.63

Unvested December 31, 2017
 
1,479,375

 
$
3.43


 
Director Stock Awards
 
The 2005 Directors Plan (as amended and restated) reserves 2.9 million shares of Abraxas common stock, subject to adjustment following certain events. The 2005 Directors Plan provides that each year, at the first regular meeting of the board of directors immediately following Abraxas’ annual stockholder’s meeting, each non-employee director shall be granted or issued awards of 25,000 shares of Abraxas common stock, for participation in board and committee meetings during the previous calendar year. The maximum annual award for any one person is 100,000 shares of Abraxas common stock or options for common stock.  If options, as opposed to shares, are awarded, the exercise price shall be no less than 100% of the fair market value on the date of the award while the option terms and vesting schedules are at the discretion of the committee.  
 
At December 31, 2017, the Company had approximately 11.9 million shares reserved for future issuance for conversion of its stock options, and incentive plans for the Company’s directors, employees and consultants.

Common Stock Issuance

In May 2016, we completed a stock offering of 28.8 million shares of common stock for net proceeds of approximately $27.2 million and in January 2017, we completed an offering of 28.8 million shares of common stock for net proceeds of approximately $65.2 million.
.