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Stock-Based Compensation
6 Months Ended
Jun. 30, 2016
Stock-Based Compensation [Abstract]  
Stock-Based Compensation

NOTE 10.  STOCK-BASED COMPENSATION



The Company had in place a 2006 Stock Plan which has been approved by the Company’s shareholders. The 2006 Stock Plan authorized the grant of stock options, stock appreciation rights, restricted stock, and stock bonuses for up to 62,500 shares of common stock. The 2006 Stock Plan expired effective December 31, 2015.  As a replacement for the 2006 Stock Plan, the Board of Directors adopted the Condor 2016 Stock Plan, which was approved by the Company’s shareholders at the annual shareholders meeting on June 15, 2016.  The 2016 Stock Plan authorizes the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, deferred stock units, and other forms of stock-based compensation.  The maximum number of shares of the Company’s common stock that may be issued under the 2016 Stock Plan is 3,000,000, provided, however, that awards under this plan may not exceed 250,000 shares of common stock prior to the conversion into common stock of all shares of Series D Preferred Stock (see Note 8). No shares had been issued under the 2016 Stock Plan at June 30, 2016.



Stock-based compensation for awards with a service condition only is measured based on the fair value of the award on the date of grant and recognized as compensation expense on a straight line basis over the service period.  The compensation cost related to awards for which vesting is contingent upon achieving a market based criteria is measured at the fair value of the award on the date of grant, including consideration of the market criteria, and amortized on a straight line basis over the performance period. The fair value of the award at grant is measured using either the closing stock price on the date of grant (for vested and unvested share awards), the Black-Scholes model (for options and warrants), or a Monte Carlo simulation (for LTIP awards), as appropriate. Compensation cost is recognized as additional paid-in capital for awards of the Company’s common stock and as noncontrolling interest for LTIP awards of SLP partnership units.



Options and Unvested Share Awards



At June 30, 2016, the Company had a total of 4,583 vested stock options outstanding with a weighted average exercise price of $7.95 per share and 1,042 unvested stock options outstanding with a weighted average exercise price of $8.08 per share under the 2006 Stock Plan.  The total unrecognized compensation cost related to unvested stock options at June 30, 2016 was $1, which is expected to be fully recognized in the third quarter of 2016 when the remaining unvested options fully vest.



As of June 30, 2016, the Company had 1,042 unvested shares of common stock outstanding under the 2006 Stock Plan. The total unrecognized compensation cost related to unvested stock awards at June 30, 2016 was $1, which is expected to be fully recognized in the third quarter of 2016 when the remaining unvested shares fully vest.



Warrants



On March 2, 2015, the Company granted a warrant to an executive officer of the Company outside of the 2006 Stock Plan as an inducement material to the executive’s acceptance of employment. The warrant entitled the executive to purchase a total of 657,894 authorized but previously unissued shares of the Company’s common stock at a price of (i) $1.52 per share (the adjusted closing bid price of the common stock on Nasdaq on March 2, 2015) if at least one-third but not more than one-half of the shares were purchased on or prior to March 17, 2015, and (ii) $1.92 per share for shares purchased after that date. The warrant has a three-year term. The executive officer exercised the warrant in part to purchase 227,894 shares on March 11, 2015 at the price of $1.52 per share. The warrant remains exercisable for 430,000 shares at an exercise price of $1.92 per share.  As of June 30, 2016, the total unrecognized compensation cost related to these warrants was $165, which is expected to be recognized over the next 20 months.



LTIP Awards



On March 2, 2015, the Company granted an equity award of 5,263,152 LTIP units, representing profit interests in SLP, to an executive officer of the Company. The LTIP units are earned in one-third increments upon the Company’s common stock achieving price per share milestones of $3.50,  $4.50, and $5.50 respectively.  Earned LTIP units vest in March 2018, or earlier upon a change in control of the Company, and upon vesting can be converted into SLP partnership units which can be redeemed at the rate of one share of common stock for each eight earned LTIP units for up to 657,894 common shares. As of June 30, 2016, the total unrecognized compensation cost related to these LTIP units was $284, which is expected to be recognized over the next 20 months. 



Investment Committee Share Compensation



Independent directors serving as members of the Investment Committee of the Board of Directors receive their monthly Investment Committee fees in the form of shares of the Company’s common stock if issuance is available under a shareholder approved Stock Plan, priced as the average of the closing price of the stock for the first 20 trading days of the calendar year. A total of 3,950 and 6,938 shares, respectively, were issued to the independent directors of the Investment Committee for the three and six months ended June 30, 2015. Following shareholders’ approval of the 2016 Stock Plan as discussed above,  on July 15, 2016 the Company issued 11,944 shares of common stock to the independent directors of the Investment Committee for their service during the six months ended June 30, 2016.



Stock-Based Compensation Expense



The expense recognized in the consolidated financial statements for stock-based compensation, including LTIP units, related to employees and directors for the three months ended June 30, 2016 and 2015 was $70 and $74, respectively, and for the six months ended June 30, 2016 and 2015 was $139 and $123, respectively, and all of which is included in general and administrative expense.