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15. SHAREHOLDERS’ EQUITY
12 Months Ended
Jun. 30, 2013
Equity [Abstract]  
SHAREHOLDERS' EQUITY

Preferred Shares – the Company has 25,000,000 authorized shares of Preferred Stock of which 5,000,000 have been allocated to Series A, 500,000 have been allocated to Series B, 400,000 have been allocated to Series C, 500,000 have been allocated to Series D, and 750,000 have been allocated to Series E. As of June 30, 2013 and 2012, no Preferred Stock of any series are issued or outstanding. The Board of Directors is authorized to issue preferred stock in one or more series and denominations and to fix the rights, preferences, privileges, and restrictions, including dividend, conversion, voting, redemption, liquidation rights or preferences, and the number of shares constituting any series and the designation of such series, without any further vote or action by our shareholders.

 

Common Shares - The authorized capital stock of the Company consists of 75,000,000 shares of no par Class A Common Stock, each entitled to one vote per share, and 25,000,000 shares of Class B Common Stock, each entitled to one-one hundredth (1/100th) of one vote per share. No Class B Common Stock has been issued and none was outstanding at June 30, 2013 and 2012.

 

During fiscal year ended June 30, 2013, no shares of the Company’s Class A Common Stock were issued. During the same period, the Company repurchased for $11,000 and retired 21,000 shares resulting in a 21,000 reduction in outstanding shares of Common Stock. The value of stock-based compensation recognized for fiscal year ended June 30, 2013 was $238,600.

 

During the fiscal year ended June 30, 2012, the Company issued a total of 180,400 shares and retired 44,200 shares of Class A Common Stock for a net increase in shares outstanding of 136,200. 39,600 shares were issued in exchange for services valued at $26,500, 100,800 shares, valued at $151,200, were issued for exercise of stock options and 40,000 shares, valued at $28,800, were issued in a transaction to acquire the Deer Creek facility lease, see Note 5 – Alanco Energy Services for additional discussion of the Deer Creek lease acquisition. The Company recognized as an expense during the year, $24,900 related to the value of stock- based compensation (Stock Options). Listing fees for fiscal 2012 amounted to $4,000.

 

During the year ended June 30, 2013, the Company recognized an unrealized gain on marketable securities in the amount of $166,300, reported in the Consolidated Statement of Changes in Shareholders’ Equity. During the year ended June 30, 2012, the Company recognized an unrealized loss on marketable securities in the amount of ($82,900), reported in the Consolidated Statement of Changes in Shareholders’ Equity. See Note 4 – Marketable Securities – Restricted, for additional discussion of fair value of financial instruments and marketable securities.

 

On December 12, 2011 the Company announced that its board of directors has authorized a stock repurchase program whereby the Company could repurchase up to 2 million shares of its outstanding common stock over the next 12 months. The stock repurchase program was extended, under the same limitation, through December 31, 2013. As of June 30, 2013 the Company had repurchases under the program for a total of 65,200 (21,000 and 44,200 shares in fiscal year ended 2013 and 2012 respectively) shares at a cost of approximately $41,300, or $.63 per share.

 

Warrants - As of June 30, 2013, the Company had 95,100 warrants outstanding with a weighted average exercise price of $2.64. The expiration date of the outstanding warrants extends through July 9, 2013. The following is a table of activity related to all warrants.

          Weighted
      Number of    Average
      Shares   Exercise Price $
WARRANTS OUTSTANDING, June 30, 2011 201,100 $5.77
  Granted                  -                     -   
  Exercised                  -                     -   
  Canceled/Expired (50,700)   4.38
WARRANTS OUTSTANDING, June 30, 2012 150,400   6.24
  Granted                  -                     -   
  Exercised                  -                     -   
  Canceled/Expired (55,300)   12.44
WARRANTS OUTSTANDING, June 30, 2013 95,100 $2.64

 

 

The 95,100 outstanding warrants at June 30, 2013 were granted in a private offering on July 9, 2010 and expired on July 9, 2013.

 

Stock Options - As of June 30, 2013, the Company had stock options outstanding to purchase a total of 1,084,100 shares of Class A Common Shares with a weighted average exercise price of $.67. All options outstanding were exercisable at June 30, 2013. The tables below, as well as the narrative following, provide further information regarding the Company’s stock options.

 

The following is a table of activity of all options:

    Shares     Exercise Price $
OPTIONS OUTSTANDING, June 30, 2011   661,800   $ 1.62
Granted   635,000     0.75
Exercised   (100,800)     1.50
Canceled/Expired   (521,900)     1.64
OPTIONS OUTSTANDING, June 30, 2012   674,100     0.80
Granted   425,000     0.50
Exercised   -     -
Canceled/Expired   (15,000)     1.83
OPTIONS OUTSTANDING, June 30, 2013   1,084,100   $ 0.67

 

 

All options granted had an exercise price of not less than the market price on date of grant, as defined in the stock option plans, of the Company's Common Stock. No options were exercised during fiscal year ended June 30, 2013. Options exercised during the fiscal year ended June 30, 2012 generated cash proceeds of approximately $151,200. At June 30, 2013 all 1,084,100 options were exercisable. If not previously exercised, options outstanding at June 30, 2013 will expire as follows:

 

Calendar Year   Number of     Weighted Average
of Expiration   Shares     Exercise Price 
2013   7,500   $ 1.50
2014   12,600     1.50
2015   4,000     1.50
2016                    -                       - 
2017   635,000     0.75
2018   425,000     0.50
    1,084,100   $ 0.67

 

 

Additional information about outstanding options to purchase the Company's Common Stock as of June 30, 2013 is as follows:

 

    Options Outstanding   Options Exercisable
        Weighted Avg.   Weighted       Weighted
    Number   Remaining   Average   Number   Average
Exercise   of   Contractual   Exercise   of   Exercise
Price   Shares   Life (in years)   Price   Shares   Price
$0.50   425,000   5.00   $0.50   425,000   $0.50
$0.75   635,000   3.78   $0.75   635,000   $0.75
$1.50   24,100   0.91   $1.50   24,100   $1.50
Totals   1,084,100   4.18   $0.67   1,084,100   $0.67

 

 

The Company’s Stock Option Plans are administered by the Compensation/Administration Committee, currently comprised of two independent members of the Company’s Board of Directors. Company stock options are issued to employees at an exercise price of not less than the fair market value, as determined under the option plan, on the date of grant and must be granted within 10 years from the effective date of the Plan, with the term of the option not exceeding 10 years. Options granted to employees under the Stock Option Plans, which are terminated prior to exercise, are considered to be available for grant to subsequent employees. Total issued stock options for any plan may exceed those authorized due to termination of prior non-exercised grants. Under the Employee Incentive Stock Option Plans, incentive and non-qualified stock options may be granted, with the incentive stock options intended to qualify under Section 422 of the Internal Revenue Code of 1986, as amended. Unless otherwise established by the Committee, the standard vesting schedule for incentive stock options is 10% vested immediately upon grant, 15% vested after twelve months from date of grant, 25% after two years from the date of grant, 25% after three years, and 25% after four years. Stock options issued during the fiscal year ended June 30, 2012 vested quarterly over 15 months and options issued during the fiscal year ended June 30, 2013 were immediately vested upon grant. All of the options have been or will be registered on Form S-8 filings. See Notes 1 and 2 for a discussion of the applicable accounting treatment of stock-based compensation for fiscal years 2013 and 2012.

 

Alanco Stock Option Summary (1)
as of June 30, 2013
      Options  Issued and Options Options Balance Exercise
Plan   Authorized Granted  Exercised Cancelled Outstanding to Issue (6) Price Range (5)
2002 (2) 75,000 156,000 27,000 91,000 38,000        --    $0.75
2002 D&O (3) 25,000 40,800 5,200 15,800 19,800        --    $0.75 - $1.50
2004 (2) 100,000 188,500 67,600 88,500 32,400        --    $0.75
2004 D&O (3) 50,000 83,100 13,200 33,100 36,800        --    $0.75 - $1.50
2005 (2) 150,000 272,279 81,971 122,279 68,029        --    $0.75
2005 D&O (3) 50,000 96,000 4,000 46,000 46,000        --    $0.75
2006 (2) 375,000 746,272 82,003 371,272 292,997        --    $0.75
2006 D&O (3) 125,000 184,375 23,750 59,375 101,250        --    $0.50 - $1.50
2011 (4) 750,000 769,823 291,024 30,000 448,799 10,177 $0.50 - $0.75
                 
Totals   1,700,000 2,537,149 595,748 857,326 1,084,075 10,177  
                 
(1)  Only includes plans with options currently outstanding or having a balance available to issue.  
(2)  Employee Incentive Stock Option Plan.          
(3)  Directors and Officers Stock Option Plan.          
(4)  Employee Incentive Stock Option Plan which permits granting of stock or stock options.  Grants include 291,000
       Common Shares issued under the plan as payment of deferred employee compensation.    
(5)  Range of exercise prices for outstanding options only.        
(6)  Any options not issued under the 2002 or 2002 D&O Plans are no longer available for issue as those plans were
       10 year plans and have expired.