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Stockholders' Equity
9 Months Ended
Sep. 30, 2012
Stockholders' Equity [Abstract]  
Stockholders' Equity
 
6.  
Stockholders’ Equity
 
Authorized stock
 
The Company has authorized 20,000,000 shares of common stock, par value $0.01, of which 11,792,456 and 11,873,156 shares were issued and outstanding as of December 31, 2011 and September 30, 2012, respectively. The Company also has authorized 8,000,000 shares of preferred stock, none of which has been issued or outstanding since 2004. The Company’s annual cash dividend is $4.00 per share, or $1.00 per share quarterly.
 
Stock-based compensation
 
As required by the Stock Compensation Topic, ASC 718, the Company measures and recognizes compensation expense for all share-based payment awards, including employee stock options and employee stock purchases related to the Company’s Employee Stock Purchase Plan, based on estimated fair values. Stock-based compensation expense recognized in the unaudited condensed consolidated statements of income for the three and nine months ended September 30, 2011 and 2012, is based on awards ultimately expected to vest and, therefore, has been adjusted for estimated forfeitures. The Company is required to estimate forfeitures at the time of grant and revise, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate used is based on historical experience.
 
Stock-based compensation plans
 
In April 2011, the Company’s stockholders approved the Strayer Education, Inc. 2011 Equity Compensation Plan (the “Plan”), which replaced the Company’s 1996 equity compensation plan (the “1996 Plan”) and made 300,000 new shares available for issuance as equity compensation. In addition, shares previously available for issuance under the 1996 Plan were effectively carried over and made available for issuance under the Plan, for a total of approximately 350,000 shares that were made available for issuance as equity compensation under the Plan. The Plan provides for the granting of restricted stock, stock options intended to qualify as incentive stock options, options that do not qualify as incentive stock options, and other forms of equity compensation and performance-based awards to employees, officers and directors of the Company, or to a consultant or advisor to the Company, at the discretion of the Board of Directors. Vesting provisions are at the discretion of the Board of Directors. Options may be granted at option prices based at or above the fair market value of the shares at the date of grant. The maximum term of the awards granted under the Plan is ten years.
 
In February 2012, the Company’s Board of Directors approved grants of 72,013 shares of restricted stock to certain individuals. These shares, which vest over a five- to seven-year period, were granted pursuant to the Plan. The Company’s stock price closed at $115.55 on the date of these restricted stock grants.
 
In April 2012, the Company’s Board of Directors approved grants of 10,728 shares of restricted stock. These shares, which vest over a three-year period, were awarded to various non-employee members of the Company’s Board of Directors, as part of the Company’s annual director compensation program. The Company’s stock price closed at $83.88 on the date of these restricted stock grants.
 
Dividends paid on unvested restricted stock are reimbursed to the Company if the recipient terminates his or her employment prior to vesting in the award.
 
Restricted Stock
 
The table below sets forth the restricted stock activity for the nine months ended September 30, 2012:
 
   
Number
of shares
   
Weighted-
average grant
price
 
Balance, December 31, 2011
    380,944     $ 194.26  
Grants
    82,741     $ 111.44  
Vested shares
    (26,189 )   $ 195.58  
Forfeitures
    (2,041 )   $ 132.23  
Balance, September 30, 2012
    435,455     $ 178.74  
 
Stock Options
 
The table below sets forth the stock option activity for the nine months ended September 30, 2012, and other stock option information at September 30, 2012:
 
   
Number of
shares
   
Weighted-average exercise price
   
Weighted-average remaining
contractual
life (yrs.)
   
Aggregate intrinsic 
value(1)
(in thousands)
 
Balance, December 31, 2011
    100,000     $ 107.28       1.1        
Grants
                         
Exercises
                         
Forfeitures
                         
Balance, September 30, 2012
    100,000     $ 107.28       0.4        
Exercisable, September 30, 2012
    100,000     $ 107.28       0.4        
 
(1)  
The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on the respective trading day and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had the options been exercised on the respective trading day. The amount of intrinsic value will change based on the fair market value of the Company’s common stock.
 
Valuation and Expense Information under Stock Compensation Topic ASC 718
 
At September 30, 2012, total stock-based compensation cost which has not yet been recognized was $41.6 million, all for unvested restricted stock.  This cost is expected to be recognized over the next 60 months on a weighted-average basis.  Awards of approximately 230,000 shares of restricted stock are subject to performance conditions. The accrual for stock-based compensation for performance awards is based on the Company’s estimates that such performance criteria are probable of being achieved. Such a determination involves significant judgment surrounding future operating performance of the Company. If the performance targets are not reached during the vesting period, related compensation will be adjusted.
 
The following table summarizes the stock-based compensation expense recorded for the three and nine months ended September 30, 2011 and 2012 by expense line item (in thousands):
 
   
For the three months
ended September 30,
   
For the nine months
ended September 30,
 
   
2011
   
2012
   
2011
   
2012
 
Instruction and educational support
  $ 904     $ 976     $ 2,728     $ 2,538  
Marketing
    16             51        
Admissions advisory
                       
General and administration
    2,550       2,551       7,019       6,820  
Stock-based compensation expense included in operating expense
    3,470       3,527       9,798       9,358  
Tax benefit
    1,371       1,393       3,870       3,696  
Stock-based compensation expense, net of tax
  $ 2,099     $ 2,134     $ 5,928     $ 5,662  
 
The following table summarizes information regarding all share-based payment arrangements for the nine months ended September 30, 2011 and 2012 (in thousands):
 
   
For the nine months ended
September 30,
 
   
2011
   
2012
 
Proceeds from stock options exercised
  $     $  
Excess tax shortfall related to share-based payment arrangements
  $ (721 )   $ (418 )
Intrinsic value of stock options exercised (1) 
  $     $  
 
 
(1)
Intrinsic value of stock options exercised is calculated by taking the difference between the Company’s closing stock price on the date of exercise and the exercise price, multiplied by the number of options exercised for each option holder and then aggregated.