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Equity Based Plans

12 Months Ended

Dec. 31, 2012

Equity Based Plans, Preferred Stock and Common Stock [Abstract]

9. Equity Based Plans

The Company has the following equity based plans:

The 1992 Stock Option Plan, as amended (the “1992 Plan”), permitted the Company to grant to key employees and outside directors of the Company incentive and non-qualified options to purchase up to 3,495,000 shares of common stock (subject to proportionate adjustments in the event of stock dividends, splits, and similar corporate transactions). The 1992 Plan expired in 2002 and no new option grants can be awarded subsequent to this date. At December 31, 2011 and 2012, there were no stock options outstanding under the 1992 Plan.

Incentive stock options (those intended to satisfy the requirements of the Internal Revenue Code) granted under the 1992 Plan were granted at an exercise price not less than the fair market value of the shares of common stock on the date of grant. The exercise prices of options granted under the 1992 Plan were determined by the Compensation Committee. The period within which each option is exercisable was determined by the Compensation Committee (however, in no event may the exercise period of an incentive stock option extend beyond 10 years from the date of grant).

The Amended and Restated 1999 Employee Stock Option Plan (the “Amended 1999 Plan”) permits the Company to grant to non-employee directors and employees of the Company up to 600,000 non-qualified options to purchase shares of common stock and restricted stock (subject to proportionate adjustments in the event of stock dividends, splits, and similar corporate transactions). The exercise prices of options granted under the Amended 1999 Plan are determined by the Compensation Committee. The period within which each option will be exercisable is determined by the Compensation Committee. The Amended 1999 Plan was approved by the shareholders of the Company at the 2008 Shareholders Meeting on May 20, 2008.

During 2003, the Board of Directors of the Company (the “Board”) granted inducement options covering 145,000 options, respectively, to five individuals in connection with their offers of employment. As of December 31, 2011, 124,000 of the 145,000 options are outstanding. Inducement options may be exercised for a 10 year term from the date of the grant. As of December 31, 2012, there were no stock options outstanding under these inducement options.

The Amended and Restated 2003 Stock Option Plan (the “Amended 2003 Plan”) permits the Company to grant to key employees and outside directors of the Company incentive and non-qualified options and shares of restricted stock covering up to 1,250,000 shares of common stock (subject to proportionate adjustments in the event of stock dividends, splits, and similar corporate transactions). The Amended 2003 Plan was approved by the shareholders of the Company at the 2010 Shareholders Meeting on May 18, 2010.

A cumulative summary of equity plans as of December 31, 2012 follows:


Equity Plans	Authorized		Restricted Stock Issued		Outstanding Stock Options		Stock Options Exercised		Stock Options Exercisable		Shares Available for Grant
1992 Plan		3,495,000		—		—		2,796,012		—		—
Amended 1999 Plan		600,000		360,900		15,840		123,951		15,840		99,309
Amended 2003 Plan		1,250,000		253,400		60,000		718,300		60,000		218,300
Inducements		164,000		—		—		164,000		—		—

		5,509,000		614,300		75,840		3,802,263		75,840		317,609

A summary of the status of the Company’s stock options granted under the plans as of December 31, 2012, 2011 and 2010 and the changes during the years then ended is presented below:


	Number of Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value (000’s)
Outstanding at December 31, 2009		874,192			14.24		4.6 Years
Granted		—			—
Exercised		(142,002	)		13.66
Cancelled		(160	)		18.42
Forfeited		(8,140	)		18.54

Outstanding at December 31, 2010		723,890			14.30		3.6 Years
Granted		—			—
Exercised		(375,080	)		13.92
Cancelled		—			—
Forfeited		—			—

Outstanding at December 31, 2011		348,810			14.71		2.6 Years

Granted		—
Exercised		(272,750	)		14.12
Cancelled		(220	)		17.89
Forfeited		—			—

Outstanding at December 31, 2012		75,840			—		2.2 Years

Exercisable at December 31, 2012		75,840			—		2.2 Years	$	811

All shares pursuant to stock options were fully vested at December 31, 2012 and 2011.

A summary of the intrinsic value of stock options exercised during the years ended December 31, 2012, 2011 and 2010 is as follows:


	Number of Shares		Aggregate Intrinsic Value (000’)
2010		142,002	$	863
2011		375,080	$	3,160
2012		272,750	$	3,459

The following tables summarize information about the Company’s stock options outstanding as of December 31, 2012, 2011 and 2010, respectively:


	Outstanding Options as of December 31, 2012		Exercise Price		Weighted Average Remaining Contractual Life		Exercisable		Exercise Price
1999 Plan		15,840	$	12.60 – $18.42		2.2 Years		15,840	$	12.60 – $18.42
2003 Plan		60,000	$	12.51 – $18.80		2.2 Years		60,000	$	12.51 – $18.80

		75,840	$	12.51 – $18.80		2.2 Years		75,840	$	12.51 – $18.80


	Outstanding Options as of December 31, 2011		Exercise Price		Weighted Average Remaining Contractual Life		Exercisable		Exercise Price
1999 Plan		17,310	$	12.60 – $18.42		3.2 Years		17,310	$	12.60 – $18.42
2003 Plan		251,500	$	12.51 – $18.80		2.9 Years		251,500	$	12.51 – $18.80
Inducements		80,000	$	12.75 – $14.32		1.7 Years		80,000	$	12.75 – $14.32

		348,810	$	12.51 – $18.80		2.6 Years		348,810	$	12.51 – $18.80


	Outstanding Options as of December 31, 2010		Exercise Price		Weighted Average Remaining Contractual Life		Exercisable		Exercise Price
1992 Plan		15,000	$	16.34		.6 Years		15,000	$	16.34
1999 Plan		43,390	$	12.60 – $18.42		3.9 Years		43,390	$	12.60 – $18.42
2003 Plan		541,500	$	12.51 – $18.80		3.8 Years		541,500	$	12.51 – $18.80
Inducements		124,000	$	12.75 – $14.32		2.8 Years		124,000	$	12.75 – $14.32

		723,890	$	12.51 – $18.80		3.6 Years		723,890	$	12.51 – $18.80

The following table summarizes information about the Company’s stock options outstanding and those options that are exercisable as of December 31, 2012:


Range of Exercise Prices	Outstanding Options		Exercisable Options
$12.00 – $12.99		11,790		11,790
$14.00 – $14.99		2,500		2,500
$15.00 – $15.99		12,550		12,550
$18.00 – $18.80		49,000		49,000

		75,840		75,840

During 2012, 2011 and 2010, the Company granted the following shares (net of those shares cancelled in their respective grant year due to employee terminations prior to restrictions lapsing) of restricted stock to directors, officers and employees pursuant to its equity plans as follows:


Year Granted	Number of Shares		Weighted Average Fair Value Per Share
2010		84,400	$	16.53
2011		156,750	$	19.94
2012		80,650	$	21.65

Generally, restrictions on the stock granted to employees lapse in equal annual installments on the following four or five anniversaries of the date of grant. For those shares granted to directors, the restrictions will lapse in equal quarterly installments during the first year after the date of grant. For those granted to executive officers, the restriction will lapse in equal quarterly installments during the three to four years following the date of grant.

As of December 31, 2012, there were 187,170 shares outstanding for which restrictions had not lapsed. The restrictions will lapse in 2013 through 2016.

Compensation expense for grants of restricted stock will be recognized based on the fair value on the date of grant. Compensation expense for restricted stock grants was $2,102,000, $2,032,000 and $1,245,000, respectively, for 2012, 2011 and 2010. As of December 31, 2012, the remaining $2.8 million of compensation expense will be recognized from 2013 through 2016.