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Equity
3 Months Ended
Mar. 31, 2012
Equity [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
Note 5—Equity
 
Changes in the components of equity were as follows:
 
   
Three Months Ended
March 31, 2012
 
   
Attributable to Genie
   
Noncontrolling Interests
   
Total
 
   
(in thousands)
 
Balance, December 31, 2011
  $ 127,338     $ (7,039 )   $ 120,299  
Dividends declared ($0.033 per share)
    (758 )           (758 )
Restricted Class B common stock purchased from employees
    (133 )           (133 )
Exercise of stock options
    5             5  
Stock-based compensation
    683             683  
Grants of equity of subsidiary
    (518 )     518        
Comprehensive income:
                       
Net income
    604       599       1,203  
Other comprehensive income
    34             34  
                         
Comprehensive income
    638       599       1,237  
                         
Balance, March 31, 2012
  $ 127,255     $ (5,922 )   $ 121,333  
 
Dividend Payments
 
On January 5, 2012, the Company paid a cash dividend of $0.05 per share to shareholders of record at the close of business on December 22, 2011 of the Company’s Class A common stock and Class B common stock. The aggregate dividends paid were $1.1 million. On April 3, 2012, the Company paid a cash dividend of $0.033 per share to shareholders of record at the close of business on March 26, 2012 of the Company’s Class A common stock and Class B common stock. The dividend paid on April 3, 2012 was for the two-month period of November and December 2011 that represents the period between the end of the Company’s prior fiscal quarter and the beginning of the new fiscal quarter in connection with the change in the Company’s fiscal year to a calendar year, and represented a pro-rated dividend of 2/3rd of the normal quarterly dividend. The aggregate dividends paid were $0.8 million.
 
The Company will pay an ordinary dividend of $0.05 per share on May 30, 2012 to stockholders of the Company’s Class A and Class B common stock as of the record date of May 21, 2012. The Company currently intends to continue to pay a quarterly dividend of $0.05 per share on its Class A common stock and Class B common stock, subject to the approval of the Company‘s Board of Directors.
 
Grants of Equity of Subsidiaries
 
On March 28, 2012, the Compensation Committee of the Company’s Board of Directors approved the grant of equity interests in certain subsidiaries of the Company to Howard Jonas, the Chairman of the Company’s Board of Directors. The Compensation Committee approved the following grants to Mr. Jonas: (1) deferred stock units for 50.56 shares of common stock of IDT Energy (representing 2.5% of the equity in IDT Energy on a fully diluted basis), (2) 0.25 ordinary shares of IEI (representing 0.25% of the equity in IEI on a fully diluted basis), (3) 3.05 ordinary shares of an early stage exploration venture in Israel, Genie Israel Oil & Gas, Ltd. (“GIOG”) (representing 0.30% of the equity in GIOG on a fully diluted basis), and (4) shares representing 0.25% of the Company’s entity that will seek to develop oil shale opportunities in an Asian country (“the Asian Venture”).
  
In addition, the Compensation Committee approved grants of interests representing 1.13% of the equity in IDT Energy, 1.23% of the equity in IEI, 1.68% of the equity in GIOG and 1.00% in the Asian Venture to certain of the Company's officers and employees.
 
At March 31, 2012, the Company recorded a reduction in “Additional paid-in capital” and an increase in “Noncontrolling interests” of $0.5 million for the issuance of the grants of 1.13% of the equity in IDT Energy to officers and employees. The Company will record additional adjustments to “Additional paid-in capital” and “Noncontrolling interests” as the remainder of these equity grants are issued. The Company is in the process of estimating the fair value of the grants of these equity interests on the date of the grant, which is expected to be in the range of approximately $3.0 million to $3.7 million. The estimated fair value will be recognized as compensation cost on a straight-line basis over the vesting period. The Company did not recognize compensation cost related to these grants of equity interests in the three months ended March 31, 2012.
  
Stock Repurchase Program
 
On December 8, 2011, the Board of Directors of the Company approved a stock repurchase program for the repurchase of up to an aggregate of 20 million shares of the Company’s Class B common stock for up to an aggregate of $20 million. At March 31, 2012, no repurchases had been made and 20 million shares remained available for repurchase under the stock repurchase program.
 
2011 Stock Option and Incentive Plan
 
The Company adopted its 2011 Stock Option and Incentive Plan (“Incentive Plan”) to provide incentives to executives, employees, directors and consultants of the Company. Incentives available under the Incentive Plan may include restricted stock, stock options, stock appreciation rights, limited rights, and deferred stock units. The Incentive Plan is administered by the Company’s Compensation Committee. At March 31, 2012, the Company had 0.5 million shares of Class B common stock available for awards under its Incentive Plan.
 
Stock-Based Compensation
 
On November 3, 2011, the Company granted certain of its employees and directors 186 thousand restricted shares of the Company’s Class B common stock and 356 thousand options to purchase shares of the Company’s Class B common stock. In addition, on November 3, 2011, the Company granted nonemployee individuals that provide services to the Company, 52 thousand restricted shares of the Company’s Class B common stock and 52 thousand options to purchase shares of the Company’s Class B common stock. The restricted shares and options, which were granted under the Company’s Incentive Plan, vest over the expected service period, subject to forfeiture based on service conditions. The options have a term of 10 years and an exercise price of $6.85 equal to the fair market value of the underlying shares on the grant date. The fair value of the restricted stock and options on the date of the grant was estimated at $1.6 million and $1.8 million, respectively, which will be recognized over the service period. The fair value of the options on the grant date was estimated using a Black-Scholes valuation model and the following assumptions: (1) expected volatility of 67% based on historical volatility of comparable companies and other factors, (2) a discount rate of 1.06% – 1.62%, (3) expected life of 6 - 7 years and (4) zero dividend yield. In addition, in January or March 2012, each of the four non-employee members of the Company’s Board of Directors received 2,920 restricted shares of the Company’s Class B common stock, which vested immediately upon grant. The fair value of the restricted shares was determined based on the closing price of the Company’s Class B common stock on the date of grant. The Company recognized compensation cost related to the vesting of these shares and options of $0.4 million in the three months ended March 31, 2012.
 
As part of the Spin-Off, holders of restricted Class B common stock of IDT received, in respect of those restricted shares, one restricted share of the Company’s Class B common stock for every restricted share of IDT that they owned as of the record date for the Spin-Off. Such restricted shares of the Company’s Class B common stock are restricted under the same terms as the IDT restricted stock in respect of which they were issued. The restricted shares of the Company’s Class B common stock received in the Spin-Off are subject to forfeiture on the same terms, and their restrictions will lapse at the same time, as the corresponding IDT shares. The unrecognized compensation cost relating to the Company’s restricted shares at March 31, 2012 was $2.3 million, which is expected to be recognized over the remaining vesting period that ends in December 2013. The Company recognized compensation cost related to the vesting of these shares of $0.3 million and $0.2 million in the three months ended March 31, 2012 and 2011, respectively.
 
In order to equitably adjust the value of the options to purchase IDT Class B common stock that were outstanding on the Spin-Off date, IDT proportionately reduced the exercise price of each such option based on the trading price of IDT following the Spin-Off. Further, each option holder shared ratably in a pool of 50 thousand options to purchase shares of the Company’s Class B common stock with an exercise price of $6.85 equal to the market value on the issuance date and an expiration date equal to the expiration of the corresponding IDT options held by such option holder. The options to purchase shares of the Company were issued under the Company’s Incentive Plan. The adjustment to the exercise price of the options to purchase IDT shares and the issuance of the 50 thousand options to purchase the Company’s shares were accounted for as a modification. No incremental charge was required as a result of the modification.
 
In October 2009, GEIC granted common stock representing 0.5% of its outstanding shares at the time to a consultant for consulting services through July 2011. The share award vested over the related service period. In the three months ended March 31, 2011, the Company recorded stock-based compensation of $0.1 million related to this grant.
 
Variable Interest Entity
 
In 2011, an employee of IDT until his employment was terminated effective December 30, 2011, incorporated Citizens Choice Energy, LLC (“CCE”), which is a REP that resells electricity and natural gas to residential and small business customers in the State of New York. Tari Corporation (“Tari”) is the sole owner of CCE. In addition, DAD Sales, LLC (“DAD”), which is 100% owned by Tari, uses its network of door-to-door sales agents to obtain customers for CCE. The Company provided CCE and DAD with substantially all of the cash required to fund their operations. The Company determined that at the present time it has the power to direct the activities of CCE and DAD that most significantly impact their economic performance and it has the obligation to absorb losses of CCE and DAD that could potentially be significant to CCE and DAD on a stand-alone basis. The Company therefore determined that it is the primary beneficiary of both CCE and DAD, and as a result, the Company consolidates CCE and DAD with its IDT Energy segment.
 
The Company does not own any interest in CCE or DAD and thus the net income or loss incurred by CCE and DAD has been attributed to noncontrolling interests in the accompanying consolidated statements of operations. CCE’s net income in the three months ended March 31, 2012 was $1.0 million and CCE’s net loss in the three months ended March 31, 2011 was $47 thousand. DAD’s net loss in the three months ended March 31, 2012 and 2011 was $0.2 million and nil, respectively. In the three months ended March 31, 2012 and 2011, the Company provided CCE and DAD with net funding of $0.1 million and nil, repectively, in order to finance their operations.
 
Summarized combined balance sheets of CCE and DAD are as follows:
 
   
March 31,
2012
   
December 31,
2011
 
   
(in thousands)
 
Assets
           
Cash and cash equivalents
  $ 1,682     $ 763  
Restricted cash
    4       81  
Trade accounts receivable
    3,023       2,766  
Prepaid expenses
    161       70  
Other current assets
    139       413  
Fixed assets, net
    51       57  
Other assets
    452       282  
                 
Total assets
  $ 5,512     $ 4,432  
                 
Liabilities and members’ interests
               
Current liabilities
  $ 1,694     $ 1,631  
Due to IDT Energy
    5,947       5,820  
Noncontrolling interests
    (2,129 )     (3,019 )
                 
Total liabilities and noncontrolling interests
  $ 5,512     $ 4,432  
  
The assets of CCE and DAD may only be used to settle obligations of CCE and DAD, and may not be used for other consolidated entities. The liabilities of CCE and DAD are non-recourse to the general credit of the Company’s other consolidated entities.
 
In April 2012, IDT Energy and CCE entered into an Asset Purchase Agreement pursuant to which IDT Energy shall, upon the satisfaction of many conditions, acquire all of CCE’s customer accounts, accounts receivable, trade names and other customer-related assets in exchange for the discharge and release of CCE’s debt and payment obligations to IDT Energy. The closing conditions include customary conditions as well as the discharge or satisfactory resolution of certain claims pending against CCE, and IDT Energy is under no obligation to assume any liability related thereto. At March, 31, 2012, the amount of CCE debt to be discharged was $4.8 million. In addition, in April 2012, IDT Energy entered into a Consulting Agreement with Tari for customer networking services and other sales related services.  Finally, in April 2012, IDT Energy and DAD entered into a Client Agreement whereby DAD will use its network of door-to-door sales agents to obtain customers for IDT Energy in exchange for cash commissions.