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Stock Based Compensation
 6 Months Ended
Jul. 31, 2013
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock Based Compensation
Stock Based Compensation
Stock Incentive Plans
The Company’s two stock plans are the 2011 Stock Incentive Plan (the “2011 Plan”) and the 2007 Stock Incentive Plan (the “2007 Plan”). Under the 2011 Plan, the Company may grant an aggregate of 1,000,000 shares to its employees and non-employee directors in the form of stock options or awards. The 2007 Plan similarly allows for the issuance of up to 1,000,000 shares. As of July 31, 2013, 448,750 and 13,075 shares remained available for issuance under the 2011 Plan and 2007 Plan, respectively. Restricted stock or stock units awarded under the 2011 Plan and 2007 Plan are expensed ratably over the vesting period of the awards. The Company determines the fair value of its restricted stock unit awards and related compensation expense as the difference between the market value of the awards on the date of grant less the exercise price of the awards granted.
No options have been issued under the 2011 Plan or the 2007 Plan at July 31, 2013. Stock options awarded to employees under the 2011 Plan and 2007 Plan have to be granted at exercise prices equal to the fair market value of the Company’s common stock on the date of grant.
The shares of common stock issued upon exercise of a previously granted stock option are considered new issuances from shares reserved for issuance upon adoption of the various plans. While the Company does not have a formal written policy detailing such issuance, it requires that the option holders provide a written notice of exercise to the stock plan administrator and payment for the shares prior to issuance of the shares.
Restricted Stock and Stock Unit Awards
Accounting for the Plans
The following table presents a summary of restricted stock and stock unit awards at July 31, 2013 and 2012:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized
Compensation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Date of
 
Units
 
Terms of
 
Expense for 3 months ended
 
Expense for 6 months ended
 
Cost at
Grants
 
Granted
 
Vesting
 
7/31/2013
 
7/31/2012
 
7/31/2013
 
7/31/2012
 
7/31/2013
2011 Stock Incentive Plan
6/25/2013
 
83,335
 
1 year
 
$
30,000

 
$
—

 
$
30,000

 
$
—

 
$
145,000

6/19/2012
 
31,250
 
1 year
 
4,000

 
8,286

 
17,000

 
8,286

 
—

6/19/2012
 
520,000
 
5 year
 
40,000

 
28,000

 
82,000

 
28,000

 
601,000

2007 Stock Incentive Plan
6/19/2012
 
78,125
 
1 year
 
11,000

 
20,714

 
41,000

 
20,714

 
—

3/21/2012
 
40,000
 
Immediate
 
—

 
—

 
—

 
80,000

 
—

6/21/2011
 
68,960
 
1 year
 
—

 
17,000

 
—

 
67,000

 
—

6/16/2009
 
382,500
 
5 year
 
49,000

 
56,000

 
105,000

 
113,000

 
155,000

6/19/2007
 
262,500
 
5 year
 
—

 
24,000

 
—

 
98,000

 
—

 
 
 
 
 
 
$
134,000

 
$
154,000

 
$
275,000

 
$
415,000

 
$
901,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


Stockholders’ Rights
On October 15, 1996, the Board of Directors declared a dividend of one preferred stock purchase right (the “Rights”) for each outstanding share of the Company’s common stock. Each of the Rights entitles a stockholder to purchase for an exercise price of $50.00 ($20.70, as adjusted for stock splits and stock dividends), subject to adjustment, one one-hundredth of a share of Series A Junior Participating Cumulative Preferred Stock of the Company, or under certain circumstances, shares of common stock of the Company or a successor company with a market value equal to two times the exercise price. The Rights are not exercisable, and would only become exercisable for all other persons when any person has acquired or commences to acquire a beneficial interest of at least 20% of the Company’s outstanding common stock. The Rights have no voting privileges, and may be redeemed by the Board of Directors at a price of $.001 per Right at any time prior to the acquisition of a beneficial ownership of 20% of the outstanding common stock. There are 200,000 shares (483,153 shares as adjusted by stock splits and stock dividends) of Series A Junior Participating Cumulative Preferred Stock reserved for issuance upon exercise of the Rights. On July 31, 2007, the Company and Mellon Investor Services LLC entered into an amendment to the Rights Agreement governing the Rights. The amendment, among other things, extended the term of the Rights issued under the Rights Agreement to October 25, 2016, removed the dead-hand provisions from the Rights Agreement, and formally replaced the former Rights Agent, The Chase Manhattan Bank, with its successor-in-interest, Mellon Investor Services LLC.