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Share-Based Compensation
3 Months Ended
Mar. 31, 2012
Share-Based Compensation [Abstract]  
Share-Based Compensation
9.
Share-Based Compensation

Stock Options

During the first quarter of 2012, we issued to our directors and executive officers options to purchase an aggregate of up to 690,000 shares of our common stock, with four-year vesting for our officers and two-year vesting for our directors. The grant date fair value of the awards granted to our officers was $2.10 per share and to our directors was $1.35 per share. The resulting share-based compensation expense of $1,373,000, net of estimated forfeitures, will be recognized as expense over the respective vesting periods.
 
During the first quarter of 2011, we issued to our directors, executive officers and certain non-executive employees options to purchase an aggregate of up to 692,500 shares of our common stock, with four-year vesting for our officers and employees and two-year vesting for our directors. The grant date fair value of the awards granted to our officers and employees was $3.46 and to our directors was $3.15 per share. The resulting share-based compensation expense of $2,375,000, net of estimated forfeitures, will be recognized as expense over the respective vesting periods.

Restricted Stock Awards

During the first quarter of 2012, we issued to our executive officers 190,000 shares of restricted stock.  The stock award is scheduled to fully vest on January 10, 2013, subject to the officer's continued employment with the Company through the vesting date.  The resulting share-based compensation expense of $654,000 will be recognized as expense over the respective vesting period.

Performance-Based Restricted Stock Awards

We granted 246,225 performance-based restricted stock awards under the 2004 Equity Incentive Plan in February 2011.  The awards provide certain employees until January 1, 2012 to achieve certain performance goals established by the Compensation Committee. The performance goals were weighted based on the following achievements: obtaining certain FDA clearance or approval (40%), achieving a targeted revenue increase for the fiscal year ended December 31, 2011 (20%), and entering into a major collaboration for development and/or commercialization of the Company's products (40%).  To the extent that any of the performance goals were partially achieved, the Compensation Committee maintained the discretion to continue the vesting of all or a portion of the awards following January 1, 2012.  Once earned, the awards would have remained unvested until January 1, 2013. Termination of employment prior to vesting would have resulted in the forfeiture of any earned (as well as unearned) awards. Effective January 2012, the outstanding awards were terminated in their entirety based upon the decision by the Compensation Committee that performance criteria had not been met as of January 1, 2012.  No compensation expense was recognized related to these awards during the three months ended March 31, 2012 and 2011.

In January 2012, we granted 276,375 performance-based restricted stock awards under the 2004 Equity Incentive Plan.  The awards provide certain employees until December 31, 2012 to achieve certain performance goals established by the Compensation Committee. The performance goals are weighted based on the following achievements: entering into a major collaboration for development and/or commercialization of the Company's products (40%), obtaining certain FDA clearance or approvals, which include FDA approval for and initiation of the ATHENA feasibility trial in chronic myocardial ischemia (40%), obtaining CE mark for certain products (15%), and achieving a targeted revenue increase for the fiscal year ended December 31, 2012 (5%).  To the extent that any of the performance goals are partially achieved, the Compensation Committee maintains the discretion to continue the vesting of all or a portion of the awards following December 31, 2012.  Once earned, the awards will remain unvested until January 10, 2014. Termination of employment prior to vesting will result in the forfeiture of the awards.  No compensation expense was recognized related to these awards during the three months ended March 31, 2012.

The following table summarizes activity with respect to the performance based restricted stock awards during the three months ended March 31, 2012:

   
Restricted Stock
Awards
  
Weighted
Average Grant-
Date Fair Value
 
Outstanding at January 1, 2012
  246,225  $5.82 
Granted
  276,375  $3.44 
Vested
  0     
Cancelled/forfeited
  (246,225 ) $5.82 
Outstanding at March 31, 2012
  276,375  $3.44 
Vested at March 31, 2012
  0