XML 26 R18.htm IDEA: XBRL DOCUMENT v2.4.0.6
Stockholders' Equity
 12 Months Ended
Dec. 31, 2011
Stockholders Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
10. Stockholders’ Equity

 

Common Shares

 

The Company is authorized to issue 110,000,000 shares of common stock, $.001 par value per share. As of December 31, 2011, there were 63,226,857 shares of common stock outstanding. For the year ended December 31, 2011, the Company issued 240,000 common shares in connection with stock option exercises. See Note 11 for additional information regarding stock option plans. For the year ended December 31, 2011 and 2010, the Company issued 295,984 and 445,740 common shares, respectively, in connection with amounts earned as part of an earnout agreement pursuant to the Membership Agreement.  See Note 6 for additional information regarding iSYS LLC earnout consideration recorded. 

 

Executive Restricted Stock Awards

 

On November 18, 2010, the Company’s Compensation Committee granted Steve L. Komar and James T. McCubbin each an award of 250,000 shares of restricted stock of the Company. Each of the foregoing awards of restricted stock vest upon the earlier to occur of (a) the seventh anniversary date of the grant, or (b) an acceleration event as determined on the date of grant by the Compensation Committee and set forth in the award agreement with respect to such grant. Acceleration events include change of control, termination by the Company without Cause (as defined in the applicable award agreement) or by the individual for Good Reason (as defined in the applicable award agreement), non-renewal of the employment contract for the respective individual on substantially similar terms, death or disability of the individual, as the Company’s achievement of certain levels of revenue, and the Company’s achievement of certain earnings before interest, taxes, amortization targets.

 

Non-Employee Stock Warrants

 

On November 1, 2005, the Company issued a warrant to purchase 54,878 shares of common stock at a price of $0.80 per share to Hawk Associates as part of a consulting agreement in which Hawk Associates agreed to act as the Company’s investor relations representative. The warrant had a term of 5 years. We are accounting for this award in accordance with ASC 505-50, “Equity-Based Payments to Non-Employees” (formerly known as EITF 96-18). Therefore the fair-value reflected as part of stock warrants was reduced and reflected in Additional Paid in Capital in the stockholders’ equity section as of December 31, 2009. This warrant expired at the end of its term without having been exercised.