XML 87 R15.htm IDEA: XBRL DOCUMENT v2.4.0.8
Shareholders' Equity
12 Months Ended
Dec. 31, 2013
Stockholders' Equity Note [Abstract]  
Shareholders' Equity
Shareholders’ Equity
(a)    Initial Public Offering
On August 10, 2009, the Company completed its initial public offering of 5,000,000 shares of common stock at a price of $17.00 per share, raising gross proceeds of $85.0 million. After deducting underwriting discounts of approximately $6.0 million and offering costs incurred of approximately $4.2 million, the net proceeds to the Company were approximately $74.8 million. Contemporaneously with the offering, each outstanding share of preferred stock was automatically converted into two shares of common stock.
(b)    Preferred Stock
The Company is authorized to issue 20,000,000 shares of preferred stock. The Board of Directors is authorized to divide these shares into classes or series, and to fix and determine the relative rights, preferences, qualifications and limitations of the shares of any class or series so established. At December 31, 2013 and 2012, there was no preferred stock outstanding.
(c)    Common Stock
During 2013, 2012 and 2011, the Company issued 19,743 shares, 20,199 shares and 10,144 shares of common stock, respectively, valued at $56,000, $78,000 and $59,000, respectively, as compensation for services, which is included in general and administrative expenses in the consolidated statements of operations.
In the second quarter of 2012, the Company implemented an Option Exchange Program (the "Exchange Program") whereby certain outstanding stock options could be exchanged for shares of restricted stock. The Exchange Program expired on May 21, 2012, at which time 424,475 outstanding options were exchanged for 147,828 shares of restricted stock. The restriction period on the restricted stock lapses from one to four years after issuance. The Exchange Program was designed to provide a value-for-value exchange of equity instruments. The fair value of each exchanged option was determined on the date the Exchange Program commenced using the Black-Scholes option pricing model, and the following assumptions:
 
 
Range of Assumptions
 
 
 
Dividend yield
 
Expected term (years)
 
1.3 - 7.3
Expected volatility
 
37% - 78%
Risk-free interest rate
 
0.23% - 1.50%

The Exchange Program resulted in no incremental compensation expense during 2012. The remaining unrecognized compensation costs for the exchanged options on the date of the exchange was approximately $0.3 million, and will be recognized over the restriction period.
The payment of dividends is restricted by the Agreement with the Company’s primary lender.
    
(d)    Warrants
In connection with the issuance of shares of common stock to a related party in 2004, the Company issued warrants to purchase 40,000 shares of common stock at $6.00 per share at any time within 10 years of issuance. All of these warrants were outstanding and exercisable as of December 31, 2013 and 2012.
In 2006, the Company signed a new line of credit agreement along with a term loan agreement with a financial institution. In conjunction with these agreements, the Company issued warrants to purchase up to 3,958 shares of common stock at $9.00 per share that expire in April 2016. All of these warrants were outstanding and exercisable as of December 31, 2013 and 2012.
In connection with the amendment to the debt agreements in 2009, the Company issued warrants to purchase up to 7,500 shares of common stock at $17.00 per share that expire in July 2019. All of these warrants were outstanding and exercisable as of December 31, 2013 and 2012.
(e)    Share Repurchases
On May 13, 2010, the Company announced a share repurchase program to purchase up to $10 million of its common stock pursuant to Rule 10b-18 of the Securities Act. In January 2011, April 2012 and January 2013, the Company's Board of Directors replaced the prior authorizations with new $10 million authorizations for repurchases of the Company's outstanding common stock. The Company repurchased 1,008,105 shares, 1,268,809 shares and 743,073 shares of common stock for approximately $4.8 million, $8.1 million and $4.2 million during the years ended December 31, 2013, 2012 and 2011, respectively.