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Stockholders' Equity | 12 Months Ended
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Dec. 31, 2011
Stockholders Equity Note [Abstract] |
Stockholders' Equity Note Disclosure [Text Block] |
18. | Stockholders’ Equity
Stock Options The Company has adopted GAAP USA which requires all stock-based payments to employees, including grants of employee stock options, to be recognized in the consolidated financial statements based on their grant-date fair values. The Compensation Committee administers the stock-based plans. The exercise price for Incentive Stock Options (“ISO”) cannot be less than the fair value of the stock subject to the option on the grant date (110% of such fair value in the case of ISOs granted to a stockholder who owns more than 10% of the Company’s Common Stock). The exercise price of a Non-Qualified Stock Options (“NQSO”) shall be fixed by the Compensation Committee at whatever price the Committee may determine in good faith. Unless the Committee determines otherwise, options beginning with the 2007 Plan generally have a 4-year term with a 3-year vesting schedule. Unless the Committee provides otherwise, options terminate upon the termination of a participant’s employment, except that the participant may exercise an option to the extent it was exercisable on the date of termination for a period of time after termination. Officers, directors and employees of, and consultants to the Company, or any parent or subsidiary corporation selected by the Committee, are eligible to receive options under the Plan. Subject to certain restrictions, the Committee is authorized to designate the number of shares to be covered by each award, the terms of the award, the date on which and the rates at which options or other awards may be exercised, the method of payment, vesting and other terms. The Company has applied the Black-Scholes model to value stock-based awards. That model incorporates various assumptions in the valuation of stock-based awards relating to the risk-free rate of interest to be applied, the estimated dividend yield and expected volatility of the Company’s Common Stock. The risk-free rate of interest is the U.S. Treasury yield curve for periods within the expected term of the option at the time of grant. The expected volatility is based on historical volatility of the Company’s Common Stock. The valuation assumptions we have applied to determine the value of stock-based awards were as follows: Historical stock price volatility: The Company used the weekly closing price to calculate historical annual volatility. Risk-free interest rate: The Company bases the risk-free interest rate on the rate payable on US treasury securities in effect at the time of the grant. Expected life: The expected life of the option represents the period of time options are expected to be outstanding. The Company uses an expected life of 2.8 years. Dividend yield: The dividend yield is estimated to be 1.14%, based on the stock price at December 31, 2011. Estimated forfeitures: When estimating forfeitures, the Company considers historical terminations as well as anticipated retirements. The Company, at the discretion of the board, may issue options in excess of the total available, if options related to that stock plan are cancelled. In some cases, not all shares that are available to a stock plan are issued, as the Company is unable to issue options to a previous plan when a new plan is in place. The Company’s pre-tax income for the fiscal year ended December 31, 2011 and 2010 includes approximately $134,000 and $131,000, respectively, of compensation costs related to share-based payments. As of December 31, 2011, there is $197,000 of unrecognized compensation expense related to non-vested stock option grants. We expect approximately $88,000, $59,000, $41,000 and $9,000 to be recognized during 2012, 2013, 2014 and 2015, respectively. On March 19, 1999, the Board of Directors approved for adoption, effective May 6, 1999, the 1999 Stock Option Plan (“1999 Plan”). The 1999 Plan authorizes the grant of options to purchase up to an aggregate of 158,733 shares of the Company’s Common Stock. As of December 31, 2010, 148,223 options have been granted under the 1999 Plan and were fully vested at the time of grant. During 2010, 25,786 options were exercised and no options remain outstanding as of December 31, 2010. On April 12, 2001, the Board of Directors approved for adoption, effective December 27, 2001, the 2001 Stock Option Plan (“2001 Plan”). The 2001 Plan authorizes the grant of options to purchase up to an aggregate of 119,050 shares of the Company’s Common Stock. As of December 31, 2011, 139,958 options (including cancelled shares re-issued under the Plan) have been granted and were fully vested at the time of grant; 7,500 remain outstanding. No options were exercised during 2011. On April 24, 2002, the Board of Directors approved for adoption, effective October 12, 2002, the 2002 Stock Option Plan (“2002 Plan”). The 2002 Plan authorizes the grant of options to purchase up to an aggregate of 142,860 shares of the Company’s Common Stock. As of December 31, 2011, 123,430 options have been granted and were fully vested at the time of grant; 27,500 remain outstanding. No options were exercised during 2011. On June 22, 2007, the Board of Directors approved for adoption, effective October 1, 2007, the 2007 Stock Incentive Plan (“2007 Plan”). The 2007 Plan authorizes the grant of options to purchase up to an aggregate of 150,000 shares of the Company’s Common Stock. On October 1, 2007, the company issued 74,000 options under the 2007 Plan. During 2008, the company issued an additional 77,500 options under the 2007 Plan. Under this plan, 46,000 options remain outstanding all of which are fully vested. During 2011, 40,000 options expired, 3,750 options were cancelled and 4,000 options were exercised. Also under the 2007 Plan, in January 2010, the Company granted 14,250 restricted shares. During 2010, 7,125 shares had their restriction expire and the remaining 7,125 shares will have their restriction expire during 2011, the value of these shares were determined using the market value of the Company’s shares on the day the shares were issued. On April 10, 2009, the Board of Directors approved for adoption, and on June 5, 2009, the shareholders of the Company approved the 2009 Stock Incentive Plan (“2009 Plan”). The 2009 Plan authorizes the issuance of up to 250,000 shares of stock or options to purchase stock of the Company. As of December 31, 2011, 82,000 options have been granted; 81,500 remain outstanding of which 5,625 are vested and 75,875 are not vested. During 2011, 500 options were cancelled and 8,000 options were granted. Of the total outstanding options, 22,500 have vesting schedule A, 29,000 have vesting schedule B, and 30,000 have vesting schedule C. Vesting schedules for the 2009 Plan are as follows:
Vesting Schedule A | Vesting Schedule B | Vesting Schedule C
25% | 12 months | 33% | 24 months | 50% | 48 months
50% | 24 months | 67% | 36 months | 100% | 57 months
75% | 36 months | 100% | 48 months |  |
100% | 48 months |  |  |  |
The following is a summary of options exercised during the years ended December 31:
| 2011 |  | 2010
|  |  | Intrinsic |  |  |  | Intrinsic
| Shares |  | Value |  | Shares |  | Value
1999 Plan Options | - |  | $ - |  | 25,786 |  | $ 15,333
2001 Plan Options | - |  | $ - |  | 11,953 |  | $ 56,448
2002 Plan Options | - |  | $ - |  | 1,000 |  | $ 2,630
2007 Plan Options | 4,000 |  | $ 9,750 |  | 38,250 |  | $ 108,215
The following is a summary of the activity in the Company’s stock option plans and other options for the years ended December 31, 2011 and 2010, respectively:
|  | December 31, 2011 |  |  | December 31, 2010
|  |  |  |  | Weighted Avg |  |  |  |  |  | Weighted Avg
|  | Shares |  |  | Exercise Price |  |  | Shares |  |  | Exercise Price
Exercisable, beginning of period |  | 110,625 |  |  | $3.36 |  |  | 180,269 |  |  | $3.03
Granted |  | - |  |  | - |  |  | - |  |  | -
Vested |  | 22,250 |  |  | 2.97 |  |  | 33,000 |  |  | 3.42
Exercised |  | (4,000) |  |  | 2.49 |  |  | (76,989) |  |  | 2.80
Cancelled |  | (42,250) |  |  | 4.78 |  |  | (25,655) |  |  | 2.78
Exercisable at the end of period |  | 86,625 |  |  | $2.61 |  |  | 110,625 |  |  | $3.36
|  | December 31, 2011 |  |  | December 31, 2010
|  |  |  |  | Weighted Avg |  |  |  |  |  | Weighted Avg
|  | Shares |  |  | Exercise Price |  |  | Shares |  |  | Exercise Price
Outstanding, beginning of period |  | 202,750 |  |  | $4.28 |  |  | 232,644 |  |  | $3.04
Granted |  | 8,000 |  |  | 5.96 |  |  | 74,000 |  |  | 6.19
Exercised |  | (4,000) |  |  | 2.49 |  |  | (76,989) |  |  | 2.80
Cancelled |  | (44,250) |  |  | 4.84 |  |  | (26,905) |  |  | 2.87
Outstanding at the end of period |  | 162,500 |  |  | $4.25 |  |  | 202,750 |  |  | $4.61
At December 31, 2011, available options to grant were 87,500 under the 2009 Plan. Significant option groups remained outstanding at December 31, 2011 and related weighted average grant date fair value, remaining life and intrinsic value information are as follows:
Options by |  | Options Outstanding |  |  |  |  |  | Options Vested
Grant Date |  |  | Shares |  |  | Wtd Avg |  |  | Remain. Life |  |  |  | Intrinsic Val |  |  |  | Shares |  |  |  | Wtd Avg |  |  | Remain. Life |  |  | Intrinsic Val |
Dec 2005 |  |  | 35,000 |  |  | $2.88 |  |  | 4.0 |  |  | $ | 52,500 |  |  |  | 35,000 |  |  | $ | 2.88 |  |  | 4.0 |  | $ | 52,500 |
Oct 2008 |  |  | 2,500 |  |  | $4.97 |  |  | 0.8 |  |  | $ | - |  |  |  | 2,500 |  |  | $ | 4.97 |  |  | 0.8 |  | $ | - |
Nov 2008 |  |  | 43,500 |  |  | $1.83 |  |  | 0.9 |  |  | $ | 111,066 |  |  |  | 43,500 |  |  | $ | 1.83 |  |  | 0.9 |  | $ | 111,066 |
Dec 2010 |  |  | 73,500 |  |  | $6.13 |  |  | 4.0 |  |  | $ | - |  |  |  | 5,625 |  |  | $ | 5.97 |  |  | 4.0 |  | $ | - |
Jan 2011 |  |  | 8,000 |  |  | $5.96 |  |  | 4.0 |  |  | $ | - |  |  |  | - |  |  | $ | - |  |  | - |  | $ | - |
TOTAL |  |  | 162,500 |  |  | $4.25 |  |  | 3.1 |  |  | $ | 163,566 |  |  |  | 86,625 |  |  | $ | 2.61 |  |  | 2.3 |  | $ | 163,566 |
Warrants In February 2006, certain members of company management were issued warrants, which fully vested immediately, to purchase 303,030 shares of the Company’s Common Stock at an exercise price of $3.30 per share in consideration of their loaning the company $1,000,000. The fair value of the warrants granted on February 1, 2006, was $443,000 which was estimated at the date of grant using the Black-Scholes pricing model. On May 28, 2010, all of these warrants were exercised in exchange for note indebtedness. On October 1, 2008, the Company issued warrants to purchase 20,000 shares of common stock of the Company to both John Schwan and Stephen M. Merrick exercisable at the price of $4.80 per share (the market price of the stock on the date of the warrants) in consideration for the personal guarantees by each of up to $2 million in principal amount of the bank debt of the Company. On May 28, 2010, Mssrs. Schwan and Merrick exercised these warrants in exchange for outstanding indebtedness of the Company to them. The following is a summary of the activity of the Company’s warrants for the years ended December 2011 and 2010:
|  |  |  |  |  | Weighted |  |  |  |  |  | Weighted
|  |  |  |  |  | Avg |  |  |  |  |  | Avg
|  |  | Dec. 31, |  |  | Exercise |  |  | Dec. 31, |  |  | Exercise
|  |  | 2011 |  |  | Price |  |  | 2010 |  |  | Price
Outstanding and Exercisable, beginning of period |  |  | - |  | $ | - |  |  | 343,030 |  | $ | 3.47
Granted |  |  | - |  |  | - |  |  | - |  |  | -
Exercised |  |  | - |  |  | - |  |  | (343,030) |  |  | 3.47
Cancelled |  |  | - |  |  | - |  |  | - |  |  | -
Outstanding and Exercisable at the end of period |  |  | - |  | $ | - |  |  | - |  | $ | -

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- Definition The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 04 -Article 3 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 02 -Paragraph 29, 30, 31 -Article 5 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 310 -SubTopic 10 -Section S99 -Paragraph 2 -Subparagraph (SAB TOPIC 4.E) -URI http://asc.fasb.org/extlink&oid=6228006&loc=d3e74512-122707 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 4 -Subparagraph (SAB TOPIC 4.C) -URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187143-122770 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 129 -Paragraph 2, 3, 4, 5, 6, 7, 8 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy. Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Glossary Preferred Stock -URI http://asc.fasb.org/extlink&oid=6521494 Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 5 -Paragraph 15 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy. Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 08 -Article 4 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187085-122770 Reference 11: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section C Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 5 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644 Reference 13: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.29-31) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 14: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Article 4 -Section 08 -Paragraph d Reference 15: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section E Reference 16: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656 Reference 17: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644 Reference 18: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08.(d),(e)) -URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690 Reference 19: http://www.xbrl.org/2003/role/presentationRef -Publisher AICPA -Name Accounting Research Bulletin (ARB) -Number 43 -Chapter 1 -Section B -Paragraph 7, 11A -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. 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