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Stockholders' Equity | 12 Months Ended
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Dec. 31, 2013
Stockholders' Equity Note [Abstract] |
Stockholders' Equity Note Disclosure [Text Block] |
16. | 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 and 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 3.75 years. Dividend yield: The estimate for dividend yield is 0.0%, as the Company did not issue dividends during 2013. 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, 2013 and 2012 includes approximately $120,000 and $95,000, respectively, of compensation costs related to share-based payments. As of December 31, 2013, there is $121,000 of unrecognized compensation expense related to non-vested stock option grants. We expect approximately $77,000, $29,000, $11,000, and $4,000 to be recognized during 2014, 2015, 2016, and 2017 respectively. 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, 2013, 139,958 options (including cancelled shares re-issued under the Plan) have been granted and were fully vested at the time of grant; 2,000 remain outstanding. No options were exercised during 2013. 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, 2013, 123,430 options have been granted and were fully vested at the time of grant; 27,500 remain outstanding. No options were exercised during 2013. 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, 2013, 201,000 options have been granted; 199,000 remain outstanding of which 54,218 are vested and 144,782 are not vested. During 2013, 10,000 options were granted. Of the total outstanding options, 21,000 have vesting schedule A, 29,000 have vesting schedule B, 30,000 have vesting schedule C, and 119,000 have vesting schedule D. Vesting schedules for the 2009 Plan are as follows:
Vesting Schedule A |  | Vesting Schedule B |  | Vesting Schedule C |  | Vesting Schedule D
|  | 25 | % | 12 months |  |  | 33 | % | 24 months |  |  | 50 | % | 48 months |  |  | 20 | % | 6 months |
|  | 50 | % | 24 months |  |  | 67 | % | 36 months |  |  | 100 | % | 57 months |  |  | 40 | % | 18 months |
|  | 75 | % | 36 months |  |  | 100 | % | 48 months |  |  |  |  |  |  |  | 60 | % | 30 months |
|  | 100 | % | 48 months |  |  |  |  |  |  |  |  |  |  |  |  | 80 | % | 42 months |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 100 | % | 54 months |
The following is a summary of options exercised during the years ended December 31:
|  | 2013 |  | 2012 |
|  |  |  | Intrinsic |  |  |  | Intrinsic |
|  | Shares |  | Value |  | Shares |  | Value |
2001 Plan Options |  | - |  | $ | - |  | 5,500 |  | $ | 11,150 |
2002 Plan Options |  | - |  | $ | - |  | - |  | $ | - |
2007 Plan Options |  | - |  | $ | - |  | 43,500 |  | $ | 135,016 |
2009 Plan Options |  | - |  | $ | - |  | - |  | $ | - |
The following is a summary of the activity in the Company’s stock option plans and other options for the years ended December 31, 2013 and 2012, respectively:
|  | December 31, 2013 |  | December 31, 2012 |
|  |  |  | Weighted Avg. |  |  |  | Weighted Avg. |
|  | Shares |  | Exercise Price |  | Shares |  | Exercise Price |
Exercisable, beginning of period |  | 47,000 |  | $ | 4.03 |  | 86,625 |  | $ | 2.61 |
Vested |  | 36,718 |  |  | 5.49 |  | 12,250 |  |  | 5.97 |
Exercised |  | - |  |  | - |  | (49,000) |  |  | 1.94 |
Cancelled |  | - |  |  | - |  | (2,875) |  |  | 5.10 |
Exercisable at the end of period |  | 83,718 |  | $ | 4.67 |  | 47,000 |  | $ | 4.03 |
|  | December 31, 2013 |  | December 31, 2012 |
|  |  |  | Weighted Avg. |  |  |  | Weighted Avg. |
|  | Shares |  | Exercise Price |  | Shares |  | Exercise Price |
Outstanding, beginning of period |  | 218,500 |  | $ | 5.21 |  | 162,500 |  | $ | 4.25 |
Granted |  | 10,000 |  |  | 5.75 |  | 109,000 |  |  | 5.17 |
Exercised |  | - |  |  | - |  | (49,000) |  |  | 1.94 |
Cancelled |  | - |  |  | - |  | (4,000) |  |  | 5.35 |
Outstanding at the end of period |  | 228,500 |  | $ | 5.23 |  | 218,500 |  | $ | 5.21 |
At December 31, 2013, available options to grant were 49,000 under the 2009 Plan. Significant option groups remained outstanding at December 31, 2013 and related weighted average grant date fair value, remaining life and intrinsic value information are as follows:
|  | Options Outstanding |  | Options Vested |
Options by Grant Date |  | Shares |  | Weighted Avg. |  | Remain. Life |  | Intrinsic Val |  | Shares |  | Weighted Avg. |  | Remain. Life |  | Intrinsic Val |
Dec 2005 |  | 29,500 |  | $ | 2.88 |  | 2.0 |  | $ | 87,320 |  | 29,500 |  | $ | 2.88 |  | 2.0 |  | $ | 87,320 |
Dec 2010 |  | 72,000 |  |  | 6.14 |  | 2.0 |  |  | - |  | 29,750 |  |  | 5.97 |  | 2.0 |  |  | - |
Jan 2011 |  | 8,000 |  |  | 5.96 |  | 2.0 |  |  | - |  | 2,668 |  |  | 5.96 |  | 2.0 |  |  | - |
Nov 2012 |  | 109,000 |  |  | 5.17 |  | 3.9 |  | $ | 73,030 |  | 21,800 |  |  | 5.17 |  | 3.9 |  | $ | 14,606 |
Nov 2013 |  | 10,000 |  |  | 5.75 |  | 4.9 |  | $ | 900 |  | - |  |  | - |  | - |  |  | - |
TOTAL |  | 228,500 |  | $ | 5.23 |  | 3.0 |  | $ | 161,250 |  | 83,718 |  | $ | 4.67 |  | 2.5 |  | $ | 101,926 |
Warrants On July 17, 2012, the Company issued detachable warrants in connection with the Note and Warrant Purchase Agreement with BMO Equity (see Note 8). The warrants are exercisable at any time after July 17, 2012 and until July 17, 2022, or 18 months after full payment of the related $5,000,000 note payable, whichever is earlier, for up to 4% of the outstanding units of the Company (on a fully diluted basis) on the date of exercise. The warrants are exercisable at the purchase price of $0.01 per unit. At inception, the fair value allocated to the warrants of $703,000 was separately reflected as a noncurrent liability in the consolidated balance sheet. The fair value of the detachable warrants was estimated on the date of the grant using the Black-Scholes option-pricing model. This model uses the assumptions listed in the table below as of July 17, 2012 (initial valuation date of the warrants). In the valuation of the warrants, it was determined that the warrants were required to be carried as a derivative liability at fair value. Changes in the fair value of the warrants have been recognized in the consolidated statement of operations.
|  | December 31, 2013 |  |  | December 31, 2012 |  |  | July 17, 2012 |
Weighted average fair value per warrant |  | $ | 5.84 |  |  | $ | 4.87 |  |  | $ | 5.03 |
Risk-free interest rate |  |  | 2.45 | % |  |  | 1.18 | % |  |  | 0.99 | %
Expected lives |  |  | 6.00 years |  |  |  | 7.00 years |  |  |  | 7.50 years |
Expected volatility |  |  | 37.49 | % |  |  | 28.18 | % |  |  | 36.98 | %
The following is a summary of the activity of the Company’s warrants for the years ended December 2013 and 2012:
|  | December 31, 2013 |  | December 31, 2012 |
|  |  |  | Weighted Avg. |  |  |  | Weighted Avg. |
|  | Shares |  | Exercise Price |  | Shares |  | Exercise Price |
Outstanding and exercisable, beginning of period |  | - |  | $ | - |  | - |  | $ | - |
Granted |  | 140,048 |  |  | 0.01 |  | 140,048 |  |  | 0.01 |
Exercised |  | - |  |  | - |  | - |  |  | - |
Cancelled |  | - |  |  | - |  | - |  |  | - |
Outstanding and exercisable at the end of period |  | 140,048 |  | $ | 0.01 |  | 140,048 |  | $ | 0.01 |
The warrants outstanding and exercisable as of December 31, 2013 have a remaining life of 8.5 years and an intrinsic value of $816,000.

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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: 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 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 6 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644 Reference 3: 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 4: 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=27010918&loc=d3e74512-122707 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=27012166&loc=d3e187143-122770 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 08 -Article 4 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section C Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section E Reference 9: 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=26873400&loc=d3e23780-122690 Reference 10: 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 11: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 04 -Article 3 Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644 Reference 13: 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=27012166&loc=d3e187085-122770 Reference 14: 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 15: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 11 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644 Reference 16: 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 17: 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 18: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 08 -Paragraph d -Article 4 Reference 19: 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 + Details
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