Build-A-Bear Workshop 2011 Annual Report Download - page 66

BUILD-A-BEAR WORKSHOP, INC. 2011 FORM 10-K
Notes to Consolidated Financial Statements (continued)
members of the Company’s board of directors were granted
an additional 77,151 shares in the aggregate of non-vested
restricted stock as compensation for services. The shares were
issued subject to a restriction of continued service on the
board of directors and all restrictions lapse one year from the
grant date or upon a director’s retirement upon the completion
of his or her term, if earlier.
During 2010, 402,656 shares of non-vested restricted
stock were granted to employees of the Company. The shares
vest over a period of four years from the grant date at grant
date fair values ranging from $5.94 to $9.64. Various
members of the Company’s board of directors were granted
an additional 83,646 shares in the aggregate of non-vested
restricted stock as compensation for services. The shares were
issued subject to a restriction of continued service on the
board of directors and all restrictions lapse one year from the
grant date or upon a director’s retirement upon the completion
of his or her term, if earlier.
During 2009, 564,045 shares of non-vested restricted
stock were granted to employees of the Company. The shares
vest over a period of four years from the grant date at grant
date fair values ranging from $4.41 to $5.14. An additional
460,990 shares were granted to certain employees at grant
date fair values ranging from of $4.25 to $4.49. These
shares cliff vest three years from the grant date. Various
members of the Company’s board of directors were granted
an additional 119,308 shares in the aggregate of non-vested
restricted stock as compensation for services. The shares were
issued subject to a restriction of continued service on the
board of directors and all restrictions lapse one year from the
grant date or upon a director’s retirement upon the completion
of his or her term, if earlier.
The aggregate unearned compensation expense related
to options and restricted stock was $6.5 million as of
December 31, 2011. Based on the vesting provisions of the
underlying equity instruments, future compensation expense
related to previously issued options and restricted stock at
December 31, 2011 will be as follows (in thousands):
2012 $1,507
2013 2,485
2014 1,700
2015 787
$6,479
The outstanding non-vested restricted stock is included in
the number of outstanding shares on the face of the
consolidated balance sheets, but is treated as outstanding
stock options for accounting purposes. The shares of
non-vested restricted stock, accounted for as options, are
included in the calculation of diluted earnings per share using
the two-class, with the proceeds equal to the sum of
unrecognized compensation cost.
(14) STOCKHOLDERS’ EQUITY
The following table summarizes the changes in outstanding
shares of common stock for fiscal 2009, 2010 and 2011:
Common
Stock
Shares as of January 3, 2009 19,478,750
Shares issued under employee stock plans, net of
shares withheld in lieu of tax withholding 968,593
Shares as of January 2, 2010 20,447,343
Shares issued under employee stock plans, net of
shares withheld in lieu of tax withholding 318,045
Repurchase of shares (1,133,765)
Shares as of January 1, 2011 19,631,623
Shares issued under employee stock plans, net of
shares withheld in lieu of tax withholding 302,007
Repurchase of shares (2,528,360)
Shares as of December 31, 2011 17,405,270
(15) EMPLOYEE BENEFIT PLANS
401(k) Savings Plan
During 2000, the Company established a defined
contribution plan that conforms to IRS provisions for 401(k)
plans. The Build-A-Bear Workshop, Inc. Employees Savings
Trust covers associates who work 1,000 hours or more in a
year and have attained age 21. The Company, at the
discretion of its board of directors, can provide for a
Company match on the first 6% of employee deferrals. For
2011, the Company provided a match of 30% on the first 6%
of employee deferrals totaling $0.3 million. For 2010, the
Company provided a match of 25% on the first 6% of
employee deferrals totaling $0.3 million. In 2009, the
Company provided a match of 15% on the first 6% of
employee deferrals totaling $0.2 million. The Company match
vests over the first five years of employment.
(16) RELATED-PARTY TRANSACTIONS
The Company bought fixtures for new stores and furniture for
the corporate offices from a related party. The total payments
to this related party for fixtures and furniture amounted to
$0.5 million, $0.6 million and $0.1 million, in 2011, 2010
and 2009, respectively. The total amount due to this related
party as of December 31, 2011 and January 1, 2011 was
$-0- and $0.1 million, respectively.
The Company made charitable contributions of
$2.4 million, $2.8 million and $0.9 million in 2011, 2010
and 2009, respectively, to charitable foundations controlled
by certain executive officers of the Company. Substantially all
of the contributions are collected from guests at the point of
sale via pin pad prompts or as a portion of the proceeds of
specifically identified products. The foundations support a
variety of children’s causes, domestic animal shelters, disaster
relief and other concerns. The foundations distribute grants to
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