Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

v2.4.0.6
Subsequent Events
6 Months Ended
Jun. 30, 2012
Notes to Financial Statements  
Note 18. Subsequent Events

On July 1, 2012, the Company and R. Alan Kelley entered into an amended employment agreement (the “New EmploymentAgreement”) that replaced and terminated the then existing employment agreement between Mr. Kelley and the Company, datedOctober 17, 2011. Under the New Employment Agreement, Mr. Kelley has agreed to be employed by the Company as President andChief Operating Officer for a period of three years (the “Term”). The Term of Mr. Kelley’s employment may be extended by theBoard of Directors of the Company. Under the New Employment Agreement, Mr. Kelley will receive an annual base salary of$240,000 per year through December 31, 2012. Beginning on January 1, 2013 and continuing during the Term, Mr. Kelley will bepaid an annual base salary of $280,000. Beginning January 1, 2014, Mr. Kelley will be eligible for a raise in base salary if a raise isdeemed appropriate by the Board. In addition, Mr. Kelley is entitled to participate in all Company 401(k) programs and customaryhealth and benefit plans. Under the New Employment Agreement, the Company shall also issue to Mr. Kelley 650,000 shares ofcommon stock upon the earlier of a change in control of the Company or January 1, 2014 (the “Stock Grant”) provided that Mr.Kelley remains an employee of the Company on January 1, 2014. In addition, the Company shall make the Stock Grant to Mr. Kelleyif his employment is terminated without cause, if he resigns for good reason, or on his death or disability. Under the New EmploymentAgreement, Mr. Kelley is also entitled to participate in any stock option and incentive plans adopted by the Company. If Mr. Kelley isterminated without cause or resigns for good reason, subject to the receipt of a release in favor of the Company from Mr. Kelley, Mr.Kelley shall be entitled to a continuation of his base salary then in effect for the remainder of the term of the New EmploymentAgreement. The New Employment Agreement contains customary covenants by Mr. Kelley regarding non-competition andnon- solicitation and use of confidential information.

 

On July 1, 2012, the Company and Johnny F. Norris, Jr. entered into an amended employment agreement (the “New Employment Agreement”) that replaced and terminated the then existing employment agreement between Mr. Norris and the Company, dated November 1, 2011. Under the New Employment Agreement, Mr. Norris has agreed to be employed by the Company as Chief Executive Officer and Chairman for a period of three years (the “Term”). The Term of Mr. Norris’s employment may be extended bythe Board of Directors of the Company. Under the New Employment Agreement, Mr. Norris will receive an annual base salary of$180,000 per year through December 31, 2012. Beginning on January 1, 2013 and continuing during the Term, Mr. Norris will be paid an annual base salary of $240,000. Beginning January 1, 2014, Mr. Norris will beeligible for a raise in base salary if a raise is deemed appropriate by the Board. In addition, Mr. Norris is entitled to participate in allCompany 401(k) programs and customary health and benefit plans. Under the New Employment Agreement, the Company shall alsoissue to Mr. Norris 1,500,000 shares of common stock upon the earlier of a change in control of the Company or January 1, 2014 (the“Stock Grant”) provided that Mr. Norris remains an employee of the Company on January 1, 2014. In addition, the Company shallmake the Stock Grant to Mr. Norris if his employment is terminated without cause, if he resigns for good reason, or on his death ordisability. Under the New Employment Agreement, Mr. Norris is also entitled to participate in any stock option and incentive plansadopted by the Company. If Mr. Norris is terminated without cause or resigns for good reason, subject to the receipt of a release infavor of the Company from Mr. Norris, Mr. Norris shall be entitled to a continuation of his base salary then in effect for the remainderof the term of the New Employment Agreement. The New Employment Agreement contains customary covenants by Mr. Norrisregarding non-competition and non-solicitation and use of confidential information.

 

On July 1, 2012, the Company and Richard H. Gross entered into an amended employment agreement (the “New EmploymentAgreement”) that replaced and terminated the then existing employment agreement between Mr. Gross and the Company, datedSeptember 19, 2011. Under the New Employment Agreement, Mr. Gross has agreed to be employed by the Company as ChiefFinancial Officer for a period of three years (the “Term”). The Term of Mr. Gross’s employment may be extended by the Board ofDirectors of the Company. Under the New Employment Agreement, Mr. Gross will receive an annual base salary of $130,000 peryear through December 31, 2012. Beginning on January 1, 2013 and continuing during the Term, Mr. Gross will be paid an annualbase salary of $150,000. Beginning January 1, 2014, Mr. Gross will be eligible for a raise in base salary if a raise is deemedappropriate by the Board. In addition, Mr. Gross is entitled to participate in all Company 401(k) programs and customary health andbenefit plans. Under the New Employment Agreement, the Company shall also issue to Mr. Gross 100,000 shares of common stockupon the earlier of a change in control of the Company or January 1, 2014 (the “Stock Grant”) provided that Mr. Gross remains anemployee of the Company on January 1, 2014. In addition, the Company shall make the Stock Grant to Mr. Gross if his employmentis terminated without cause, if he resigns for good reason, or on his death or disability. Under the New Employment Agreement, Mr.Gross is also entitled to participate in any stock option and incentive plans adopted by the Company. If Mr. Gross is terminatedwithout cause or resigns for good reason, subject to the receipt of a release in favor of the Company from Mr. Gross, Mr. Gross shallbe entitled to a continuation of his base salary then in effect for the remainder of the term of the New Employment Agreement. TheNew Employment Agreement contains customary covenants by Mr. Gross regarding non-competition and non-solicitation and use ofconfidential information.

 

In conjunction with the Allen Kelley, John Norris and Rich Gross amended employment agreements on July 1, 2012, the Company expects to recognize additional stock compensation expense of approximately $1,076,000 from July 1, 2012 through December 31, 2013, or $179,000 per quarter.