2003 Annual Report

download PDF
print
prev | next
page 40 of 48

CHOICE HOTELS INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

15. Capital Stock

     The Company has stock compensation plans pursuant to which it is authorized to grant restricted stock and options to purchase stock for up to 9.6 million shares of the Company’s common stock, of which 1.3 million shares remain available for grant as of December 31, 2003. Restricted stock and stock options may be granted to officers, key employees and non-employee directors.

Restricted Stock.

     In 2003, the Company granted non-employee directors 7,428 restricted shares of common stock with a fair value of $0.2 million at the date of grant, all of which vest over three years. In 2002, the Company granted a key employee and non-employee directors an aggregate of 109,894 restricted shares of common stock with a fair value of $2.3 million on the date of grant, all of which vest over five years. In 2001, the Company granted key employees and non-employee directors an aggregate of 155,515 restricted shares of common stock with a fair value of $2.3 million on the date of grant. The shares vest over a three to five year period with 10,015 shares vesting over a three year period and 145,500 shares vesting over a five year period. No restricted shares were forfeited in 2003 or 2002. A total of 9,130 shares of restricted stock were forfeited in 2001. The Company incurred compensation expense totaling $0.9 million, $1.7 million and $0.7 million related to the vesting of restricted stock during the years ended December 31, 2003, 2002 and 2001, respectively. The Company also recorded $0.3 million of compensation expense related to the vesting of restricted stock as part of its 2001 restructuring accrual related to 46,064 shares.

Stock Options.

     A summary of the stock option activity under the Company’s stock option plan is as follows as of December 31, 2003, 2002 and 2001:

  2003   2002   2001
      Weighted     Weighted     Weighted
    Average   Average   Average
Fixed Options Shares Exercise Price Shares Exercise Price Shares Exercise Price
Outstanding at beginning of year   3,111,991      $ 15.03        3,095,589      $ 13.56        4,306,584      $ 12.39     
Granted   683,467   $ 20.52     601,895   $ 21.53     348,836   $ 15.08  
Exercised   (462,522 $ 13.58     (442,869 $ 13.01     (1,363,050 $ 9.90  
Cancelled   (40,696 $ 18.79     (142,624 $ 16.83     (196,781 $ 15.52  
       Outstanding at end of year   3,292,240   $ 16.33     3,111,991   $ 15.03     3,095,589   $ 13.56  
Options exercisable at year end   1,673,129   $ 13.71     1,533,471   $ 12.96     1,374,395   $ 12.52  
Weighted average fair value of
    options granted during
    the year   $ 8.65     $ 8.95     $ 7.67  

The following table summarizes information about stock options outstanding at December 31, 2003:

  Options Outstanding   Options Exercisable
      Weighted          
  Number Average Weighted Number Weighted
  Outstanding at Remaining Average Exercisable at Average
Range of Exercise Prices 12/31/03 Contractual Life Exercise Price 12/31/03 Exercise Price
$ 5.01 to   9.00       41,000             6.7 years           $ 7.82             17,000           $ 7.82      
   9.01 to 13.00   1,097,394     4.2 years   $ 12.12     992,488   $ 12.13  
 13.01 to 17.65   936,072     5.5 years   $ 15.65     570,417   $ 15.42  
 17.66 to 30.00   1,217,774     8.5 years   $ 20.94     93,224   $ 21.12  
    3,292,240     6.2 years   $ 16.33     1,673,129   $ 13.71  

page 40 of 48
prev | next