The following table summarizes the outstanding and exercisable stock option awards as of December 31, 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Outstanding
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|
|
Options Exercisable
|
|
Range of Exercise Prices:
|
|
Shares
|
|
|
Weighted-
Average
Remaining
Contractual Life
(in years)
|
|
|
Weighted-
Average
Exercise Price
|
|
|
Shares
|
|
|
Weighted-
Average
Exercise Price
|
|
$8.49
|
|
|
35,703
|
|
|
|
3.9
|
|
|
$
|
8.49
|
|
|
|
35,703
|
|
|
$
|
8.49
|
|
$10.87
|
|
|
2,621,160
|
|
|
|
9.4
|
|
|
|
10.87
|
|
|
|
—
|
|
|
|
—
|
|
$16.53
|
|
|
604,800
|
|
|
|
9.6
|
|
|
|
16.53
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$8.49 to $16.53
|
|
|
3,261,663
|
|
|
|
9.4
|
|
|
|
11.90
|
|
|
|
35,703
|
|
|
|
8.49
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional information pertaining to stock options for the years ended December 31, is provided in the table below (in thousands);
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|
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|
|
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|
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|
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2015
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|
|
2014
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|
|
2013
|
|
Total intrinsic value of stock options outstanding
|
|
$
|
34,388
|
|
|
$
|
330
|
|
|
$
|
330
|
|
Total intrinsic value of stock options exercisable
|
|
|
498
|
|
|
|
330
|
|
|
|
320
|
|
Fair value of stock options vested
|
|
|
—
|
|
|
|
10
|
|
|
|
45
|
|
As of December 31, 2015, there were no unrecognized costs related to unvested stock options granted prior to 2015. There were also no unrecognized costs related to unvested RSUs or stock option awards granted in
F-39
Table of Contents
TPI COMPOSITES, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
2015 due to the performance condition noted above, which has not been deemed to be probable of achievement. The weighted-average vesting period of such options and RSUs can also not be determined until the performance condition has been met.
The fair value of the stock options granted during the year ended December 31, 2015 were calculated using the Black-scholes option pricing model with the following assumptions:
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|
|
Weighted-average fair value
|
|
$5.02
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Expected volatility
|
|
42.7%
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Expected life
|
|
6.3 years
|
Risk-free interest rate
|
|
0.7%
|
Dividend yield
|
|
0.0%
|
During the year ended December 31, 2013, the Company recorded in general and administrative expenses, share-based compensation expense of $36,000 in connection with the stock options listed above. No share-based compensation expense was recorded during the years ended December 31, 2015 or 2014.
Note 14. Long-Term Debt, Net of Discount
Long-term debt, net of discount, as of December 31 consisted of the following (in thousands):
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2015
|
|
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2014
|
|
Senior term loan—U.S.
|
|
$
|
74,375
|
|
|
$
|
55,000
|
|
Subordinated convertible promissory notes—U.S.
|
|
|
10,000
|
|
|
|
10,000
|
|
Equipment capital lease—U.S.
|
|
|
2,678
|
|
|
|
2,181
|
|
Working capital loans—China
|
|
|
9,548
|
|
|
|
19,120
|
|
Accounts receivable financing—China
|
|
|
6,622
|
|
|
|
5,393
|
|
Accounts receivable financing—Turkey
|
|
|
20,505
|
|
|
|
24,206
|
|
Unsecured financing—Turkey
|
|
|
8,572
|
|
|
|
7,034
|
|
Equipment capital lease—Turkey
|
|
|
2,879
|
|
|
|
4,296
|
|
Working capital loan—Turkey
|
|
|
—
|
|
|
|
3,000
|
|
Equipment loan—Mexico
|
|
|
164
|
|
|
|
—
|
|
Construction financing—Mexico
|
|
|
1,204
|
|
|
|
844
|
|
Equipment capital lease—Mexico
|
|
|
37
|
|
|
|
65
|
|
|
|
|
|
|
|
|
|
|
Total long-term debt
|
|
|
136,584
|
|
|
|
131,139
|
|
Less: Discount on debt
|
|
|
(3,018
|
)
|
|
|
(6,034
|
)
|
|
|
|
|
|
|
|
|
|
Total long-term debt, net of discount
|
|
|
133,566
|
|
|
|
125,105
|
|
Less: Current maturities of long-term debt
|
|
|
(52,065
|
)
|
|
|
(62,385
|
)
|
|
|
|
|
|
|
|
|
|
Long-term debt, net of discount and current maturities
|
|
$
|
81,501
|
|
|
$
|
62,720
|
|
|
|
|
|
|
|
|
|
|
U.S .: In February 2014, the Company entered into an agreement to borrow $5.0 million through an existing term loan with a financial institution. The borrowing provided for additional financial covenants on the entire $20.0 million borrowed from the lender. The Company granted the lender warrants for the right to purchase up to 40 shares of preferred stock of the Company. The warrants expire seven years after the effective date of the loan. The Company recorded these warrants at their fair value upon issuance of $0.1 million in accordance with FASB ASC Topic 480, Distinguishing Liabilities from Equity . This amount was accounted for as a debt discount and an increase in redeemable preferred share warrants. The Company has amortized the value of the debt discount as interest expense over the term of the loan. The loan’s interest only period was through June 1, 2014. The loan bore interest at 11.25% and was to mature on June 1, 2016. In connection with a new credit facility in 2014 as detailed below, the term loan was repaid in full and the remaining debt discount of $1.3 million was fully expensed within the caption “Loss on extinguishment of debt” in the accompanying consolidated statements of operations.
F-40
Table of Contents
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