þ | Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 |
o | Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 |
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Exhibits |
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Ex-23.1: Consent of BDO LLP, Independent Registered Public Accounting Firm |
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EX-23.1 |
/s/ BDO Seidman LLP
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Dallas, Texas |
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Year Ended December 31, | 2008 | 2007 | 2006 | |||||||||
Participant contributions |
$ | 105,301 | $ | 87,907 | $ | 67,484 | ||||||
Employer contributions |
98,555 | 85,903 | 65,204 | |||||||||
Disbursements to purchase Class A
common stock of U.S. Global
Investors, Inc. |
(203,856 | ) | (173,810 | ) | (132,688 | ) | ||||||
Net additions |
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Plan equity at beginning of year |
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Plan equity at end of year |
$ | | $ | | $ | | ||||||
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1. | Description of Plan | |
General | ||
The following is a brief description of the U.S. Global Investors, Inc. Employee Stock Purchase Plan (the Plan). The Plan is designed to encourage and assist employees of U.S. Global Investors, Inc. (the Company) and its subsidiaries with an opportunity to purchase common stock of the Company. Participants should refer to the Plan document for a more complete description of the Plan. | ||
The Plan was declared effective on July 1, 2003. | ||
Common stock for the Plan is issued from the Companys authorized but unissued shares of stock. The aggregate number of shares that may be issued under the Plan cannot exceed 150,000 (adjusted effective March 29, 2007, for the effect of a two-for-one stock split of the Companys common stock). | ||
No statement of financial condition has been included in these financial statements as the Plan held no assets or liabilities, all transactions had been processed, and all shares had been disbursed to participants as of December 31, 2008, 2007 and 2006. | ||
Eligibility | ||
An employee of the Company or subsidiary is eligible to participate in the Plan if the employee is an employee (not an independent contractor), works more than 20 hours per week, and for more than five months per year. Eligible employees may enroll in the Plan as of the election date. The election date is the first business day of each month. | ||
Contributions | ||
A Plan participant can contribute an after-tax payroll deduction from each payment of compensation during the purchase period of a stated dollar amount or in integral percentage amount with a minimum deduction of $25 per payroll period. A participant may change the deduction to any permissible level effective as of any election date. The Company will match an employees contributions dollar for dollar up to 3% of the employees salary. | ||
Discontinuance of Participation | ||
A participant may voluntarily cease his or her participation in the Plan and stop payroll deductions at any time by filing a purchase agreement at such time in advance of the effective date as the committee shall prescribe. If a participant ceases participation in the Plan, the participant may request payment of any funds held in his or her account under the Plan, and the participant may not again elect to participate in the Plan until the next election date. Notwithstanding anything in the Plan to the contrary, if a participant ceases to be an eligible employee, his or her participation automatically shall cease, no further purchase of stock shall be made for the participant, and any funds credited to the participants account under the Plan shall be distributed. | ||
Stock Purchase Provisions | ||
On the first day of the purchase period, eligible employees are granted the option to purchase the Companys common stock. Effective the last day of the purchase period, the company issues common stock to the participants. The price per share of stock to be sold to participants for each purchase period beginning on the effective date shall be the market value per share on the purchase date. |
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Shares issued pursuant to the Plan and price per share for common stock are as follows: |
For the year ended | Purchase Period | Shares Issued | Share Price | |||||||||
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December 31, 2008 |
12/01/08 - 12/31/08 | 3,285 | $ | 4.89 | ||||||||
11/01/08 - 11/30/08 | 3,320 | 5.01 | ||||||||||
10/01/08 - 10/31/08 | 2,520 | 7.21 | ||||||||||
09/01/08 - 09/30/08 | 1,798 | 10.05 | ||||||||||
08/01/08 - 08/31/08 | 1,161 | 14.15 | ||||||||||
07/01/08 - 07/31/08 | 1,107 | 14.99 | ||||||||||
06/01/08 - 06/30/08 | 1,005 | 16.75 | ||||||||||
05/01/08 - 05/31/08 | 1,086 | 15.10 | ||||||||||
04/01/08 - 04/30/08 | 1,350 | 12.97 | ||||||||||
03/01/08 - 03/31/08 | 1,326 | 13.54 | ||||||||||
02/01/08 - 02/29/08 | 967 | 16.85 | ||||||||||
01/01/08 - 01/31/08 | 986 | 17.08 | ||||||||||
December 31, 2007 |
12/01/07 - 12/31/07 | 1,006 | $ | 16.66 | ||||||||
11/01/07 - 11/30/07 | 970 | 16.47 | ||||||||||
10/01/07 - 10/31/07 | 707 | 22.96 | ||||||||||
09/01/07 - 09/30/07 | 771 | 19.02 | ||||||||||
08/01/07 - 08/31/07 | 701 | 20.70 | ||||||||||
07/01/07 - 07/31/07 | 675 | 21.30 | ||||||||||
06/01/07 - 06/30/07 | 602 | 22.67 | ||||||||||
05/01/07 - 05/31/07 | 633 | 21.24 | ||||||||||
04/01/07 - 04/30/07 | 477 | 28.44 | ||||||||||
03/01/07 - 03/31/07 | 527 | 25.76 | ||||||||||
02/01/07 - 02/28/07 | 678 | 20.00 | ||||||||||
01/01/07 - 01/31/07 | 622 | 21.70 | ||||||||||
December 31, 2006 |
12/01/06 - 12/31/06 | 396 | $ | 33.59 | ||||||||
11/01/06 - 11/30/06 | 500 | 25.18 | ||||||||||
10/01/06 - 10/31/06 | 792 | 15.86 | ||||||||||
09/01/06 - 09/30/06 | 1,002 | 12.29 | ||||||||||
08/01/06 - 08/31/06 | 1,042 | 11.86 | ||||||||||
07/01/06 - 07/31/06 | 1,216 | 9.81 | ||||||||||
06/01/06 - 06/30/06 | 1,096 | 10.58 | ||||||||||
05/01/06 - 05/31/06 | 934 | 11.34 | ||||||||||
04/01/06 - 04/30/06 | 892 | 10.38 | ||||||||||
03/01/06 - 03/31/06 | 1,188 | 7.79 | ||||||||||
02/01/06 - 02/28/06 | 1,196 | 7.38 | ||||||||||
01/01/06 - 01/31/06 | 930 | 9.00 |
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Plan Administration | ||
The Plan is administered by the Compensation Committee of the Companys Board of Directors. | ||
Plan Expenses | ||
The Company shall pay the administrative expenses associated with the Plan. | ||
Plan Termination | ||
Although the Board of Directors of the Company has not expressed any intent to do so, it has the right to terminate the Plan at any time without prior notice. If such right is exercised, all funds contributed to the Plan will be refunded without interest to the participants. | ||
2. | Summary of Significant Accounting Policies | |
The accompanying financial statements have been prepared on the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America. | ||
3. | Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. | ||
4. | Federal Income Tax Status | |
The Plan is not intended to constitute a employee stock purchase plan within the meaning of Section 423 of the Internal Revenue Code of 1986, as amended, nor is intended and shall not be construed as constituting an employee benefit plan, within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended. | ||
5. | Stock Split | |
On February 21, 2007, the shareholders approved an increase in authorized shares that enabled the Company to declare a two-for-one stock split of the Companys outstanding shares of common stock, effective March 29, 2007. All share and per share amounts have been adjusted to reflect the retroactive effect of the stock split for all periods presented. |
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/s/ Catherine A. Rademacher
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March 31, 2009 | |||
Catherine A. Rademacher
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Chief Financial Officer |
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