Note 5 – Share-based compensation plans

We have share-based compensation plans to retain employees and nonemployee directors and to more closely align their interests with those of our shareholders.

The 2005 Equity Incentive Plan (the “2005 Plan”) permits grants of stock options, restricted stock, stock appreciation rights, performance stock and other share-based awards to employees. Only stock options and restricted stock units have been granted under the 2005 Plan to date.

We provide share-based awards to directors through the Non-Employee Directors' Equity Plan (the “Directors' Plan”). Only deferred stock units have been granted under the Directors' Plan to date.

The fair value of the options granted during the three months ended June 30, 2012, was calculated using the following estimated weighted-average assumptions:

• The expected dividend yield is the calculated yield on Brink's common stock at the time of the grant.
• The expected volatility was estimated after reviewing the historical volatility of our stock using daily close prices.
• The risk-free interest rate was based on U.S. Treasury debt yields at the time of the grant.
• The expected term of the options was based on our historical option exercise, expiration and post-vesting cancellation behaviors.

• Fair value is measured at the date of grant based on the average of the high and low per share quoted sales price of Brink's common stock, adjusted for a discount on units that do not receive or accrue dividends.

On July 11, 2012, we granted options to purchase 149,473 shares of common stock and 170,618 restricted stock units under the 2005 Plan. The options have an exercise price of $22.57 per share.

On July 12, 2012, we granted 23,023 deferred stock units under the Directors' Plan.