EQUITY-BASED COMPENSATION
12 Months Ended
Dec. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
EQUITY-BASED COMPENSATION
NOTE O – EQUITY-BASED COMPENSATION

 

For the years ended December 31, 2016, 2015 and 2014, equity-based compensation expense was $2.7 million, $2.7 million and $2.6 million, respectively. We have outstanding awards granted pursuant to three shareholder approved equity-based compensation plans: the Long Term Incentive Plan (1999 Plan) the 2006 Long Term Incentive Plan (2006 Plan) and the 2014 Stock and Incentive Plan (2014 Plan). The 1999 Plan was terminated and replaced by the 2006 Plan. The 2006 Plan was terminated and replaced by the 2014 Plan. Equity-based awards outstanding under the 1999 and 2006 Plan remain in effect, but no new awards may be granted under those plans. A total of 6.3 million shares of our common stock have been reserved for issuance through the plans. Stock options and stock-settled stock appreciation rights (SARs) are generally granted with an exercise price equal to the market price of our common stock on the date of grant; the awards generally vest over four years of continuous service and have a contractual term of ten years. Grants of non-vested restricted stock awards to employees generally vest over four years of continuous service and grants to non-employee directors generally vest over one year. Certain awards provide for accelerated vesting if there is a change in control (as defined in the plans).

 

The recipient of a SAR is generally entitled to receive, upon exercise and without payment to us (but subject to required tax withholdings), that number of shares having an aggregate fair market value as of the date of exercise multiplied by an amount equal to the excess of the fair market value per share on the date of exercise over the fair market value per share at the date of the grant.

 

The fair value of stock options and SARs is estimated on the date of grant using the Black-Scholes option pricing model. Certain grants to executives require achievement of market conditions before the grant may be exercised. The fair value of awards with market exercise conditions is estimated on the date of grant using a lattice model with a Monte Carlo simulation. The fair value of all awards is amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period of four years.

 

Use of a valuation model requires us to make certain assumptions with respect to selected model inputs. Changes in these input variables would affect the amount of expense associated with equity-based compensation. Expected volatility is based on the historical volatility of our common shares over the expected term of the stock option or SAR. Expected term is based on historical exercise and employee termination data and represents the period of time that options and SARs are expected to be outstanding. The risk-free interest rate is based on U.S. Treasury Daily Treasury Yield Curve Rates corresponding to the expected life assumed at the date of grant. Dividend yield is zero as there are no payments of dividends made or expected. The fair value of non-vested restricted stock awards is based on the fair market value of the shares awarded at the date of grant multiplied by the number of shares awarded.

 

The weighted average assumptions to estimate the grant date fair value of stock options and SARs, including those with market conditions, are summarized as follows:

 

    Years Ended December 31,  
    2016     2015     2014  
Volatility     42.4 %     43.0 %     57.8 %
Expected term (in years)     5.4       5.5       6.2  
Risk-free rate     1.40 %     1.65 %     1.88 %
Dividend yield     0 %     0 %     0 %

 

A summary of stock option and SARs activity as of and for the year ended December 31, 2016 follows (shares in thousands):

 

 

          Weighted  
          Average  
    Shares     Exercise Price  
Outstanding, January 1, 2016     1,529     $ 8.69  
Granted     966       7.11  
Exercised     (238 )     4.32  
Forfeited or expired     (608 )     9.77  
Outstanding, at December 31, 2016     1,649       7.97  
Exercisable at December 31, 2016     453       9.04  

 

As of December 31, 2016, stock options and SARs are further summarized as follows (shares and dollars in thousands):

 

    Outstanding     Exercisable  
Total shares     1,649     453  
Aggregate intrinsic value   $ 562   $ 562  
Weighted-average remaining contractual term (years)     7.9     4.6  
 

The weighted average grant-date fair value of stock options and SARs granted during the years ended December 31, 2016, 2015 and 2014 was $2.85, $3.04, and $6.45, respectively.

 

Stock option and SARs exercise data is summarized as follows (in thousands):

  
    Years Ended December 31,  
    2016     2015     2014  
Options and SARs exercised     238       56       270  
Net shares issued     158       51       214  
Total intrinsic value exercised   $ 559     $ 195     $ 1,533  
Cash received   $ 537     $ 254     $ 931  
Recognized tax benefit   $ 559     $ 96     $ 1,300  

 

Non-vested restricted stock award activity for the year ended December 31, 2016 is summarized as follows (shares in thousands):

 

    Shares     Weighted
Average Grant
Date Fair Value
 
Outstanding, as of January 1, 2016     538     $ 9.59  
Granted     432       7.14  
Vested     (168 )     9.12  
Forfeited     (139 )     9.70  
Outstanding, as of December 31, 2016     663       8.08  

 

The total fair value of non-vested restricted shares that vested during the years ended December 31, 2016, 2015 and 2014 was $1.5 million, $2.0 million, and $1.1 million, respectively.

 

As of December 31, 2016, 0.7 million shares remain available for grant under the 2014 Plan. Shares available from prior plans were transferred to the successor plan. No shares remain available under any prior plans. Total unrecognized compensation costs related to all non-vested equity-based compensation arrangements was $6.2 million as of December 31, 2016 and is expected to be recognized over a weighted-average period of 1.9 years.

 

The Company adopted ASU No. 2016-09, Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting, in fiscal 2016. Under the new guidance, companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in capital. Instead, all excess tax benefits and tax deficiencies should be recognized as income tax expense or benefit in the income statement, and additional paid-in capital pools will be eliminated. The guidance requires companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. See Footnote K - Income Taxes.

 

Prior to the adoption of ASU No. 2016-09, cash flows resulting from the tax benefits generated by tax deductions in excess of the compensation cost recognized for those options (excess tax benefits) are classified as financing cash flows. During the year ended and 2014, the Company realized tax benefits from stock options generated in previous and current periods resulting in approximately $82,000 of gross excess tax benefits which are included within equity-based compensation activity, net, as a component of cash flows from financing activities in the accompanying 2014 consolidated statement of cash flows.