For the three months ended September 30, 2021, pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $0.2209 per Common Share in the aggregate amount of $59.9 million, which we paid during the same period (three months ended September 30, 2020—$0.1746 per Common Share, in the aggregate amount of $47.3 million).

Our authorized share capital includes an unlimited number of Common Shares and an unlimited number of Preference Shares. No Preference Shares have been issued.

From time to time we may provide funds to an independent agent to facilitate repurchases of our Common Shares in connection with the settlement of awards under the Long-Term Incentive Plans (LTIP) or other plans.

During the three months ended September 30, 2021, we did not repurchase any of our Common Shares on the open market for potential reissuance under our LTIP or other plans as described below (three months ended September 30, 2020—965,154 Common Shares, respectively, at a cost of $41.9 million).

During the three months ended September 30, 2021, we reissued 141,452 Common Shares from treasury stock in connection with the settlement of awards and other plans (three months ended September 30, 2020—193,680 Common Shares).

On November 5, 2020, the Board authorized a share repurchase plan (Repurchase Plan), pursuant to which we may purchase in open market transactions, from time to time over the 12 month period commencing November 12, 2020, up to an aggregate of $350 million of our Common Shares.

Subsequent to the end of the quarter, we announced on November 4, 2021 authorization of a share repurchase plan pursuant to which we may purchase in open market transactions, from time to time over the 12 month period commencing November 12, 2021, up to an aggregate of $350 million of our Common Shares. Please see note 25 "Subsequent Events" for additional details.


	Three Months Ended September 30,
	2021		2020
Stock options	$	4,267	$	3,294
Performance Share Units (issued under LTIP)	3,445		2,484
Restricted Share Units (issued under LTIP)	2,166		2,002
Restricted Share Units (other)	1,728		1,986
Deferred Share Units (directors)	830		738
Employee Stock Purchase Plan	1,498		1,232
Total share-based compensation expense	$	13,934	$	11,736

As of September 30, 2021, an aggregate of 8,084,264 options to purchase Common Shares were outstanding and an additional 10,484,700 options to purchase Common Shares were available for issuance under our stock option plans. Our stock options generally vest over four years and expire between seven and ten years from the date of the grant. Currently we also have options outstanding that vest over five years, as well as options outstanding that vest based on meeting certain market conditions. The exercise price of all our options is set at an amount that is not less than the closing price of our Common Shares on the NASDAQ on the trading day immediately preceding the applicable grant date.


	Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000's)
Outstanding at June 30, 2021	8,113,574	$	40.16	4.88	$	86,297
Granted	950,360	52.62
Exercised	(796,187)	34.29
Forfeited or expired	(183,483)	44.93
Outstanding at September 30, 2021	8,084,264	$	42.10	5.03	$	57,378
Exercisable at September 30, 2021	2,343,797	$	36.22	3.59	$	29,347

We estimate the fair value of stock options using the Black-Scholes option-pricing model or, where appropriate, the Monte Carlo pricing model, consistent with the provisions of Accounting Standards Codification (ASC) Topic 718, "Compensation—Stock Compensation" (Topic 718) and SEC Staff Accounting Bulletin No. 107. The option-pricing models require input of subjective assumptions, including the estimated life of the option and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility as a basis for projecting the expected volatility of the underlying stock and estimate the expected life of our stock options based upon historical data.

We believe that the valuation techniques and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our stock option grants. Estimates of fair value are not intended, however, to predict actual future events or the value ultimately realized by employees who receive equity awards.

For the periods indicated, the weighted-average fair value of options and weighted-average assumptions estimated under the Black-Scholes option-pricing model were as follows:


	Three Months Ended September 30,
	2021			2020
Weighted–average fair value of options granted	$	9.75		$	8.50
Weighted-average assumptions used:
Expected volatility	26.62		%	26.12		%
Risk–free interest rate	0.55		%	0.20		%
Expected dividend yield	1.56		%	1.52		%
Expected life (in years)	4.16			4.72
Forfeiture rate (based on historical rates)	7		%	7		%
Average exercise share price	$	52.62		$	45.81

As of September 30, 2021, the total compensation cost related to the unvested stock option awards not yet recognized was $42.6 million, which will be recognized over a weighted-average period of 2.8 years.

The aggregate intrinsic value of options exercised during the three months ended September 30, 2021 was $15.4 million (three months ended September 30, 2020—$5.2 million).

For the three months ended September 30, 2021, cash in the amount of $27.3 million was received as the result of the exercise of options granted under share-based payment arrangements (three months ended September 30, 2020—$8.6 million).

The tax benefit realized by us during the three months ended September 30, 2021 from the exercise of options eligible for a tax deduction was $1.3 million (three months ended September 30, 2020—$0.7 million).

We incentivize certain eligible employees, in part, with long-term compensation pursuant to our LTIP. The LTIP is a rolling three year program that grants eligible employees a certain number of target Performance Share Units (PSUs) and/or Restricted Share Units (RSUs). Target PSUs become vested upon the achievement of certain financial and/or operational performance criteria (the Performance Conditions) that are determined at the time of the grant. Target RSUs become vested when an eligible employee remains employed throughout the vesting period.

PSUs and RSUs granted under the LTIPs have been measured at fair value as of the effective date, consistent with Topic 718, and will be charged to share-based compensation expense over the remaining life of the plan. We estimate the fair value of PSUs using the Monte Carlo pricing model and RSUs have been valued based upon their grant date fair value. Stock options granted under the LTIPs have been measured using the Black-Scholes option-pricing model, consistent with Topic 718.

As of September 30, 2021, the total expected compensation cost related to the unvested LTIP awards not yet recognized was $59.7 million, which is expected to be recognized over a weighted average period of 2.3 years.

LTIP grants that have recently vested, or have yet to vest, are described below. LTIP grants are referred to in this Quarterly Report on Form 10-Q based upon the year in which the grants are expected to vest.

Grants made in Fiscal 2019 under the LTIP (collectively referred to as LTIP 2021), consisting of PSUs and RSUs, took effect in Fiscal 2019 starting on August 6, 2018. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. The RSUs are employee service-based awards and vest over the life of the LTIP 2021. We expect to settle the LTIP 2021 awards in stock during the second quarter of Fiscal 2022.

Grants made in Fiscal 2020 under the LTIP (collectively referred to as LTIP 2022), consisting of PSUs and RSUs, took effect in Fiscal 2020 starting on August 5, 2019. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. The RSUs are employee service-based awards and vest over the life of the LTIP 2022. We expect to settle the LTIP 2022 awards in stock.

Grants made in Fiscal 2021 under the LTIP (collectively referred to as LTIP 2023), consisting of PSUs and RSUs, took effect in Fiscal 2021 starting on August 10, 2020. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. The RSUs are employee service-based awards and vest over the life of the LTIP 2023. We expect to settle the LTIP 2023 awards in stock.

Grants made in Fiscal 2022 under the LTIP (collectively referred to as LTIP 2024), consisting of PSUs and RSUs, took effect in Fiscal 2022 starting on August 9, 2021. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. The RSUs are employee service-based awards and vest over the life of the LTIP 2024. We expect to settle the LTIP 2024 awards in stock.

In addition to the grants made in connection with the LTIP plans discussed above, from time to time, we may grant RSUs to certain employees in accordance with employment and other non-LTIP related agreements. During the three months ended September 30, 2021, we did not grant any such RSUs to employees (three months ended September 30, 2020—484,956 RSUs). RSUs vest over a specified contract date, typically three years from the respective date of grants.

As of September 30, 2021, the total expected compensation cost related to the unvested RSU awards not yet recognized was $6.6 million, which is expected to be recognized over a weighted average period of 1.5 years. We expect to settle RSU awards in stock.

During the three months ended September 30, 2021, we issued 141,452 Common Shares from treasury stock in connection with the settlement of vested RSUs, with a cost of $5.9 million (three months ended September 30, 2020—nil).

During the three months ended September 30, 2021, we granted 5,335 DSUs, to certain non-employee directors (three months ended September 30, 2020—3,667 DSUs). The DSUs were issued under our Deferred Share Unit Plan. DSUs granted as compensation for director fees vest immediately, whereas all other DSUs granted vest at our next annual general meeting following the granting of the DSUs. No DSUs are payable by us until the director ceases to be a member of the Board.

During the three months ended September 30, 2021, we did not issue any of our Common Shares from treasury stock in connection with the settlement of vested DSUs (three months ended September 30, 2020—nil).

During the three months ended September 30, 2021, 225,731 Common Shares were eligible for issuance to employees enrolled in the ESPP (three months ended September 30, 2020—200,772 Common Shares).