STOCK-BASED COMPENSATION

On May 13, 2013, the Company's shareholders approved the 2013 Equity Incentive Plan ("2013 Plan"). The 2013 Plan replaced the Company's previous Amended and Restated Stock Option Plan ("Prior Plan"), with respect to the granting of future equity awards. Under the 2013 Plan, the Company may grant new stock options ("New Stock Options") to purchase up to an additional 300,000 common shares to key employees selected by the Company. No New Stock Options were granted during the year ended December 31, 2013.

On May 13, 2013, the Company's shareholders also approved the Option Exchange Program whereby the outstanding stock options under the Prior Plan held by current employees will be canceled and replaced with stock options granted under the 2013 Plan ("Replacement Options"). The maximum number of common shares available to be granted as Replacement Options is 355,625. Each stock option outstanding under the Prior Plan that is not exchanged for a Replacement Option shall remain outstanding in accordance with the terms of the Prior Plan and the applicable award agreement. Under the Prior Plan, the options vest evenly over a three or four-year period and are exercisable for periods not exceeding 10 years. No Replacement Options were granted during the year ended December 31, 2013.

The exercise price of Replacement Options and New Stock Options (collectively, the "Stock Options") is equal to $4.50 provided that in no event shall the exercise price be less than the fair market value of the shares as of the date of grant. The Stock Options will be fully vested and exercisable as of the date such options are granted and are exercisable for a period of four years.

Additionally under the 2013 Plan, the Company will make grants of restricted common shares ("Restricted Stock") to certain officers of the Company equal to three times the aggregate number of common shares held and entitled to be purchased through the exercise of any warrants held by each such officer as of December 31, 2013. The Restricted Stock vests evenly over a ten-year period and is subject to the officer's continued employment through the vesting date. The aggregate number of common shares available for Restricted Stock awards is 1,972,345. No Restricted Stock awards were granted during the year ended December 31, 2013.

The intrinsic value of a stock option grant is the difference between the current market price for the Company's common shares and the exercise price of the option. The aggregate intrinsic values for the stock options outstanding at each of December 31, 2013 and 2012 were zero. The aggregate intrinsic values for stock options exercisable at each of December 31, 2013 and 2012 were zero.

The following tables summarize information about stock options outstanding as of December 31, 2013 and December 31, 2012.

Exercise prices are stated as per the terms of the option. The exercise price, number of shares outstanding and number of shares exercisable in the tables below have been restated for all periods presented to reflect the impact of the Company's share consolidation. See Note 21, "Shareholders' Equity," for further discussion of the share consolidation.



(in thousands, except for share data)
	Number of Options Outstanding		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value
Outstanding at January 1, 2012	397,875		C$	21.02
Expired in year	(9,750	)	89.60
Forfeited in year	(2,000	)	53.88
Outstanding at December 31, 2012	386,125		C$	19.12
Expired in year	(11,750	)	53.88
Forfeited in year	(18,750	)	11.94
Outstanding at December 31, 2013	355,625		C$	18.35	1.2	—
Exercisable at December 31, 2013	268,125		C$	18.46	1.2	—


(1)	There were no options granted or exercised during the years ended December 31, 2013 and 2012.



December 31, 2013
Exercise Price		Date of Grant	Expiry Date	Remaining Contractual Life (Years)	Number Outstanding	Number Exercisable
$	18.00	29-Sep-10	29-Sep-15	1.7	100,000	75,000
$	18.00	6-Jan-10	6-Jan-15	1.0	250,000	187,500
C$	40.12	5-Mar-09	5-Mar-14	0.2	5,625	5,625
			Total:	1.2	355,625	268,125



December 31, 2012
Exercise Price		Date of Grant	Expiry Date	Remaining Contractual Life (Years)	Number Outstanding	Number Exercisable
$	18.00	29-Sep-10	29-Sep-15	2.8	100,000	50,000
$	18.00	6-Jan-10	6-Jan-15	2.0	250,000	125,000
C$	7.60	5-Mar-09	5-Mar-14	1.2	16,250	16,250
C$	40.12	5-Mar-09	5-Mar-14	1.2	8,125	8,125
C$	53.88	20-Feb-08	20-Feb-13	0.1	11,750	11,750
			Total:	2.1	386,125	211,125

At December 31, 2013 and December 31, 2012, the number of options exercisable was 268,125 and 211,125, respectively, with weighted average prices of C$18.46 and C$20.05, respectively.

The Company determines the fair values of options granted using the Black-Scholes option pricing model. No stock options were granted in 2013 or 2012.