Stock Compensation (Tables)

9 Months Ended

Jun. 30, 2017

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Fair Value, Measurement Inputs, Disclosure [Text Block]

The total market value of Spectrum Brands’ restricted stock units on the dates of the grants was approximately $88.0. The remaining unrecognized pre-tax compensation cost related to restricted stock units at June 30, 2017 was $25.3.

Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block]

A summary of warrants outstanding as of June 30, 2017 and related activity during the nine months then ended under HRG’s incentive plan are as follows (unit amounts in thousands):



	HRG
Warrants	Units		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Warrants outstanding at September 30, 2016	1,200		$	13.13	$	3.22
Exercised	(600	)	13.13		3.22
Warrants outstanding at June 30, 2017	600		13.13		3.22
Warrants outstanding and expected to vest	600		13.13		3.22

Stock Compensation

The Company recognized consolidated stock-based compensation expense of $6.0 and $18.4 during the three months ended June 30, 2017 and 2016, respectively, and $33.0 and $58.4 during the nine months ended June 30, 2017 and 2016, respectively. Stock-based compensation expense is principally included in “Selling, acquisition, operating and general expenses” in the accompanying Condensed Consolidated Statements of Operations.

A summary of stock option awards outstanding as of June 30, 2017 and related activity during the nine months then ended are as follows (option amounts in thousands):



	HRG
Stock Option Awards	Options		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Stock options outstanding at September 30, 2016	4,231		$	9.48	$	3.80
Granted	318		15.39		5.96
Exercised	(496	)	11.12		4.46
Stock options outstanding at June 30, 2017	4,053		9.74		3.89
Stock options vested and exercisable at June 30, 2017	3,618		9.15		3.68
Stock options outstanding and expected to vest	4,053		9.74		3.89

A summary of restricted stock awards, restricted stock units and performance restricted stock units outstanding as of June 30, 2017 and related activity during the nine months then ended, under HRG and Spectrum Brands are as follows (share and unit amounts in thousands):



	HRG
Restricted Stock Awards	Shares		Weighted Average Grant Date Fair Value
Nonvested restricted stock outstanding at September 30, 2016	1,975		$	12.74
Granted	25		15.71
Exercised/Released	(1,832	)	12.69
Nonvested restricted stock outstanding at June 30, 2017	168		13.72



	HRG				Spectrum Brands
Restricted Stock Units	Units		Weighted Average Grant Date Fair Value		Units		Weighted Average Grant Date Fair Value
Restricted stock units outstanding at September 30, 2016	42		$	12.33	577		$	94.97
Granted	—		—		693		127.02
Vested/Exercised	(42	)	12.33		(499	)	109.03
Forfeited or Expired	—		—		(8	)	117.21
Restricted stock units outstanding at June 30, 2017	—		—		763		114.65

A summary of warrants outstanding as of June 30, 2017 and related activity during the nine months then ended under HRG’s incentive plan are as follows (unit amounts in thousands):



	HRG
Warrants	Units		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Warrants outstanding at September 30, 2016	1,200		$	13.13	$	3.22
Exercised	(600	)	13.13		3.22
Warrants outstanding at June 30, 2017	600		13.13		3.22
Warrants outstanding and expected to vest	600		13.13		3.22

A summary of time-based and performance-based grants as June 30, 2017 and related activity during the nine months then ended, under HRG and Spectrum Brands are as follows (share amounts in thousands):



	HRG					Spectrum Brands
Time-based grants	Units	Weighted Average Grant Date Fair Value		Fair Value at Grant Date		Units	Weighted Average Grant Date Fair Value		Fair Value at Grant Date
Stock option awards	318	$	5.96	$	1.9	—	$	—	$	—
Restricted stock awards	25	15.71		0.4		—	—		—
Restricted stock units	—	—		—		293	133.15		39.0
Total time-based grants	343			$	2.3	293			$	39.0



	Spectrum Brands
Performance-based grants	Units	Weighted Average Grant Date Fair Value		Fair Value at Grant Date
Vesting in less than 12 months	1	$	140.38	$	0.1
Vesting in 12 to 24 months	105	122.66		12.9
Vesting in more than 24 months	294	122.43		36.0
Total performance-based grants	400	122.53		$	49.0

Additional Disclosures

During the nine months ended June 30, 2017, stock option awards and restricted stock awards with a total fair value of $29.8 vested. The total intrinsic value of share options exercised during the nine months ended June 30, 2017 was $2.9, for which HRG received cash of $5.5 in settlement.

Under HRG’s executive bonus plan for the fiscal year ending September 30, 2017, executives will be paid in cash. In addition, executives may also be granted stock, stock options and shares of restricted stock.

As of June 30, 2017, HRG had $1.6 of total unrecognized compensation cost related to unvested share-based compensation agreements previously granted, which is expected to be recognized over a weighted-average period of 1.25 years.

The fair values of restricted stock and restricted stock unit awards are determined based on the market price of HRG’s common stock on the grant date. The fair value of stock option awards and warrants are determined using the Black-Scholes option pricing model.

The following assumptions were used in the determination of these grant date fair values for options awarded using the Black-Scholes option pricing model:



	Nine months ended June 30,
	2017	2016
Risk-free interest rate	1.80% to 2.25%	1.65% to 1.74%
Assumed dividend yield	—%	—%
Expected option term	5.0 to 6.5 years	5.0 to 5.5 years
Volatility	35.1% to 37.5%	37.4% to 37.9%

The weighted-average remaining contractual term of HRG’s outstanding stock option awards and warrants at June 30, 2017 was 4.51 years.

On November 17, 2016, the Company and Mr. Asali entered into a Transition Agreement (the “Transition Agreement”), pursuant to which Mr. Asali was expected to leave his positions with the Company and its subsidiaries in the second half of fiscal 2017. On April 14, 2017, Mr. Asali ceased his employment with the Company and resigned from the Board of Directors of the Company and its subsidiaries. In accordance with the Transition Agreement, for the Company’s fiscal 2017, Mr. Asali received a cash bonus of $3.0 on March 31, 2017, and Mr. Asali’s options and restricted stock that were scheduled to vest and settle in November 29, 2017 vested and settled on March 31, 2017.

Spectrum Brands measures share based compensation expense of restricted stock units based on the fair value of the awards, as determined by the market price of the Spectrum Brands’ shares on the grant date and recognizes these costs on a straight-line basis over the requisite service period of the awards. Certain restricted stock units are performance-based awards that are dependent upon achieving specified financial metrics over a designated period of time.



	HRG					Spectrum Brands
Time-based grants	Units	Weighted Average Grant Date Fair Value		Fair Value at Grant Date		Units	Weighted Average Grant Date Fair Value		Fair Value at Grant Date
Stock option awards	318	$	5.96	$	1.9	—	$	—	$	—
Restricted stock awards	25	15.71		0.4		—	—		—
Restricted stock units	—	—		—		293	133.15		39.0
Total time-based grants	343			$	2.3	293			$	39.0



	Spectrum Brands
Performance-based grants	Units	Weighted Average Grant Date Fair Value		Fair Value at Grant Date
Vesting in less than 12 months	1	$	140.38	$	0.1
Vesting in 12 to 24 months	105	122.66		12.9
Vesting in more than 24 months	294	122.43		36.0
Total performance-based grants	400	122.53		$	49.0

Summary of Stock Options Outstanding and Related Activity

A summary of stock option awards outstanding as of June 30, 2017 and related activity during the nine months then ended are as follows (option amounts in thousands):



	HRG
Stock Option Awards	Options		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Stock options outstanding at September 30, 2016	4,231		$	9.48	$	3.80
Granted	318		15.39		5.96
Exercised	(496	)	11.12		4.46
Stock options outstanding at June 30, 2017	4,053		9.74		3.89
Stock options vested and exercisable at June 30, 2017	3,618		9.15		3.68
Stock options outstanding and expected to vest	4,053		9.74		3.89

Summary of Restricted Stock and Restricted Stock Units Outstanding and Related Activity



	HRG
Restricted Stock Awards	Shares		Weighted Average Grant Date Fair Value
Nonvested restricted stock outstanding at September 30, 2016	1,975		$	12.74
Granted	25		15.71
Exercised/Released	(1,832	)	12.69
Nonvested restricted stock outstanding at June 30, 2017	168		13.72



	HRG				Spectrum Brands
Restricted Stock Units	Units		Weighted Average Grant Date Fair Value		Units		Weighted Average Grant Date Fair Value
Restricted stock units outstanding at September 30, 2016	42		$	12.33	577		$	94.97
Granted	—		—		693		127.02
Vested/Exercised	(42	)	12.33		(499	)	109.03
Forfeited or Expired	—		—		(8	)	117.21
Restricted stock units outstanding at June 30, 2017	—		—		763		114.65

Assumptions Used in Determination of Grant Date Fair Values Using Black-Scholes Option Pricing Model

The following assumptions were used in the determination of these grant date fair values for options awarded using the Black-Scholes option pricing model:



	Nine months ended June 30,
	2017	2016
Risk-free interest rate	1.80% to 2.25%	1.65% to 1.74%
Assumed dividend yield	—%	—%
Expected option term	5.0 to 6.5 years	5.0 to 5.5 years
Volatility	35.1% to 37.5%	37.4% to 37.9%

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

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