SHARE-BASED PAYMENTS

The Company, under the 2015 Omnibus Equity Incentive Compensation Plan (the “Compensation Plan”), maintains a stock incentive plan for directors, executives, eligible employees and consultants. Stock incentive awards include employee stock options and restricted stock units (“RSUs”). The Company issues new shares of common stock to satisfy exercises and vesting under all of its stock incentive awards. At September 30, 2017, a total of 7,912,149 Common Shares were authorized for stock incentive plan awards.

Employee Stock Options

The Company, under the Compensation Plan may grant options to directors, executives, employees and consultants to purchase Common Shares of the Company. The exercise price of the options is set as the higher of the Company’s closing share price on the day before the grant date or the five-day volume weighted average price. Stock options granted under the Compensation Plan generally vest over a period of two years or more and are generally exercisable over a period of five years from the grant date not to exceed 10 years. The value of each option award is estimated at the grant date using the Black-Scholes Option Valuation Model. There were 0.74 million options granted in the nine months ended September 30, 2017 (nine months ended September 30, 2016 – 0.45 million options). At September 30, 2017, there were 2.03 million options outstanding with 1.66 million options exercisable, at a weighted average exercise price of $4.49 and $4.96 respectively, with a weighted average remaining contractual life of 3.85 years. The aggregate intrinsic value of the fully vested options was $nil.

The fair value of the options granted under the Compensation Plan for the nine months ended September 30, 2017 was estimated at the date of grant, using the Black-Scholes Option Valuation Model, with the following weighted-average assumptions:



Risk-free interest rate	1.93%
Expected life	5.0 years	*
Expected volatility	62.95%
Expected dividend yield	0.00%
Weighted-average expected life of option	5.00
Weighted-average grant date fair value	$1.19


*	Expected volatility is measured based on the Company’s historical share price volatility over a period equivalent to the expected life of the options.

The summary of the Company’s stock options at September 30, 2017 and December 31, 2016, and the changes for the fiscal periods ending on those dates is presented below:



	Range of Exercise Prices $	Weighted Average Exercise Price $	Number of Options
Balance, December 31, 2015	2.55 - 32.10	6.54	2,122,897
Granted	2.12 - 2.22	2.13	449,537
Exercised	2.12	2.12	(8,369	)
Forfeited	2.12 - 18.99	5.52	(317,960	)
Expired	2.95 - 32.03	8.03	(200,962	)
Balance, December 31, 2016	2.12 - 15.61	5.69	2,045,143
Granted	2.35	2.34	738,893
Exercised	—	—	—
Forfeited	2.12 - 11.94	2.93	(316,289	)
Expired	4.48 - 12.55	8.45	(438,900	)
Balance, September 30, 2017	2.12 - 15.61	4.49	2,028,847

A summary of the status and activity of non-vested stock options for the nine months ended September 30, 2017 is as follows:



	Number of shares		Weighted Average Grant- Date Fair Value
Non-vested December 31, 2016	227,178		$	1.48
Granted	738,893		1.18
Vested	(486,386	)	1.30
Forfeited	(114,505	)	1.22
Non-vested September 30, 2017	365,180		$	1.20

Restricted Stock Units

The Company grants RSUs to executives and eligible employees. Awards are determined as a target percentage of base salary and generally vest over periods of 3 years. Prior to vesting, holders of restricted stock units do not have the right to vote the underlying shares. The RSUs are subject to forfeiture risk and other restrictions. Upon vesting, the employee is entitled to receive one share of the Company’s common stock for each RSU for no additional payment. During the nine months ended September 30, 2017, the Company's Board of Directors approved the issuance of 1.39 million RSUs under the Compensation Plan (September 30, 2016 - 1.21 million).

A summary of the status and activity of non-vested RSUs at September 30, 2017 is as follows:



	RSU
	Number of shares		Weighted Average Grant- Date Fair Value
Non-vested December 31, 2016	1,330,469		$	2.37
Granted	1,390,705		2.09
Vested	(752,580	)	2.35
Forfeited	(101,727	)	2.32
Non-vested September 30, 2017	1,866,868		$	2.17

The total intrinsic value and fair value of RSUs that vested and were settled for equity in the nine months ended September 30, 2017 was $1.64 million (September 30, 2016 – $0.30 million).

The share-based compensation recorded during the three and nine months ended September 30, 2017 was $0.83 million and $2.62 million, respectively (three and nine months ended September 30, 2016 - $0.58 million and $1.69 million, respectively).

At September 30, 2017, there was $0.20 million and $2.01 million of unrecognized compensation costs related to the unvested stock options and RSU awards, respectively. This cost is expected to be recognized over a period of approximately two years.