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Equity-based Compensation
12 Months Ended
Dec. 31, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity-based Compensation

Note 22—Equity-based Compensation

The Company administers a long-term incentive compensation plan that permits the granting of incentive awards in the form of stock options, restricted stock, restricted stock units, performance units, stock appreciation rights, or other stock-based awards. The terms of all awards issued under these plans are determined by the Compensation Committee of the Board of Directors

The Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”), permits the Company to grant to employees and directors various forms of incentive compensation. The principal purposes of this plan are to focus directors, officers and other employees and consultants on business performance that creates shareholder value, to encourage innovative approaches to the business of the Company, and to encourage ownership of the Company’s stock. The Plan authorizes 7,500,000 common share equivalents available for grant, where grants of full value awards (e.g., shares of restricted stock, restricted stock units and performance stock units) count as one share equivalent. The number of remaining share equivalents available for future issuance under the Plan was 7,224,256 at December 31, 2018.

 

On July 21, 2015, the Company granted 258,375 restricted stock units to select executives. These grants contained performance conditions which, for accounting purposes, were deemed improbable of being achieved during the fourth quarter of 2016. On November 30, 2016, these grants were cancelled and replaced with 395,250 restricted stock units with a market condition. Also granted at the time of the modification were 277,500 restricted stock units to new grantees. The grantees did not have rights as stockholders, including the right to dividends, until the restricted stock units are vested. These units expired in the fourth quarter of 2018 as the market condition was not achieved.

 

On April 2, 2018, the Company granted 270,105 shares of stock-based awards in the form of restricted stock units pursuant to and subject to the provisions of the Plan.  While the grant specifies a stated target number of units, the determination of the actual settlement in shares will be based in part on the achievement of certain financial performance measures of the Company over the three years ending December 31, 2020. For half of the units granted, these performance conditions will determine the actual units vested on March 31, 2021 and can be in the range of zero to two times the units granted.  The remaining half of the restricted stock units vest equally on March 31 of each of the next three years.  These grants include rights as a shareholder in the form of dividend equivalents. Dividend equivalents for time vested restricted stock units will be paid on each dividend payment date for the Company; dividend equivalents for the performance vesting restricted stock will be accrued and paid on the vested number of shares once the performance is achieved and the shares are issued.  On October 1, 2018, the Company granted an additional 6,346 shares of stock-based awards in the form of restricted stock units pursuant to and subject to the provisions of the Plan with the same terms as the awards granted on April 2, 2018.  

The fair value of these restricted stock units was estimated based upon the fair value of the underlying shares on the date of the grant.

 

The Company recorded $3.7 million equity-based compensation expense for the outstanding restricted stock units for 2018, compared to $1.7 million and $117 thousand for 2017 and 2016, respectively.  The remaining expense related to unvested restricted stock units is $5.3 million as of December 31, 2018 and will be recognized over the next 27 months.  

There were 275,744 outstanding non-vested restricted stock units with a weighted average grant date fair value of $26.49 as of December 31, 2018.  The following table summarizes the activity related to restricted stock unit awards for the years ended December 31, 2018, 2017 and 2016:

 

 

 

For the Year Ended December 31, 2018

 

 

 

2018

 

 

2017

 

 

2016

 

 

 

Number of Shares

 

 

Fair Value per Unit at Award Date

 

 

Number of Shares

 

 

Fair Value per Unit at Award Date

 

 

Number of Shares

 

 

Fair Value per Unit at Award Date

 

Non-vested at beginning of period

 

 

672,750

 

 

$

5.14

 

 

 

672,750

 

 

$

5.14

 

 

 

258,375

 

 

$

13.43

 

Units deemed improbable to vest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(258,375

)

 

 

13.43

 

Expired during the period

 

 

(672,750

)

 

 

5.14

 

 

 

 

 

 

 

 

 

 

 

 

 

Amended grants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

395,250

 

 

 

5.14

 

Forfeited during the period

 

 

(707

)

 

 

26.50

 

 

 

 

 

 

 

 

 

 

 

 

 

Granted during the period

 

 

276,451

 

 

 

26.49

 

 

 

 

 

 

 

 

 

277,500

 

 

 

5.14

 

Non-vested at end of period

 

 

275,744

 

 

$

26.49

 

 

 

672,750

 

 

$

5.14

 

 

 

672,750

 

 

$

5.14