Share-based Compensation

On the Effective Date, pursuant to the operation of the Plan, the Company's MIP became effective.

The Board or a committee thereof (either, in such capacity, the “Administrator”) will administer the MIP. The Administrator has broad authority under the MIP, among other things, to: (i) select participants; (ii) determine the terms and conditions, not inconsistent with the MIP, of any award granted under the MIP; (iii) determine the number of shares of the Company’s New Common Stock to be covered by each award granted under the MIP; and (iv) determine the fair market value of awards granted under the MIP.

Persons eligible to receive awards under the MIP include officers, directors and employees of the Company and its subsidiaries. The types of awards that may be granted under the MIP include stock options, stock appreciation rights, restricted stock, restricted stock units, performance units, performance shares and other forms of cash or share-based awards.

The maximum number of shares of the Company’s New Common Stock that may be issued or transferred pursuant to awards under the MIP (including shares initially convertible as a result of conversion of Second Lien Notes issued pursuant to the MIP) is 3,952, which number may be increased with the approval of the Company’s shareholders. If any outstanding award granted under the MIP expires or is terminated or canceled without having been exercised or settled in full, or if shares of the Company’s New Common Stock acquired pursuant to an award subject to forfeiture are forfeited, the shares of the Company’s New Common Stock allocable to the terminated portion of such award or such forfeited shares will revert to the MIP and will be available for grant under the MIP as determined by the Administrator, subject to certain restrictions.

As is customary in management incentive plans of this nature, in the event of any change in the outstanding shares of the Company’s New Common Stock by reason of a stock split, stock dividend or other non-recurring dividends or distributions, recapitalization, merger, consolidation, spin-off, combination, repurchase or exchange of stock, reorganization, liquidation, dissolution or other similar corporate transaction, an equitable adjustment will be made in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the MIP. Such adjustment may include an adjustment to the maximum number and kind of shares of stock or other securities or other equity interests as to which awards may be granted under the MIP, the number and kind of shares of stock or other securities or other equity interests subject to outstanding awards and the exercise price thereof, if applicable.

On the Effective Date, pursuant to the operation of the Plan, all unvested and/or unexercised equity awards under any existing pre-Effective Date management incentive compensation plans were extinguished without recovery.

2017 Management Incentive Plan Award

Pursuant to the Plan, on September 1, 2017, 1,734 shares, together with an aggregate original principal amount of $2,400 of Second Lien Notes (the "Restricted Notes") convertible into an additional 638 shares of New Common Stock as of the Effective Date, were issued as awards of restricted shares of the Company's New Common Stock (the "Restricted Shares") under the MIP to certain officers of the Company.

The Restricted Shares and Restricted Notes cliff vest on August 31, 2020, subject to the conditions set forth in the MIP. The Restricted Shares grant date fair value of $3.14 per share was based on the value of the New Common Stock of the Successor Company as calculated on the Effective date.

The following table summarizes the activity relating to the Company's Restricted Shares for the period September 1, 2017 through December 31, 2017 (Successor):



	Number of Shares	Weighted-Average Grant Date Fair Value
Unvested at September 1, 2017 (Successor)	—	$	—
Granted	1,734	3.14
Forfeited	—	—
Vested	—	—
Unvested at December 31, 2017 (Successor)	1,734	3.14
Expected to vest after December 31, 2017 (Successor)	1,734	3.14

As of December 31, 2017, the unrecognized share-based compensation expense related to unvested Restricted Shares was $4,843 and the remaining unrecognized compensation cost is expected to be recognized over a weighted-average period of approximately 2.7 years. As discussed in Note 1 - Basis of Presentation and Significant Accounting Policies, the Successor has elected to account for forfeitures as they occur.

As of December 31, 2017, the unrecognized compensation expense related to the aggregate original principal amount of $2,400 of Second Lien Notes issued to certain officers of the Company was $2,044 and is expected to be recognized over a weighted-average period of approximately 2.7 years. The Company will recognize this expense on a straight-line basis over the three-year vesting period using the fair value at the issue date, $2,300.

Total share-based compensation expense was $605 for the period September 1, 2017 through December 31, 2017 (Successor), $630 for the period January 1, 2017 through August 31, 2017 (Predecessor) and $1,154 for the year ended December 31, 2016 (Predecessor).