STOCKHOLDERS' EQUITY

Common Stock

In March 2011, the Company completed a public offering in which 7,475,000 shares of common stock were sold by certain selling stockholders at an offering price of $23.50 per share. The Company did not sell any securities nor did it receive any of the proceeds from the sale of the shares. The offering generated gross proceeds to the selling stockholders of $175.7 million, or $167.8 million net of underwriting discounts. The Company incurred approximately $1.0 million of expenses relating to this offering, which is included in selling, general and administrative expenses in the condensed consolidated statements of income.

Share-Based Compensation

The Company maintains a 2006 Amended and Restated Stock Option Plan, as amended (the “2006 Plan”). In April 2010, the Company adopted a new 2010 Stock Incentive Plan (the “2010 Plan”), which became effective immediately prior to the closing of the initial public offering. The Company will not make any further grants under the 2006 Plan, and the 2010 Plan provides for the grant of incentive stock options, non-statutory stock options, restricted stock awards and other stock-based awards. As of September 30, 2011, the Company had 5,200,158 shares were available for grant. However, to the extent that previously granted awards under the 2006 Plan or 2010 Plan expire, terminate or are otherwise surrendered, cancelled, forfeited or repurchased by the Company, the number of shares available for future awards will increase, up to a maximum of 24,374,756 shares.

The share-based compensation costs relating to the Company’s stock options and restricted stock awards ("RSA") for the three months ended September 30, 2011 and 2010 were $7.3 million and $5.3 million, with related tax benefits of approximately $2.9 million and $2.1 million, respectively. The share-based compensation costs relating to the Company’s stock options for the nine months ended September 30, 2011 and 2010 were $18.7 million and $10.8 million, with related tax benefits of approximately $7.5 million and $4.3 million, respectively.

Stock Options

A summary of the options activity during the nine months ended September 30, 2011 is shown below:



			Weighted-Average
	Shares		Exercise Price
Outstanding at January 1, 2011	15,749,404		$	9.45
Granted	3,644,871		27.05
Exercised	(3,213,687	)	4.68
Cancelled	(24,280	)	7.66
Forfeited	(922,382	)	14.93
Outstanding at September 30, 2011	15,233,926		$	14.34
Outstanding and vested at September 30, 2011	5,880,205		$	7.64
Outstanding and vested at December 31, 2010	6,440,139		$	4.08

Restricted Stock Awards

A summary of the restricted stock activity during the nine months ended September 30, 2011 is shown below:



			Weighted-Average
	Shares		Grant Date Fair Value
Outstanding at January 1, 2011	—		$	—
Granted	189,254		27.20
Vested	(47,315	)	27.20
Forfeited	(32,859	)	27.20
Outstanding at September 30, 2011	109,080		$	27.20

RSA vesting is based on the passage of time. The amount of compensation expense is based on the fair value of the Company's stock on the respective grant dates and is recognized ratably over the vesting period.

The Company's restricted stock award agreements allow employees to surrender to the Company shares of stock upon vesting of their RSAs in lieu of their payment of the required personal employment-related taxes. During the nine months ended September 30, 2011 employees surrendered to the Company 14,804 shares of stock which the Company recorded at a cost of approximately $0.4 million. As of September 30, 2011 the Company holds 14,804 shares of its common stock in treasury.