Equity

9 Months Ended

Sep. 30, 2012

Stockholders' Equity Note [Abstract]

EQUITY

EQUITY

Unaudited condensed consolidated statement of changes in owners’ equity

The following table shows the changes in our consolidated owners’ equity accounts from December 31, 2011 to September 30, 2012 (in thousands):

	Common Stock		Additional Paid-in Capital			Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total Owners’ Equity
Balance at December 31, 2011	$	418	$	1,032,365		$	—		$	(167,812	)	$	(13,875	)	$	127,569		$	978,665
Net income	—		—			—			1,006			—			7,915			8,921
Other comprehensive income, net of income taxes	—		—			—			—			14,930			—			14,930
Distributions to noncontrolling interests	—		—			—			—			—			(5,754		)	(5,754		)
Non-cash equity compensation	—		4,614			—			—			—			218			4,832
Issuance of common stock under compensation plans	1		(1		)	—			—			—			—			—
Repurchase of common stock	—		—			(242		)	—			—			—			(242		)
Other	—		—			—			38			—			(38		)	—
Balance at September 30, 2012	$	419	$	1,036,978		$	(242	)	$	(166,768	)	$	1,055		$	129,910		$	1,001,352

Accumulated other comprehensive income (loss)

The following table presents the changes in the components of accumulated other comprehensive income (loss) from December 31, 2011 to September 30, 2012 (in thousands):

	Currency Translation			Employee Benefit Plans			Interest Rate Swaps			Total
Balance, December 31, 2011	$	(10,780	)	$	(2,811	)	$	(284	)	$	(13,875	)
Currency translation adjustment	14,531			—			—			14,531
Changes related to interest rate swaps	—			—			284			284
Changes related to benefit plans, net of income tax expense of $39	—			115			—			115
Balance, September 30, 2012	$	3,751		$	(2,696	)	$	—		$	1,055

Common stock

Upon emergence from bankruptcy, we issued 40,882,496 shares of common stock. The Plan of Reorganization specified that we were to issue an additional 517,500 shares of common stock in settlement of pre-petition claims. As of September 30, 2012, we have issued 198,616 shares of this stock and will issue the remainder as the process of resolving the claims progresses. The owners’ equity balances on the condensed consolidated balance sheets include the shares that are required to be issued in settlement of pre-petition claims. The shares of common stock reflected on the condensed consolidated balance sheet at September 30, 2012 are summarized below:

Shares issued on Emergence Date	40,882,496
Shares subsequently issued in settlement of pre-petition claims	198,616
Remaining shares required to be issued in settlement of pre-petition claims	318,884
Issuance of shares under employee and director compensation programs(*)	549,732
Shares issued upon exercise of warrants	7
Total shares	41,949,735
Par value per share	$	0.01
Common stock on September 30, 2012 balance sheet	$	419,497

(*) These shares include 130,326 shares which vested during the nine months ended September 30, 2012. Of these vested shares, recipients sold back to the Company 8,994 shares to satisfy tax withholding obligations which are being recognized at cost as treasury stock on the condensed consolidated balance sheet.

In addition to the shares in the table above, there are shares of unvested restricted stock outstanding at September 30, 2012. The par value of these shares has not yet been reflected in common stock on the condensed consolidated balance sheet, as these shares have not yet vested. There are also shares of restricted stock that were returned to treasury upon forfeiture. The par value of these shares is not reflected in the condensed consolidated balance sheet, as no accounting recognition is given to forfeited shares.

The common stock includes Class A and Class B stock. Class A stock is eligible to be listed on an exchange, whereas Class B stock is not. Any share of Class B stock may be converted to Class A at the election of the holder. Both classes of stock have full voting rights. Both classes of stock have a par value of $0.01 per share. The total number of shares authorized for issuance is 90,000,000 shares of Class A stock and 10,000,000 shares of Class B stock.

Equity-based compensation

We have reserved common stock for issuance pursuant to director and employee compensation programs. At September 30, 2012, there were approximately 485,000 unvested shares that have been granted under these programs. The par value of these shares is not reflected in common stock on the condensed consolidated balance sheet, as these shares have not yet vested. Shares of restricted stock awards that were forfeited were returned to treasury. The par value of these shares is not reflected in the condensed consolidated balance sheet, as no accounting recognition is given to forfeited shares. For certain of the awards, the number of shares that will vest is contingent upon our achievement of certain specified targets. If we meet the specified maximum targets, approximately 68,000 additional shares could vest.

Warrants

Upon emergence from bankruptcy, we issued 1,634,210 warrants. The Plan of Reorganization specified that we were to issue an additional 544,737 warrants in settlement of the pre-petition claims. As of September 30, 2012, we have issued 209,056 of the warrants and will issue the remainder as the process of resolving the claims progresses. Beginning September 2011, the warrants began trading on the New York Stock Exchange under the ticker symbol, SEMGWS, and its fair value is classified as a Level 1 measurement. The warrants reflected on the condensed consolidated balance sheet at September 30, 2012 are summarized below:

Warrants issued on Emergence Date	1,634,210
Warrants subsequently issued in settlement of pre-petition claims	209,056
Remaining warrants to be issued in settlement of pre-petition claims	335,681
Warrants exercised	(7		)
Total warrants at September 30, 2012	2,178,940
Fair value per warrant at September 30, 2012	$	13.43
Warrant value included within other noncurrent liabilities on September 30, 2012 consolidated balance sheet	$	29,263,164

Each warrant entitles the holder to purchase one share of common stock for $25 at any time before the November 30, 2014 expiration date. Upon exercise, a holder may elect a cashless exercise, whereby the number of shares to be issued to the holder is reduced, in lieu of a cash payment. The closing price of our common stock was $36.85 per share on September 28, 2012. In the event of a change in control of the Company, the holders of the warrants would have the right to sell the warrants to us, and we would have the right to purchase the warrants from the holders. In either case, the price to be paid for the warrants would be calculated using a standard pricing model with inputs specified in the warrant agreement.