LONG-TERM COMPENSATION PLANS

In June 2014, the Company's stockholders adopted the 2013 Plan, which is administered by the compensation committee of the Board, except as otherwise expressly provided in the 2013 Plan. The Board approved a maximum of 15,500,000 shares of common stock, which were reserved and made available for issuance under the 2013 Plan.

For 2017, 2016 and 2015, compensation expense associated with the Company's long-term compensation plans was as follows:



	Year Ended December 31,
($ amounts in millions)	2017		2016			2015
Equity classified RSUs	$	10.4	$	6.5		$	0.8
Liability classified share-based payments	0.6		0.4			(0.1		)
Stock options	0.8		0.5			—
Long-term cash bonus plans	—		(0.1		)	0.1
Total	$	11.8	$	7.3		$	0.8

Unrecognized compensation expense for awards expected to vest	$	22.2
Weighted average remaining vesting period (months)	19.1

At December 31, 2017, a total of 496,203 shares of common stock had been issued, and 3,500,726 RSUs and stock options were outstanding under the 2013 Plan.



	Total		RSUs				Stock Options ⁽¹⁾
	Total		Equity Classified		Liability Classified		Stock Options ⁽¹⁾
Outstanding at December 31, 2016	3,003,003		2,117,493		320,312		565,198
Granted	1,373,921		1,117,719		—		256,202
Exercised/Issued	(122,769	)	(107,450	)	—		(15,319	)
Forfeited	(578,429	)	(503,911	)	(634	)	(73,884	)
Outstanding at December 31, 2017	3,675,726		2,623,851		319,678		732,197

⁽¹⁾Includes 175,000 stock options not issued under the 2013 Plan.

The total fair value of RSUs which vested during 2017 was $1.4 million based on market prices on the vesting dates.

Equity Classified RSUs

The Company granted the following equity classified RSUs under the 2013 Plan:



Year of Issuance:	RSUs	Weighted average grant date fair value		Weighted average vesting period (months)
2017	1,117,719	$	16.08	31.2
2016	1,754,868	10.85		33.8
2015	453,260	24.55		54.6

Certain of the RSUs granted during the period contain performance or market vesting conditions in addition to a service vesting condition. RSUs granted with service or performance vesting conditions were valued at the grant date stock price. The grant date fair value of RSUs containing a market vesting condition were estimated using a Monte Carlo simulation of the performance of the Company's common stock relative to the S&P MidCap 400. Certain of the RSUs with performance or market vesting conditions also contain provisions for additional share awards in the event certain performance or market conditions are met at the end of certain applicable measurement periods. These conditions are generally based on return on invested capital ("ROIC") or total stockholder return ('TSR") targets.

The following table provides the range of assumptions used in valuing RSUs containing market vesting conditions:



	Year Ended December 31,
	2017	2016
Weighted average expected term (years) ⁽¹⁾	3.00	3.00
Expected volatility ⁽²⁾	52.1%	53.0%
Risk-free rate ⁽³⁾	1.50%	1.05%


⁽¹⁾	Weighted average expected term is calculated based on the award vesting period.


⁽²⁾	Expected volatility is calculated based on a blend of the implied and historical equity volatility of an index of comparable companies over a period equal to the expected term.


⁽³⁾	Risk-free rate of return is based on an interpolation of U.S. Treasury rates to reflect an expected term of three years at the date of grant.

At December 31, 2017, the following equity classified RSUs were outstanding:



	December 31, 2017
Vesting Conditions:	Outstanding	Weighted average remaining vesting period (months)	Potential additional awards
Service-based	931,906	16.9	—
Performance-based	947,013	17.7	617,020
Market-based	744,932	21.0	1,443,238
Total	2,623,851	18.4	2,060,258

In addition, the Board has approved 83,333 RSUs under the 2013 Plan which vesting is conditioned upon the achievement of certain 2018 Adjusted EBITDA performance targets, with a maximum payoff of 100%. This performance target will be established as a part of the 2018 planning process. As a result, these RSUs are and will be excluded from the above grant activity until the performance target is set.

For all equity classified RSUs, shares are issued immediately upon satisfaction of vesting conditions.

Liability Classified Share-Based Payments

During 2014, the Company granted to certain employees RSUs that vest on December 31, 2020. These RSUs are subject to an Adjusted EBITDA performance condition and share price market condition. Additionally, the number of shares of common stock to be issued was limited to a maximum cash value, requiring these awards to be classified as liabilities. Compensation expense (income) was calculated based on a market value that is remeasured each reporting period.

Stock Options

The Company granted the following non-qualified stock options under the 2013 Plan:



Year of Issuance:	Stock Options	Weighted average strike price per share		Weighted average grant date fair value per share
2017	256,202	$	13.30	$	6.05
2016	390,198	8.05		4.35

Stock options are subject to graded-vesting over a three-year period and have contractual lives of ten years from the grant date. The fair value of the grants is calculated using the Black-Scholes option pricing model at the grant date.

The following table provides the range of assumptions used in valuing stock options:



	Year Ended December 31,
	2017	2016
Weighted average expected term (years) ⁽¹⁾	6.0	6.0
Expected volatility ⁽²⁾	45.0%	53.0%
Risk-free rate ⁽³⁾	2.09%	1.52% to 1.56%
Expected dividend rate	—%	—%


⁽¹⁾	Weighted average expected term is calculated based on the simplified method for plain vanilla options.


⁽²⁾	Expected volatility is calculated based on a blend of the implied and historical equity volatility of an index of comparable companies over a period equal to the expected term.


⁽³⁾	Risk-free rate of return is based on an interpolation of U.S. Treasury rates to reflect an expected term of six years at the date of grant.

At December 31, 2017, there were 175,000 outstanding stock options with a weighted average exercise price of $11.50, which were considered exercisable and out-of-the-money, 110,662 outstanding stock options which were vested and in-the-money, with an aggregate intrinsic value of $0.2 million, and 446,535 outstanding stock options which were unvested, with an aggregate intrinsic value of $0.4 million.

Long-Term Cash Bonus Plan (LTCB)

During 2015, the Company established the LTCB under the 2013 Plan. At December 31, 2017, the plan provided participants the potential right to receive bonuses totaling $6.5 million. Benefits under the plan vest over periods ranging from 36 to 62.5 months and include Adjusted EBITDA performance targets, which were subject to appropriate and equitable adjustments by the Board's compensation committee in order to reflect any subsequent acquisition, divestiture or other corporate reorganizations, as necessary. In 2016, the Company assessed that the performance conditions associated with the LTCB were not probable of being met during the specified measurement period. As a result, the Company ceased accruing compensation expense associated with these awards and reversed the previously recorded compensation expense. At December 31, 2017, the Company maintains that the performance conditions associated with the LTCB are not probable of being met and therefore has not accrued any related expense during the year.