Long-term Compensation Plans

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

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 2019, 2018 and 2017, compensation expense associated with the Company's long-term compensation plans was as follows:


	Year Ended December 31,
(dollars in millions)	2019		2018		2017
Equity classified RSUs	$	12.6	$	13.9	$	8.3
Liability classified RSUs	(1.0)		0.7		0.6
Stock options	0.2		0.8		0.7
Compensation expense from continuing operations	11.8		15.4		9.6
Compensation expense from discontinued operations	0.6		3.9		2.2
Total	$	12.4	$	19.3	$	11.8

Unrecognized compensation expense for awards expected to vest	$	8.9
Weighted average remaining vesting period (months)	25

At December 31, 2019, a total of 3,453,247 shares of common stock had been issued, and 4,833,766 RSUs and stock options were outstanding under the 2013 Plan.


	Total	RSUs			Stock Options
			Equity Classified	Liability Classified
Outstanding at December 31, 2018	3,890,643	3,034,193	319,678	536,772
Granted	3,634,086	3,404,362	—	229,724
Exercised/Issued	(1,968,471)	(1,723,373)	—	(245,098)
Cancelled	(66,117)	—	—	(66,117)
Forfeited	(656,375)	(525,522)	(24,581)	(106,272)
Outstanding at December 31, 2019	4,833,766	4,189,660	295,097	349,009

The total fair value of RSUs which vested during 2019, 2018 and 2017 was $18.5 million, $9.9 million and $1.4 million respectively, based on vesting date stock price.

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)
2019	3,404,362	$	11.14	44
2018	1,581,444	$	10.35	26
2017	1,117,719	$	16.08	31

Certain of the RSUs granted during the period contain performance 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. Certain of the RSUs contain a market vesting condition based on the performance of the Company's common stock relative to the S&P MidCap 400. The grant date fair value of these RSUs was determined using a Monte Carlo simulation. 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 Adjusted EBITDA, adjusted earnings per share, return on invested capital ("ROIC") and/or total stockholder return ('TSR") targets. In the first quarter of 2019, the Compensation Committee granted to certain key executives 2.4 million performance-based RSUs with an aggregate grant date fair value of $26.7 million which vesting is subject to the achievement by the Company of a certain performance target in any fiscal year ending on or before December 31, 2022, and continuous service. The Company is currently not recognizing compensation expense for these awards as the achievement of this performance target is not probable.

The following table provides the range of assumptions used in valuing RSUs containing market vesting conditions for the year ended December 31, 2017, as there were no RSUs containing market vesting conditions granted in 2019 and 2018:


						2017
Weighted average expected term (years) ⁽¹⁾						3.00
Expected volatility ⁽²⁾						52.1%
Risk-free rate ⁽³⁾						1.50%

⁽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, 2019, the following equity classified RSUs were outstanding:


	December 31, 2019
Vesting Conditions:	Outstanding	Weighted Average Remaining Vesting Period (months)	Potential Additional Awards
Service-based	471,319	9	—
Performance-based	3,564,350	30	684,071
Market-based	153,991	4	307,982
Total	4,189,660	27	992,053

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

Liability Classified RSUs

During 2014, the Company granted to certain employees RSUs which 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 was calculated based on a market value that is remeasured each reporting period.

Stock Options

The Company granted the following qualified and 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
2019	229,724	$	11.28	$	5.15

2017	256,202	$	13.30	$	6.05

Stock options vest ratably 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 for the years ended December 31, 2019 and 2017, as there were no stock options granted in 2018:


	Year Ended December 31,
	2019	2017
Weighted average expected term (years) ⁽¹⁾	6.0	6.0
Expected volatility ⁽²⁾	44.2%	45.0%
Risk-free rate ⁽³⁾	2.48%	2.09%
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, 2019, there were 49,130 outstanding stock options with an exercise price of $13.30, which were vested and out-of-the-money, 66,464 outstanding stock options which were vested and in-the-money, with an aggregate intrinsic value of $0.2 million, and 233,415 outstanding stock options which were unvested, with an aggregate intrinsic value of $0.1 million.