In May 2015, the Company adopted the MEIP, which authorized an unspecified number of equity awards for the Company’s ordinary shares to be granted to certain senior executives and management. The Company also issues individual grants of share-based compensation awards, subject to board approval, for purposes of recruiting and as part of its overall compensation strategy. The Company has granted both stock options and Restricted Stock Units (“RSUs”).

On August 6, 2018, the Company adopted the 2018 Omnibus Management Share and Cash Incentive Plan (the “Management Plan”) and the 2018 Omnibus Non-Employee Director Share and Cash Incentive Plan (the “Director Plan,” and together with the Management Plan, the “2018 Omnibus Plans”).

Time-based options vest over the requisite service period, which is generally between two years to five years. The compensation cost related to time-based options is recognized over the requisite service period using the straight-line vesting method. In accordance with ASU 2016-09, the Company will no longer estimate forfeitures, but instead record actual forfeiture activity as it occurs.

There were no time-based options granted during 2019. The fair value of time-based options granted during 2018 and 2017 was $6.13 and $5.02 per option, respectively. As there were multiple option grants during 2018 and 2017, assumptions below are calculated using a weighted average based on total shares issued. Fair value of time-based options was determined using the Black-Scholes model using the following assumptions:



	2019 (none granted)			2018			2017
Exercise price	$	—		$	17.00		$	17.00
Expected option life	—			6.4 years			5.5 years
Risk-free interest rate	—		%	2.8		%	2.3		%
Historical volatility rate	—		%	29.0		%	26.9		%
Dividend yield	—		%	—		%	—		%

The weighted average exercise price of the time-based options granted during both 2018 and 2017 was $17.00, which approximates the fair value of an ordinary share on the grant date. Because the Company has limited historic exercise behavior, the simplified method was used to determine the expected option life, which is calculated by averaging the contractual term and the vesting period. The risk-free interest rate is based on zero-coupon risk-free rates with a term equal to the expected option life. The historical volatility rate is based on the average historical volatility of a peer group over a period equal to the expected option life. The dividend yield is 0% as the Company has not paid any dividends nor does it plan to pay dividends in the near future.

In December 2017, the Company provided the ability for certain individuals to convert a specified number of performance-based options to time-based options which fully vested in 2019. In total, 1.3 million options were modified as part of this arrangement. Per ASC 718, the Company recorded incremental expense of $3.7 million during the year ended December 31, 2017 for the modified shares. As the performance condition of the modified options was not considered probable, no expense had been recorded to date prior to the modification.



	Time-Based Options
	Number of Options		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Outstanding as of December 31, 2016	2.2		$	10.65	8.6	$	14.2
Granted	0.1		17.00
Granted through modification	1.3		11.06
Exercised	0.0		12.00
Forfeited	(0.1	)	11.79
Outstanding as of December 31, 2017	3.5		$	10.88	8.5	$	13.8
Granted	0.2		17.00
Exercised	(0.3	)	10.19
Forfeited	(0.1	)	12.58
Outstanding as of December 31, 2018	3.3		$	11.23	6.8	$	11.8
Granted	—		—
Exercised	(0.6	)	10.05
Forfeited	(0.1	)	11.19
Outstanding as of December 31, 2019	2.6		$	11.51	5.9	$	24.3
Exercisable as of December 31, 2019	1.9		$	10.67	5.7	$	19.0

Total recognized compensation cost related to these stock option awards was $4.6 million, $6.0 million and $5.7 million for the years ended December 31, 2019, 2018 and 2017, respectively. At December 31, 2019, the total unrecognized compensation cost related to non-vested time-based option awards was $1.0 million, which is expected to be recognized over a weighted-average period of approximately 0.3 years.

Vesting of the performance-based options is triggered by both a performance condition (a change in control or a liquidity event as defined in the award agreement) and a market condition (attainment of specified returns on capital invested by the majority stockholder). Vesting may be accelerated if certain return levels are achieved within defined time frames. In November 2018, all outstanding options were modified to include an additional

There were no performance-based options granted during 2019. The fair value of performance-based options granted during 2018 and 2017 was $1.25 and $2.23, respectively. As the performance-based options contain a market condition, the Company determined the fair value of these options using a Monte Carlo simulation model, which used the following assumptions:



	2019 (none granted)			2018			2017
Exercise price	$	—		$	17.00		$	17.00
Expected term ⁽¹⁾	—			1.1 years			1.2 years
Risk-free interest rate⁽²⁾	—		%	1.9% to 2.0%			0.4% to 1.5%
Historical volatility rate	—		%	22.3% to 27.1%			25.4% to 29.0%
Dividend yield	—		%	—		%	—		%

At the modification date in November 2018, the Company considered achievement of the added share-price based market condition to be probable. The weighted average fair value of the awards as a result of the modification was $9.13. As such the Company began recognizing expense for all such options as of the modification date. The expense for the modified awards was recognized over the period in which the Company expected the new market condition to be obtained, which the Company determined to be one year.



	Performance-Based Options
	Number of Options		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Outstanding as of December 31, 2016	3.6		$	10.90	8.6	$	22.2
Granted	0.1		17.00
Modified ⁽¹⁾	(1.3	)	11.06
Forfeited	(0.8	)	10.50
Outstanding as of December 31, 2017	1.6		$	11.23	7.8	$	9.5
Granted	0.1		17.00
Forfeited	(0.2	)	11.98
Outstanding as of December 31, 2018 ⁽²⁾	1.5		$	11.48	6.9	$	4.5
Granted	—		—
Exercised	—		—
Forfeited	(0.1	)	10.87
Outstanding as of December 31, 2019	1.4		$	11.64	5.9	$	12.0
Exercisable as of December 31, 2019	—		—		—	—

Total recognized compensation cost related to these stock option awards was $11.0 million and $1.4 million for the years ended December 31, 2019 and 2018, respectively. At December 31, 2019, the compensation cost for performance-based options was fully recognized.

In 2018 and 2017, the Company offered certain management employees two options to purchase or otherwise acquire shares. Management may purchase shares with cash, or they may elect to receive RSUs in lieu of all or a portion of their targeted cash bonus under the target Annual Incentive Plan (“AIP”). Participants choosing to receive RSUs under the AIP were granted a fixed number of RSUs based upon the fair value of an equity share at the grant date. 50% of the RSUs will vest on the annual AIP payment date in March of the following year, and the remaining 50% will vest one year later. If an individual’s actual bonus does not meet the total level of RSUs elected, any shortfall of shares will be forfeited. The Company recognizes compensation cost over the requisite service period using the straight-line vesting method. Since the co-investment RSUs are classified as equity awards, the fair value of the RSUs is the fair value of a limited liability share at the grant date. There are no vesting terms for shares purchased with cash, and as such, these awards are not considered compensation and are accounted for as an equity issuance.

The Company may award certain individuals with RSUs. Time-based RSUs ("TBRSUs") contain only a service condition, and the related compensation cost is recognized over the requisite service period of between two and five years using the straight-line vesting method. The Company has determined the fair value of TBRSUs as the fair value of an ordinary share on the grant date. For any shares granted to non-employees, the expense is adjusted for any changes in fair value at the end of each reporting period under the guidance in ASC 505-50.

In March 2019, the Company granted 1.8 million TBRSUs to a select group of management and employees. An additional 0.1 million TBRSUs were granted throughout the remainder of the year. The compensation cost for these grants will be recognized over the requisite service period of four years.

As of December 31, 2019, the Company does not have any outstanding share awards that are liability classified as all shares granted have been determined to be equity instruments and are recorded into equity based on the straight-line vesting method noted above.

Performance-based RSUs ("PBRSUs") vest upon the achievement of a performance condition (change of control or liquidity event as defined in the award agreements) and a market condition (specified return upon the completion of a change of control or liquidity event). In November 2018, the majority of outstanding PBRSUs were modified to include an additional market condition connected to the Company's share price. The Company considered achievement of the newly added share-price based market condition to be probable. Based on this fact pattern, the Company began recognizing expense for all such awards as of the modification date. The expense for the modified awards was fully recognized as of the modification date and the modification also removed any future service condition from the awards. As the PBRSUs granted during 2018 contain a market condition, their fair value at grant date was determined using a Monte Carlo simulation using the assumptions described within the performance-based option section above. The weighted average fair value of PBRSUs granted during the year ended December 31, 2018 ranged from $2.00 per award to $3.68 per award.

In March 2019, the Company granted 0.4 million PBRSUs to a select group of management and employees. Of the new grants, 50% were margin accretion-based and 50% were total shareholder return ("TSR") based. As the margin accretion-based PBRSUs contain a performance condition, their fair value was equal to the fair value of an ordinary share on the grant date. The Company considered the achievement of the margin accretion-based awards' performance condition to be probable and therefore began recognizing expense for all such awards as of the grant date. As the TSR-based PBRSUs contain a market condition, their fair value at grant date was determined using a Monte Carlo simulation model, which used the following assumptions:



	2019			2018 (none granted)			2017 (none granted)
Stock price	$	17.85		$	—		$	—
Time to maturity	3.0 years			—			—
Risk-free interest rate	2.4		%	—		%	—		%
Historical volatility rate	27.4		%	—		%	—		%
Correlation coefficients	24.0		%	—		%	—		%
TSR starting factor	1.0			—			—
Dividend yield	—		%	—			—

The stock price is equal to the fair value of an ordinary share on the grant date. Time to maturity is based on the term between the valuation date and maturity date. The rate used for the TSR-based awards is based on zero-coupon risk-free rates with a term equal to the expected time to maturity of the award. As the Company has limited publicly traded stock quotes, the average daily historical stock price volatility of a peer group for a period immediately preceding the date to the remaining time of maturity is used to determine the volatility for the PBRSUs. Similarly, the average daily correlation of peers was used to estimate the correlation of the Company in regards to our peer group (Russell 3000). The dividend yield is 0% as the Company has not paid any dividends nor does it plan to pay dividends in the near future.

The Company considered achievement of TSR-based awards' market condition to be probable and therefore began recognizing expense for all such awards as of the grant date. The fair value of the PBRSUs granted during the year ended December 31, 2019 ranged from $17.85 per margin-accretion based award to $21.43 per TSR-based award.



	Co-Investment RSUs				Time-Based RSUs				Performance-Based RSUs
	Number of RSUs		Weighted Average Fair Value per Share		Number of RSUs		Weighted Average Fair Value per Share		Number of RSUs		Weighted Average Fair Value per Share
Unvested as of December 31, 2016	0.8		$	10.90	7.6		$	13.36	2.5		$	1.50
Granted	0.1		17.00		0.5		17.00		—		—
Vested	(0.1	)	12.00		(0.9	)	11.81		—		—
Forfeited	(0.1	)	12.00		(0.2	)	12.16		—		—
Unvested as of December 31, 2017	0.7		$	11.28	7.0		$	13.48	2.5		$	1.50
Granted	0.1		17.00		0.7		17.09		0.2		3.18
Granted through modification	—		—		1.8		18.08		0.9		17.29
Vested	(0.1	)	10.32		(1.6	)	14.63		(0.2	)	17.29
Modified	—		—		—		—		(2.7	)	1.56
Forfeited	(0.1	)	11.77		(0.1	)	13.44		—		—
Unvested as of December 31, 2018	0.6		$	11.50	7.8		$	14.63	0.7		$	15.94
Granted	—		—		1.9		17.78		0.4		19.64
Vested	(0.6	)	11.38		(3.9	)	17.41		—		—
Forfeited	(0.0	)	17.00		(0.1	)	16.55		—		—
Unvested as of December 31, 2019	0.0		$	17.00	5.7		$	15.63	1.1		$	17.08



	Year Ended December 31,						Unrecognized at December 31, 2019
	2019		2018		2017		Unrecognized at December 31, 2019
Time-Based RSUs	$	43.4	$	43.8	$	20.0	$	53.0
Co-Investment RSUs	0.4		0.6		1.5		0.1
Performance-Based RSUs	1.9		15.4		—		4.9
Equity classified compensation cost	$	45.7	$	59.8	$	21.5	$	58.0
Liability classified compensation cost ⁽¹⁾	—		4.9		8.1		—
Total RSU stock-based compensation cost	$	45.7	$	64.7	$	29.6	$	58.0