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OWNERS' EQUITY
9 Months Ended
Sep. 30, 2020
Equity [Abstract]  
OWNERS' EQUITY

10.

OWNERS’ EQUITY

Capital Stock

Effective as of the C-Corporation Conversion, the Company was authorized to issue two classes of capital stock: common stock, $0.01 par value per share (“Common Stock”) and preferred stock, $0.01 par value per share (“Preferred Stock”).

At September 30, 2020, 117,824,266 shares of Common Stock were issued and outstanding and no shares of Preferred Stock were issued or outstanding. At September 30, 2020, there were 82,175,734 shares of Common Stock available for issuance, including 2,414,655 shares available for issuance as stock-based incentive compensation under the Company’s long-term incentive plan (the “Plan”), and 10,000,000 shares of Preferred Stock available for issuance. On May 5, 2020, the Company’s Board approved the second amendment (the “Amendment”) to the Plan, which increased the number of shares of the Company’s common stock reserved for delivery under the Plan by 1,375,000 shares, and on November 5, 2020 the stockholders of the Company approved the Plan, as so amended.

Stock-based Compensation

The Plan permits the granting of awards covering a total of 9,875,000 common units of the Company. A “unit” under the Plan is defined as a common unit of the Company and such other securities as may be substituted or resubstituted for common units of the Company, including but not limited to shares of the Company’s common stock. The Plan is intended to promote the interests of the Company by providing to employees, consultants and directors of the Company incentive compensation awards to encourage superior performance and enhance the Company’s ability to attract and retain the services of individuals who are essential for its growth and profitability and to encourage them to devote their best efforts to advancing the Company’s business.

Non-qualified Stock Options

On December 18, 2019, the Compensation Committee approved the granting of options to employees of the Company, including certain members of senior management, to purchase an aggregate of 5.5 million common shares at an exercise price of $1.20 per share. The option awards vest in three equal annual installments on each December 18 (or first business day thereafter) commencing on December 18, 2020, provided that the recipient remains employed by the Company. The Company measured the option awards at their grant-date fair value utilizing the Black-Scholes model and will recognize stock compensation expense on a straight-line basis over the weighted-average service period, which is expected to be three years. The option awards expire no later than 10 years from the date of grant.

A rollforward of stock options as of September 30, 2020 is as follows:

 

 

Number of Stock Options

 

 

Weighted Average Grant Date Fair Value

 

 

Weighted Average Exercise Price

 

Total outstanding at December 31, 2019

 

 

5,500,000

 

 

$

0.34

 

 

$

1.20

 

Options granted

 

 

 

 

 

 

 

 

 

Options exercisable

 

 

 

 

 

 

 

 

 

Options exercised

 

 

 

 

 

 

 

 

 

Options forfeited

 

 

(225,000

)

 

 

0.34

 

 

 

1.20

 

Options expired

 

 

 

 

 

 

 

 

 

Total outstanding at September 30, 2020

 

 

5,275,000

 

 

$

0.34

 

 

$

1.20

 

For the three and nine months ended September 30, 2020, non-cash stock compensation expense related to stock options was $0.2 million and $0.5 million, respectively. As of September 30, 2020, total unrecognized compensation cost related to unvested stock options was $1.3 million, which the Company expects to recognize over the remaining weighted-average period of 2.2 years.

Assumptions used in calculating the fair value of the stock options granted are summarized below:

 

 

2019 Options Granted

 

Valuation assumptions:

 

 

 

 

Expected dividend yield

 

None

 

Expected volatility

 

 

23.41

%

Expected term (years)

 

 

6.0

 

Risk-free interest rate

 

 

1.78

%

Weighted average:

 

 

 

 

Exercise price per stock option

 

$

1.20

 

Market price per share

 

$

1.23

 

Weighted average fair value per stock option

 

$

0.34

 

Phantom Unit and Restricted Unit Awards

A rollforward of phantom unit and restricted unit awards as of September 30, 2020 is as follows:

 

 

Number of Phantom Unit and Restricted Unit Awards

 

 

Weighted Average Grant Date Fair Value

 

Total non-vested at December 31, 2019

 

 

559,218

 

 

$

3.67

 

Units issued

 

 

82,658

 

 

 

0.73

 

Units vested

 

 

(140,625

)

 

 

3.88

 

Units forfeited

 

 

 

 

 

 

Total non-vested at September 30, 2020

 

 

501,251

 

 

$

3.12

 

For the three months ended September 30, 2020 and 2019, the Company recognized $0.2 million and $0.2 million, respectively, of non-cash stock compensation expense related to phantom unit and restricted unit awards into earnings. For the nine months ended September 30, 2020 and 2019, the Company recognized $0.6 million and $2.8 million, respectively, of non-cash stock compensation expense related to phantom unit and restricted unit awards into earnings. As of September 30, 2020, total unamortized compensation cost related to unvested restricted stock awards was $1.3 million, which the Company expects to recognize over the remaining weighted-average period of 1.75 years.