Share-Based Compensation

9 Months Ended

Jun. 28, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation

SHARE-BASED COMPENSATION:

The Parent Company adopted the Fourth Amended and Restated ARAMARK Holdings Corporation 2007 Management Stock Incentive Plan (the "Amended Stock Incentive Plan") on June 20, 2013. The Amended Stock Incentive Plan now provides for the grant of restricted stock units and restricted stock in addition to stock options. The Parent Company also approved a new form of non-qualified stock option award agreement which provides for 100% time-based vesting. Options granted under earlier forms of non-qualified discretionary stock option agreements provided for 50% time-based vesting and 50% performance-based vesting. Finally, the Parent Company offered to holders of outstanding installment stock purchase opportunities ("ISPOs") the ability to exchange such awards for restricted stock and non-qualified stock options, which were granted pursuant to a restricted stock award agreement and a replacement stock option award agreement, respectively, with the Parent Company. On June 20, 2013, the Compensation and Human Resources Committee of the Parent Company approved a new restricted stock award agreement and non-qualified replacement stock option award agreement to be used in connection with the exchange. Subsequent to June 28, 2013, as a result of the exchange, outstanding ISPOs were converted into approximately 0.2 million of restricted stock awards and approximately 1.1 million of non-qualified replacement stock option awards. The accounting for this modification will be reflected beginning in the fourth quarter of fiscal 2013.

During the three and nine months ended June 28, 2013, share-based compensation expense was approximately $3.5 million, before taxes of $1.4 million, and approximately $12.3 million, before taxes of $4.9 million, respectively. During the three and nine months ended June 29, 2012, share-based compensation expense was approximately $0.9 million, before taxes of $0.4 million, and approximately $12.5 million, before taxes of $4.9 million, respectively.

Stock Options

Time-Based Options

The compensation cost charged to expense during the three and nine months ended June 28, 2013 for Time-Based Options was approximately $1.8 million and $5.8 million, respectively. The compensation cost charged to expense during the three and nine months ended June 29, 2012 for Time-Based Options was approximately $2.1 million and $6.2 million, respectively.

Performance-Based Options

During the three and nine months ended June 28, 2013, the Company recognized a charge to expense of approximately $1.5 million and $4.9 million for Performance-Based Options, respectively. During the three and nine months ended June 29, 2012, the Company recognized a reduction to expense of approximately ($2.1) million and a charge to expense of approximately $3.5 million for Performance-Based Options, respectively. During the third quarter of fiscal 2012, the Company reversed approximately $2.4 million of compensation expense related to expense previously recognized for the Performance-Based Options as meeting the 2012 EBIT performance target was not probable.

Installment Stock Purchase Opportunities

The Company recorded approximately $0.2 million and $0.8 million of compensation expense related to ISPOs during the three and nine months ended June 28, 2013, respectively. The Company recorded approximately $0.5 million and $0.8 million of compensation expense related to ISPOs during the three and nine months ended June 29, 2012, respectively.

Seamless Unit Options

The Company recognized compensation expense of approximately $0.2 million for Seamless unit options during the nine months ended June 28, 2013. During the three and nine months ended June 29, 2012, the Company recognized compensation expense of approximately $0.4 million and $1.5 million for Seamless unit options, respectively.

Deferred Stock Units

The Parent Company granted 42,462 deferred stock units during the nine months ended June 28, 2013. The compensation cost charged to expense during the nine months ended June 28, 2013 for deferred stock units was approximately $0.6 million. The Parent Company granted 34,480 deferred stock units during the nine months ended June 29, 2012. The compensation cost charged to expense during the nine months ended June 29, 2012 for deferred stock units was approximately $0.5 million.