XML 43 R22.htm IDEA: XBRL DOCUMENT v3.19.1
Share Capital
12 Months Ended
Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Share Capital
13. Share Capital
As of December 31, 2018, we changed the presentation of our Consolidated Statements of Shareholders’ Deficit to combine the amounts in common shares and charges in excess of capital to present a combined “Common stock and other paid-in capital” as SEC Regulation S-X allows for this presentation. As such, we reclassified the prior year balances as of December 31, 2017 and 2016 to conform with the current period presentation.
Authorized Share Capital
The authorized share capital of the Company is as follows:
Series 4 Convertible Preference Shares
See Note 14 of the Notes to the Consolidated Financial Statements included herein for additional information.
Class A Shares
An unlimited number of subordinate voting shares, carrying one vote each, with a par value of $0, entitled to dividends equal to or greater than Class B shares, convertible at the option of the holder into one Class B share for each Class A share after the occurrence of certain events related to an offer to purchase all Class B shares. There is an unlimited number of Class A shares authorized, 57,517,568 and 56,371,376 Class A shares are issued and outstanding as of December 31, 2018, and 2017, respectively.
Class B Shares
An unlimited number, carrying 20 votes each, with a par value of $0, convertible at any time at the option of the holder into one Class A share for each Class B share. There is an unlimited number of Class B shares authorized, 3,755 Class B shares are issued and outstanding as of December 31, 2018, and 2017, respectively.
Employee Stock Incentive Plan
As of December 31, 2018, a total of 15,650,000 shares have been authorized under our employee stock incentive plan.
The following table summarizes information about financial performance based and time based restricted stock and restricted stock unit awards:
 
Performance Based Awards
 
Time Based Awards
  
Shares
 
Weighted Average Grant Date Fair
Value
 
Shares
 
Weighted Average
Grant Date
Fair Value
Balance at December 31, 2017

 
$

 
785,085

 
$
11.94

Granted
503,321

 
9.17

 
156,440

 
7.38

Vested
(4,444
)
 
10.30

 
(239,085
)
 
14.99

Forfeited
(45,965
)
 
9.29

 
(75,500
)
 
9.75

Balance at December 31, 2018
452,912

 
$
9.15

 
626,940

 
$
9.83


Time-based awards granted in the twelve months ended December 31, 2017 had a weighted average grant date fair value of $8.98. No performance based awards were granted in 2017. Performance based and time based awards granted in the twelve months ended December 31, 2016 had a weighted average grant date fair value of $14.00 and $12.53, respectively. The vesting of the performance based awards is contingent upon the Company meeting a cumulative three year earnings target and continued employment through the vesting date. Once the Company defines the earnings target, the grant date is established and the Company will record the compensation expense over the vesting period. The term of the time based awards is generally three years with vesting up to generally three years. The vesting period of the time-based awards is generally commensurate with the requisite service period.
The total fair value of restricted stock and restricted stock unit awards, which vested during the years ended December 31, 2018, 2017 and 2016 was $3,583, $7,316 and $6,272, respectively. At December 31, 2018, the weighted average remaining contractual life for time based and performance based awards was 1.98 and less than a year, respectively.
At December 31, 2018, the unrecognized compensation expense for performance based awards was $260 to be recognized over a weighted average period of less than a year. At December 31, 2018, the unrecognized compensation expense for time based awards was $2,325 to be recognized over a weighted average period of 1.98 years.
The following table summarizes information about share option awards:
 
Share Option Awards
  
Shares
 
Weighted Average
Grant Date Fair Value
 
Weighted Average Exercise Price
Balance at December 31, 2017

 
$

 
$

Granted
111,866

 
2.23

 
4.85

Vested

 

 

Forfeited

 

 

Exercised

 

 

Balance at December 31, 2018
111,866

 
$
2.23

 
$
4.85


We use the Black-Scholes option-pricing model to estimate the fair value of options granted. The grant date fair value of the options granted in 2018 was determined to be $2.23. The assumptions for the model were as follows: expected life of 4.9 years, risk free interest rate of 2.9%, expected volatility of 52.9% and dividend yield of 0%. Options granted in 2018 vest in three years. The vesting period of these awards is generally commensurate with the requisite service period. At December 31, 2018, the weighted average remaining contractual life for these awards was 3 years.    
No options were exercised during 2018. The intrinsic value of options exercised during 2017 and 2016, was $125 and $471, respectively. The aggregate intrinsic value of options outstanding as of December 31, 2018 is nil. As of December 31, 2018, no options were exercisable. No options were granted in 2017 or 2016.
At December 31, 2018, the unrecognized compensation expense for these awards was $225 to be recognized over a weighted average period of 3 years. The cash received from the stock options exercised in 2017 and 2016 was nil and nil.
The following table summarizes information about stock appreciation rights (“SAR”) awards:

 
SAR Awards
  
Shares
 
Weighted Average
Grant Date Fair Value
 
Weighted Average Exercise Price
Balance at December 31, 2017
327,500

 
$
2.35

 
$
6.60

Granted

 

 

Vested

 

 

Forfeited
(76,700
)
 
2.35

 
6.60

Exercised

 

 

Balance at December 31, 2018
250,800

 
$
2.35

 
$
6.60


We use the Black-Scholes option-pricing model to estimate the fair value of the SAR awards. The assumptions for the model were as follows: expected life of 4 years, risk free interest rate of 1.7%, expected volatility of 46.2% and dividend yield of 0%. SAR awards granted in 2017 vest on the third anniversary of the grant date, and have a grant date fair value of $2.35. The vesting period of awards granted is generally commensurate with the requisite service period. At December 31, 2018, the weighted average remaining contractual life for these awards was 1.08 years.
No SAR awards were granted in 2016. As of December 31, 2018, no SAR awards were exercisable. As of December 31, 2018, there were no SAR awards that were vested. The aggregate intrinsic value of the SAR awards outstanding as of December 31, 2018 is nil.
At December 31, 2018, the unrecognized compensation expense for these awards was $213 to be recognized over a weighted average period of 1.08 years.

For the years ended December 31, 2018, 2017 and 2016, $5,892, $5,335, and $5,808 was recognized in stock compensation related to all stock compensation awards, respectively. The related income tax benefit for the years ended December 31, 2018, 2017 and 2016 was $472, $1,401, and $2,030, respectively.