Stockholders' Equity

Restricted Stock Plan

The Company's Restricted Stock Plan, or RSP, is intended to promote the Company's long-term financial success by attracting and retaining outstanding executive personnel and to motivate such personnel by means of restricted stock grants. The Compensation Committee of the Company's Board of Directors selects participants and establishes the terms of any grant of restricted stock. The Company's RSP provides that issuance of restricted stock immediately transfers ownership rights in shares of its Common Stock to the recipient of the grant, including the right to vote the shares and to receive dividends thereon, at a share price established by the Compensation Committee in its discretion. The recipient's continued ownership of and right to freely transfer the restricted stock is subject to such conditions on transferability and to such risks of forfeiture as are established by the Compensation Committee at the time of the grant, which may include continued employment with the Company for a defined period, achievement of specified management performance objectives or other conditions established by the Compensation Committee. The number of shares, which may be issued under this RSP, is limited to 2,000,000 shares. No single participant may be awarded, in the aggregate, more than 50% of the shares authorized to be issued under the RSP.

As of December 31, 2013, 1,025,107 restricted shares had been issued under the RSP of which 318,561 shares of issued restricted stock were not yet vested and for which $3.4 million in unrecognized compensation expense is expected to be recognized over a weighted average period of 2.7 years. The following table presents restricted stock activity for the years 2013, 2012 and 2011:



	2013				2012				2011
	# of Shares		Weighted Average Fair Value at Date of Grant		# of Shares		Weighted Average Fair Value at Date of Grant		# of Shares		Weighted Average Fair Value at Date of Grant
Nonvested restricted shares outstanding at January 1	433,382		$	18.94	359,306		$	13.79	1,078,628		$	10.45
Granted	274,172		36.47		137,026		29.56		654,120		11.47
Forfeited	(42,711	)	33.71		—		—		(7,000	)	10.40
Vested	(346,282	)	15.33		(62,950	)	12.84		(1,366,442	)	10.06
Nonvested restricted shares outstanding at December 31	318,561		$	35.82	433,382		$	18.94	359,306		$	13.79

Restricted Stock Plan Performance Based Shares

During 2013, the Company recognized $2.9 million of compensation expense for 159,940 shares earned under the 2013-2014 award opportunity. During 2012 and 2011, the Company recognized $6.2 million and $3.3 million, respectively, of compensation expense for 177,034 and 123,026 shares, respectively, earned under the 2011-2012 award opportunities under the Restricted Stock Plan, with an offsetting credit to additional paid-in capital.

Basic and Diluted Shares Reconciliation

The Company uses the two-class method to calculate earnings per share. The Company has granted restricted stock that contains nonforfeitable rights to dividends on unvested shares. Since these unvested shares are considered participating securities under the two-class method, the Company allocates earnings per share to common stock and participating securities according to dividends declared and participation rights in undistributed earnings.

Diluted net income per common share is computed based on net income divided by the weighted average number of common and potential common shares outstanding. Potential common shares during the respective periods are those related to dilutive stock-based compensation, including long-term share-based incentive compensation, stock options outstanding, and directors’ accumulated deferred stock compensation which may be received by the directors in the form of stock or cash. A reconciliation of the average number of common and potential common shares outstanding used in the calculations of basic and diluted net income per share follows ($ in millions, shares in thousands):



	For the Years Ended December 31,
	2013			2012			2011
Numerator (basic and diluted):
Net income	$	76.1		$	79.8		$	92.6
Less: Dividends paid to participating securities	(0.2		)	(0.2		)	(0.1		)
Less: Undistributed earnings available to participating securities	(0.4		)	(0.9		)	(1.1		)
Undistributed and distributed earnings available to common stockholders	$	75.5		$	78.7		$	91.4

Denominator:
Average number of common shares outstanding	31,056.7			30,986.2			33,230.2
Effect of dilutive stock-based compensation	181.6			355.7			256.6
Average number of common and potential common shares outstanding	31,238.3			31,341.9			33,486.8

There were no anti-dilutive stock options during the years ended December 31, 2013, 2012 or 2011.