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STOCK-BASED COMPENSATION
12 Months Ended
Dec. 31, 2011
STOCK-BASED COMPENSATION
9. STOCK-BASED COMPENSATION

In May 2011, the Company adopted the 2011 Omnibus Incentive Plan (the “Omnibus Plan”). This plan provides for the issuance of stock options, restricted stock, stock appreciation rights and performance units to directors, officers and other eligible employees of the Company. The Omnibus Plan makes available approximately 7.5 million shares for issuance, subject to adjustments for stock dividends, recapitalizations and the like.

The Company recognizes all share-based payments to eligible employees based upon their fair value. The Company’s policy is to recognize expense for awards that have service conditions only subject to graded vesting using the straight-line attribution method. Total stock-based compensation expense was $3.4 million, $3.5 million and $3.4 million in 2011, 2010 and 2009, respectively. The amount of compensation costs related to nonvested stock options, restricted stock, stock appreciation rights and performance units not yet recognized was $5.6 million at December 31, 2011, for which the weighted average remaining life was 1.9 years.

Stock Options

Stock options are awarded with an exercise price equal to the market price on the date of grant, become fully exercisable three years after the date of grant and expire ten years after the date of grant. The fair value of stock option awards is estimated on the date of grant using a binomial option-pricing model that uses the assumptions noted in the following table:

     
Valuation Assumptions   2011   2010   2009
Risk-free interest rate     3.49 %      3.77 %      2.76 % 
Expected volatility     78.8 %      70.1 %      56.3 % 
Expected dividend yield     0.00 %      0.00 %      0.00 % 
Expected term     5 yrs.       6 yrs.       6 yrs.  

The expected volatility is based upon the Company’s historical experience. The expected term represents the period of time that options granted are expected to be outstanding. The risk-free interest rate utilized for periods throughout the contractual life of the options are based on U.S. Treasury security yields at the time of grant.

A summary of all stock option activity during 2011 is as follows:

       
  Number of
Options
  Weighted
Average
Exercise
Price
  Weighted
Average
Remaining
Contractual
Life
  Aggregate
Intrinsic
Value ($ in
millions)
Options Outstanding at December 31, 2010       1,659,257     $     12.19             5.2     $       3.9  
Granted     410,531     $ 10.22                    
Exercised     (94,514 )    $ 5.69              $ 0.4  
Forfeited     (15,713 )    $ 11.89                    
Expired     (34,736 )    $ 14.70              
Options Outstanding at December 31, 2011     1,924,825     $ 12.02       5.1     $ 0.8  
Options Exercisable at December 31, 2011     1,430,691     $ 13.04       3.9     $ 0.4  

During 2011, 2010 and 2009, the Company granted 410,531, 10,000, and 360,492 stock options with aggregate fair values on the date of grant of $2.7 million, less than $0.1 million and $0.8 million, respectively. The estimated fair value of the stock options granted in 2011, 2010 and 2009 were $6.69, $1.35 and $2.10 per stock option, respectively. The total intrinsic value of stock options exercised during 2011 and 2010 was $0.4 million and $0.3 million, respectively. No stock options were exercised during 2009.

Restricted Stock

Restricted stock awards vest over a period of three years and may be based on the achievement of specific financial performance metrics. These shares are valued at the market price on the date of grant, are forfeitable in the event of terminated employment prior to vesting and include the right to vote and receive dividends.

A summary of all restricted stock activity during 2011 is as follows:

   
  Number of
Shares
  Weighted
Average
Grant Date
Fair Value
Restricted Stock Outstanding at December 31, 2010           380,260     $       5.68  
Granted     366,989     $ 10.15  
Vested     (191,188 )    $ 7.12  
Forfeited     (8,323 )    $ 4.98  
Restricted Stock Outstanding at December 31, 2011     547,738     $ 7.94  

During 2011, 2010 and 2009, the Company granted 366,989, 10,000 and 500,544 shares of restricted stock with aggregate fair values on the date of grant of $3.7 million, less than $0.1 million and $1.8 million, respectively. The total fair value of restricted stock that vested during 2011, 2010 and 2009 was $1.9 million, $2.2 million and $0.3 million, respectively.

Cash-Settled Performance Units and Stock Appreciation Rights

In March 2010, the Company awarded eligible employees cash-settled stock appreciation rights and performance units. The stock appreciation rights vest at the end of a three year period and provide each participant with the right to receive payment in cash representing the appreciation in the market value of the Company’s common stock from the grant date to the award’s vesting date. The per share exercise price of a stock appreciation right is equal to the closing market price of the Company’s stock on the date of grant. As of December 31, 2011 and 2010, the weighted average fair market value of each remaining stock appreciation right was $2.68 and $8.70, respectively, and will be remeasured at each reporting period using a binomial option-pricing model. The performance units vest at the end of a three year period and provide each participant with the right to receive payments in cash, upon vesting, for the lesser of the market value of the Company’s stock on the date of grant or the vesting date. As of December 31, 2011 and 2010 the weighted average fair market value of each performance unit was $7.44 and will be remeasured at each reporting period using a binomial option-pricing model. The number of performance units actually awarded to eligible employees was based on the achievement of specific financial performance metrics.