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Share-Based Compensation
 12 Months Ended
Dec. 31, 2011
Share-Based Compensation [Abstract]  
Share-Based Compensation

Note 18. Share-Based Compensation

     The following tables set forth certain share-based compensation information for 2011, 2010 and 2009, respectively:

                     
    Years ended December 31,
    2011 2010 2009
Share-based compensation:                    
Expense relating to share grants   $ 5,665,000   $ 3,260,000   $ 2,921,000  
Adjustments to reflect changes in market price of                    
certain share grants     (775,000 )   (281,000 )   (488,000 )
Totalcharged to operations (a) $ 4,890,000   $ 2,979,000   $ 2,433,000  

 

         
  Shares Weighted average
grant date value
 
Unvested shares, December 31, 2010 1,280,000   $ 6.28
Restricted share grants (b) 961,000     5.40
Vested during period (c) (1,038,000 )   6.51
Forfeitures/cancellations (97,000 )   5.70
Unvested shares, December 31, 2011 1,106,000   $ 5.31

 

(a) Includes $1,980,000 applicable to the accelerated vestings discussed below. (b) Does not include the equity or liability award shares discussed below.

(c) Includes 706,000 shares ($5.35 weighted average grant date fair value) applicable to the accelerated vestings

discussed below.

     The per share weighted average grant date fair values of shares granted during 2011, 2010 and 2009 were $5.40, $6.54, and $4.95, respectively. The total fair values of shares vested during 2011, 2010 and 2009 were $5,507,000, $996,000 and $569,000, respectively (the 2011 amount includes $3,569,000 applicable to the accelerated vestings discussed below).

     At December 31, 2011, 2.3 million shares remained available for grants pursuant to the Incentive Plan (excluding the 1,750,000 shares and 500,000 shares, respectively, applicable to the equity and liability awards discussed below). At December 31, 2011, there remained an aggregate of approximately $13.0 million applicable to all such grants and awards to be expensed over a weighted average period of 5.8 years.

     In connection with the retirement of the Company's Chairman of the Board, Chief Executive Officer and President, and the end of the employment of the Company's Chief Financial Officer (see Note – 17 "Management Transition Charges"), all of their outstanding restricted share grants, consisting of time-based grants (284,000 shares) and performance-based grants (422,000 shares) became vested (an aggregate of 706,000 shares), and were expensed in full at the then market value of the shares (an aggregate of approximately $2.0 million).

     The Company's new President and Chief Executive Officer is to receive restricted share grants totaling 2.5 million shares, one-half of which are to be time-based, vesting upon the seventh anniversary of the date of grant (vesting on June 15, 2018), and the other half to be performance-based, to be earned if the total annual return on an investment in the Company's common stock ("TSR") is at least an average of 6.5% per year for the seven years ending June 15, 2018. An independent appraisal determined the value of the performance-based award to be $4.39 per share compared to a market price at the date of grant of $4.98 per share. As a result of existing limitations within the Incentive Plan, only 250,000 shares have been issued, 1,750,000 shares are being accounted for as an "equity award", and 500,000 shares are being accounted for as a "liability award". The values of the equity and liability awards are being expensed on a straight-line basis over the vesting period. Consistent with such awards to other recipients, dividends are paid on all the shares, including the equity and liability award shares, with the dividends paid on the equity award shares treated as distributions to common shareholders and included in the statement of equity, and the dividends paid on the liability award shares treated as compensation and included in the statement of operations. In addition, with respect to the liability award, adjustments to reflect changes in the fair value of the award (based on changes in the market price of the Company's common stock) are also charged to operations. It is the Company's intention to seek a modification of the terms of the Incentive Plan (or to adopt a new stock incentive plan) so as to permit the grant of the entire 2.5 million shares. Until such changes are effectuated, the Company will issue 250,000 shares each calendar year, thereby reducing the liability established for the equity award. If, by June 15, 2018, the entire 2.5 million shares have not been issued, the parties have agreed to satisfy any remaining Company obligations on a mutually-agreeable economic basis.

     In January 2009, 2010 and 2011, the Company issued shares of common stock as performance-based grants, with vesting to be based on the TSR over the three calendar years commencing with the dates of grant. Portions of each grant are to vest (a) if the TSR on the Company's common stock is equal to or greater than a specified average return per year (the "Absolute TSR"), and (b) if there is a positive comparison of the TSR on the Company's common stock to the Company's peer group (the "Relative TSR"). The Company obtained independent appraisals to determine the values of each category of the performance-based shares issued. The following table summarizes information relating to the performance-based grants:
            Absolute TSR   Relative TSR
      Grant date     Annual              
Grant Shares   market Portion of   average   Appraisal Portion of   Appraisal
year granted   price grant   return     value grant     value
2009 218,000 $ 7.02 75 % 6 % $ 5.44 25 % $ 6.48
2010 227,000   6.70 50 % 6 %   4.56 50 %   6.00
2011 275,000   6.54 50 % 8 %   4.40 50 %   5.91

 

     After the accelerated vestings in June 2011 of certain of these shares, as discussed above, there remained 82,000 shares, 84,000 shares and 123,000 shares, respectively, of the 2009, 2010 and 2011 performance-based awards. However, as the Company did not achieve either TSR measure for the three years ended December 31, 2011, none of the shares granted in 2009 vested.

     In addition to the above, there were other time-based restricted shares issued, which amount to 436,000 shares, 279,000 shares and 397,000 shares, for 2011, 2010 and 2009, respectively.