ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾

Quarterly report pursuant to Section 13 or 15(d)

STOCK-BASED COMPENSATION PLANS

v2.4.0.6
STOCK-BASED COMPENSATION PLANS
3 Months Ended
Mar. 31, 2012
STOCK-BASED COMPENSATION PLANS Ìý
STOCK-BASED COMPENSATION PLANS

15. STOCK-BASED COMPENSATION PLANS

ÌýÌýÌýÌýÌýÌýÌýÌýUnder the ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation Stock Incentive Plan, as amended and restated (the "Stock Incentive Plan"), a plan approved by stockholders, we may grant nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, phantom stock, performance awards and other stock-based awards to our employees, directors and consultants and to employees and consultants of our subsidiaries, provided that incentive stock options may be granted solely to employees. The terms of the grants are fixed at the grant date. As of MarchÌý31, 2012, we were authorized to grant up to 32.6Ìýmillion shares under the Stock Incentive Plan. As of MarchÌý31, 2012, we had 8Ìýmillion shares remaining under the Stock Incentive Plan available for grant. Option awards have a maximum contractual term of 10Ìýyears and generally must have an exercise price at least equal to the market price of our common stock on the date the option award is granted. Stock-based awards generally vest over a three-year period.

ÌýÌýÌýÌýÌýÌýÌýÌýThe compensation cost from continuing operations under the Stock Incentive Plan for our Company and ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International were as follows (dollars in millions):

Ìý
Ìý Three
months
ended
MarchÌý31,
Ìý
Ìý
Ìý 2012 Ìý 2011 Ìý

ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation compensation costs

Ìý $ 10 Ìý $ 8 Ìý

ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International compensation costs

Ìý Ìý 9 Ìý Ìý 7 Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýThe total income tax benefit recognized in the statements of operations for us and ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International for stock-based compensation arrangements were $3Ìýmillion and $2Ìýmillion, respectively, for the three months ended MarchÌý31, 2012 and 2011.

STOCK OPTIONS

ÌýÌýÌýÌýÌýÌýÌýÌýThe fair value of each stock option award is estimated on the date of grant using the Black-Scholes valuation model that uses the assumptions noted in the following table. Expected volatilities are based on the historical volatility of our common stock through the grant date. The expected term of options granted was estimated based on the contractual term of the instruments and employees' expected exercise and post-vesting employment termination behavior. The risk-free rate for periods within the contractual life of the option was based on the U.S. Treasury yield curve in effect at the time of grant. The assumptions noted below represent the weighted average of the assumptions utilized for stock options granted during the periods.

Ìý
Ìý Three months
ended
MarchÌý31,
Ìý
Ìý
Ìý 2012 Ìý 2011 Ìý

Dividend yield

Ìý 3.0 % 3.3 %

Expected volatility

Ìý 65.3 % 65.6 %

Risk-free interest rate

Ìý 1.3 % 2.8 %

Expected life of stock options granted during the period

Ìý 6.6Ìýyears Ìý 6.6Ìýyears Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýA summary of stock option activity under the Stock Incentive Plan as of MarchÌý31, 2012 and changes during the three months then ended is presented below:

Option Awards
Ìý Shares Ìý Weighted
Average
Exercise
Price
Ìý Weighted
Average
Remaining
Contractual
Term
Ìý Aggregate
Intrinsic
Value
Ìý
Ìý
Ìý (in thousands)
Ìý Ìý
Ìý (years)
Ìý (in millions)
Ìý

Outstanding at JanuaryÌý1, 2012

Ìý Ìý 10,345 Ìý $ 13.83 Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Granted

Ìý Ìý 1,363 Ìý Ìý 13.41 Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Exercised

Ìý Ìý (432 ) Ìý 3.05 Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Forfeited

Ìý Ìý (59 ) Ìý 17.63 Ìý Ìý Ìý Ìý Ìý Ìý Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Outstanding at MarchÌý31, 2012

Ìý Ìý 11,217 Ìý Ìý 14.17 Ìý Ìý 6.1 Ìý $ 38 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Exercisable at MarchÌý31, 2012

Ìý Ìý 9,041 Ìý Ìý 14.13 Ìý Ìý 5.3 Ìý Ìý 37 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

ÌýÌýÌýÌýÌýÌýÌýÌýThe weighted-average grant-date fair value of stock options granted during the three months ended MarchÌý31, 2012 was $6.36 per option. As of MarchÌý31, 2012, there was $14Ìýmillion of total unrecognized compensation cost related to nonvested stock option arrangements granted under the Stock Incentive Plan. That cost is expected to be recognized over a weighted-average period of approximately 2.2Ìýyears.

ÌýÌýÌýÌýÌýÌýÌýÌýThe total intrinsic value of stock options exercised during the three months ended MarchÌý31, 2012 and 2011 was $5Ìýmillion and $10Ìýmillion, respectively.

NONVESTED SHARES

ÌýÌýÌýÌýÌýÌýÌýÌýNonvested shares granted under the Stock Incentive Plan consist of restricted stock, which is accounted for as an equity award, and phantom stock, which is accounted for as a liability award because it can be settled in either stock or cash. A summary of the status of our nonvested shares as of MarchÌý31, 2012 and changes during the three months then ended is presented below:

Ìý
Ìý Equity Awards Ìý Liability Awards Ìý
Ìý
Ìý Shares Ìý Weighted
Average
Grant-Date
Fair Value
Ìý Shares Ìý Weighted
Average
Grant-Date
Fair Value
Ìý
Ìý
Ìý (in thousands)
Ìý Ìý
Ìý (in thousands)
Ìý Ìý
Ìý

Nonvested at JanuaryÌý1, 2012

Ìý Ìý 2,287 Ìý $ 9.92 Ìý Ìý 1,100 Ìý $ 9.42 Ìý

Granted

Ìý Ìý 934 Ìý Ìý 13.41 Ìý Ìý 383 Ìý Ìý 13.41 Ìý

Vested

Ìý Ìý (1,385) (1) Ìý 7.05 Ìý Ìý (757 ) Ìý 6.53 Ìý

Forfeited

Ìý Ìý (11 ) Ìý 15.30 Ìý Ìý (28 ) Ìý 15.79 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Nonvested at MarchÌý31, 2012

Ìý Ìý 1,825 Ìý Ìý 13.86 Ìý Ìý 698 Ìý Ìý 14.50 Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

(1)
As of MarchÌý31, 2012, a total of 494,512 restricted stock units were vested, of which 50,335 vested during the three months ended MarchÌý31, 2012. These shares have not been reflected as vested shares in this table because, in accordance with the restricted stock unit agreements, shares of common stock are not issued for vested restricted stock units until termination of employment.

ÌýÌýÌýÌýÌýÌýÌýÌýAs of MarchÌý31, 2012, there was $29Ìýmillion of total unrecognized compensation cost related to nonvested share compensation arrangements granted under the Stock Incentive Plan. That cost is expected to be recognized over a weighted-average period of approximately 2.2Ìýyears. The value of share awards that vested during the three months ended MarchÌý31, 2012 and 2011 was $21Ìýmillion and $22Ìýmillion, respectively.