(6)Earnings Attributable to ҹѰ Stockholders Per Common Share
Basic earnings (loss) per common share ("EPS") is computed by dividing net earnings (loss) by the weighted average number of common shares outstanding (“WASO”) for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented, including any necessary adjustments to earnings (loss) attributable to shareholders.
Excluded from diluted EPS for the three and nine months ended September 30, 2018 are approximately 21 million potentially dilutive shares of Series A ҹѰ SiriusXM common stock, 2 million potentially dilutive shares of Series A ҹѰ Braves common stock and 5 million potentially dilutive shares of Series A ҹѰ Formula One common stock, primarily due to warrants issued in connection with the Bond Hedge Transaction (as defined in note 11), because their inclusion would be antidilutive. The Amended Warrant Transactions (as defined in note 11) may have a dilutive effect with respect to the shares comprising the basket of ҹѰ’s tracking stocks as specified in the indenture, as amended, related to ҹѰ’s 1.375% Cash Convertible Notes due 2023 (the “Securities Basket”) underlying the warrants to the extent that the settlement price exceeds the strike price of the warrants, and the warrants are settled in shares comprising such Securities Basket. The warrants and any potential future settlement have been attributed to the Formula One Group.
SeriesA, SeriesB and Series C ҹѰ SiriusXM Common Stock
The basic and diluted EPS calculations are based on the following weighted average outstanding shares of common stock.
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ҹѰSiriusXM CommonStock
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Three months ended
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Nine months ended
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September 30, 2018
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September 30, 2017
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September 30, 2018
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September 30, 2017
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numbersofsharesinmillions
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Basic WASO
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330
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336
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333
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336
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Potentially dilutive shares
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5
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4
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4
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4
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Diluted WASO
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335
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340
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337
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340
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SeriesA, SeriesB and Series C ҹѰ Braves Common Stock
The basic and diluted EPS calculations are based on the following weighted average outstanding shares of common stock.
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ҹѰBraves CommonStock
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Three months ended
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Nine months ended
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September 30, 2018 (b)
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September 30, 2017 (b)
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September 30, 2018 (a)(b)
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September 30, 2017 (a)(b)
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numbersofsharesinmillions
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Basic WASO
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51
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49
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51
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49
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Potentially dilutive shares
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10
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10
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10
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10
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Diluted WASO
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61
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59
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61
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59
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(a)
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Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.
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(b)
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As discussed in note 3, the number of notional shares representing the Formula One Group’s intergroup interest in the Braves Group is 9,084,940 shares. The intergroup interest is a quasi-equity interest which is not represented by outstanding shares of common stock; rather, the Formula One Group has an attributed value in the Braves Group which is generally stated in terms of a number of shares of stock issuable to the Formula One Group with respect to its interest in the Braves Group. Each reporting period, the notional shares representing the intergroup interest are marked to fair value. As the notional shares underlying the intergroup interest are not represented by outstanding shares of common stock, such shares have not been officially designated Series A, B or C ҹѰ Braves common stock. However, ҹѰ has assumed that the notional shares (if and when issued) would be comprised of Series C ҹѰ Braves common stock in order to not dilute voting percentages. Therefore, the market price of Series C ҹѰ Braves common stock is used for the quarterly mark-to-market adjustment through the unaudited attributed condensed consolidated statements of operations. The notional shares representing the intergroup interest have no impact on the basic earnings per share weighted average number of shares outstanding. However, the notional shares representing the intergroup interest are included in the diluted earnings per share WASO as if the shares had been issued and outstanding during the period. An adjustment is also made to the numerator in the diluted earnings per share calculation for the unrealized gain or loss incurred from marking the intergroup interest to fair value during the period as follows:
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Three months ended
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Nine months ended
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September 30, 2018
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September 30, 2017
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September 30, 2018
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September 30, 2017
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amountsinmillions
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Basic earnings (loss) attributable to ҹѰ Braves stockholders
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$
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41
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22
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(13)
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(29)
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Unrealized (gain) loss on the intergroup interest
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13
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12
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46
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43
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Diluted earnings (loss) attributable to ҹѰ Braves stockholders
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$
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54
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34
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33
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14
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SeriesA, SeriesB and Series C ҹѰ Formula One Common Stock
The basic and diluted EPS calculations are based on the following weighted average outstanding shares of common stock.
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ҹѰFormula One CommonStock
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Three months ended
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Nine months ended
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September 30, 2018
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September 30, 2017 (a)
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September 30, 2018
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September 30, 2017 (a)
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numbersofsharesinmillions
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Basic WASO
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231
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216
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231
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199
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Potentially dilutive shares
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1
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2
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1
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5
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Diluted WASO
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232
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218
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232
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204
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(a)
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Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.
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