Note 3— Earnings Per Share

The following table presents the computation of basic and diluted earnings per share for Noble-UK:



	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Numerator:
Basic
Net income (loss) attributable to Noble-UK	$	(96,792	)	$	(55,081	)	$	(491,836	)	$	373,270
Net loss from discontinued operations, net of tax	—			—			1,486			—
Earnings allocated to unvested share-based payment awards	—			—			—			(12,754		)
Net income (loss) from continuing operations to common shareholders - basic	$	(96,792	)	$	(55,081	)	$	(490,350	)	$	360,516
Diluted
Net income (loss) attributable to Noble-UK	$	(96,792	)	$	(55,081	)	$	(491,836	)	$	373,270
Net loss from discontinued operations, net of tax	—			—			1,486			—
Net income (loss) from continuing operations to common shareholders - diluted	$	(96,792	)	$	(55,081	)	$	(490,350	)	$	373,270
Denominator:
Weighted average shares outstanding - basic	244,940			243,224			244,666			243,089
Incremental shares issuable from assumed exercise of stock options and unvested share-based payment awards	—			—			—			8,600
Weighted average shares outstanding - diluted	244,940			243,224			244,666			251,689
Earnings per share
Basic:
Income (loss) from continuing operations	$	(0.40	)	$	(0.23	)	$	(2.00	)	$	1.48
Loss from discontinued operations	—			—			(0.01		)	—
Net income (loss) attributable to Noble-UK	$	(0.40	)	$	(0.23	)	$	(2.01	)	$	1.48
Diluted:
Income (loss) from continuing operations	$	(0.40	)	$	(0.23	)	$	(2.00	)	$	1.48
Loss from discontinued operations	—			—			(0.01		)	—
Net income (loss) attributable to Noble-UK	$	(0.40	)	$	(0.23	)	$	(2.01	)	$	1.48
Dividends per share	$	—		$	0.02		$	—		$	0.19

Only those items having a dilutive impact on our basic earnings per share are included in diluted earnings per share. In the three and nine months ended September 30, 2017, approximately 12.1 million share-based awards, were excluded from the diluted earnings per share since the effect would have been anti-dilutive. In the three months ended September 30, 2016, approximately 10.6 million share-based awards were excluded from the diluted earnings per share since the effect would have been anti-dilutive. For the nine months ended September 30, 2016, approximately 1.5 million shares underlying stock options were excluded from the diluted earnings per share as such stock options were anti-dilutive.

Share capital

As of September 30, 2017, Noble-UK had approximately 245.0 million shares outstanding and trading as compared to approximately 243.2 million shares outstanding and trading at December 31, 2016. Our Board of Directors may increase our share capital through the issuance of up to 53.0 million authorized shares (at current nominal value of $0.01 per share) without obtaining shareholder approval.

The declaration and payment of dividends require authorization of the Board of Directors of Noble-UK, provided that such dividends on issued share capital may be paid only out of Noble-UK’s “distributable reserves” on its statutory balance sheet. Noble-UK is not permitted to pay dividends out of share capital, which includes share premiums. The resumption of the payment of future dividends will depend on our results of operations, financial condition, cash requirements, future business prospects, contractual restrictions and other factors deemed relevant by our Board of Directors.

Share repurchases

Under UK law, the Company is only permitted to purchase its own shares by way of an “off-market purchase” in a plan approved by shareholders. At September 30, 2017, we do not have shareholder authority to repurchase shares. During the three and nine months ended September 30, 2017, no shares were repurchased.