Reconciliation of Common Shares Used for Earnings (Loss) Per Share |
The following table provides a reconciliation of common shares used for basic earnings (loss) per share and diluted earnings (loss) per share (in thousands, except per share amounts): | | | | | | | | | | | | Year Ended June 30, | | 2016 (d) | 2015 (d) | 2014 (e) | Numerator for basic earnings (loss) per share: | | | | Net income (loss) attributable to stockholders | $ | 818,364 |
| $ | (865,292 | ) | $ | (2,713,256 | ) | | | | | Numerator for diluted earnings (loss) per share: | | | | Net income attributable to stockholders | $ | 818,364 |
| $ | — |
| $ | — |
| Adjustment of redeemable limited partners' capital to redemption amount | (776,750 | ) | — |
| — |
| Net income attributable to non-controlling interest in Premier LP | 193,547 |
| — |
| — |
| Net income | 235,161 |
| — |
| — |
| Tax effect on Premier Inc. net income (a) | (41,497 | ) | — |
| — |
| Adjusted net income | $ | 193,664 |
| $ | — |
| $ | — |
| | | | | Denominator for basic earnings (loss) weighted average shares (b) | 42,368 |
| 35,681 |
| 25,633 |
| | | | | Denominator for diluted earnings (loss) per share: | | | | Effect of dilutive securities: (c) | | | | Stock options | 348 |
| — |
| — |
| Restricted stock | 589 |
| — |
| — |
| Performance share awards | 1,429 |
| — |
| — |
| Class B shares outstanding | 100,574 |
| — |
| — |
| Denominator for diluted earnings (loss) per share-adjusted: |
|
|
| Weighted average shares and assumed conversions | 145,308 |
| 35,681 |
| 25,633 |
| | | | | Basic earnings (loss) per share | $ | 19.32 |
| $ | (24.25 | ) | $ | (105.85 | ) | Diluted earnings (loss) per share | $ | 1.33 |
| $ | (24.25 | ) | $ | (105.85 | ) |
| | (a) | Represents income tax expense related to Premier, Inc. retaining the portion of net income attributable to income from non-controlling interest in Premier, LP for the purpose of diluted earnings per share. |
| | (b) | Weighted average number of common shares used for basic earnings (loss) per share excludes weighted average shares of non-vested stock options, non-vested restricted stock, non-vested performance share awards and Class B shares outstanding for the years ended June 30, 2016, 2015 and 2014, respectively. |
| | (c) | For the year ended June 30, 2016, the effect of 1,292 stock options were excluded from the diluted weighted average shares outstanding as they have an anti-dilutive effect on the weighted average shares outstanding. For the year ended June 30, 2015, the effect of 60, 354 and 634 stock options, restricted stock units and performance share awards, respectively, were excluded from the diluted weighted average shares outstanding due to the net loss sustained for the respective period. Further, 106,383 Class B common units exchangeable for Class A common shares was excluded from the dilutive weighted average shares outstanding because to do so would have been anti-dilutive for the period presented. For the year ended June 30, 2014, the effect of 124 restricted stock units were excluded from the diluted weighted average shares outstanding due to the net loss sustained for the respective period. Further, 112,511 Class B common units exchangeable for Class A common shares was excluded from the dilutive weighted average shares outstanding because to do so would have been anti-dilutive for the period presented. |
| | (d) | The weighted average shares calculation is based on Premier, Inc. common shares outstanding for the years ended June 30, 2016 and 2015. |
| | (e) | The weighted average shares calculation is based on a combination of the PHSI historical common shares outstanding for the three months ended September 30, 2013 and the Premier, Inc. common shares outstanding for the period from September 25, 2013 to June 30, 2014. |
|
Schedule of Exchange Agreement |
The following table presents certain information regarding the exchange of Class B common units and associated Class B common stock for Premier's Class A common stock in connection with the quarterly exchanges pursuant to the terms of the Exchange Agreement: | | | | | | | | | | | | | Date of Quarterly Exchange | Number of Class B Common Units Exchanged | Number of Class B Common Shares Retired Upon Exchange | Number of Class B Common Units Outstanding After Exchange | Number of Class B Common Shares Outstanding After Exchange | Number of Class A Common Shares Outstanding After Exchange | Percentage of Combined Voting Power Class B/Class A Common Stock | July 31, 2015 | 91,374 |
| 91,374 |
| 106,078,063 |
| 106,078,063 |
| 37,762,544 |
| 74%/26% | November 2, 2015 | 5,830,458 |
| 5,830,458 |
| 100,150,698 |
| 100,150,698 |
| 43,600,976 |
| 70%/30% | February 1, 2016 | 1,591,807 |
| 1,591,807 |
| 96,802,070 |
| 96,802,070 |
| 45,239,204 |
| 68%/32% | May 2, 2016 | 209,359 |
| 209,359 |
| 96,132,723 |
| 96,132,723 |
| 45,554,075 |
| 68%/32% | August 1, 2016 (a) | 1,323,654 |
| 1,323,654 |
| 94,809,069 |
| 94,809,069 |
| 47,365,528 |
| 67%/33% |
| | (a) | As the quarterly exchange occurred on August 1, 2016, the impact of the exchange is not reflected in the consolidated financial statements for the year ended June 30, 2016. |
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