Per Share Amounts and Common Shares Outstanding

3 Months Ended

Mar. 28, 2020

Per share amounts and common and redeemable shares outstanding [Text Block]

Per Share Amounts and Common and Redeemable Shares Outstanding

We calculate our basic earnings per share by dividing net income or net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per share are calculated in a similar manner, but include the effect of dilutive securities. To the extent these securities are antidilutive, they are excluded from the calculation of earnings per share. The per share amounts were computed as follows:



	Three Months Ended
	March 28, 2020		March 30, 2019
Income available to common shareholders:
Net income (loss)	$	173	$	(493	)

Weighted-average shares:
Basic:
Outstanding	23,187		22,910
Partially-paid share subscriptions	—		162
Basic weighted-average shares	23,187		23,072

Diluted:
Basic from above	23,187		23,072
Incremental shares from assumed:
Exercise of stock subscription purchase rights	—		119
Exercise of stock options and awards	984		827
Diluted weighted-average shares	24,171		24,018

Net income (loss) per share:
Basic	$	.01	$	(.02	)

Diluted	$	.01	$	(.02	)

The potentially dilutive shares were excluded from the calculation of diluted net loss per share for the three months ended March 30, 2019 because their effect would have been anti-dilutive.

Common and Redeemable Shares Outstanding--A summary of the activity of the common and redeemable shares outstanding for the three months ended March 28, 2020 follows:



	Common Shares Net of Treasury Shares		Redeemable Shares		Total
Shares outstanding at January 1, 2020	18,029,921		5,146,882		23,176,803
Shares purchased	(215,384	)	(117,918	)	(333,302	)
Shares sold	110		207,194		207,304
Options and awards exercised	15,669		—		15,669
Shares outstanding at March 28, 2020	17,830,316		5,236,158		23,066,474

On March 28, 2020, we had 23,066,474 common and redeemable shares outstanding and employee options exercisable to purchase 936,457 common shares.

Stock Subscription Offering--Beginning May 2012, the Company offered to eligible employees and nonemployee directors the right to subscribe to common shares of the Company at $9.85 per share in accordance with the provisions of The Davey Tree Expert Company 2004 Omnibus Stock Plan and the rules of the Compensation Committee of the Company's Board of Directors (collectively, the "plan"). The offering period ended on August 1, 2012 and resulted in the subscription of 1,275,428 common shares for $12,563 at $9.85 per share.

Under the plan, a participant in the offering purchasing common shares for an aggregate purchase price of less than $5 was required to pay with cash. All participants (excluding Company directors and officers) purchasing $5 or more of the common shares had an option to finance their purchase through a down-payment of at least 10% of the total purchase price and a seven-year promissory note for the balance due with interest at 2%. Payments on the promissory note were made either by payroll deductions or annual lump-sum payments of both principal and interest.

Common shares purchased under the plan were pledged as security for the payment of the promissory note and the common shares were not issued until the promissory note was paid-in-full. Dividends were paid on all subscribed shares, subject to forfeiture to the extent that payment was not ultimately made for the shares.

All participants in the offering purchasing in excess of $5 of common shares were granted a "right" to purchase one additional common share at a price of $9.85 per share for every three common shares purchased under the plan. As a result of the stock subscription, employees were granted rights to purchase 423,600 common shares. Each right could have been exercised at the rate of one-seventh per year and expired seven years after the date that the right was granted. Employees could not exercise a right if they ceased to be employed by the Company. All rights expired in August 2019.