Net Income Per Share

12 Months Ended

Dec. 31, 2021

NET INCOME PER SHARE

Basic and diluted net income per share is based on the weighted average number of shares outstanding. A reconciliation of shares used in the computation of basic and diluted net income per share is as follows:


	December 31,
(AMOUNTS IN MILLIONS EXCEPT PER SHARE AMOUNTS)	2021		2020		2019
Net Income
Net income attributable to IFF stockholders	$	270	$	363	$	456
Adjustment related to (increase) decrease in redemption value of redeemable noncontrolling interests in excess of earnings allocated	(2)		2		(2)
Net income available to IFF stockholders	$	268	$	365	$	454
Shares
Weighted average common shares outstanding (basic)(1)	243		112		112
Adjustment for assumed dilution(2):
Stock options and restricted stock awards	—		1		—
SPC portion of the TEUs	—		1		1
Weighted average shares assuming dilution (diluted)	243		114		113
Net Income per Share
Net income per share - basic(3)(4)	$	1.11	$	3.25	$	4.05
Net income per share - dilutive(4)(5)	1.10		3.21		4.00

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(1)On September 15, 2021, additional shares of IFF's common stock were issued in settlement of the SPC portion of the TEUs. For the years ended December 31, 2020 and 2019, the TEUs were assumed to be outstanding at the minimum settlement amount for basic earnings per share (“EPS”). See below for additional information.

(2)Effect of dilutive securities includes dilution under stock plans and incremental impact of TEUs. See below for additional information.

(3)For the year ended December 31, 2021, the basic net income per share cannot be recalculated based on the information presented in the table above due to the effects of rounding and change in presentation from thousands to millions between 2020 and 2021, respectively.

(4)For the year ended December 31, 2020, the basic and diluted net income per share cannot be recalculated based on the information presented in the table above due to the effects of rounding and change in presentation from thousands to millions between 2020 and 2021, respectively.

(5)For the year ended December 31, 2019, the diluted net income per share cannot be recalculated based on the information presented in the table above due to the effects of rounding and change in presentation from thousands to millions between 2020 and 2021, respectively.

As of the effective time of the Merger, each issued and outstanding share of common stock of N&B (except for shares of common stock of N&B held by N&B as treasury stock or by DuPont, which were canceled and ceased to exist and no consideration was delivered in exchange therefor) was converted into the right to receive one share of common stock of IFF. The Merger was completed in exchange for 141,740,461 shares of IFF common stock, par value $0.125 per share (or cash payment in lieu of fractional shares), which had been approved in the special shareholder meeting that occurred on August 27, 2020 where IFF shareholders voted to approve the issuance of shares of IFF common stock in connection with the N&B Transaction, pursuant to the Merger Agreement. The shares issued in the Merger represented approximately 55.4% of the common stock of IFF on a fully diluted basis, after giving effect to the Merger, as of February 1, 2021.

As discussed in Note 8, the Company issued 16,500,000 TEUs, consisting of a prepaid SPC and a senior amortizing note, for net proceeds of approximately $800 million on September 17, 2018. On September 14, 2021, the Company notified holders of the TEUs that the final settlement rate in respect of each SPC was 0.330911 shares of IFF's common stock. On September 15, 2021, 5,460,031 shares of IFF's common stock were issued in settlement of the SPCs. The SPC conversion factor is based on the VWAP per share of the Company’s common stock. For purposes of calculating basic net income per share, the settlement rate of 0.330911 shares per SPC, the final settlement rate, was used on December 31, 2021 and 0.313400 shares per SPC was used on both December 31, 2020 and 2019. For purposes of calculating diluted earnings per share, the settlement rate of 0.330911 shares per SPC, the final settlement rate, was used on December 31, 2021 and 0.383900 shares per SPC was used on both December 31, 2020 and 2019.

The Company has issued shares of Purchased Restricted Stock (“PRS”) and Purchased Restricted Stock Units (“PRSUs”) which contain nonforfeitable rights to dividends and thus are considered participating securities which are required to be included in the computation of basic and diluted earnings per share pursuant to the two-class method. The two-class method was not presented since the difference between basic and diluted net income per share for both common shareholders, PRS and PRSU holders was less than $0.01 per share as of December 31, 2021, less than $0.04 per share as of December 31, 2020 and less than $0.01 per share as of December 31, 2019, and for each year the number of PRS and PRSUs outstanding as of December 31, 2021, 2020 and 2019 was immaterial. Net income allocated to such PRS and PRSUs during 2021, 2020 and 2019 was not material.

There were no stock options or stock-settled appreciation rights (“SSARs”) excluded from the computation of diluted net income per share at December 31, 2021, 2020 and 2019.