Income (Loss) Per Common Share

9 Months Ended

Sep. 30, 2021

Income (Loss) Per Common Share

The following table sets forth the computations of basic and diluted income (loss) per common share:


	Three Months Ended September 30,	Nine Months Ended September 30,
	2021		2021

Numerator:



Net loss attributable to Stagwell Inc. common shareholders	$ (4,545)		$ (4,545)



Denominator:
Weighted average number of common shares outstanding	76,105,807		76,105,807

Earnings Per Share - Basic & Diluted	$ (0.06)		$ (0.06)


















Anti-dilutive:
Class C shares	179,970,051		179,970,051
Stock Appreciation Rights and Restricted Awards	6,596,023		6,596,023

There were 123,849,000 Preferred Shares outstanding which were convertible into 33,035,446 of Class A common shares at September 30, 2021. These Preferred Shares were anti-dilutive for each period presented in the table above and are therefore excluded from the diluted earnings per share calculation.

The combination of MDC and SMG was completed on August 2, 2021, which was treated as a reverse acquisition for financial reporting purposes. SMG was treated as the accounting acquirer and MDC was the accounting acquiree. Therefore, under applicable accounting principles, the historical financial results of SMG prior to August 2, 2021 are considered our historical financial results. Accordingly, historical information presented in this Form 10-Q for events occurring or periods ending before August 2, 2021 does not reflect the impact of the Transactions or the financial results of MDC and may not be comparable with historical information for events occurring or periods ending on or after August 2, 2021.

SMG’s equity structure, prior to the combination with MDC, was a non-unitized single member limited liability company, resulting in all components of equity attributable to the member being reported within Members' Capital. Given that SMG was a non-unitized single member limited liability company, net income (loss) prior to the combination is not applicable for purposes of calculating earnings per share. Therefore, the net income (loss) in the table above includes the income or loss for the period beginning on the acquisition date through the end of the respective reporting period and as such will not reconcile to the respective amounts presented within the Unaudited Condensed Consolidated Statements of Operations.