Earnings (Loss) Per Common Share

The Company applies the two-class method of computing basic and diluted earnings per share. Future declarations of dividends and the establishment of future record dates and payment dates are subject to the final determination of our Board of Directors.

A reconciliation of the numerator and denominator of earnings (loss) per common share-basic to earnings (loss) per common share-assuming dilution is as follows (in millions, except per share data):



	Three Fiscal Months Ended					Nine Fiscal Months Ended
(in millions, except per share data)	September 26, 2014			September 27, 2013		September 26, 2014			September 27, 2013
Earnings (loss) per common share – basic:
Net income (loss) attributable to Company common shareholders	$	(124.2	)	$	5.7	$	(464.4	)	$	(31.9	)
Less: Net income allocated to participating securities ⁽⁴⁾	—			0.1		—			0.1
Net income (loss) for basic EPS computations⁽¹⁾	(124.2		)	5.6		(464.4		)	(32.0		)
Weighted average shares outstanding for basic EPS computation ⁽²⁾	48.7			49.2		48.8			49.5
Earnings (loss) per common share – basic ⁽³⁾	$	(2.55	)	$	0.11	$	(9.52	)	$	(0.64	)
Earnings (loss) per common share – assuming dilution:
Net income (loss) attributable to Company common shareholders	$	(124.2	)	$	5.7	$	(464.4	)	$	(31.9	)
Add: preferred stock dividends, if applicable	—			0.1		—			—
Net income (loss) for diluted EPS computation ⁽¹⁾	$	(124.2	)	$	5.8	$	(464.4	)	$	(31.9	)
Weighted average shares outstanding including nonvested shares	48.7			49.2		48.8			49.5
Dilutive effect of convertible notes	—			1.1		—			—
Dilutive effect of stock options and restricted stock units	—			0.4		—			—
Weighted average shares outstanding for diluted EPS computation ⁽²⁾	48.7			50.7		48.8			49.5
Earnings (loss) per common share – assuming dilution	$	(2.55	)	$	0.11	$	(9.52	)	$	(0.64	)


(1)	Numerator


(2)	Denominator


(3)	Under the two-class method, earnings (loss) per share – basic reflects undistributed earnings per share for both common stock and unvested share-based payment awards (restricted stock).


(4)	Outstanding unvested share-based payment awards that contain rights to non-forfeitable dividends are considered participating securities in undistributed earnings in the calculation above.

Under ASC 260 - Earnings per Share and ASC 470 - Debt and because of the Company’s obligation to settle the par value of the Subordinated Convertible Notes in cash, the Company is not required to include any shares underlying the Subordinated Convertible Notes in its weighted average shares outstanding – assuming dilution until the average stock price per share for the quarter exceeds the $36.75 conversion price of the Subordinated Convertible Notes and only to the extent of the additional shares that the Company may be required to issue in the event that the Company’s conversion obligation exceeds the principal amount of the Subordinated Convertible Notes.

Regarding the Subordinated Convertible Notes, the average stock price threshold conditions had not been met as of September 26, 2014. At any such time in the future that threshold conditions are met, only the number of shares issuable under the “treasury” method of accounting for the share dilution would be included in the Company’s earnings per share – assuming dilution calculation, which is based upon the amount by which the average stock price exceeds the conversion price.

The following table provides examples of how changes in the Company’s stock price would require the inclusion of additional shares in the denominator of the weighted average shares outstanding – assuming dilution calculation for the Subordinated Convertible Notes.



Share Price	Shares Underlying Subordinated Convertible Notes	Total Treasury Method Incremental Shares ⁽¹⁾
$36.75	—	—
$38.75	603,152	603,152
$40.75	1,147,099	1,147,099
$42.75	1,640,151	1,640,151
$44.75	2,089,131	2,089,131


(1)	Represents the number of incremental shares that must be included in the calculation of fully diluted shares under GAAP.