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Earnings Per Share
 12 Months Ended
Aug. 31, 2023
Earnings Per Share [Abstract]  
Earnings Per Share

Note 16 — Earnings Per Share

The shares used in the computation of the Company’s basic and diluted earnings per common share are reconciled as follows:

 

 

 

Year Ended August 31,

 

(In thousands)

 

2023

 

 

2022

 

 

2021

 

Weighted average basic common shares outstanding 1

 

 

31,983

 

 

 

32,569

 

 

 

32,648

 

Dilutive effect of 2.875% Convertible notes, due 2024 2 3

 

 

824

 

 

 

—

 

 

 

—

 

Dilutive effect of 2.875% Convertible notes, due 2028 4

 

 

—

 

 

 

—

 

 

 

—

 

Dilutive effect of 2.25% Convertible notes, due 2024 5

 

n/a

 

 

n/a

 

 

 

—

 

Dilutive effect of restricted stock units 6

 

 

992

 

 

 

1,062

 

 

 

1,017

 

Weighted average diluted common shares outstanding

 

 

33,799

 

 

 

33,631

 

 

 

33,665

 

 

 

 

 

 

 

 

 

 

 

 

1.
Restricted stock grants and restricted stock units that are considered participating securities, including some grants subject to certain performance criteria, are included in weighted average basic common shares outstanding when the Company is in a net earnings position. No participating securities are included in basic common shares outstanding for the year ended August 31, 2023.

 

2.
The dilutive effect of the 2.875% Convertible notes, due 2024 was excluded for the year ended August 31, 2021 as the average stock price was less than the applicable conversion price and therefore was anti-dilutive under previous applicable guidance. See further discussion below.

 

3.
The dilutive effect of the 2.875% Convertible notes due 2024 was excluded for the year ended August 31, 2022 as they were considered anti-dilutive under the “if converted” method as further discussed below.

 

4.
The dilutive effect of the 2.875% Convertible notes, due 2028 was excluded for the years ended August 31, 2023, 2022 and 2021 as the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive. As these notes require cash settlement for the principal, only a premium is potentially dilutive.

5.
The dilutive effect of the 2.25% Convertible notes, due 2024 was excluded for the year ended August 31, 2021 as the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive under previous applicable guidance. These convertible notes were retired in April 2021.

 

6.
Restricted stock units that are not considered participating securities and restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved, are included in weighted average diluted common shares outstanding when the Company is in a net earnings position.

Basic earnings per common share (EPS) is computed by dividing Net earnings attributable to Greenbrier by weighted average basic common shares outstanding, which includes restricted stock grants and restricted stock units that are considered participating securities when the Company is in a net earnings position.

 

The Company's approach for calculating diluted EPS was modified beginning September 1, 2021 upon the adoption of ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. See Note 2 - Summary of Significant Accounting Policies for additional information.

For the year ended August 31, 2023 and 2022, diluted EPS was calculated using the more dilutive of two methods. The first method includes the dilutive effect, using the treasury stock method, associated with restricted stock units that are not considered participating securities and performance based restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved. The second method supplements the first by also including the “if converted” effect of the 2.875% Convertible notes due 2024 and shares underlying the 2.875% Convertible notes due 2028, when there is a conversion premium. Under the “if converted” method, debt issuance and interest costs, both net of tax, associated with the convertible notes due 2024 are added back to net earnings and the share count is increased by the shares underlying the convertible notes.

 

For the years ended August 31, 2022 and 2021, diluted EPS was calculated using the treasury stock method associated with shares underlying the 2.875% Convertible notes due 2024, 2.25% convertible notes due 2024, restricted stock units that are not considered participating securities and performance based restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved.

 

(In millions, except number of shares which are reflected in

 

Year Ended August 31,

 

   thousands and per share amounts)

 

2023

 

 

2022

 

 

2021

 

Net earnings attributable to Greenbrier

$

62.5

 

 

$

46.9

 

 

$

32.4

 

Weighted average basic common shares outstanding

 

 

31,983

 

 

 

32,569

 

 

 

32,648

 

Basic earnings per share

 

$

1.95

 

 

$

1.44

 

 

$

0.99

 

 

 

 

 

 

 

 

 

 

Net earnings attributable to Greenbrier

 

$

62.5

 

 

$

46.9

 

 

$

32.4

 

Add back:

 

 

 

 

 

 

 

 

 

   Interest and debt issuance costs on the 2.875%
     convertible notes due 2024, net of tax

 

 

1.2

 

 

n/a

 

 

n/a

 

   Earnings before interest and debt issuance costs
     on the 2.875% convertible notes due 2024

 

n/a

 

 

n/a

 

 

n/a

 

Weighted average diluted common shares outstanding

 

 

33,799

 

 

 

33,631

 

 

 

33,665

 

Diluted earnings per share

 

$

1.89

 

1

$

1.40

 

 

$

0.96

 

 

1 Diluted earnings per share was calculated as follows:

Earnings before interest and debt issuance costs on the 2.875% convertible notes due 2024

Weighted average diluted common shares outstanding