Note 11 - Net Income Per Share of Class A and Class B Common Stock

3 Months Ended

Mar. 31, 2013

Earnings Per Share [Text Block]

Note 11. Net Income Per Share of Class A and Class B Common Stock

We compute net income per share of Class A and Class B common stock using the two-class method. Under this method, basic net income per share is computed using the weighted average number of common shares outstanding during the period excluding unvested common shares subject to repurchase or cancellation. Diluted net income per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the incremental common shares issuable upon the exercise of stock options and unvested restricted shares subject to repurchase or cancellation. The dilutive effect of outstanding stock options and other grants is reflected in diluted earnings per share by application of the treasury stock method. The computation of the diluted net income per share of Class A common stock assumes the conversion of Class B common stock, while the diluted net income per share of Class B common stock does not assume the conversion of those shares.

Except with respect to voting and transfer rights, the rights of the holders of our Class A and Class B common stock are identical. Our Articles of Incorporation require that the Class A and Class B common stock share equally in any dividends, liquidation proceeds or other distribution with respect to our common stock and the Articles of Incorporation can only be amended by a vote of the shareholders. Additionally, Oregon law provides that amendments to our Articles of Incorporation, which would have the effect of adversely altering the rights, powers or preferences of a given class of stock, must be approved by the class of stock adversely affected by the proposed amendment. As a result, the undistributed earnings for each year are allocated based on the participation rights of the Class A and Class B common shares as if the earnings for the year had been distributed. Because the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis.

Following is a reconciliation of the income from continuing operations and weighted average shares used for our basic earnings per share (“EPS”) and diluted EPS for the three-month periods ended March 31, 2013 and 2012 (in thousands, except per share amounts):

Three Months Ended March 31,	2013				2012
Basic EPS from Continuing Operations	Class A		Class B		Class A			Class B
Numerator:
Income from continuing operations applicable to common stockholders	$	19,525	$	2,357	$	14,235		$	2,399
Distributed income applicable to common stockholders		-		-		(1,552	)		(262	)
Basic undistributed income from continuing operations applicable to common stockholders	$	19,525	$	2,357	$	12,683		$	2,137
Denominator:
Weighted average number of shares outstanding used to calculate basic income per share		22,866		2,760		22,238			3,748
Basic income per share from continuing operations applicable to common stockholders	$	0.85	$	0.85	$	0.64		$	0.64
Basic distributed income per share from continuing operations applicable to common stockholders		-		-		(0.07	)		(0.07	)
Basic undistributed income per share from continuing operations applicable to common stockholders	$	0.85	$	0.85	$	0.57		$	0.57

Three Months Ended March 31,	2013					2012
Diluted EPS from Continuing Operations	Class A		Class B			Class A			Class B
Numerator:
Distributed income applicable to common stockholders	$	-	$	-		$	1,552		$	262
Reallocation of distributed income as a result of conversion of dilutive stock options		-		-			5			(5	)
Reallocation of distributed income due to conversion of Class B to Class A common shares outstanding		-		-			257			-
Diluted distributed income applicable to common stockholders	$	-	$	-		$	1,814		$	257
Undistributed income from continuing operations applicable to common stockholders	$	19,525	$	2,357		$	12,683		$	2,137
Reallocation of undistributed income as a result of conversion of dilutive stock options		39		(39	)		39			(39	)
Reallocation of undistributed income due to conversion of Class B to Class A		2,318		-			2,098			-
Diluted undistributed income from continuing operations applicable to common stockholders	$	21,882	$	2,318		$	14,820		$	2,098
Denominator:
Weighted average number of shares outstanding used to calculate basic income per share from continuing operations		22,866		2,760			22,238			3,748
Weighted average number of shares from stock options		428		-			492			-
Conversion of Class B to Class A common shares outstanding		2,760		-			3,748			-
Weighted average number of shares outstanding used to calculate diluted income per share from continuing operations		26,054		2,760			26,478			3,748
Diluted income per share from continuing operations applicable to common stockholders	$	0.84	$	0.84		$	0.63		$	0.63
Diluted distributed income per share from continuing operations applicable to common stockholders		-		-			(0.07	)		(0.07	)
Diluted undistributed income per share from continuing operations applicable to common stockholders	$	0.84	$	0.84		$	0.56		$	0.56

Three Months Ended March 31,	2013				2012
Diluted EPS	Class A		Class B		Class A		Class B
Antidilutive Securities
Shares issuable pursuant to stock options not included since they were antidilutive		20		-		90		-