Earnings Per Share

The Company follows the provisions of ASC Topic 260, Earnings Per Share, which requires companies with complex capital structures, such as having two (or more) classes of securities that participate in declared dividends to calculate EPS utilizing the two-class method. As the holders of the Preferred Stock are entitled to receive dividends with common stock on an as-converted basis, the Preferred Stock has the right to participate in undistributed earnings and must therefore be considered under the two-class method.

The following table sets forth the computation of basic and diluted EPS (share amounts in thousands):



	Fiscal
	2014			2013			2012
Net (loss) income attributable to common and participating preferred stockholders	$	(83.9	)	$	(94.2	)	$	29.9

Participating shares at end of period:
Common shares outstanding	196,878			138,876			139,357
Preferred shares (as-converted basis)	—			61,987			62,839
Total	196,878			200,863			202,196

Percentage of income loss allocated to:
Common shares	100.0		%	100.0		%	68.9		%
Preferred shares (a)	—		%	—		%	31.1		%

Net (loss) income attributable to common shares - basic	$	(83.9	)	$	(94.2	)	$	20.6

Net (loss) income attributable to common shares - diluted	$	(83.9	)	$	(94.2	)	$	20.6

Weighted-average common shares outstanding - basic	162,941			139,856			139,356
Dilutive effect of unvested restricted stock and restricted stock units	—			—			381
Dilutive effect of stock options	—			—			81
Weighted-average shares outstanding - diluted	162,941			139,856			139,818

Net loss per common share attributable to controlling interest:
Basic	$	(0.51	)	$	(0.67	)	$	0.15
Diluted	$	(0.51	)	$	(0.67	)	$	0.15


(a)	Losses are not allocated to the convertible participating preferred shares since they have no contractual obligation to share in such losses.

The number of shares of common stock outstanding used in calculating the weighted average thereof reflects the actual number of HGI common stock outstanding, excluding unvested restricted stock.

For Fiscal 2014, there were 38.0 million weighted-average shares issuable upon the conversion of the Preferred Stock, and 2.6 million and 1.3 million weighted-average shares, respectively, of the unvested restricted stock and stock units and stock options that were excluded from the calculation of “diluted net loss per common share attributable to controlling interest” because the as-converted effect of the Preferred Stock, unvested restricted stock and stock units, and stock options would have been anti-dilutive for Fiscal 2014. Also excluded from the calculation were 3.0 million warrants issued in Fiscal 2014 because the exercise price of $13.125 per share was above the average stock price for the year.

For Fiscal 2013, there were 62.4 million weighted-average shares issuable upon the conversion of the Preferred Stock, and 2.5 million and 0.6 million weighted-average shares, respectively, of the unvested restricted stock and stock units and stock options that were excluded from the calculation of “diluted net loss per common share attributable to controlling interest” because the as-converted effect of the Preferred Stock, unvested restricted stock and stock units, and stock options would have been anti-dilutive for Fiscal 2013.

For Fiscal 2012, there were 61.9 million weighted-average shares issuable upon the conversion of the Preferred Stock that were excluded from the calculation of “diluted net loss per common share attributable to controlling interest” because the as-converted effect of the Preferred Stock would have been anti-dilutive for Fiscal 2012.