XML 23 R11.htm IDEA: XBRL DOCUMENT v3.8.0.1
(LOSS) / INCOME PER COMMON SHARE
3 Months Ended
Mar. 31, 2018
(LOSS) / INCOME PER COMMON SHARE  
(LOSS) / INCOME PER COMMON SHARE

3. (LOSS) / INCOME PER COMMON SHARE

 

The computation of basic (loss) income per share is based on the weighted-average number of common shares outstanding during the period. The computation of diluted net (loss) income per share assumes the exercise of all dilutive stock options using the treasury stock method and the lapsing of restrictions on unvested restricted stock awards, for which the assumed proceeds upon lapsing the restrictions are deemed to be the amount of compensation cost attributable to future services and not yet recognized using the treasury stock method, to the extent dilutive.

 

The reconciliation of basic to diluted net (loss) income per common share was as follows (in thousands, except per share amounts):

 

 

 

 

 

 

 

 

For the Three Months

 

Ended March 31,

 

2018

 

2017

Basic net (loss) / income per share:

 

 

 

 

 

Numerator:

 

 

 

 

 

Net (Loss) / Income

$

(35,203)

 

$

26,864

Denominator:

 

 

 

 

 

Weighted-average shares outstanding, basic

 

83,267

 

 

82,960

 

 

 

 

 

 

Basic net (loss) / income per share

$

(0.42)

 

$

0.32

 

 

 

 

 

 

Diluted net (loss) / income per share:

 

 

 

 

 

Numerator:

 

 

 

 

 

Net (Loss) / Income

$

(35,203)

 

$

26,864

Denominator:

 

 

 

 

 

Weighted-average shares outstanding, basic

 

83,267

 

 

82,960

Add:

 

 

 

 

 

Restricted stock units

 

 —

 

 

 —

Stock options

 

 —

 

 

31

Weighted-average shares outstanding, diluted

 

83,267

 

 

82,991

 

 

 

 

 

 

Diluted net (loss) / income per share:

$

(0.42)

 

$

0.32

 

Options to purchase 309,296 shares of common stock, which expired on May 7, 2017, were excluded from the above calculation for the three months ended March 31, 2017, because the impact is anti-dilutive. Options to purchase 13,420 shares of common stock, which expired on July 8, 2017, were also excluded from the above calculation for the three months ended March 31, 2017, because certain market conditions were not met.

 

On June 24, 2015, in connection with the pricing of the Company’s IPO, the Company granted members of management restricted stock units (“RSUs”) of the Company’s common stock pursuant to the Company’s amended 2012 Equity Incentive Plan. The final remaining RSUs will vest on December 1, 2018, or, if earlier, the consummation of the Merger, subject to employment with the Company through the applicable vesting date. On December 5, 2017, the Company issued 278,480 shares in settlement of RSUs that had vested on December 1, 2017. As of March 31, 2018, 44,919 RSUs were forfeited and 317,757 shares are remaining to be issued in 2018, following the vesting date for the final increment.

On September 9, 2016, in accordance with the Company’s amended 2012 Equity Incentive Plan, the Company granted certain non-employee directors 28,752 RSUs. The RSUs, which were valued at $6.26 per share. On May 16, 2017, the RSUs vested and the Company issued 28,752 shares in settlement of the RSUs.

On May 16, 2017, in accordance with the Company’s amended 2012 Equity Incentive Plan, the Company granted certain non-employee directors 44,856 RSUs. The RSUs, which were valued at $5.35 per share, will generally vest on the earliest of (a) the date of the Company’s next annual meeting of shareholders, (b) the date that is 30 days following the first anniversary of the grant date and (c) the consummation of the Merger, subject to the director’s continued service with the Company through the applicable vesting date.

The RSUs granted in June 2015 and May 2017 were excluded in determining the diluted net (loss) / income per share for the three months ended March 31, 2018 and 2017, because the impact is anti-dilutive.

For the three months ended March 31, 2018 and 2017, weighted-average RSUs outstanding of 482,286 and 755,187, respectively, were excluded in determining the diluted net (loss) income per share, because the impact is anti-dilutive.

 

On January 5, 2017, Peter C. Georgiopoulos, Chief Executive Officer and Chairman of the Board of the Company and Leonard J. Vrondissis, Executive Vice President, Secretary and Chief Financial Officer of the Company were each granted awards of stock options, pursuant to the Company’s amended 2012 Equity Incentive Plan. Mr. Georgiopoulos received stock options to purchase 500,000 shares of common stock. Mr. Vrondissis received stock options to purchase 25,000 shares of common stock. The stock options granted were excluded in determining the diluted net (loss) income per share for the three months ended March 31, 2018, because the impact is anti-dilutive. The stock options granted were included in determining the diluted net (loss) income per share for the three months ended March 31, 2017. See Note 14, Stock Based Compensation, for more details.

 

At the effective time of the Merger (the “Effective Time”), each then outstanding stock option will terminate and be canceled in exchange for the right of the former holder to be paid immediately after the Effective Time, a cash payment equal to the product of (i) the number of shares of our common stock subject to such outstanding option and (ii) (a) the product of (A) the closing price per share of Euronav shares on the New York Stock Exchange on the last trading day prior to the Effective Time and (B) an amount equal to (1) the aggregate merger consideration divided by (2) the aggregate number of shares of our common stock issued and outstanding immediately prior to the Effective Time or subject to our RSUs issued and outstanding immediately prior to the Effective Time minus (b) the exercise price applicable to such shares of our common stock subject to such stock option. If the number in clause (ii) of the immediately foregoing sentence is a negative number or zero, no consideration will be paid with respect to such stock option.