NON-CONTROLLING INTEREST AND INCOME (LOSS) PER SHARE

6 Months Ended

Jun. 30, 2020

NON-CONTROLLING INTEREST AND INCOME (LOSS) PER SHARE

NON-CONTROLLING INTEREST AND INCOME (LOSS) PER SHARE

3. NON-CONTROLLING INTEREST AND INCOME (LOSS) PER SHARE

The calculation of controlling and non-controlling interest is as follows as of June 30, 2019 and 2020:

	2019		2020
Focus LLC common units held by continuing owners	22,308,446		21,496,103
Common unit equivalents of outstanding vested and unvested incentive units held by continuing owners(1)	5,125,588		6,690,670
Total common units and common unit equivalents attributable to non-controlling interest	27,434,034		28,186,773
Total common units and common unit equivalents of incentive units outstanding	74,550,851		76,278,480
Non-controlling interest allocation	36.8	%	37.0	%
Company’s interest in Focus LLC	63.2	%	63.0	%

(1) Focus LLC common units issuable upon conversion of 17,830,564 and 19,334,928 (see Note 9) vested and unvested Focus LLC incentive units outstanding as of June 30, 2019 and 2020, respectively, was calculated using the common unit equivalent of vested and unvested Focus LLC incentive units based on the closing price of the Company’s Class A common stock on the last trading day of the periods.

The below table contains a reconciliation of net income to net income (loss) attributable to common shareholders:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2019		2020		2019		2020
Net income	$	3,102	$	3,328	$	274	$	37,347
Non-controlling interest		(2,306)		(919)		(2,420)		(14,542)
Net income (loss) attributable to common shareholders	$	796	$	2,409	$	(2,146)	$	22,805

The calculation of basic and diluted income (loss) per share is described below:

Basic income (loss) per share is calculated utilizing net income (loss) attributable to common shareholders divided by the weighted average number of shares of Class A common stock outstanding during the same periods:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2019		2020		2019		2020
Basic income (loss) per share:
Net income (loss) attributable to common shareholders	$	796	$	2,409	$	(2,146)	$	22,805
Weighted average shares of Class A common stock outstanding		46,696,200		47,847,756		46,455,238		47,642,156
Basic income (loss) per share	$	0.02	$	0.05	$	(0.05)	$	0.48

Diluted income (loss) per share is calculated utilizing net income (loss) attributable to common shareholders divided by the weighted average number of shares of Class A common stock outstanding during the same periods plus the effect, if any, of the potentially dilutive shares of the Company’s Class A common stock from stock options, unvested Class A common stock and restricted stock units as calculated using the treasury stock method:

	Three Months Ended				Six Months Ended
		June 30,				June 30,
	2019		2020		2019		2020
Diluted income (loss) per share:
Net income (loss) attributable to common shareholders	$	796	$	2,409	$	(2,146)	$	22,805
Add: Dilutive effect of non-controlling interests related to Focus LLC common and incentive units		—		47		—		—
Total		796		2,456		(2,146)		22,805
Weighted average shares of Class A common stock outstanding		46,696,200		47,847,756		46,455,238		47,642,156
Effect of dilutive stock options		—		1,637		—		2,105
Effect of dilutive unvested Class A common stock and restricted stock units		25,359		11,547		—		6,796
Effect of non-controlling interests related to Focus LLC common and incentive units		—		25,557,168		—		—
Total		46,721,559		73,418,108		46,455,238		47,651,057
Diluted income (loss) per share	$	0.02	$	0.03	$	(0.05)	$	0.48

Diluted loss per share for the six months ended June 30, 2019 excludes incremental shares of 16,607 related to unvested Class A common stock since the effect would be antidilutive. Diluted income (loss) per share for the three and six months ended June 30, 2019 and 2020 excludes shares related to 155,000 market-based stock options that vest on the fifth anniversary of the pricing of the Company’s IPO if the volume weighted average per share price for any ninety-

calendar day period within such five-year period immediately following the pricing of the IPO reaches at least $100. Such market-based criteria were not met at June 30, 2019 and 2020.

Focus LLC common and incentive units may be exchanged for the Company’s Class A common stock, subject to certain limitations (see Note 9). In computing the dilutive effect, if any, that the exchange would have on net income (loss) per share, net income (loss) attributable to Class A common shareholders would be adjusted due to the elimination of the non-controlling interests (including any associated tax impact). For the three and six months ended June 30, 2019 and the six months ended June 30, 2020, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive.