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NON-CONTROLLING INTEREST AND INCOME PER SHARE
9 Months Ended
Sep. 30, 2022
NON-CONTROLLING INTEREST AND INCOME PER SHARE  
NON-CONTROLLING INTEREST AND INCOME PER SHARE

3. NON-CONTROLLING INTEREST AND INCOME PER SHARE

The calculation of controlling and non-controlling interest is as follows as of September 30, 2021 and 2022:

    

2021

2022

Focus LLC common units

    

12,338,777

11,653,693

Focus LLC restricted common units

71,374

192,463

Common unit equivalents of outstanding vested and unvested Focus LLC incentive units(1)

8,656,088

3,680,928

Total common units, restricted common units and common unit equivalents attributable to non-controlling interest

21,066,239

15,527,084

Total common units, restricted common units and common unit equivalents of incentive units outstanding

81,381,580

81,393,016

Non-controlling interest allocation

25.9

%

19.1

%

Company’s interest in Focus LLC

74.1

%

80.9

%

(1)Focus LLC common units issuable upon conversion of 16,233,899 and 16,165,917 (see Note 9) vested and unvested Focus LLC incentive units outstanding as of September 30, 2021 and 2022, 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.

Basic income per share is calculated utilizing net income attributable to common shareholders divided by the weighted average number of shares of Class A common stock outstanding during the same periods. The calculation of basic income per share is as follows:

Three Months Ended

Nine Months Ended

    

September 30, 

September 30, 

2021

    

2022

    

2021

    

2022

Net income attributable to common shareholders

$

649

$

29,249

$

2,882

$

91,434

Weighted average shares of Class A common stock outstanding

 

59,940,166

 

65,599,493

 

55,978,639

 

65,441,151

Basic income per share

$

0.01

$

0.45

$

0.05

$

1.40

Diluted income per share is calculated utilizing net income 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, restricted stock units and Focus LLC common units, including contingently issuable Focus LLC common units, if any, restricted common units and incentive units as calculated using the treasury stock method:

Three Months Ended

Nine Months Ended

September 30, 

September 30, 

    

2021

    

2022

    

2021

    

2022

Net income attributable to common shareholders

$

649

$

29,249

$

2,882

$

91,434

Weighted average shares of Class A common stock outstanding

 

59,940,166

 

65,599,493

 

55,978,639

 

65,441,151

Effect of dilutive stock options

441,809

197,520

420,801

264,938

Effect of dilutive restricted stock units

56,535

24,215

47,630

23,250

Total

 

60,438,510

 

65,821,228

 

56,447,070

 

65,729,339

Diluted income per share

$

0.01

$

0.44

$

0.05

$

1.39

Diluted income per share for the three and nine months ended September 30, 2021 and 2022 excludes shares related to 155,000 market-based stock options, as modified, that vest on the sixth anniversary of the pricing of the Company’s initial public offering (“IPO”) with vesting based on the highest volume weighted average per share price for any ninety-calendar day period (“90-day VWAP”) prior to the anniversary, with 0% vesting if the highest 90-day VWAP is $80.00 or less and 100% vesting if the highest 90-day VWAP is $110.00 or more, with linear interpolation in between (see Note 9). Such market-based criteria were not met at September 30, 2021 and 2022.

Focus LLC common, restricted 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 per share, net income 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 nine months ended September 30, 2021 and 2022, such exchange is not reflected in diluted net income per share as the assumed exchange is not dilutive.