Per Share Amounts and Common Shares Outstanding

9 Months Ended

Sep. 26, 2020

Per share amounts and common and redeemable shares outstanding [Text Block]

Per Share Amounts and Common and Redeemable Shares Outstanding

We calculate our basic earnings per share by dividing net income or net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per share are calculated in a similar manner, but include the effect of dilutive securities. To the extent these securities are antidilutive, they are excluded from the calculation of earnings per share. The per share amounts were computed as follows:


	Three Months Ended				Nine Months Ended
	September 26, 2020		September 28, 2019		September 26, 2020		September 28, 2019
Income available to common shareholders:
Net income	$	24,627	$	13,434	$	54,585	$	32,688

Weighted-average shares (in thousands):
Basic:
Outstanding	22,874		22,790		22,956		22,822
Partially-paid share subscriptions	—		3		—		8
Basic weighted-average shares	22,874		22,793		22,956		22,830

Diluted:
Basic from above	22,874		22,793		22,956		22,830
Incremental shares from assumed:
Exercise of stock subscription purchase rights	—		13		—		73
Exercise of stock options and awards	980		1,196		1,046		1,024
Diluted weighted-average shares	23,854		24,002		24,002		23,927

Net income per share:

Basic	$	1.08	$	.59	$	2.38	$	1.43

Diluted	$	1.03	$	.56	$	2.27	$	1.37

Common and Redeemable Shares Outstanding--A summary of the activity of the common and redeemable shares outstanding for the nine months ended September 26, 2020 follows:



	Common Shares Net of Treasury Shares	Redeemable Shares	Total
Shares outstanding at January 1, 2020	18,029,921	5,146,882	23,176,803
Shares purchased	(763,901)	(368,350)	(1,132,251)
Shares sold	263,212	395,503	658,715

Options and awards exercised	145,297	—	145,297
Shares outstanding at September 26, 2020	17,674,529	5,174,035	22,848,564

On September 26, 2020, we had 22,848,564 common and redeemable shares outstanding and employee options exercisable to purchase 1,028,683 common shares.

Stock Subscription Offering--Beginning May 2012, the Company offered to eligible employees and nonemployee directors the right to subscribe to common shares of the Company at $9.85 per share in accordance with the provisions of The Davey Tree Expert Company 2004 Omnibus Stock Plan and the rules of the Compensation Committee of the Company's Board of Directors (collectively, the "plan"). The offering period ended on August 1, 2012 and resulted in the subscription of 1,275,428 common shares for $12,563 at $9.85 per share.

Under the plan, a participant in the offering purchasing common shares for an aggregate purchase price of less than $5 was required to pay with cash. All participants (excluding Company directors and officers) purchasing $5 or more of the common shares had an option to finance their purchase through a down-payment of at least 10% of the total purchase price and a seven-year promissory note for the balance due with interest at 2%. Payments on the promissory note were made either by payroll deductions or annual lump-sum payments of both principal and interest.

Common shares purchased under the plan were pledged as security for the payment of the promissory note and the common shares were not issued until the promissory note was paid-in-full. Dividends were paid on all subscribed shares, subject to forfeiture to the extent that payment was not ultimately made for the shares.

All participants in the offering purchasing in excess of $5 of common shares were granted a "right" to purchase one additional common share at a price of $9.85 per share for every three common shares purchased under the plan. As a result of the stock subscription, employees were granted rights to purchase 423,600 common shares. Each right could have been exercised at the rate of one-seventh per year and expired seven years after the date that the right was granted. Employees could not exercise a right if they ceased to be employed by the Company. All rights expired in August 2019.