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(Loss) Earnings Per Common Share
9 Months Ended
Jan. 31, 2025
Earnings Per Share [Abstract]  
(Loss) Earnings Per Common Share (Loss) Earnings Per Common Share
Prior to the Reclassification discussed in Note A, Logility Parent had two classes of common stock. As a result, the Company computed the (loss) earnings per share in compliance with the Earnings Per Share Topic of ASC 260, Earnings Per Share, which requires companies that have multiple classes of participating equity securities to use the “two-class” method in computing (loss) earnings per share.

Basic (loss) earnings per share are calculated by dividing net (loss) earnings attributable to each class of common stock by the weighted average number of shares outstanding. All undistributed losses or earnings are allocated evenly between Class A and B common shares in the (loss) earnings per share calculation to the extent that earnings equal or exceed $0.05 per share.

Diluted (loss) earnings per share is calculated similarly to basic (loss) earnings per share, except that the calculation is adjusted to give effect to dilutive elements including stock options and restricted stock units ("RSUs") issuable under Logility Parent's stock incentive plans. Diluted (loss) earnings per share excludes all dilutive potential shares of common stock if their effect is anti-dilutive. For the Company’s diluted (loss) earnings per share calculation for common shares, the Company uses the “if-converted” method. This calculation assumes that all Class B common shares are converted into Class A common shares and, as a result, assumes there are no holders of Class B common shares to participate in undistributed earnings.

Prior to the Reclassification, the Company used the “two-class” method for the Company’s diluted earnings per share calculation for Class B shares. This calculation does not assume that all Class B common shares are converted into Class A common shares. In addition, this method assumes the dilutive effect of Class A stock options and RSUs were converted to Class A shares and the undistributed earnings are allocated evenly to both Class A and B shares including Class A shares issued pursuant to those converted stock options. This allocation is based on management’s judgment after considering the dividend
rights of the two-classes of common stock, the control of the Class B shareholder and the convertibility rights of the Class B shares into Class A shares.

In accordance with ASC 260, Earnings Per Share, and as related to the Reclassification Agreement discussed in Note A, the $3.8 million difference between the fair value of the common shares issued and the carrying value of the Class B shares surrendered was included as a reduction to the numerator in calculating the net (loss) earnings attributable to common shareholders.

The following tables set forth the computation of basic (loss) earnings per common share and diluted (loss) earnings per common share (in thousands except for per share amounts):
Basic (loss) earnings per common share:
Three Months Ended January 31, 2025Nine Months Ended January 31, 2025
Class A
Common
Shares
Class A
Common
Shares
Class B
Common
Shares
Distributed earnings$0.11 $0.33 $0.33 
Undistributed (loss)(0.19)(0.41)(0.41)
Total$(0.08)$(0.08)$(0.08)
Distributed earnings$3,708 $10,817 $260 
Undistributed (loss)(6,466)(9,809)(235)
Total$(2,758)$1,008 $25 
Consideration transferred in excess of Class B shares cost basis pursuant to the Reclassification Agreement$— $(3,668)$(88)
Net (loss) attributable to common shareholders$(2,758)$(2,660)$(63)
Basic weighted average common shares33,680 32,721 786 

Three Months Ended January 31, 2024Nine Months Ended January 31, 2024
Class A
Common
Shares
Class B
Common
Shares
Class A
Common
Shares
Class B
Common
Shares
Distributed earnings$0.11 $0.11 $0.33 $0.33 
Undistributed earnings (losses)0.01 0.01 (0.06)(0.06)
Total from continuing operations$0.12 $0.12 $0.22 $0.27 
Total from discontinued operations— — 0.05 — 
Total$0.12 $0.12 $0.27 $0.27 
Distributed earnings$3,454 $200 $10,568 $601 
Undistributed earnings (losses)410 24 (1,864)(106)
Total from continuing operations$3,864 $224 $6,892 $495 
Total from discontinued operations— — 1,812 — 
Net earnings attributable to common shareholders$3,864 $224 $8,704 $495 
Basic weighted average common shares outstanding31,470 1,822 32,020 1,822 

Diluted EPS for Class A Common Shares Using the If-Converted Method
Three Months Ended January 31, 2025
Undistributed
& Distributed
Earnings
to Class A
Common
Shares
Class A
Common
Shares
EPS*
Per Basic$(2,758)33,680 $(0.08)
Common Stock Equivalents— — — 
(2,758)33,680 (0.08)
Class B Common Share Conversion*— — — 
Diluted EPS for Class A Common Shares$(2,758)33,680 $(0.08)
Nine Months Ended January 31, 2025
Undistributed
& Distributed
Earnings
to Class A
Common
Shares
Class A
Common
Shares
EPS*
Per Basic$(2,660)32,721 $(0.08)
Common Stock Equivalents— 11 — 
(2,660)32,732 (0.08)
Class B Common Share Conversion(63)786 — 
Diluted EPS for Class A Common Shares$(2,723)33,518 $(0.08)

Three Months Ended January 31, 2024
Undistributed
& Distributed
Earnings
to Class A
Common
Shares
Class A
Common
Shares
EPS*
Per Basic$3,864 31,470 $0.12 
Common Stock Equivalents— 44 — 
3,864 31,514 0.12 
Class B Common Share Conversion224 1,822 — 
Diluted EPS for Class A Common Shares$4,088 33,336 $0.12 

Nine Months Ended January 31, 2024
Undistributed
& Distributed
Earnings
to Class A
Common
Shares
Class A
Common
Shares
EPS*
Per Basic$8,704 32,020 $0.27 
Common Stock Equivalents— 24 — 
8,704 32,044 0.27 
Class B Common Share Conversion495 1,822 — 
Diluted EPS for Class A Common Shares$9,199 33,866 $0.27 
Diluted EPS for Class B Common Shares Using the Two-Class Method

Nine Months Ended January 31, 2025
Undistributed
& Distributed
Earnings
to Class B
Common
Shares
Class B
Common
Shares
EPS*
Per Basic$(63)786 $(0.08)
Reallocation of undistributed earnings/losses from Class A Common Shares to Class B Common Shares— — — 
Diluted EPS for Class B Common Shares$(63)786 $(0.08)

Three Months Ended January 31, 2024
Undistributed
& Distributed
Earnings
to Class B
Common
Shares
Class B
Common
Shares
EPS*
Per Basic$224 1,822 $0.12 
Reallocation of undistributed earnings/losses from Class A Common Shares to Class B Common Shares— — — 
Diluted EPS for Class B Common Shares$224 1,822 $0.12 
Nine Months Ended January 31, 2024
Undistributed
& Distributed
Earnings
to Class B
Common
Shares
Class B
Common
Shares
EPS*
Per Basic$495 1,822 $0.27 
Reallocation of undistributed earnings/losses from Class A Common Shares to Class B Common Shares— — — 
Diluted EPS for Class B Common Shares$495 1,822 $0.27 
____________
*Amounts adjusted for rounding

For the three and nine months ended January 31, 2025 we excluded options to purchase 6,896,195 and 6,660,537 Common Shares, and 83,587 and 83,587 RSUs, respectively, and for the three and nine months ended January 31, 2024 we excluded options to purchase 6,481,015 and 6,184,717 Common Shares, and 0 and 0 RSUs, respectively. We excluded these options because the exercise prices of those options were greater than the average market price of the Common Shares during the applicable period. As of January 31, 2025, we had a total of 6,887,200 options outstanding and as of January 31, 2024, we
had a total of 6,427,004 options outstanding. As of January 31, 2025, we had a total of 83,587 RSUs outstanding and as of January 31, 2024, we had a total of 95,411 RSUs outstanding.