Common Shares and Net Income (Loss) per Common Share

12 Months Ended

Dec. 28, 2019

Common Shares and Net Income (Loss) per Common Share

Common Shares

On May 1, 2018, our Board of Directors approved a share repurchase program for up to $50.0 million of Cott’s outstanding common shares over a 12-month period commencing on May 7, 2018 (the “Initial Repurchase Plan”). Since that date, for the year ended December 29, 2018, we repurchased 2,973,282 common shares for approximately $46.0 million through open market transactions under the Initial Repurchase Plan. Shares purchased under the Initial Repurchase Plan were subsequently canceled.

On December 11, 2018, our Board of Directors approved a share repurchase program for up to $50.0 million of Cott’s outstanding common shares over a 12-month period commencing on December 14, 2018 (the “Second Repurchase Plan”). Since that date, for the years ended December 28, 2019 and December 29, 2018, we repurchased 2,006,789 and 1,590,088 common shares for approximately $27.8 million and $22.2 million, respectively, through open market transactions under the Second Repurchase Plan. Shares purchased under the Second Repurchase Plan were subsequently canceled. During the second quarter of 2019, we utilized all funds under the Second Repurchase Plan.

On December 11, 2019, our Board of Directors approved a new share repurchase program for up to $50.0 million of Cott’s outstanding common shares over a 12-month period (the “New Repurchase Plan”). We made no repurchases of our common shares under the New Repurchase Plan during 2019.

Net Income (Loss) Per Common Share

Basic net income (loss) per common share is calculated by dividing net income (loss) attributable to Cott Corporation by the weighted average number of common shares outstanding during the periods presented. Diluted net income (loss) per common share is calculated by dividing diluted net income (loss) attributable to Cott Corporation by the weighted average number of common shares outstanding adjusted to include the effect, if dilutive, of the exercise of in-the-money stock options, Performance-based RSUs, and Time-based RSUs during the periods presented.

Set forth below is a reconciliation of the numerator and denominator for the diluted net income (loss) per common share computations for the periods indicated:



	For the Year Ended
	December 28, 2019			December 29, 2018		December 30, 2017
Numerator (in millions):
Net income (loss) attributable to Cott Corporation
Continuing operations	$	(0.1	)	$	28.9	$	(3.6	)
Discontinued operations	3.0			354.0		2.2
Net income (loss)	2.9			382.9		(1.4		)
Basic Earnings Per Share
Denominator (in thousands):
Weighted average common shares outstanding - basic	135,224			139,097		139,078
Basic Earnings Per Share:
Continuing operations	—			0.21		(0.03		)
Discontinued operations	0.02			2.54		0.02
Net income (loss)	0.02			2.75		(0.01		)
Diluted Earnings Per Share
Denominator (in thousands):
Weighted average common shares outstanding - basic	135,224			139,097		139,078
Dilutive effect of Stock Options	—			1,199		—
Dilutive effect of Performance based RSUs	—			900		—
Dilutive effect of Time-based RSUs	—			240		—
Weighted average common shares outstanding - diluted	135,224			141,436		139,078
Diluted Earnings Per Share:
Continued operations	—			0.21		(0.03		)
Discontinued operations	0.02			2.50		0.02
Net income (loss)	0.02			2.71		(0.01		)

The following table summarizes anti-dilutive securities excluded from the computation of diluted net income (loss) per common share for the periods indicated:



	For the Year Ended
(in thousands)	December 28, 2019	December 29, 2018	December 30, 2017
Stock options	6,493	2,095	5,006
Performance-based RSUs ¹	1,594	564	2,235
Time-based RSUs ²	397	148	493

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¹	Performance-based RSUs represent the number of shares expected to be issued based on the estimated achievement of pre-tax income for these awards.


²	Time-based RSUs represent the number of shares expected to be issued based on known employee retention information.