The Company calculates earnings per share in accordance with ASC . For purposes of calculating earnings (loss) per share (“EPS”), a company that has participating security holders (for example, holders of unvested restricted stock that have non-forfeitable dividend rights and the Company’s Series A Preferred Stock) is required to utilize the -class method for calculating EPS unless the treasury stock method results in lower EPS. The -class method is an allocation of earnings/(loss) between the holders of common stock and a company’s participating security holders. Under the -class method, earnings/(loss) for the reporting period is calculated by taking the net income (loss) for the period, less both the dividends declared in the period on participating securities (whether or paid) and the dividends accumulated for the period on cumulative preferred stock (whether or earned) for the period. Our common shares outstanding are comprised of shareholder owned common stock and shares of unvested restricted stock held by participating security holders. Basic EPS is calculated by dividing income or loss attributable to common stockholders by the weighted average number of shares of common stock outstanding, excluding participating shares. To calculate diluted EPS, basic EPS is further adjusted to include the effect of potentially dilutive stock options outstanding and Series A Preferred Stock outstanding as of the beginning of the period. 

 

 

At (Successor), the Company had outstanding () million warrants to purchase shares of common stock at an exercise price of () million outstanding unvested restricted stock awards, () million outstanding vested incentive stock options, () million outstanding unvested non-qualified stock options, and () million shares of Series A Preferred Stock, all of which could potentially be dilutive. For the Successor period presented, the weighted-average dilutive impact, if any, of these shares was excluded from the calculation of diluted earnings (loss) per common share because their inclusion would have been anti-dilutive. As a result, dilutive earnings (loss) per share is equal to basic earnings (loss) per share. 

 

The table below shows our basic and diluted EPS calculations for the -month period ended and the period from through :

 

		Successor
(in thousands, except share and per share amounts)		Three Months Ended January 31, 2020				December 6, 2018 through January 31, 2019
Net loss (numerator):
Net loss attributable to Concrete Pumping Holdings, Inc.		$	(2,746	)		$	(3,630	)
Less: Undistributed earnings allocated to participating securities			-				-
Less: Accretion of liquidation preference on preferred stock			(473	)			(269	)
Net loss attributable to common stockholders (numerator for basic earnings per share)		$	(3,219	)		$	(3,899	)
Weighted average shares (denominator):
Weighted average shares - basic			52,629,214				28,847,707
Weighted average shares - diluted			52,629,214				28,847,707
Basic loss per share		$	(0.06	)		$	(0.14	)
Diluted loss per share		$	(0.06	)		$	(0.14	)

 

 

Under the terms and conditions of the Company’s Participating Preferred Stock Agreement, the holders of the preferred stock had the right to receive dividends or dividend equivalents should the Company declare dividends on its common stock on a -for- per-share basis. Under the -class method, undistributed earnings was calculated by the earnings for the period less the cumulative preferred stock dividends earned for the period. The undistributed earnings were then allocated on a pro-rata basis to the common and preferred stockholders on a -for- per-share basis. The weighted-average number of common and preferred shares outstanding during the period was then used to calculate basic EPS for each class of shares. As a result, the undistributed earnings available to common shareholders was calculated by earnings (loss) for the period less the cumulative preferred stock dividends earned for the period less undistributed earnings allocated to the holders of the preferred stock.

 

In periods in which the Company had a net loss or undistributed net loss, basic loss per share was calculated by dividing the loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. The -class method was used, because the holders of the preferred stock did participate in losses.

 

The table below shows our basic and diluted EPS calculations for the Predecessor periods from through

 

		Predecessor
(in thousands, except share and per share amounts)		November 1, 2018 through December 5, 2018
Net loss (numerator):
Net loss income attributable to Concrete Pumping Holdings, Inc.		$	(22,575	)
Less: Accretion of liquidation preference on preferred stock			(126	)
Less: Undistributed earnings allocated to preferred shares			-
Net (loss) available to common shareholders		$	(22,701	)
Weighted average shares (denominator):
Weighted average shares - basic			7,576,289
Weighted average shares - diluted			7,576,289
Antidilutive stock options			932,746
Basic loss per share		$	(3.00	)
Diluted loss per share		$	(3.00	)