Earnings Per Share

3 Months Ended

Mar. 31, 2022

The calculations of basic and diluted EPS are based on the weighted average number of shares of common stock and potential common stock outstanding during the period. For the purposes of determining diluted EPS, the shares underlying the purchase contracts included within the Equity Units were included in the calculation of potential common stock outstanding for the three months ended March 31, 2022 using the if-converted method under US GAAP. For the purchase contracts, the number of shares of our common stock that would be issuable at the end of each reporting period will be reflected in the denominator of our diluted EPS calculation. If the stock price falls below the initial reference price of $24.51, subject to anti-dilution adjustments, the number of shares of our common stock used in calculating diluted EPS will be the maximum number of shares per the contract as described in Note 5, "Equity." Conversely, if the stock price is above the initial reference price of $24.51, subject to anti-dilution adjustments, a variable number of shares of our common stock will be used in calculating diluted EPS. A numerator adjustment was reflected in the calculation of diluted EPS for interest expense incurred in 2022 net of tax, related to the purchase contracts.

We adopted ASU 2020-06 on January 1, 2022, which resulted in additional dilution from our Equity Units by requiring us to assume share settlement of the remaining purchase contract payment balance based on the average share price outstanding during the period. Refer to Note 2, "Recent Accounting Pronouncements," for more information on ASU 2020-06.

The shares underlying the Series C Mandatory Convertible Preferred Stock included within the Equity Units are contingently convertible securities as the conversion is contingent on a successful remarketing as described in Note 5, "Equity." Contingently convertible shares where conversion is not tied to a market price trigger are excluded from the calculation of diluted EPS until such time as the contingency has been resolved under the if-converted method. As of March 31, 2022, the contingency was not resolved and thus no shares were reflected in the denominator in the calculation of diluted EPS for the three months ended March 31, 2022.

Diluted EPS also includes the incremental effects of the various long-term incentive compensation plans and the open ATM forward agreements during the period under the treasury stock method when the impact would be dilutive. Refer to Note 5, "Equity," for more information on our ATM forward agreements.

The following table presents the calculation of our basic and diluted EPS:


	Three Months Ended March 31,
(in millions, except per share amounts)	2022		2021
Numerator:
Net Income Available to Common Shareholders - Basic	$	413.0	$	281.7
Dilutive effect of Equity Units	0.5		—
Net Income Available to Common Shareholders - Diluted	$	413.5	$	281.7
Denominator:
Average common shares outstanding - Basic	406.0		392.7
Dilutive potential common shares:
Equity Units purchase contracts	29.1		—
Equity Units purchase contract payment balance	4.0		—
Shares contingently issuable under employee stock plans	1.0		0.6
Shares restricted under employee stock plans	0.4		0.3
ATM forward agreements	0.9		0.3
Average Common Shares - Diluted	441.4		393.9
Earnings per common share:
Basic	$	1.02	$	0.72
Diluted	$	0.94	$	0.72