Net Income (Loss) Per Share Attributable to Evercore Partners Inc. Common Shareholders

The calculations of basic and diluted net income (loss) per share attributable to Evercore Partners Inc. common shareholders for the three and six months ended June 30, 2014 and 2013 are described and presented below.



	For the Three Months Ended June 30,					For the Six Months Ended June 30,
	2014		2013			2014		2013
Basic Net Income (Loss) Per Share Attributable to Evercore Partners Inc. Common Shareholders
Numerator:
Net income from continuing operations attributable to Evercore Partners Inc.	$	24,265	$	16,458		$	34,833	$	22,936
Associated accretion of redemption price of noncontrolling interest in Trilantic (See Note 12)	—		(21		)	—		(42		)
Net income from continuing operations attributable to Evercore Partners Inc. common shareholders	24,265		16,437			34,833		22,894
Net income (loss) from discontinued operations attributable to Evercore Partners Inc. common shareholders	—		(32		)	—		(541		)
Net income attributable to Evercore Partners Inc. common shareholders	$	24,265	$	16,405		$	34,833	$	22,353
Denominator:
Weighted average shares of Class A common stock outstanding, including vested restricted stock units ("RSUs")	35,744		31,811			35,208		31,836
Basic net income per share from continuing operations attributable to Evercore Partners Inc. common shareholders	$	0.68	$	0.52		$	0.99	$	0.72
Basic net income (loss) per share from discontinued operations attributable to Evercore Partners Inc. common shareholders	—		—			—		(0.02		)
Basic net income per share attributable to Evercore Partners Inc. common shareholders	$	0.68	$	0.52		$	0.99	$	0.70
Diluted Net Income (Loss) Per Share Attributable to Evercore Partners Inc. Common Shareholders
Numerator:
Net income from continuing operations attributable to Evercore Partners Inc. common shareholders	$	24,265	$	16,437		$	34,833	$	22,894
Noncontrolling interest related to the assumed exchange of LP Units for Class A Shares	(a)		(a)			(a)		(a)
Associated corporate taxes related to the assumed elimination of Noncontrolling Interest described above	(a)		(a)			(a)		(a)
Diluted net income from continuing operations attributable to Evercore Partners Inc. common shareholders	24,265		16,437			34,833		22,894
Net income (loss) from discontinued operations attributable to Evercore Partners Inc. common shareholders	—		(32		)	—		(541		)
Diluted net income attributable to Evercore Partners Inc. common shareholders	$	24,265	$	16,405		$	34,833	$	22,353
Denominator:
Weighted average shares of Class A common stock outstanding, including vested RSUs	35,744		31,811			35,208		31,836
Assumed exchange of LP Units for Class A Shares	(a)		(a)			(a)		(a)
Additional shares of the Company's common stock assumed to be issued pursuant to non-vested RSUs and deferred consideration, as calculated using the Treasury Stock Method	2,718		3,332			3,095		3,551
Shares that are contingently issuable	130		—			166		—
Assumed conversion of Warrants issued	3,268		2,358			3,312		2,351
Diluted weighted average shares of Class A common stock outstanding	41,860		37,501			41,781		37,738
Diluted net income per share from continuing operations attributable to Evercore Partners Inc. common shareholders	$	0.58	$	0.44		$	0.83	$	0.61
Diluted net income (loss) per share from discontinued operations attributable to Evercore Partners Inc. common shareholders	—		—			—		(0.02		)
Diluted net income per share attributable to Evercore Partners Inc. common shareholders	$	0.58	$	0.44		$	0.83	$	0.59

(a)

The Company has outstanding LP Units in its subsidiary, Evercore LP, which give the holders the right to receive Class A Shares upon exchange on a one for one basis. During the three and six months ended June 30, 2014 and 2013, the LP Units were antidilutive and consequently the effect of their exchange into Class A Shares has been excluded from the calculation of diluted net income (loss) per share attributable to Evercore Partners Inc. common shareholders. The units that would have been included in the denominator of the computation of diluted net income (loss) per share attributable to Evercore Partners Inc. common shareholders if the effect would have been dilutive were 4,719 and 4,901 for the three and six months ended June 30, 2014, respectively, and 6,680 and 6,734 for the three and six months ended June 30, 2013, respectively. The adjustment to the numerator, Diluted net income attributable to Class A common shareholders, if the effect would have been dilutive, would have been $3,197 and $4,786 for the three and six months ended June 30, 2014, respectively, and $3,598 and $4,845 for the three and six months ended June 30, 2013, respectively. In computing this adjustment, the Company assumes that all vested LP Units, and all unvested LP Units after applying the treasury stock method, are converted into Class A Shares, that all earnings attributable to those shares are attributed to Evercore Partners Inc. and, that it has adopted a conventional corporate tax structure and is taxed as a C Corporation in the U.S. at prevailing corporate tax rates. The Company does not anticipate that the LP Units will result in a dilutive computation in future periods.

The shares of Class B common stock have no right to receive dividends or a distribution on liquidation or winding up of the Company. The shares of Class B common stock do not share in the earnings of the Company and no earnings are allocable to such class. Accordingly, basic and diluted net income per share of Class B common stock have not been presented.