Capitalization and Earnings Per Share

9 Months Ended

Sep. 30, 2022

CAPITALIZATION AND EARNINGS PER SHARE

Capital Stock

The Company’s authorized capital stock consists of 1,985,000,000 shares of common stock, par value $0.0001 per share, and 15,000,000 shares of preferred stock with no par value, all of which shares of preferred stock are undesignated.

Earnings Per Share

Basic earnings per share is calculated by dividing net earnings by the weighted average number of shares of common stock outstanding. Diluted earnings per share is similarly calculated, except that the calculation includes the dilutive effect of the assumed issuance of shares under stock-based compensation plans except where the inclusion of such shares would have an anti-dilutive impact.

Information related to the calculation of net earnings per share of common stock is summarized as follows:


	Three Months Ended				Nine Months Ended
($ and shares in millions, except per share amounts)	September 30, 2022		October 1, 2021		September 30, 2022		October 1, 2021
Numerator:
Net earnings	$	50.1	$	127.3	$	333.6	$	300.6

Denominator:
Basic weighted average common shares outstanding	158.2		169.1		161.5		168.9
Effect of dilutive stock options and RSUs	0.5		1.2		0.7		1.1
Diluted weighted average common shares outstanding	158.7		170.3		162.2		170.0

Earnings per share:
Basic	$	0.32	$	0.75	$	2.07	$	1.78
Diluted	$	0.32	$	0.75	$	2.06	$	1.77

Anti-dilutive shares	3.4		1.6		3.3		2.5

Share Repurchase Program

On May 24, 2022, the Company’s Board of Directors approved a replenishment of the Company’s previously approved share repurchase program announced in May 2021, bringing the total amount authorized for future share repurchases back up to $500 million. Under the share repurchase program, the Company will purchase shares of common stock from time to time on the open market or in privately negotiated transactions. The timing and amount of shares repurchased will be determined by the Company’s management based on market conditions, share price, applicable legal requirements and other factors. The Company may enter into Rule 10b5-1 plans to facilitate purchases under the share repurchase program. The share repurchase program may be suspended or discontinued at any time and has no expiration date.

In February 2022, the Company entered into an accelerated share repurchase agreement (“ASR”) with a third-party financial institution whereupon we provided them with a prepayment of $250.0 million and received an initial delivery of 8.2 million shares of our common stock. We received an additional 1.8 million shares of our common stock as final settlement of the ASR during Q2. In total, the Company repurchased 10.0 million shares under the ASR at an average price of $25.11 per share.

During the nine months ended September 30, 2022, the Company repurchased an additional 1.6 million of the Company’s shares for $38.0 million through open market transactions at an average price per share of $23.02.

As of September 30, 2022, the Company has remaining authorization to repurchase $469 million of its common stock under the share repurchase program.