NOTE 15 – EARNINGS PER SHARE

The Company has two classes of common stock and, as such, applies the “two-class method” of computing earnings per share (“EPS”) as prescribed in ASC 260, “Earnings Per Share.” In accordance with this guidance, earnings are allocated in the same fashion as dividends would be distributed. Under the Company’s articles of incorporation, any distribution of dividends in any year must be made in proportion of one cent a share for Class A Common Stock to one and one-half cents a share for Class B Common Stock, which results in a 40% to 60% split to Class A and B shareholders, respectively. In accordance with this, earnings are allocated first to Class A and Class B Common Stock to the extent that dividends are actually paid and the remainder is allocated assuming all of the earnings for the period have been distributed in the form of dividends.

The Company calculates EPS as follows:

Basic

40% * Average Class A Shares Outstanding

Undistributed Net Income

Class A Dividends

Per Share

Class A EPS

40% * Average Class A Shares Outstanding + 60% * Average Class B Shares Outstanding

Average Class A Shares Outstanding

Diluted

40% * Average Class A Shares Outstanding

Undistributed Net Income

Class A Dividends

Per Share

Class A EPS

40% * Average Class A Shares Outstanding + 60% * Average Class B Shares Outstanding

Average Diluted Class A Shares Outstanding

Basic

60% * Average Class B Shares Outstanding

Undistributed Net Income

Class B Dividends

Per Share

Class B EPS

40% * Average Class A Shares Outstanding + 60% * Average Class B Shares Outstanding

Average Class B Shares Outstanding

* Diluted Class B EPS calculation is identical to Basic Class B calculation

The following table provides EPS information for each period, respectively:


(In millions except per share data)	2015			2014			2013
Numerator
Numerator for basic and diluted EPS –
Net income attributable to Greif	$	71.9		$	91.5		$	144.7
Cash dividends		98.7			98.6			98.3

Undistributed net (loss) income attributable to Greif, Inc.	$	(26.8	)	$	(7.1	)	$	46.4
Denominator
Denominator for basic EPS –
Class A common stock		25.7			25.5			25.4
Class B common stock		22.1			22.1			22.1
Denominator for diluted EPS –
Class A common stock		25.7			25.5			25.4
Class B common stock		22.1			22.1			22.1
EPS Basic
Class A common stock	$	1.23		$	1.56		$	2.47
Class B common stock	$	1.83		$	2.33		$	3.70
EPS Diluted
Class A common stock	$	1.23		$	1.56		$	2.47
Class B common stock	$	1.83		$	2.33		$	3.70

The Class A Common Stock has no voting rights unless four quarterly cumulative dividends upon the Class A Common Stock are in arrears. The Class B Common Stock has full voting rights. There is no cumulative voting for the election of directors.

Common Stock Repurchases

The Company’s Board of Directors has authorized the purchase of up to four million shares of Class A Common Stock or Class B Common Stock or any combination of the foregoing. During 2015, the Company repurchased no shares of Class A or Class B Common Stock. As of October 31, 2015, the Company had repurchased 3,184,272 shares, including 1,425,452 shares of Class A Common Stock and 1,758,820 shares of Class B Common Stock, under this program, all of which were repurchased in prior years. There were no shares repurchased from November 1, 2012 through October 31, 2015.

The following table summarizes the Company’s Class A and Class B common and treasury shares at the specified dates:


	Authorized Shares		Issued Shares		Outstanding Shares		Treasury Shares
October 31, 2015:
Class A Common Stock		128,000,000		42,281,920		25,693,564		16,588,356
Class B Common Stock		69,120,000		34,560,000		22,119,966		12,440,034
October 31, 2014:
Class A Common Stock		128,000,000		42,281,920		25,603,452		16,678,468
Class B Common Stock		69,120,000		34,560,000		22,119,966		12,440,034

The following is a reconciliation of the shares used to calculate basic and diluted earnings per share:


For the years ended October 31,	2015		2014		2013
Class A Common Stock:
Basic shares		25,668,204		25,547,650		25,399,256
Assumed conversion of stock options		5,901		5,336		23,066

Diluted shares		25,674,105		25,552,986		25,422,322


Class B Common Stock:
Basic and diluted shares		22,119,966		22,119,966		22,119,966

No stock options were antidilutive for the years ended October 31, 2015, 2014, or 2013.