XML 29 R18.htm IDEA: XBRL DOCUMENT v3.7.0.1
EARNINGS (LOSS) PER SHARE
9 Months Ended
Mar. 31, 2017
Earnings Per Share [Abstract]  
EARNINGS (LOSS) PER SHARE
(11) EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per share of Premier is computed by dividing net income attributable to stockholders by the weighted average number of shares of common stock outstanding for the period. Net income (loss) attributable to stockholders includes the adjustment recorded in the period to reflect redeemable limited partners' capital at the redemption amount, as a result of the exchange benefit obtained by limited partners through the ownership of Class B common units. Except when the effect would be anti-dilutive, the diluted earnings (loss) per share calculation, which is calculated using the treasury stock method, includes the impact of shares that could be issued under the outstanding stock options, non-vested restricted stock units and awards, shares of non-vested performance share awards and the effect of the assumed redemption of Class B common units through the issuance of Class A common shares.
The following table provides a reconciliation of the numerator and denominator used for basic and diluted earnings (loss) per share (in thousands, except per share amounts):
 
Three Months Ended March 31,
Nine Months Ended March 31,
 
2017
2016
2017
2016
 
(Restated)
 
(Restated)
 
Numerator for basic earnings (loss) per share:
 
 
 
 
Net income (loss) attributable to stockholders
$
(80,601
)
$
299,948

$
389,976

$
716,719

 
 
 
 
 
Numerator for diluted earnings (loss) per share:
 
 
 
 
Net income (loss) attributable to stockholders
$
(80,601
)
$
299,948

$
389,976

$
716,719

Adjustment of redeemable limited partners' capital to redemption amount

(284,409
)
(296,566
)
(685,649
)
Net income attributable to non-controlling interest in Premier LP

56,018

282,207

153,735

Net income (loss)
(80,601
)
71,557

375,617

184,805

Tax effect on Premier, Inc. net income (a)

(9,551
)
(61,303
)
(34,639
)
Adjusted net income (loss)
$
(80,601
)
$
62,006

$
314,314

$
150,166

 
 
 
 
 
Denominator for basic earnings (loss) per share:
 
 
 
 
Weighted average shares (b)
50,525

44,716

49,051

41,329

 
 
 
 
 
Denominator for diluted earnings (loss) per share:
 
 
 
 
Weighted average shares (b)
50,525

44,716

49,051

41,329

Effect of dilutive securities: (c)
 
 
 
 
Stock options

249

256

290

Restricted stock

610

190

553

Performance share awards

1,606


1,329

Class B shares outstanding

97,837

91,875

102,057

Weighted average shares and assumed conversions
50,525

145,018

141,372

145,558

 
 
 
 
 
Basic earnings (loss) per share
$
(1.60
)
$
6.71

$
7.95

$
17.34

Diluted earnings (loss) per share
$
(1.60
)
$
0.43

$
2.22

$
1.03

(a)
Represents income tax expense related to Premier, Inc. retaining the portion of net income attributable to income from non-controlling interest in Premier, LP for the purpose of diluted earnings (loss) per share.
(b)
Weighted average number of common shares used for basic earnings (loss) per share excludes weighted average shares of non-vested stock options, non-vested restricted stock, non-vested performance share awards and Class B shares outstanding for the three and nine months ended March 31, 2017 and 2016.
(c)
For the three months ended March 31, 2017, the effect of 2.8 million stock options, restricted stock units and performance share awards and 88.9 million Class B common units exchangeable for Class A common shares were excluded from diluted weighted average shares outstanding due to the net loss attributable to shareholders sustained for the quarter and as including them would have been anti-dilutive for the period. For the nine months ended March 31, 2017, the effect of 1.8 million stock options were excluded from diluted weighted average shares outstanding as they had an anti-dilutive effect, and the effect of 0.5 million performance shares were excluded from diluted weighted average shares outstanding as they had not satisfied the applicable performance criteria at the end of the period.
For the three and nine months ended March 31, 2016, the effect of 1.4 million stock options were excluded from diluted weighted average shares outstanding as they had an anti-dilutive effect.
Pursuant to the terms of the Exchange Agreement, on a quarterly basis, Premier has the option to settle the exchange of Class B common units of Premier LP by member owners for cash, an equal number of Class A common shares of Premier, Inc. or a combination of cash and shares of Class A common stock. In connection with the exchange of Class B common units by member owners, regardless of the consideration used to settle the exchange, an equal number of shares of Premier's Class B common stock are surrendered by member owners and retired (see Note 9 - Redeemable Limited Partners' Capital). The following table presents certain information regarding the exchange of Class B common units and associated Class B common stock for Premier's Class A common stock and/or cash in connection with the quarterly exchanges pursuant to the terms of the Exchange Agreement, including activity related to the Class A and Class B common units and Class A and Class B common stock through the date of the applicable quarterly exchange:
Quarterly Exchange by Member Owners
Class B Common Shares Retired Upon Exchange (a)
Class B Common Shares Outstanding After Exchange (a)
Class A Common Shares Outstanding After Exchange
Percentage of Combined Voting Power Class B/Class A Common Stock
August 1, 2016
1,323,654

94,809,069

47,365,528

67%/33%
October 31, 2016 (b)
5,047,528

89,761,541

50,085,904

64%/36%
January 31, 2017 (b)
1,296,682

88,464,859

50,701,862

64%/36%
May 1, 2017 (c)
993,194

87,298,888

51,734,785

63%/37%
(a)
The number of Class B common shares retired or outstanding are equivalent to the number of Class B common units retired upon exchange or outstanding after the exchange, as applicable.
(b)
In connection with the October 31, 2016 exchange, 3.0 million Class B common units were exchanged for cash and 2.0 million Class B common units were exchanged for Class A common stock. In connection with the January 31, 2017 exchange, 0.8 million Class B common units were exchanged for cash and 0.5 million Class B common units were exchanged for Class A common stock.
(c)
As the quarterly exchange occurred on May 1, 2017, the impact of the exchange is not reflected in the condensed consolidated financial statements for the quarter ended March 31, 2017.