鶹app

Quarterly report pursuant to Section 13 or 15(d)

Earnings Attributable to 鶹app Stockholders Per Common Share (Tables)

v3.21.1
Earnings Attributable to 鶹app Stockholders Per Common Share (Tables)
3 Months Ended
Mar. 31, 2021
鶹app SiriusXM Group
Reconciliation of Basic and Diluted Weighted Average Shares

Three months ended March 31,

2021 (a)

2020 (b)

numbersofsharesinmillions

Basic WASO

338

324

Potentially dilutive shares

1

5

Diluted WASO (c)

339

329

(a) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which net losses are reported since the result would be antidilutive.
(b) In May 2020, 鶹app distributed subscription rights to holders of 鶹app SiriusXM common stock to acquire additional shares of Series C 鶹app SiriusXM common stock (the “LSXMK rights offering”). Since the subscription rights were priced at a discount to market value, the LSXMK rights offering is considered a stock dividend and has been reflected retroactively in prior periods for the weighted average shares outstanding.
(c) The Formula One Group’s intergroup interest in the 鶹app SiriusXM Group was eliminated on April 22, 2020 in conjunction with the reattribution. The number of notional 鶹app SiriusXM shares representing the intergroup interest held by the Formula One Group was 1,945,491 immediately prior to the reattribution. The intergroup interest was a quasi-equity interest which was not represented by outstanding shares of common stock; rather, the Formula One Group had an attributed value in the 鶹app SiriusXM Group which was generally stated in terms of a number of shares of stock issuable to the Formula One Group with respect to its interest in the 鶹app SiriusXM Group. Each reporting period, the notional shares representing the intergroup interest were marked to fair value. As the notional shares underlying the intergroup interest were not represented by outstanding shares of common stock, such shares had not been officially designated Series A, B or C 鶹app SiriusXM common stock. However, 鶹app assumed that the notional shares would have been comprised of Series C 鶹app SiriusXM common stock in order to not dilute voting percentages. Therefore, the market price of Series C 鶹app SiriusXM common stock was used for the quarterly mark-to-market adjustment through the unaudited attributed condensed consolidated statements of operations. The notional shares representing the intergroup interest had no impact on the basic earnings per share weighted average number of shares outstanding. However, in periods where the 鶹app SiriusXM Group had net earnings, the notional shares representing the intergroup interest were included in the diluted earnings per share WASO as if the shares had been issued and outstanding during the period. An adjustment was also made to the numerator in the diluted earnings per share calculation for the unrealized gain or loss incurred from marking the intergroup interest to fair value during the period as follows:

Three months ended March 31,

2021

2020

amountsinmillions

Basic earnings (loss) attributable to 鶹app SiriusXM stockholders

$

(11)

214

Unrealized (gain) loss on the intergroup interest

NA

(31)

Diluted earnings (loss) attributable to 鶹app SiriusXM stockholders

$

(11)

183

Braves Group
Reconciliation of Basic and Diluted Weighted Average Shares

Three months ended March 31,

2021 (a)

2020

numbersofsharesinmillions

Basic WASO

52

51

Potentially dilutive shares

9

10

Diluted WASO (b)

61

61

(a) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.
(b) Prior to the reattribution, the number of notional 鶹app Braves shares representing the Formula One Group’s intergroup interest in the Braves Group was 9,084,940. A portion of this intergroup interest was reattributed to the 鶹app SiriusXM Group on April 22, 2020. The number of notional shares representing the intergroup interest in the Braves Group held by the Formula One Group is 6,792,903 and the number of notional shares representing the intergroup interest in the Braves Group held by the 鶹app SiriusXM Group is 2,292,037 as of March 31, 2021.

The intergroup interests are quasi-equity interests which are not represented by outstanding shares of common stock; rather, the Formula One Group and the 鶹app SiriusXM Group have attributed values in the Braves Group which are generally stated in terms of a number of shares of stock issuable to the Formula One Group and the 鶹app SiriusXM Group with respect to their interests in the Braves Group. Each reporting period, the notional shares representing the intergroup interests are marked to fair value. As the notional shares underlying the intergroup interests are not represented by outstanding shares of common stock, such shares have not been officially designated Series A, B or C 鶹app Braves common stock. However, 鶹app has assumed that the notional shares (if and when issued) related to the Formula One Group interest in the Braves Group would be comprised of Series C 鶹app Braves common stock in order to not dilute voting percentages and the notional shares (if and when issued) related to the 鶹app SiriusXM Group interest in the Braves Group would be comprised of Series A 鶹app Braves common stock since Series A 鶹app Braves common stock underlie the Convertible Notes. Therefore, the market prices of Series C 鶹app Braves and Series A 鶹app Braves common stock are used for the quarterly mark-to-market adjustment for the intergroup interests held by Formula One Group and 鶹app SiriusXM Group, respectively, through the unaudited attributed condensed consolidated statements of operations. The notional shares representing the intergroup interests have no impact on the basic WASO. However, the notional shares representing the intergroup interests are included in the diluted WASO as if the shares had been issued and outstanding during the period. An adjustment was also made to the numerator in the diluted earnings per share calculation for the unrealized gain or loss incurred from marking the intergroup interests to fair value during the period as follows:

Three months ended March 31,

2021

2020

amountsinmillions

Basic earnings (loss) attributable to 鶹app Braves stockholders

$

(59)

53

Unrealized (gain) loss on the intergroup interests

28

(95)

Diluted earnings (loss) attributable to 鶹app Braves stockholders

$

(31)

(42)

Formula One Group
Reconciliation of Basic and Diluted Weighted Average Shares

Three months ended March 31,

2021 (a)

2020 (a)

numbersofsharesinmillions

Basic WASO

232

232

Potentially dilutive shares

7

1

Diluted WASO (b)

239

233

(a) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.
(b) As discussed in note 2, the number of notional Formula One shares representing the 鶹app SiriusXM Group’s intergroup interest in the Formula One Group is 5,271,475 shares as of March 31, 2021. The intergroup interest is a quasi-equity interest which is not represented by outstanding shares of common stock; rather, the 鶹app SiriusXM Group has an attributed value in the Formula One Group which is generally stated in terms of a number of shares of stock issuable to the 鶹app SiriusXM Group with respect to its interest in the Formula One Group. Each reporting period, the notional shares representing the intergroup interest are marked to fair value. As the notional shares underlying the intergroup interest are not represented by outstanding shares of common stock, such shares have not been officially designated Series A, B or C 鶹app Formula One common stock. However, 鶹app has assumed that the notional shares (if and when issued) would be comprised of Series A 鶹app Formula One common stock since Series A Formula One common stock underlie the Convertible Notes. Therefore, the market price of Series A 鶹app Formula One common stock is used for the quarterly mark-to-market adjustment through the unaudited attributed condensed consolidated statements of operations. The notional shares representing the intergroup interest have no impact on the basic WASO. However, the notional shares representing the intergroup interest are included in the diluted WASO as if the shares had been issued and outstanding during the period. An adjustment was also made to the numerator in the diluted earnings per share calculation for the unrealized gain or loss incurred from marking the intergroup interest to fair value during the period as follows:

Three months ended March 31,

2021

2020

amountsinmillions

Basic earnings (loss) attributable to Formula One stockholders

$

(46)

(343)

Unrealized (gain) loss on the intergroup interest

1

NA

Diluted earnings (loss) attributable to Formula One stockholders

$

(45)

(343)