5.10 Earnings per Share
Public entities must comply with ASC 260, which provides guidance on calculating
and presenting EPS for common stock. For each period presented,
entities are required to present basic EPS (i.e., income available
to common stockholders divided by the weighted-average number of
common shares outstanding) and diluted EPS, which includes the total
weighted-average number of common shares of the entity’s potential
common stock that would dilute basic EPS if actually issued.
An IPO commonly involves changes in capital structure (see Section 5.6.2), including both
simple reclassifications and other, more complex changes that may
even occur for the same equity security. Section 8.6.2 of Deloitte’s Roadmap Earnings per Share
provides examples illustrating changes in capital structure and the
related impact on reported amounts of EPS, as well as an overview of
the FRM guidance on the EPS accounting for changes in capital
structure at or before closing an IPO. (ASC 260 does not contain
such guidance.) While this guidance specifically applies to changes
in capital structure that occur in conjunction with an IPO, it would
also be relevant to other changes in capital structure.
Presentation and disclosure of EPS can be affected by
the structure and substance of the transactions to effect an IPO
(see Section
5.2). Section 8.6.3 of
Deloitte’s Roadmap Earnings per Share provides an
overview of EPS accounting considerations related to IPOs of
entities that were previously part of a larger entity, including
spin-offs and other dispositions. This guidance applies to such IPOs
even if those share offerings are not spin-offs from a legal
perspective.
ASC 260 also provides additional guidance specific to
share-based compensation. An entity should carefully analyze
share-based compensation arrangements to determine the EPS impact on
the basis of the substance of the arrangements. For example, shares
may be legally outstanding; however, for EPS purposes, unvested
shares are not treated as being issued but are instead viewed as
potentially dilutive and incorporated into the calculation of
diluted EPS. For more information about the impact of share-based
payment awards on EPS, see Section 12.4 of
Deloitte’s Roadmap Share-Based Payment Awards.
For more information about the presentation and disclosure of EPS, see
Deloitte’s Roadmap Earnings per Share, especially
Section
8.6.2.1, which provides an overview of common
ways in which ASC 260 is misapplied in an IPO.