Quarterly report pursuant to Section 13 or 15(d)

Net Income (Loss) Per Share Attributable to Common Stockholders

v3.20.2
Net Income (Loss) Per Share Attributable to Common Stockholders
 6 Months Ended
Jun. 30, 2020
Earnings Per Share [Abstract]  
Net Income (Loss) Per Share Attributable to Common Stockholders NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS

Basic net income (loss) per share attributable to common stockholders (“EPS”) excludes dilution and is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS reflects potential dilution and is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period increased by the number of additional common shares that would have been outstanding if the potential common shares had been issued. The dilutive effect of unvested stock is calculated using the treasury-stock method and the dilutive effect of convertible securities is calculated using the if-converted method.

The following table reconciles basic and diluted weighted average common shares outstanding for the three and six months ended June 30, 2020 and 2019 (in millions, except per share data):
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2020
 
2019
 
2020
 
2019
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
252.1

 
257.4

 
252.6

 
257.3

Dilutive unvested stock
 
0.3

 
—

 
0.7

 
1.3

Diluted
 
252.4

 
257.4

 
253.3

 
258.6

 
 
 
 
 
 
 
 
 
Basic net income (loss) per share attributable to common stockholders
 
$
0.78

 
$
(0.44
)
 
$
2.27

 
$
0.11

Diluted net income (loss) per share attributable to common stockholders
 
$
0.78

 
$
(0.44
)
 
$
2.26

 
$
0.11



Potentially dilutive securities that were not included in the diluted net income (loss) per share computations because their effects would have been anti-dilutive were as follows (in millions):
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2020
 
2019
 
2020
 
2019
Unvested stock (1)
 
2.8

 
3.8

 
2.5

 
3.8

Convertible notes
 


 


 
 
 
 
2021 Cheniere Convertible Unsecured Notes (2)
 
—

 
13.3

 
—

 
13.3

2025 CCH HoldCo II Convertible Senior Notes (3)
 
—

 
—

 
—

 
—

2045 Cheniere Convertible Senior Notes
 
4.5

 
4.5

 
4.5

 
4.5

Total potentially dilutive common shares
 
7.3

 
21.6

 
7.0

 
21.6

 
(1)
Does not include 0.7 million shares for each of the three and six months ended June 30, 2020 and 0.6 million shares for each of the three and six months ended June 30, 2019, respectively, of unvested stock because the performance conditions had not yet been satisfied as of the respective dates.
(2)
Since we have the intent and ability to settle the remaining outstanding principal amount of the 2021 Cheniere Convertible Unsecured Notes in cash and the excess conversion premium (the “conversion spread”) in either cash or shares, the treasury stock method was applied for calculating any potential dilutive effect of the conversion spread on net income per share for the three and six months ended June 30, 2020. However, since the average market price of our common stock did not exceed the conversion price of our 2021 Cheniere Convertible Unsecured Notes, the conversion spread was excluded from the computation of diluted net income per share for the three and six months ended June 30, 2020.
(3)
Since we had the intent and ability to settle the principal amount and the premium upon redemption of the 2025 CCH HoldCo II Convertible Senior Notes in cash, as previously described in Note 10—Debt, the 2025 CCH HoldCo II Convertible Senior Notes were not included in the computation of net income per share for the three and six months ended June 30, 2020. There were no shares related to the conversion of the 2025 CCH HoldCo II Convertible Senior Notes included in the computation of diluted net income (loss) per share for the three and six months ended June 30, 2019, because the substantive non-market based contingencies underlying the eligible conversion date were not met as of June 30, 2019.