Annual report pursuant to Section 13 and 15(d)

Earnings Per Share ("EPS") and Earnings Per Unit (???EPU???)

v3.10.0.1
Earnings Per Share ("EPS") and Earnings Per Unit (“EPU”)
12 Months Ended
Dec. 31, 2018
Earnings Per Share [Abstract]  
Earnings Per Share (“EPS”) and Earnings Per Unit (“EPU”)
Earnings Per Share (“EPS”) and Earnings Per Unit (“EPU”)

 COPT and Subsidiaries EPS

We present both basic and diluted EPS.  We compute basic EPS by dividing net income available to common shareholders allocable to unrestricted common shares under the two-class method by the weighted average number of unrestricted common shares outstanding during the period.  Our computation of diluted EPS is similar except that:
 
the denominator is increased to include: (1) the weighted average number of potential additional common shares that would have been outstanding if securities that are convertible into COPT common shares were converted; and (2) the effect of dilutive potential common shares outstanding during the period attributable to COPT’s forward equity sale agreements and our share-based compensation using the treasury stock or if-converted methods; and
the numerator is adjusted to add back any changes in income or loss that would result from the assumed conversion into common shares that we added to the denominator.

Summaries of the numerator and denominator for purposes of basic and diluted EPS calculations are set forth below (in thousands, except per share data):
 
 
For the Years Ended December 31,
 
 
2018
 
2017
 
2016
Numerator:
 
 
 
 
 
 
Net income attributable to COPT
 
$
72,301

 
$
68,745

 
$
28,890

Preferred share dividends
 

 
(6,219
)
 
(14,297
)
Issuance costs associated with redeemed preferred shares
 

 
(6,847
)
 
(17
)
Income attributable to share-based compensation awards
 
(462
)
 
(449
)
 
(419
)
Numerator for basic and diluted EPS on net income attributable to COPT common shareholders
 
$
71,839

 
$
55,230

 
$
14,157

Denominator (all weighted averages):
 
 
 
 
 
 
Denominator for basic EPS (common shares)
 
103,946

 
98,969

 
94,502

Dilutive effect of share-based compensation awards
 
134

 
132

 
92

Dilutive effect of forward equity sale agreements
 
45

 
54

 

Denominator for diluted EPS (common shares)
 
104,125

 
99,155

 
94,594

Basic EPS
 
$
0.69

 
$
0.56

 
$
0.15

Diluted EPS
 
$
0.69

 
$
0.56

 
$
0.15


 
Our diluted EPS computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPS for the respective periods (in thousands):
 
 
Weighted Average Shares Excluded from Denominator for the Years Ended December 31,
 
 
2018
 
2017
 
2016
Conversion of common units
 
2,468

 
3,362

 
3,633

Conversion of redeemable noncontrolling interests
 
936

 
689

 
809

Conversion of Series I preferred units
 
176

 
176

 
176

Conversion of Series K preferred shares
 

 

 
434



The following share-based compensation securities were also excluded from the computation of diluted EPS because their effect was antidilutive:
 
weighted average restricted shares and deferred share awards of 452,000 for 2018, 433,000 for 2017 and 385,000 for 2016; and
weighted average options of 42,000 for 2018, 70,000 for 2017 and 285,000 for 2016.
 
COPLP and Subsidiaries EPU

We present both basic and diluted EPU.  We compute basic EPU by dividing net income available to common unitholders allocable to unrestricted common units under the two-class method by the weighted average number of unrestricted common units outstanding during the period.  Our computation of diluted EPU is similar except that:
 
the denominator is increased to include: (1) the weighted average number of potential additional common units that would have been outstanding if securities that are convertible into our common units were converted; and (2) the effect of dilutive potential common units outstanding during the period attributable to COPT’s forward equity sale agreements and our share-based compensation using the treasury stock or if-converted methods; and
the numerator is adjusted to add back any changes in income or loss that would result from the assumed conversion into common units that we added to the denominator.

Summaries of the numerator and denominator for purposes of basic and diluted EPU calculations are set forth below (in thousands, except per unit data):
 
 
For the Years Ended December 31,
 
 
2018
 
2017
 
2016
Numerator:
 
 
 
 
 
 
Net income attributable to COPLP
 
$
74,703

 
$
71,295

 
$
30,053

Preferred unit distributions
 
(660
)
 
(6,879
)
 
(14,957
)
Issuance costs associated with redeemed preferred units
 

 
(6,847
)
 
(17
)
Income attributable to share-based compensation awards
 
(462
)
 
(449
)
 
(419
)
Numerator for basic and diluted EPU on net income attributable to COPLP common unitholders
 
$
73,581

 
$
57,120

 
$
14,660

Denominator (all weighted averages):
 
 
 
 
 
 
Denominator for basic EPU (common units)
 
106,414

 
102,331

 
98,135

Dilutive effect of share-based compensation awards
 
134

 
132

 
92

Dilutive effect of forward equity sale agreements
 
45

 
54

 

Denominator for diluted EPU (common units)
 
106,593

 
102,517

 
98,227

Basic EPU
 
$
0.69

 
$
0.56

 
$
0.15

Diluted EPU
 
$
0.69

 
$
0.56

 
$
0.15



Our diluted EPU computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPU for the respective periods (in thousands):
 
 
Weighted Average Units Excluded from Denominator for the Years Ended December 31,
 
 
2018
 
2017
 
2016
Conversion of redeemable noncontrolling interests
 
936

 
689

 
809

Conversion of Series I preferred units
 
176

 
176

 
176

Conversion of Series K preferred units
 

 

 
434


 
The following share-based compensation securities were also excluded from the computation of diluted EPU because their effect was antidilutive:
 
weighted average restricted units and deferred share awards of 452,000 for 2018, 433,000 for 2017 and 385,000 for 2016; and
weighted average options of 42,000 for 2018, 70,000 for 2017 and 285,000 for 2016.