TiVo 2013 Annual Report Download - page 97
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Table of Contents
and are calculated using the treasury stock method. Also included in the weighted average effect of dilutive securities is the diluted effect of the
convertible senior notes which is calculated using the if-converted method.
The following table sets forth the computation of basic and diluted earnings per common share:
Numerator:
Net income (loss) $271,816 $(5,264)$102,161
Interest on convertible notes 5,009 —6,979
Net Income for purpose of computing net income (loss) per diluted share 276,825 (5,264)109,140
Denominator:
Weighted average shares outstanding, excluding unvested restricted stock 118,445,466 119,411,727 116,592,943
Weighted average effect of dilutive securities:
Stock options and restricted stock 4,893,804 —4,200,288
Convertible senior notes 15,462,193 —15,462,193
Denominator for diluted net income (loss) per common share 138,801,463 119,411,727 136,255,424
Basic net income (loss) per common share $2.29 $(0.04)$0.88
Diluted net income (loss) per common share $1.99 $(0.04)$0.80
The weighted average number of shares outstanding used in the computation of basic and diluted net loss per share in the fiscal years
ended January 31, 2014, 2013, and 2012 do not include the effect of the following potentially outstanding common stock because the effect
would have been anti-dilutive:
Unvested restricted stock 3,068 5,956,316 1,007,735
Options to purchase common stock 592,761 10,358,316 4,286,876
Potential shares to be issued from ESPP —87,999 —
Convertible senior notes —15,462,193 —
Total 595,829 31,864,824 5,294,611
On April 29, 2011, TiVo entered into a Settlement and Patent License Agreement with EchoStar Corporation (EchoStar) and DISH
Network Corporation (DISH). Under the terms of the agreement, DISH and EchoStar agreed to pay TiVo $500.0 million, including an initial
payment of $300.0 million received by TiVo on May 2, 2011 with the remaining $200.0 million to be distributed in six equal annual
installments of $33.3 million between 2012 and 2017.
The total consideration of $500.0 million was allocated on a relative fair value basis as $175.7 million to the past infringement and
litigation settlement element, $2.9 million to interest income related to past infringement and $321.4 million to the future license royalties
element. The amount related to past infringement and settlement was recorded under “Litigation proceeds” in the fiscal year ended January
31, 2012. The amount related to interest income was recorded under “Interest income” fiscal year ended January 31, 2012. $321.4 millionof
future license royalties will be recorded as technology revenue on a straight-line amortization basis over the remaining life of the patent
through July 30, 2018.
On January 3, 2012, TiVo Inc. entered into a Settlement and Patent License Agreement with AT&T Inc. (AT&T). Under the terms of the
Agreement, AT&T has agreed to pay TiVo a minimum amount of $215.0 million plus
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