Annual report pursuant to Section 13 and 15(d)

Capital Stock and Share Repurchases

v3.19.3
Capital Stock and Share Repurchases
12 Months Ended
Aug. 31, 2019
Earnings Per Share [Abstract]  
Capital Stock and Share Repurchases
Note 13.    Capital Stock and Share Repurchases
The authorized common stock of the Company as of August 31, 2019 consisted of 168,000,000 shares of Class A common stock, $0.20 par value, of which 81,920,679 and 60,465,111 shares were issued and outstanding, respectively; 1,500,000 shares of Class B common stock, $0.20 par value, none of which are outstanding; and 160,000 shares of cumulative preferred stock, $1.00 par value (“preferred stock”), none of which have been issued. Holders of both classes of the Company’s common stock are entitled to dividends, as the Company’s Board of Directors may declare out of funds legally available, subject to any contractual restrictions on the payment of dividends or other distributions on the common stock. If the Company were to issue any of its preferred stock, no dividends could be paid or set apart on shares of common stock, unless paid in common stock, until dividends on all of the issued and outstanding shares of preferred stock had been paid or set apart for payment and provision had been made for any mandatory sinking fund payments.
The Company's Board of Directors approved four separate authorizations (September 2011, March 2014, October 2014 and March 2015) to repurchase up to 7,000,000 shares each of the Company’s outstanding common stock. During the year ended August 31, 2019, the Company repurchased 1,016,134 shares for $22.5 million. At August 31, 2019, cumulative shares repurchased under these authorizations totaled 21,455,568, leaving 6,544,432 shares authorized for future buy backs.
Earnings Per Share
The following table sets forth the computation of basic and diluted loss per share (in thousands, except per share amounts):
 
Year Ended August 31,
 
2019
 
2018
 
2017
Numerator:
 
 
 
 
 
Net earnings (loss) from continuing operations
$
8,067

 
$
4,746

 
$
(95,275
)
Net (loss) earnings from discontinued operations
(257,212
)
 
(26,394
)
 
29,062

Net loss
(249,145
)
 
(21,648
)
 
(66,213
)
Denominator:
 
 
 
 
 
Weighted average common shares outstanding - basic
61,151

 
60,441

 
59,436

Net effect of dilutive securities - stock based compensation plans
456

 
587

 

Weighted average common shares outstanding - diluted
61,607

 
61,028

 
59,436

 
 
 
 
 
 
Earnings (loss) per common share from continuing operations:
 
 
 
 
 
Basic
$
0.13

 
$
0.08

 
$
(1.60
)
Diluted
$
0.13

 
$
0.08

 
$
(1.60
)
 
 
 
 
 
 
(Loss) earnings per common share from discontinued operations:
 
 
 
 
 
Basic
$
(4.21
)
 
$
(0.44
)
 
$
0.49

Diluted
$
(4.18
)
 
$
(0.43
)
 
$
0.49

 
 
 
 
 
 
Loss per common share:
 
 
 
 
 
Basic
$
(4.07
)
 
$
(0.36
)
 
$
(1.11
)
Diluted
$
(4.04
)
 
$
(0.35
)
 
$
(1.11
)
 
 
 
 
 
 
Anti-dilutive securities- stock based compensation plans (excluding from earnings per share calculation) (1)
1,239

 
1,477

 
4,482


(1) As a result of the impairment and divestiture charges which caused a net loss from continuing operations in fiscal 2017, shares from stock based compensation plans are excluded from the calculation of diluted loss per share, as the result would be anti-dilutive.