Net Income Attributable to Shareholders of Crawford & Company per Common Share | 9 Months Ended |
Sep. 30, 2014 |
Earnings Per Share [Abstract] | ' |
Net Income Attributable to Shareholders of Crawford & Company per Common Share | ' |
Net Income Attributable to Shareholders of Crawford & Company per Common Share |
The Company computes earnings per share of its non-voting Class A Common Stock ("CRDA") and voting Class B Common Stock ("CRDB") using the two-class method, which allocates the undistributed earnings in each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the CRDA shares than on the CRDB shares, subject to certain limitations. In periods when the dividend is the same for CRDA and CRDB or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRDA and CRDB. During the first three quarters of 2014 and 2013 the Board of Directors declared a higher dividend on CRDA than on CRDB. |
The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows: |
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| Three months ended | | Nine months ended |
| September 30, | | September 30, | | September 30, | | September 30, |
2014 | 2013 | 2014 | 2013 |
(in thousands, except earnings per share amounts) | CRDA | CRDB | | CRDA | CRDB | | CRDA | CRDB | | CRDA | CRDB |
Earnings per share - basic: | | | | | | | | | | | |
Numerator: | | | | | | | | | | | |
Allocation of undistributed earnings | $ | 3,766 | | $ | 3,064 | | | $ | 5,990 | | $ | 4,925 | | | $ | 10,425 | | $ | 8,530 | | | $ | 18,492 | | $ | 15,302 | |
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Dividends paid | 2,128 | | 1,234 | | | 1,502 | | 988 | | | 5,144 | | 3,209 | | | 3,889 | | 2,469 | |
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Net income available to common shareholders, basic | $ | 5,894 | | $ | 4,298 | | | $ | 7,492 | | $ | 5,913 | | | $ | 15,569 | | $ | 11,739 | | | $ | 22,381 | | $ | 17,771 | |
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Denominator: | | | | | | | | | | | | | | | | | | | |
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Weighted-average common shares outstanding, basic | 30,355 | | 24,690 | | | 30,033 | | 24,690 | | | 30,178 | | 24,690 | | | 29,838 | | 24,690 | |
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Earnings per share - basic | $ | 0.19 | | $ | 0.17 | | | $ | 0.25 | | $ | 0.24 | | | $ | 0.52 | | $ | 0.48 | | | $ | 0.75 | | $ | 0.72 | |
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The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows: |
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| Three months ended | | Nine months ended |
| September 30, | | September 30, | | September 30, | | September 30, |
2014 | 2013 | 2014 | 2013 |
(in thousands, except earnings per share amounts) | CRDA | CRDB | | CRDA | CRDB | | CRDA | CRDB | | CRDA | CRDB |
Earnings per share - diluted: | | | | | | | | | | | |
Numerator: | | | | | | | | | | | |
Allocation of undistributed earnings | $ | 3,801 | | $ | 3,029 | | | $ | 6,065 | | $ | 4,850 | | | $ | 10,545 | | $ | 8,410 | | | $ | 18,728 | | $ | 15,066 | |
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Dividends paid | 2,128 | | 1,234 | | | 1,502 | | 988 | | | 5,144 | | 3,209 | | | 3,889 | | 2,469 | |
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Net income available to common shareholders, diluted | $ | 5,929 | | $ | 4,263 | | | $ | 7,567 | | $ | 5,838 | | | $ | 15,689 | | $ | 11,619 | | | $ | 22,617 | | $ | 17,535 | |
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Denominator: | | | | | | | | | | | |
Weighted-average common shares outstanding, basic | 30,355 | | 24,690 | | | 30,033 | | 24,690 | | | 30,178 | | 24,690 | | | 29,838 | | 24,690 | |
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Weighted-average effect of dilutive securities | 633 | | — | | | 839 | | — | | | 779 | | — | | | 852 | | — | |
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| 30,988 | | 24,690 | | | 30,872 | | 24,690 | | | 30,957 | | 24,690 | | | 30,690 | | 24,690 | |
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Earnings per share - diluted | $ | 0.19 | | $ | 0.17 | | | $ | 0.25 | | $ | 0.24 | | | $ | 0.51 | | $ | 0.47 | | | $ | 0.74 | | $ | 0.71 | |
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Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRDA because their inclusion would have been antidilutive: |
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| Three months ended | | Nine months ended | | | | | | | | | | | | | | | | | | |
(in thousands) | September 30, | | September 30, | | September 30, | | September 30, | | | | | | | | | | | | | | | | | | |
2014 | 2013 | 2014 | 2013 | | | | | | | | | | | | | | | | | | |
Shares underlying stock options excluded due to the options' respective exercise prices being greater than the average stock price during the period | — | | | 1,244 | | — | | | 1,175 | | | | | | | | | | | | | | | | | | |
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Performance stock grants excluded because performance conditions had not been met (1) | 2,267 | | | 2,084 | | 2,267 | | | 2,084 | | | | | | | | | | | | | | | | | | |
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(1) | Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating earnings per share until the performance measurements have actually been achieved. As of September 30, 2014, the Company does not expect these performance measurements to be achieved by December 31, 2014. | | | | | | | | | | | | | | | | | | | | | | | | | | |
The following table details shares issued during the three months and nine months ended September 30, 2014 and September 30, 2013. These shares are included from their dates of issuance in the weighted-average common shares used to compute basic earnings per share for CRDA in the table above. There were no shares of CRDB issued during any of these periods. |
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| Three months ended | | Nine months ended | | | | | | | | | | | | | | | | |
(in thousands) | September 30, | | September 30, | | September 30, | | September 30, | | | | | | | | | | | | | | | | |
2014 | 2013 | 2014 | 2013 | | | | | | | | | | | | | | | | |
CRDA issued under non-employee director stock plan | 2 | | | 6 | | | 62 | | | 64 | | | | | | | | | | | | | | | | | |
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CRDA issued under the Employee Stock Purchase Plan | 155 | | | 147 | | | 155 | | | 147 | | | | | | | | | | | | | | | | | |
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CRDA issued under the U.K. ShareSave Scheme | 3 | | | 5 | | | 264 | | | 490 | | | | | | | | | | | | | | | | | |
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CRDA issued under the International Employee Stock Purchase Plan | 12 | | | 11 | | | 12 | | | 11 | | | | | | | | | | | | | | | | | |
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CRDA issued under Executive Stock Bonus Plan | 66 | | | 20 | | | 317 | | | 265 | | | | | | | | | | | | | | | | | |
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CRDA issued upon stock option plan exercises | — | | | — | | | 106 | | | 12 | | | | | | | | | | | | | | | | | |
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In May 2012, the Board of Directors authorized a share repurchase program (the "2012 Repurchase Authorization") under which the Company was authorized to repurchase up to 2,000,000 shares of its common stock (either CRDA or CRDB or both) through May 2015. Effective August 16, 2014, the 2012 Repurchase Authorization was replaced with a new authorization pursuant to which the Company has been authorized to repurchase up to 2,000,000 shares of CRDA or CRDB (or both) through July 2017 (the "2014 Repurchase Authorization"). Under the 2014 Repurchase Authorization, repurchases may be made in open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions. |
During the three months and nine months ended September 30, 2014, the Company repurchased 44,254 and 382,192 shares of CRDA, respectively, at an average cost of $8.27 and $8.26 per share, respectively. During the three months and nine months ended September 30, 2013, the Company repurchased 172,752 and 325,372 shares of CRDA, respectively, at an average cost of $6.53 and $5.88 per share, respectively. The Company did not repurchase any shares of CRDB during any of these periods. |