Express Scripts Holding Co. | 2013 | FY | 3


The following is the reconciliation between the number of weighted-average shares used in the basic and diluted earnings per share calculation for all periods (amounts are in millions):
 
2013(1)
 
2012
 
2011
Weighted-average number of common shares outstanding during the period – Basic
808.6

 
731.3

 
500.9

Dilutive common stock equivalents:(2)
 
 
 
 
 
Outstanding stock options, “stock-settled” stock appreciation rights, restricted stock units and executive deferred compensation units
13.0

 
16.0

 
4.1

Weighted-average number of common shares outstanding during the period – Diluted(3)
821.6

 
747.3

 
505.0


(1)
The increase in the weighted-average number of common shares outstanding for the year ended December 31, 2013 used for both Basic and Diluted EPS resulted primarily from the issuance of 318.0 million shares in connection with the Merger and the issuance of 13.4 million shares from option exercises and restricted stock unit distributions related to awards converted in the Merger, partially offset by the repurchase of 60.4 million of treasury shares for the year ended December 31, 2013. The increase in the weighted-average number of common shares outstanding for the year ended December 31, 2012 used for both Basic and Diluted EPS resulted primarily from the issuance of 318.0 million shares in connection with the Merger and the issuance of 13.2 million shares from option exercises and restricted stock unit distributions related to awards converted in the Merger.
(2)
Dilutive common stock equivalents exclude the 2.3 million shares that we would receive if the 2013 Accelerated Share Repurchase Agreement discussed in Note 9 - Common stock was settled as of December 31, 2013. These were excluded because their effect was anti-dilutive.
(3)
Excludes awards of 3.5 million, 5.9 million and 3.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. These were excluded because their effect was anti-dilutive.

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