Share Count as the Denominator

🏷️Two Values on One Price Tag#

The business, and what shareholders get

Bending Spoons' announcement of the Miro deal put the price on two lines. In a memo to staff, Miro's CEO explained that enterprise value is the value of the business itself before cash and debt, while equity value is what flows to shareholders. What fills the gap between them is the net cash the company holds. The Airtable deal announced in August also came with both figures.

$1.355 billion and about $1.79 billion#

Miro's net cash sits between them

Bending Spoons announced on September 10 that it had agreed to acquire Miro at an enterprise value of $1.355 billion. Adding Miro's net cash gives an equity value of about $1.79 billion. TechCrunch put Miro's net cash at about $435 million. The deal is expected to close in the fourth quarter of 2026 after regulatory approvals and other conditions.

About 2.3 times annual recurring revenue#

The multiple on a company run profitably

Bending Spoons said Miro's annual recurring revenue (ARR) is about $600 million, with nearly 90% coming from business and enterprise customers. Dividing the $1.355 billion enterprise value by that figure gives about 2.3 times. Miro's CEO wrote in the staff memo that the company had operated profitably. The announcement gives no revenue growth rate.

Airtable at roughly 2.7 times#

The comparison that came first, on August 4

Bending Spoons said on August 4 that it would acquire Airtable for $1.28 billion in cash. It added that, with net cash included, Airtable is valued at about $2.25 billion. Annual recurring revenue as of June 2026 was about $480 million, up more than 20% from a year earlier. Dividing the purchase price by that figure gives roughly 2.7 times.

🤝Paying in Shares#

The seller's shareholders become the buyer's

When an acquisition is paid in shares, the buyer issues new shares or hands over treasury shares it holds. Shareholders of the acquired company receive those shares and become shareholders of the buyer. Paying with new shares raises the buyer's share count by that much, and the value of what was received then moves with the buyer's share price. Cash and shares can also be mixed within one deal.

$295 million goes into new shares#

The stock inside an all-cash deal

The Miro acquisition was announced as an all-cash transaction. Even so, certain Miro shareholders agreed to invest $295 million of their proceeds in newly issued Bending Spoons shares. Because Bending Spoons is listed on Nasdaq, the value of that portion will move with its share price after closing. The investment goes through closing conditions and approvals together with the acquisition.

Creatrip shareholders become Myrealtrip shareholders#

The share exchange a board approved on September 11

Korean travel platform Myrealtrip's board approved a resolution on September 11 to acquire all of Creatrip's shares. The method is a share exchange, and Myrealtrip plans to make Creatrip a subsidiary within the year once the remaining steps are done. Myrealtrip had made a strategic investment in Creatrip in 2024. The reported announcement includes neither the purchase price nor the exchange ratio.

10% of total issued shares#

The line where board approval replaces a shareholder vote

Korea's Commercial Act requires a company doing a share exchange to draw up an agreement and win approval at a shareholders' meeting. If the new shares issued and treasury shares transferred by the company becoming the wholly owning parent do not exceed 10% of its total issued shares, board approval can stand in for that vote (Article 360-10). The route is closed if cash or other assets paid on top exceed 5% of its net assets.

🛒Buying Shares Back#

EPS growth outruns net income growth

Earnings per share is net income divided by the share count. When a company buys back its own stock and the share count used in the calculation falls, EPS growth comes out higher than net income growth. In Adobe's fiscal 2026 third quarter the two growth rates split into 3.1% and 10.5%. The money spent on buybacks is listed separately in the same quarter's cash flow statement.

Net income 3.1%, EPS 10.5%#

The denominator went from 424 million to 395 million shares

Adobe's fiscal 2026 third-quarter net income was $1.827 billion, up 3.1% from $1.772 billion a year earlier. Over the same period, the share count used for diluted EPS fell from 424 million to 395 million. Diluted EPS rose 10.5%, from $4.18 to $4.62. Both growth rates are calculated from the quarterly figures in the release.

88% of operating cash went to buybacks#

About 9.5 million shares in one quarter

Adobe said it repurchased approximately 9.5 million shares during the third quarter. Repurchases of common stock in the cash flow statement came to $2.232 billion, 88% of the $2.523 billion in cash from operating activities that quarter. In the same quarter a year earlier, operating cash was $2.198 billion and repurchases were $2.057 billion.

The Q4 assumption is about 389 million shares#

Earnings targets come with a share count

Adobe set its fourth-quarter GAAP diluted EPS target at $4.65 to $4.70. That target assumes a diluted share count of about 389 million, fewer than the 395 million used in the third quarter. The assumption attached to the full fiscal-year target is about 400 million shares. A per-share target carries both a net income outlook and a share count assumption.

🎟️Shares Not Yet Issued#

Conditional promises live in the notes

A warrant is the right to buy new shares at a set price. Until its conditions are met, it vests and it is actually exercised, it is not an issued share. The EPS table in AMD's quarterly report does not list these rights separately; the maximum share count, vesting conditions and deadlines sit in the notes. Gauging the scale means reading those three together.

Up to 160 million shares each at $0.01#

The warrants OpenAI and Meta received

AMD issued warrants to OpenAI in October 2025 and to Meta in February 2026, each giving the right to buy up to 160 million shares at $0.01 per share. Each customer plans to deploy up to 6 gigawatts of AMD data center GPUs. The warrants vest in tranches tied to GPU purchase milestones and stock price targets, and vested tranches must also meet technical and commercial conditions before they can be exercised.

No shares vested as of June 27#

What the diluted count added was 27 million shares

The quarterly report says no warrant shares had vested or become exercisable as of June 27, and the warrants had no impact on the financial statements. Diluted EPS for the same quarter used 1.659 billion shares: 1.632 billion basic shares plus 27 million from employee equity plans. The warrants can be exercised through October 5, 2030 for OpenAI and February 23, 2031 for Meta.

320 million shares and 1.1 million shares#

Conditional new shares and shares bought back

Together the two warrants cover up to 320 million shares, 19.6% of the 1.632 billion shares used for second-quarter basic EPS. Under its repurchase program, AMD bought back 1.1 million shares for $221 million in the first half. Of the $14 billion authorization, $9.2 billion remained at the end of June.

🔍Same Name, Different Basis#

Align the numerator before dividing

If the numbers above the line rest on different bases, sorting out the share count still leaves the comparison off. A valuation set in a funding round and the enterprise value in an acquisition announcement point to different things. Earnings per share also appears twice in one release, once under accounting rules and once as adjusted by the company. Which one serves as the base changes the size of a drop or a gain.

90% in the headline, 92% in the body#

Compared with $17.5 billion, but using which figure?

Miro was valued at $17.5 billion when it announced a $400 million Series C in January 2022. TechCrunch's headline on the acquisition said the price was 90% below the 2022 valuation, while the article body called it a 92% dip. Measured with the $1.355 billion enterprise value the drop is about 92%, and with the roughly $1.79 billion equity value it is about 90%.

GAAP $4.62, non-GAAP $6.13#

Same denominator, different numerator

The top of Adobe's third-quarter release lists diluted EPS as $4.62 on a GAAP basis and $6.13 on a non-GAAP basis. Both are divided by 395 million shares. Non-GAAP net income of $2.424 billion starts from GAAP net income, adds back items such as $544 million in stock-based and deferred compensation and $58 million in amortization of intangibles, and subtracts items such as investment gains.