Net Loss per Share

3 Months Ended

Mar. 31, 2022

Net Loss per Share

Net Loss per Share

12. Net Loss per Share

Basic net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding for the period, excluding shares subject to repurchase and without consideration of potentially dilutive securities. Diluted net loss per share is computed by giving effect to all potentially dilutive common shares outstanding for the period. For purposes of this computation, outstanding common stock options, and restricted stock units are considered to be common share equivalents. Common share equivalents are excluded from the computation in periods in which they have an anti-dilutive effect, unless the consideration of any one of them gives a dilutive effect.

The Convertible Notes are not convertible by the holders as of March 31, 2022. Upon conversion, the Company has the option to pay cash, issue shares of common stock, or any combination thereof for the aggregate amount due upon conversion. If converted, the value of the Convertible Notes based on contractual settlement provisions would exceed its principal amount by $114.4 million as of March 31, 2022. Since the Company is in a net loss position in the periods presented, the shares which would be issued upon conversion of the Convertible Notes are excluded from the net loss per share calculation as it would have an antidilutive effect.  As such, the 7.4 million shares underlying the conversion option of the Convertible Notes will not have an impact on the Company’s diluted earnings per share. If converted, the Company does not intend to settle the obligation in cash.

The following table provides the basic and diluted net loss per share computations for the three months ended March 31, 2022 and 2021.

	Three months ended
	March 31,
(in thousands, except per share data)	2022		2021
Numerator:
Net loss, basic and diluted	$	(138,595)	$	(63,853)
Denominator:
Weighted-average number of shares used in computing net loss per share, basic and diluted		95,578		86,689
Net loss per share, basic and diluted	$	(1.45)	$	(0.74)

The following table shows total outstanding potentially dilutive shares excluded from the computation of diluted loss per share as their effect would be anti-dilutive, as of March 31, 2022 and 2021:

	March 31,
	2022	2021
	(in thousands)
Options to purchase common stock	5,481	6,265
Performance-based awards and restricted stock units	7,490	4,658
Employee stock purchase plan	230	90
Convertible Notes	7,411	7,411
Earnouts for development with acquired Canadian entity	811	—
Total	21,423	18,424