Net Loss per Share

9 Months Ended

Sep. 30, 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 September 30, 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 principal value of the Convertible Notes would exceed the value based on contractual settlement provisions by $81.3 million as of September 30, 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 three and nine months ended September 30, 2022 and 2021.

	Three months ended				Nine months ended
	September 30,				September 30,
(in thousands, except per share data)	2022		2021		2022		2021
Numerator:
Net loss, basic and diluted	$	(121,480)	$	(151,273)	$	(405,226)	$	(331,152)
Denominator:
Weighted-average number of shares used in computing net loss per share, basic and diluted		97,052		92,558		96,408		89,130
Net loss per share, basic and diluted	$	(1.25)	$	(1.63)	$	(4.20)	$	(3.72)

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 September 30, 2022 and 2021:

	September 30,
	2022	2021
	(in thousands)
Options to purchase common stock	5,345	6,012
Performance-based awards and restricted stock units	7,243	3,782
Employee stock purchase plan	148	73
Convertible Notes	7,411	7,411
Earnouts for development with acquired Canadian entity	525	270
Total	20,672	17,548