Net Loss per Share

9 Months Ended

Sep. 30, 2023

Net Loss per Share

Net Loss per Share

12. Net Loss per Share

The Convertible Notes are convertible by the holders as of September 30, 2023. 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 shares issued to settle the Convertible Notes would exceed the Convertible Note principle by $105.7 million based on the closing price of the Company’s common stock as of September 30, 2023. 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 have been excluded from the calculation of diluted earnings per share. If converted, the Company does not intend to settle the obligation in cash.

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, 2023 and 2022:

	September 30,
	2023	2022
	(in thousands)
Options to purchase common stock	5,532	5,345
Performance-based awards and restricted stock units	9,440	7,243
Employee stock purchase plan	188	148
Convertible Notes	7,411	7,411
Earnouts for development with acquired Canadian entity	—	525
Total	22,571	20,672