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Net Loss per Share
9 Months Ended
Sep. 30, 2017
Net Loss per Share  
Net Loss per Share

 

13.   Net Loss per Share

 

Net Loss per Share Attributable to Common Shareholders of Biohaven Pharmaceutical Holding Company Ltd.

 

Basic and diluted net loss per share attributable to common shareholders of Biohaven Pharmaceutical Holding Company Ltd. was calculated as follows:

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

Net loss

 

$

(42,915

)

$

(28,260

)

$

(100,108

)

$

(38,065

)

Net loss attributable to non-controlling interests

 

 

50

 

 

69

 

Accretion of beneficial conversion feature on Series A preferred shares

 

 

 

(12,006

)

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common shareholders of Biohaven Pharmaceutical Holding Company Ltd.

 

$

(42,915

)

$

(28,210

)

$

(112,114

)

$

(37,996

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding—basic and diluted

 

35,930,698

 

13,050,446

 

25,102,920

 

12,447,153

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share attributable to common shareholders of Biohaven Pharmaceutical Holding Company Ltd.—basic and diluted

 

$

(1.19

)

$

(2.16

)

$

(4.47

)

$

(3.05

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Company’s potential dilutive securities, which include stock options and warrants to purchase common shares, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common shareholders of Biohaven Pharmaceutical Holding Company Ltd. is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common shareholders for the periods indicated because including them would have had an anti-dilutive effect:

 

 

 

Three and Nine Months

 

 

 

Ended September 30,

 

 

 

2017

 

2016

 

Options to purchase common shares

 

5,028,037

 

3,247,500

 

Warrants to purchase common shares

 

821,751

 

600,000

 

 

 

 

 

 

 

 

 

5,849,788

 

3,847,500

 

 

 

 

 

 

 

 

In addition to the potentially dilutive securities noted above, as of September 30, 2016, the Company agreed to issue warrants to purchase common shares to each of the Guarantor and Co-Guarantor of the Credit Agreement (see Note 7).  As of September 30, 2016, the Series A Preferred Financing had not been completed and the warrants had not yet been issued. Accordingly, the Company has excluded these warrants from the table above and the calculation of diluted net loss per share for the three and nine months ended September 30, 2016.  On January 26, 2017, the Company issued the warrants to the Guarantor and Co-Guarantor, pursuant to which each director received a warrant to purchase 107,500 common shares at an exercise price of $9.2911 per share.  These warrants are included in the table above for the three and nine months ended September 30, 2017.

 

The Company had also agreed under the BMS Agreement to issue common shares to BMS upon the achievement of specified milestones or upon the occurrence of specified events (see Notes 5 and 12). Because the necessary conditions for issuance of the shares had not been met as of September 30, 2016, the Company excluded these shares from the table above and from the calculation of diluted net loss per share for the three and nine months ended September 30, 2016.  In May 2017, in connection with the completion of its IPO, the Company issued 1,345,374 common shares to BMS in full satisfaction of its obligation to contingently issue equity securities pursuant to the license agreement.  Accordingly, the table above does not include any shares related to the agreement with BMS for the three and nine months ended September 30, 2017.