SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS

3 Months Ended

Mar. 31, 2023

Equity [Abstract]

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS

The table below details the change in Pubco shares outstanding by class for the three months ended March 31, 2023:

Shareholders’ Equity	Fixed Shares	Floating Shares	Fixed Shares Held in Treasury	Floating Shares Held in Treasury	Fixed Multiple Shares	Total Shares Outstanding
December 31, 2022	79,047	34,114	(589)	(253)	118	112,437
Issuances	209	78	—	—	—	287
NCI conversions	—	—	—	—	—	—
March 31, 2023	79,256	34,192	(589)	(253)	118	112,724

Warrants

A summary of the warrants activity outstanding is as follows:

Warrants	Fixed Shares	Floating Shares
December 31, 2022	5,817	2,524
Expired	—	—
March 31, 2023	5,817	2,524

The exercise price of each Fixed Share warrant ranged from $3.15 to $4.00, respectively, and the exercise price of each Floating Share warrant ranged from $3.01 to $4.00, respectively. The warrants are exercisable for a period of 4 years. The weighted-average remaining contractual life of the warrants outstanding is approximately 1.7 years. There was no aggregate intrinsic value for warrants outstanding as of March 31, 2023.

Non-controlling interests - convertible units

The Company has NCIs in consolidated subsidiaries USCo2 and HSCP. The non-voting shares of USCo2 and HSCP units make up substantially all of the NCI balance as of March 31, 2023 and are convertible for either 0.7 of a Fixed Share and 0.3 of a Floating Share of Pubco or cash, as determined by the Company. Summarized financial information of HSCP is presented below. USCo2 does not have discrete financial information separate from HSCP.

HSCP net asset reconciliation	March 31, 2023			December 31, 2022
Current assets	$	80,875		$	118,193
Non-current assets	262,465			237,665
Current liabilities	(4,357)			(9,141)
Non-current liabilities	(240,776)			(239,525)
Other NCI balances	(729)			(725)
Accumulated equity-settled expenses	(241,744)			(240,760)
Net assets	$	(144,266)		$	(134,293)
HSCP/USCo2 ownership % of HSCP	16.30		%	16.33		%
Net assets allocated to USCo2/HSCP	$	(23,515)		$	(21,930)
Net assets attributable to other NCIs	729			725
Total NCI	$	(22,786)		$	(21,205)

	Three Months Ended March 31,
HSCP Summarized Statement of Operations	2023			2022
Net loss allocable to HSCP/USCo2	$	(9,601)		$	(7,080)
HSCP/USCo2 weighted average ownership % of HSCP	16.31		%	17.21		%
Net loss allocated to HSCP/USCo2	$	(1,566)		$	(1,218)
Net loss allocated to other NCIs	(1)			1
Net loss attributable to NCIs	$	(1,567)		$	(1,217)

As of March 31, 2023, USCo2’s non-voting shares owned approximately 0.22% of HSCP units. USCo2’s capital structure is comprised of voting shares, all of which are held by the Company, and of non-voting shares held by certain former HSCP members. Certain executive employees and profits interests holders own approximately 16.08% of HSCP units. The remaining 83.70% interest in HSCP is held by USCo and represents the members’ equity attributable to shareholders of the parent.

A reconciliation of the beginning and ending amounts of convertible units is as follows:

Convertible Units	March 31, 2023	December 31, 2022
Beginning balance	22,698	23,076
NCI units converted to Pubco	—	(378)
Ending balance	22,698	22,698