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Net Income (Loss) per Share
3 Months Ended 12 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Earnings Per Share [Abstract]    
Net Income (Loss) per Share

14. Net Income (Loss) per Share

 

The following table presents the reconciliation of net income (loss) to net loss used in computing basic and diluted net income (loss) per share of Common Stock attributable to common stockholders:

 

   March 31,
2023
   March 31,
2022
 
Net income (loss) used in computing basic net income (loss) per share of Common Stock attributable to common stockholders  $6,487   $(153,098)
Less: Dilutive impact of SPA Warrants   (11,897)   
-
 
Less: Dilutive impact of conversion of SPA notes and settlement of make-whole provisions   (59,331)   
-
 
Net loss used in computing diluted net loss per share of Common Stock attributable to common stockholders  $(64,741)  $(153,098)

 

The following table presents the reconciliation of basic to diluted weighted average shares used in computing net income/(loss) per share of Common Stock attributable to common stockholders. In computing the weighted average shares using the “if-converted” method in accordance with ASC 260-10, Earning per Share the Company uses the average Interest Conversion Price during the three months ended March 31, 2023.

 

   March 31,
2023
   March 31,
2022
 
Weighted average shares used in computing net income per share of common stock, basic   657,565,442    322,211,392 
Add: Shares issuable upon exercise of SPA Warrants   19,121,103    
-
 
Add: Shares issuable upon conversion of SPA notes and settlement of make-whole provisions   311,952,117    
-
 
Weighted average shares used in computing net loss per share of common stock, diluted   988,638,662    322,211,392 

 

The following table presents the potentially dilutive shares that were excluded from the computation of diluted net income (loss) per share of Common Stock attributable to common stockholders, because their effect was anti-dilutive:

 

   March 31,
2023
   March 31,
2022
 
Shares issuable upon exercise of SPA Warrants, excluding amounts included above in Diluted EPS   45,571,419    
-
 
Shares issuable upon conversion of notes and settlement of Make-Whole provisions, excluding amounts included above in Diluted EPS   
-
    9,009,210 
Other warrants   29,454,593    4,544,258 
Stock-based compensation awards - Options   37,181,872    43,781,815 
Stock-based compensation awards - RSUs   20,131,111    
-
 
Public warrants   23,540,988    22,977,568 
Private warrants   111,131    674,551 
Total   155,991,114    80,987,402 

17. Net Loss per Share

 

Net Loss Per Share Attributable to Common Stockholders

 

Basic net loss per share attributable to common stockholders is calculated by dividing net loss attributable to common stockholders by the weighted-average number of shares issued and shares to be issued under the commitment to issue shares, as these shares are issuable for no consideration.

 

Diluted net loss per share attributable to common stockholders adjusts the basic net loss per share attributable to common stockholders and the weighted-average number of shares issued and shares to be issued under the commitment to issue shares for potentially dilutive instruments.

 

For purposes of presentation of basic and diluted net loss per share, the Company includes shares to be issued in the denominator in accordance with ASC 710-10-54-4 and ASC 260-10-45-48 as if they had been issued on the date of the merger, as such shares are non-contingent and are issuable for no consideration (see Note 3, Business Combination).

 

The net loss per common share was the same for the Class A and Class B Common Stock because they are entitled to the same liquidation and dividend rights and are therefore combined on the Consolidated Statements of Operations and Comprehensive Loss.

 

Because the Company reported net losses for all periods presented, all potentially dilutive Common Stock equivalents were determined to be antidilutive for those periods and have been excluded from the calculation of net loss per share.

 

The following table presents the number of anti-dilutive shares excluded from the calculation of diluted net loss per share as of December 31:

 

   2022   2021 
Convertible SPA notes   43,942,609     
SPA make-whole provisions   130,180,503     
SPA warrants   346,453,115     
Convertible ATW notes       9,009,210 
ATW NPA warrants   76,804,450     
Other warrants   29,454,593    4,544,258 
Stock-based compensation awards – SI Plan - Options   6,646,452     
Stock-based compensation awards – SI Plan - RSUs(1)   17,869,663      
Stock-based compensation awards – EI Plan   23,422,276    31,962,921 
Stock-based compensation awards – STI Plan   5,618,512    9,526,727 
Public warrants   23,540,988    22,977,568 
Private warrants   111,131    674,551 
Total   704,044,292    78,695,235 

 

(1)The Company’s subsidiaries in China have employees who are citizens of the PRC. Pursuant to the regulation Circular 78 and Circular 7 issued by the Central State Administration of Foreign Exchange of PRC (“SAFE”), we cannot release vested RSUs to its PRC citizen employees before they have completed the required SAFE registration with a dedicated account set up for each of them to repatriate proceeds back to China under the SAFE. As a result, 1,448,697 RSUs of the Company’s PRC citizens employees vested in 2022 were included in the outstanding RSUs at December 31, 2022 as unreleased RSUs because those employees did not complete the SAFE registration process.