Net Loss Per Common Share

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

Net Loss Per Common Share

Net Loss Per Common ShareSonder’s Amended and Restated Certificate of Incorporation authorizes the issuance of 143,234,881 shares of common stock. The common stock has a par value of $0.000001 per share, and each common stockholder is entitled to one vote per share.

The following table sets forth the computation of historical basic and diluted net loss per share (in thousands, except per share amounts):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Numerator
Net loss	$	(64,584)	$	(55,514)	$	(217,074)	$	(178,056)
Denominator
Weighted-average common shares used in computing basic and diluted net loss per share	8,310,373		6,354,980		7,811,727		6,133,791
Net loss per share, basic and diluted	$	(7.77)	$	(8.74)	$	(27.79)	$	(29.03)

The following potential common shares outstanding were excluded from the computation of diluted net loss because including them would have been anti-dilutive (in thousands):

	As of September 30,
	2021	2020
Options to purchase common stock	17,826	9,616
Common stock subject to repurchase or forfeiture	1,745	4,593
Redeemable convertible preferred stock(1)	75,758	73,160
Exchangeable shares	22,001	22,422
Total common stock equivalents	117,330	109,791

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(1)Includes the warrants reclassified to equity as of December 31, 2019 and those issued in connection with the 2018 Security and Loan Agreement and related amendment as of September 30, 2021 and 2020.

Net Loss Per Common Share

Sonder’s Amended and Restated Certificate of Incorporation authorizes the issuance of 128,734,881 shares of common stock. The common stock has a par value of $0.000001 per share, and each common stockholder is entitled to one vote per share.

Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less the weighted-average unvested common stock subject to repurchase or forfeiture. Diluted net loss is computed by giving effect to all potential shares of common stock, including stock options, warrants, redeemable convertible preferred stock, and exchangeable shares prior to becoming a public company, to the extent dilutive. Basic and diluted net loss per share was the same for each period presented as the inclusion of all potential common shares outstanding would have been anti-dilutive.

The following table sets forth the computation of historical basic and diluted net loss per share (in thousands, except per share amounts):

	Years Ended December 31,
	2020		2019
Numerator
Net Loss	$	(250,316)	$	(178,249)
Net loss	$	(250,316)	$	(178,249)
Denominator
Weighted-average common shares outstanding	6,261,247		9,878,239
Weighted-average common shares used in computing basic and diluted net loss per share	6,261,247		9,878,239
Net loss per share, basic and diluted	$	(39.98)	$	(18.04)

The following potential common shares outstanding were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive:

	Years Ended December 31,
	2020	2019
Options to purchase common stock	12,802,899	10,633,972
Common stock subject to repurchase or forfeiture	4,562,207	4,847,841
Redeemable convertible preferred stock(1)	75,664,679	56,753,734
Exchangeable shares	22,017,113	22,001,764
Total common stock equivalents	115,046,898	94,237,311

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(1)Includes the warrants reclassified to equity as of December 31, 2019 and those issued in connection with the 2018 Loan and Security Agreement and related amendment as of December 31, 2020 and 2019.