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NET LOSS PER SHARE (Tables)
3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net Loss Per Share

The following table presents the calculation of basic and diluted net loss per share for the Company’s common stock:

 

 

 

Three Months Ended
March 31,

 

 

 

2022

 

 

2021

 

Numerator:

 

 

 

 

 

 

Net Loss

 

$

(23,775

)

 

$

(7,794

)

Numerator for Basic and Dilutive EPS – Loss available to common
stockholders

 

$

(23,775

)

 

$

(7,794

)

Denominator:

 

 

 

 

 

 

Common Stock

 

 

70,332,349

 

 

 

1,602,732

 

Denominator for Basic and Dilutive EPS - Weighted-average common stock

 

 

70,332,349

 

 

 

1,602,732

 

Basic and dilutive loss per share

 

$

(0.34

)

 

$

(4.86

)

Schedule of Anti-dilutive Common Equivalent Shares Anti-dilutive common equivalent shares were as follows:

 

 

 

Three Months Ended
March 31,

 

 

 

2022

 

 

2021

 

Outstanding options to purchase common stock

 

 

11,482,461

 

 

 

1,851,656

 

Outstanding Legacy Hyperfine convertible preferred stock (Series A through D)

 

 

 

 

 

35,757,168

 

Outstanding RSUs

 

 

1,778,051

 

 

 

 

Earn-Out Shares (1)

 

 

10,000,000

 

 

 

 

Total anti-dilutive common equivalent shares

 

 

23,260,512

 

 

 

37,608,824

 

_________________________

(1) The Company will issue to holders of Legacy Hyperfine and Liminal securities as of immediately prior to the effective time of the Mergers, in accordance with their pro rata share, up to 10,000,000 shares of Class A common stock as earn-out consideration (the “Earn-Out Shares”), if at any time during the period between the Closing Date of December 22, 2021 and the third anniversary of the Closing Date (the “Earn-Out Period”), (i) the last share price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) there is a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate.