Net Income (Loss) Per Share

6 Months Ended

Jun. 30, 2022

NET INCOME (LOSS) PER SHARE

The following table sets forth the net income (loss) and the computation of basic and diluted per common stock for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except shares and per share data)	2022		2021		2022		2021
Numerator:
Net income (loss)	$	(14,564)	$	(36,289)	$	(14,649)	$	(52,403)
Less: net loss attributable to non-controlling interests	(9,231)		(40,844)		(9,976)		(56,958)
Net income (loss) attributable to Class A common stockholders	(5,333)		4,555		(4,673)		4,555
Dilutive effect of warrants on net income to Class A common stockholders	—		(13,999)		—		(13,999)
Dilutive effect of Class B common stock	(9,231)		—		(9,976)		—
Net loss attributable to Class A common stockholders - Diluted	$	(14,564)	$	(9,444)	$	(14,649)	$	(9,444)
Basic and Diluted Earnings Per Share denominator:
Weighted average common stock outstanding - basic	210,053,037		167,134,853		200,783,129		166,691,634
Net income (loss) per share - basic	$	(0.03)	$	0.03	$	(0.02)	$	0.03
Diluted Earnings Per Share:
Dilutive effect of warrants on weighted average common stock outstanding	—		1,749,462		—		879,564
Dilutive effect of Class B common stock on weighted average common stock outstanding	264,527,434		—		264,527,434		—
Weighted average common stock outstanding - diluted	474,580,471		168,884,315		465,310,563		167,571,198
Net loss per share - diluted	$	(0.03)	$	(0.06)	$	(0.03)	$	(0.06)

The outstanding Company’s Class B common stock does not represent economic interests in the Company, and as such, is not included in the denominator of the net loss per share calculation.

On August 11, 2021, the Company issued 2,720,966 shares of Class A common stock (the “escrowed shares”) to the escrow agent, on behalf of the seller, as part of the consideration in connection with an acquisition. The amount of shares was based on a $30.0 million purchase price divided by the average share price of the Company during the twenty consecutive trading days preceding the closing date of the transaction. The shares were deposited in escrow and will be released to the seller upon the satisfaction of certain performance metrics during 2022 and 2023. The final number of shares to be issued to the seller, if any, from the escrow account will be calculated by multiplying the initial share amount by an earned share percentage in accordance with the purchase agreement and subtracting any forfeited indemnity shares. The dilutive effects of these shares were excluded from the three and six months ended June 30, 2022 diluted earnings per share calculation because they were antidilutive.

The Company’s dilutive securities are derived from the Company’s shares of Class B common stock. The shares of Class B common stock were included in the three and six months ended June 30, 2022 dilutive earnings per share calculations. RSUs, stock options, ESPP shares, warrants and contingent shares were excluded from the dilutive earning per share calculation as they had an anti-dilutive effect for the periods presented. The table below presents the Company’s potentially dilutive securities:


			As of June 30, 2022
Class B common stock			264,527,434
Public Warrants			22,999,900
Private Placement Warrants			10,533,292
Restricted Stock Units			15,389,953
Stock Options			12,876,693
Contingent Shares Issued in Connection with Acquisitions			2,720,966
ESPP Shares			705,570
Potential Common Stock Equivalents			329,753,808