Earnings Per Share

3 Months Ended

Mar. 31, 2022

On July 21, 2021, we completed the Transactions pursuant to the Transaction Agreement which materially impacted the number of shares outstanding. We analyzed the calculation of earnings per share for periods prior to the Transactions, and determined that it resulted in values that would not be meaningful to the users of the condensed consolidated financial statements, as our capital structure completely changed as a result of the Transactions. Therefore, earnings per share information has not been presented for periods prior to the Transactions.

Weighted average shares outstanding in the table below have not been retroactively restated to give effect to the reverse recapitalization for periods prior to the date of the Transactions. See Note 1 – Organization – Description of

Organization and Reverse Recapitalization with Ascendant Digital Acquisition Corp. for more information regarding the Transactions.

The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2022:



Numerator:
Net income for the three months ended March 31, 2022	$	23,023
Less: Net income attributable to noncontrolling interests for the three months ended March 31, 2022	17,198
Net income for the three months ended March 31, 2022 attributable to common shareholders – basic and diluted	$	5,825

Denominator:
Weighted average shares outstanding – basic and diluted (in thousands)	$	23,851

Net income per share attributable to common shares – basic and diluted	$	0.24

The Company’s potentially dilutive securities and their impact on the computation of diluted earnings per share is as follows:

▪Public and Private Placement Warrants: the public and Private Placement Warrants are "out of the money" for the three months ended March 31, 2022, therefore, net income per share excludes any impact of the 20,699,993 public warrants and 10,280,000 Private Placement Warrants.

▪Sponsor and MarketWise Management Member Earnout shares: the 3,051,000 Sponsor Earn Out shares held in escrow are excluded from the earnings per share computation since the earnout contingency has not been met. The 2,000,000 MarketWise Management Member Earn Out shares (as defined and discussed in the Original Report) held in escrow are excluded from the earnings per share computation since the earnout contingency has not been met.

▪Restricted stock units: The basic earnings per share calculation excludes the impact of RSUs since no units were vested as of March 31, 2022. The diluted earnings per share calculation excludes the impact of RSUs since the effect was antidilutive.

▪Stock appreciation rights: The diluted earnings per share calculation excludes the impact of SARs since the effect was antidilutive.

▪ESPP: The diluted earnings per share calculation excludes the impact of the ESPP since the effect was antidilutive.