Basic and Diluted Net Loss per Share

A reconciliation of the numerator and the denominator used to calculate basic and diluted net loss per share is as follows (in thousands, except per share amounts):



	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2014			2013			2014			2013
Numerator — Basic
Net loss	$	(4,469	)	$	(12,720	)	$	(23,114	)	$	(23,389	)
Numerator — Diluted
Net loss	$	(4,469	)	$	(12,720	)	$	(23,114	)	$	(23,389	)
Interest on convertible notes, net of tax benefit ^(B)	—			—			—			—
Net loss, diluted	$	(4,469	)	$	(12,720	)	$	(23,114	)	$	(23,389	)
Denominator — Basic
Weighted average shares used to calculate net loss per share, basic	36,332			28,931			34,097			28,692
Denominator — Diluted
Weighted average shares used to calculate net loss per share, basic	36,332			28,931			34,097			28,692
Effect of escrow shares ^(A)	—			—			—			—
Effect of convertible notes ^(B)	—			—			—			—
Effect of dilutive restricted stock units ^(C)	—			—			—			—
Effect of dilutive stock options ^(C)	—			—			—			—
Weighted average shares used to calculate net loss per share, diluted	36,332			28,931			34,097			28,692
Net loss per share
Basic	$	(0.12	)	$	(0.44	)	$	(0.68	)	$	(0.82	)
Diluted	$	(0.12	)	$	(0.44	)	$	(0.68	)	$	(0.82	)


(A)	For the three months ended September 30, 2014 there were no remaining contingently issuable shares outstanding. For the nine months ended September 30, 2013, 20,000 contingently issuable shares were excluded from the calculation as their effect would have been anti-dilutive.

(B)

For each of the three months ended September 30, 2014 and 2013, 2.1 million as-if converted shares associated with the Company's convertible senior notes were excluded from the calculation as their effect would have been anti-dilutive. For the nine months ended September 30, 2014 and 2013, 2.1 million and 2.3 million as-if converted shares associated with the Company's convertible senior notes were excluded from the calculation as their effect would have been anti-dilutive.


(C)	For the three and nine months ended September 30, 2014 and 2013, the following equity awards, by type, were excluded from the calculation, as their effect would have been anti-dilutive (in thousands):



	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2014	2013	2014	2013
Stock options	3,005	3,561	3,005	3,561
Restricted stock units	172	376	172	376
Performance based restricted stock units^(D)	284	1,678	284	1,678
Total equity award shares excluded	3,461	5,615	3,461	5,615

(D)

Shares under the Long-Term Incentive Plan ("LTIP") are presented based on attainment of 100% of the performance goals being met. The LTIP provides for the grants of awards payable in shares of common stock upon the achievement of performance goals set by the Company's Compensation and Development Committee. In addition to the performance conditions, the awards contain market-based multipliers based on the average price of the Company's common stock thirty days prior to the end of each semi-annual performance period. The maximum multiplier for a given semi-annual performance period is 2.75x the original grant and overall achievement is limited to a maximum of 2.5x of the target award over the entire performance period. Based on this formula, the maximum number of shares that could be earned was 0.6 million and 1.5 million for the three months ended September 30, 2014 and 2013.