Loss Per Share

12 Months Ended

Dec. 31, 2022

Basic loss per common share is calculated by dividing net loss by the weighted average number of common shares outstanding for the period. Diluted loss per common share is calculated by dividing the adjusted net loss by the weighted average number of common shares outstanding combined with dilutive common share equivalents outstanding, if the effect is dilutive. Potentially dilutive common share equivalents consist of incremental shares of common stock issuable upon conversion of convertible notes payable, exercise of stock warrants and vesting and settlement of stock awards. The dilutive effect of non-vested stock issued under share‑based compensation plans, shares issuable under the Employee Stock Purchase Plan (ESPP), employee stock options outstanding, and the prefunded stock warrants are computed using the treasury stock method. The dilutive effect of the Convertible Notes is computed using the if converted method in accordance with ASU 2020-06, which was adopted by the Company on January 1, 2022 (see Note 2, “Summary of Significant Accounting Policies”).

The calculation of the basic and diluted loss per share for the years ended December 31, 2022 and 2021 is as follows (in thousands):


	Year ended December 31,
	2022		2021
Numerator:
Net loss for basic earnings per share	$	(42,305)	$	(30,526)
Anti-dilutive adjustment to net income available to shareholders excluded from numerator for diluted earnings computation
Paid-in-Kind interest expense on convertible notes payable and contract consideration convertible notes payable, net of tax	5,956		—
Valuation gain on convertible notes carried at fair value, net of tax	(75)		—
Total numerator adjustment excluded from diluted earnings computation	$	5,881	$	—

Denominator:
Basic and diluted weighted average shares outstanding	74,425		73,361
Anti-dilutive incremental shares excluded from denominator for diluted earnings computation
Average number of diluted shares for convertible notes payable and contract consideration convertible notes payable	54,649		—
Average number of diluted shares for stock warrants	4,814		—
Average number of diluted shares for stock options and restricted stock	598		906

Basic and diluted loss per share	$	(0.57)	$	(0.42)

For the year ended December 31, 2022 paid-in-kind interest expense, net of tax, on Convertible Notes Payable and the change in fair value related to the Contract Consideration Convertible Notes Payable, net of tax, were not included in the dilution calculation since including them would have an anti-dilutive effect on the loss per share due to the net loss incurred during the periods. For the year ended December 31, 2022 weighted average shares for convertible notes payable, weighted average shares for stock warrants and weighted average shares for employee stock awards were not included in the dilution calculation since including them would have an anti-dilutive effect on the loss per share due to the net loss incurred during the period.

For the year ended December 31, 2021, potentially dilutive securities were excluded from the calculation of diluted loss per share, since including them would have an anti-dilutive effect on loss per share due to the net loss incurred during the year.