Black Rifle Coffee Company Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Net Loss per Share

Net Loss per Share

12 Months Ended

Dec. 31, 2023

Basic net loss per share is calculated by dividing net loss attributable to holders of Class A Common Stock by the weighted-average shares of Class A outstanding without the consideration for potential dilutive securities. Diluted net loss per share represents basic net loss per share adjusted to include the potentially dilutive effect of outstanding unvested share awards, warrants, Common Units and Restricted Common Units that are exchangeable into shares of Class A Common Stock. Diluted net loss per share is computed by dividing the net income attributable to holders of Class A Common Stock by the weighted-average number of shares of Class A Common Stock outstanding for the period determined using the treasury stock method and if-converted method, as applicable. Shares of Class B Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted loss per share of Class B Common Stock under the two-class method has not been presented.

The Company analyzed the calculation of net loss per share for periods prior to the Business Combination on February 9, 2022 and determined that it resulted in values that would not be meaningful to the users of the consolidated financial statements, as the capital structure completely changed as a result of the Business Combination. Therefore, net loss per share information has not been presented for periods prior to the Business Combination. The basic and diluted net loss per share attributable to Class A common shareholders for the year ended December 31, 2022, as presented on the consolidated statements of operations, represents only the period after the Business Combination to December 31, 2022.

The following table sets forth the computation of basic and diluted net loss per share are presented below:


	December 31,		Period After Business Combination Through December 31,
	2023		2022
Numerator:
Net loss	$	(56,716)	$	(335,352)
Less: Net loss attributable to non-controlling interests	(39,971)		(252,185)
Net loss attributable to Class A Common Stock - basic	$	(16,745)	$	(83,167)

Denominator:
Weighted-average shares of Class A Common Stock outstanding	60,932,225		51,246,632
Net loss per share attributable to Class A common stockholders, basic and diluted	$	(0.27)	$	(1.62)

The Company excluded the following potentially dilutive securities, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to Class A common shareholders because including them would have had an antidilutive effect:


	December 31,
	2023	2022
Stock Options	3,413,340	792,370



Common Units	146,484,989	153,899,025
RSUs	1,684,955	823,829
PSUs	8,462,412	8,462,412
Incentive Units	8,585	14,210
Total units excluded from computation of diluted net loss per share	160,054,281	163,991,846