Black Rifle Coffee Company Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Net Loss per Share

Net Loss per Share

9 Months Ended

Sep. 30, 2022

Basic net loss per share is calculated by dividing net loss attributable to Class A common stockholders by the weighted-average shares of Class A common shares 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 Class A common shareholders 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.

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 nine months ended September 30, 2022, as presented on the unaudited consolidated statements of operations, represents only the period after the Business Combination to September 30, 2022.

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


	Three Months Ended September 30,		Period After Business Combination Through September 30,
	2022		2022
Numerator:
Net loss	$	(16,102)	$	(315,323)
Less: Net loss attributable to non-controlling interests	(12,059)		(238,663)
Net loss attributable to Class A Common Stock - basic	$	(4,043)	$	(76,660)



Denominator:
Weighted average shares of Class A Common Stock outstanding	53,013,720		49,843,715


Net loss per share attributable to Class A common stockholders, basic and diluted	$	(0.08)	$	(1.54)

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:


	Three Months Ended September 30,	Period After Business Combination Through September 30,
	2022	2022
Stock options	720,010	720,010



Common Units	157,794,609	157,794,609
RSUs	666,076	666,076
Incentive Units	16,445	16,445
	159,197,140	159,197,140