PureCycle Technologies, Inc. Earnings Per Share Disclosure
NOTE 18 – NET LOSS PER SHARE
The computation for the basic and diluted loss per share for the years ended December 31, 2025, 2024 and 2023 are as follows:
|
|
Year Ended December 31, |
|
|||||||||
(in thousands, except per share data) |
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
Numerator: |
|
|
|
|
|
|
|
|
|
|||
Net loss |
|
$ |
(182,565 |
) |
|
$ |
(289,136 |
) |
|
$ |
(101,715 |
) |
Less: Dividends accumulated on Series B Convertible |
|
|
11,324 |
|
|
|
— |
|
|
|
— |
|
Basic net loss attributable to common |
|
|
(193,889 |
) |
|
|
(289,136 |
) |
|
|
(101,715 |
) |
Less: Dilutive impact of - |
|
|
|
|
|
|
|
|
|
|||
RTI Warrants |
|
|
— |
|
|
|
— |
|
|
|
2,233 |
|
Private Warrants |
|
|
69 |
|
|
|
— |
|
|
|
— |
|
Series A Warrants |
|
|
17,224 |
|
|
|
— |
|
|
|
— |
|
Series B Warrants |
|
|
2,451 |
|
|
|
— |
|
|
|
— |
|
Series C Warrants |
|
|
4,100 |
|
|
|
— |
|
|
|
— |
|
Diluted net loss attributable to common |
|
$ |
(217,733 |
) |
|
$ |
(289,136 |
) |
|
$ |
(103,948 |
) |
|
|
|
|
|
|
|
|
|
|
|||
Denominator: |
|
|
|
|
|
|
|
|
|
|||
Weighted average common shares outstanding, |
|
|
179,327 |
|
|
|
165,377 |
|
|
|
163,865 |
|
Dilutive shares: |
|
|
|
|
|
|
|
|
|
|||
RTI Warrants |
|
|
— |
|
|
|
— |
|
|
|
148 |
|
Private Warrants |
|
|
9 |
|
|
|
— |
|
|
|
— |
|
Series A Warrants |
|
|
765 |
|
|
|
— |
|
|
|
— |
|
Series B Warrants |
|
|
132 |
|
|
|
— |
|
|
|
— |
|
Series C Warrants |
|
|
215 |
|
|
|
— |
|
|
|
— |
|
Weighted average common shares outstanding, |
|
|
180,448 |
|
|
|
165,377 |
|
|
|
164,013 |
|
|
|
|
|
|
|
|
|
|
|
|||
Net loss per share attributable to common |
|
$ |
(1.08 |
) |
|
$ |
(1.75 |
) |
|
$ |
(0.62 |
) |
Net loss per share attributable to common |
|
$ |
(1.21 |
) |
|
$ |
(1.75 |
) |
|
$ |
(0.63 |
) |
Certain outstanding Common Stock equivalents were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented as including them would have been anti-dilutive. A summary of those outstanding Common Stock equivalents is presented in the following table:
|
|
Year Ended December 31, |
|
|||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
Anti-dilutive shares |
|
|
|
|
|
|
|
|
|
|||
Warrants |
|
|
5,715 |
|
|
|
33,352 |
|
|
|
23,776 |
|
Stock options |
|
|
1,487 |
|
|
|
1,290 |
|
|
|
983 |
|
RSUs |
|
|
2,929 |
|
|
|
3,438 |
|
|
|
2,788 |
|
PSUs |
|
|
797 |
|
|
|
1,341 |
|
|
|
1,246 |
|
Contingently - issuable shares to Legacy PCT unitholders (1) |
|
|
2,000 |
|
|
|
2,000 |
|
|
|
4,000 |
|
Shares issuable upon conversion of Green Convertible Notes |
|
|
16,869 |
|
|
|
16,869 |
|
|
|
16,869 |
|
Shares issuable upon conversion of Series B Convertible |
|
|
22,206 |
|
|
|
— |
|
|
|
— |
|
Total anti-dilutive shares |
|
|
52,003 |
|
|
|
58,290 |
|
|
|
49,662 |
|
__________
(1) In connection with the initial business combination and merger agreement as described in Note 1 - Organization, legacy PCT unitholders will be entitled to 2.0 million shares upon the Ironton Facility becoming operational, as certified by Leidos Engineering, LLC, an independent engineering firm, in accordance with criteria established in agreements in connection with construction of the plant.
About Earnings Per Share Disclosures
The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.
Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.