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Equity and Net Loss Per Share

6 Months Ended

Jun. 30, 2024

Equity and Net Loss Per Share [Abstract]

Equity and net loss per share

13.

Equity and net loss per share

Authorized Capitalization

The total amount of the Company’s authorized capital stock consists of (a) 650,000,000 shares of Common Stock, par value $0.0001 per share consisting of (i) 500,000,000 shares of Class A Common Stock and (ii) 150,000,000 shares of Class B Common Stock, and (b) 30,000,000 shares of preferred stock, par value $0.0001 per share.

Common Stock

The rights of the holders of Class A Common Stock and Class B Common Stock have various terms, as follows:

Each holder of common stock is entitled to one vote for each share of common stock held of record by such holder on all matters on which stockholders generally are entitled to vote. Shares of Class B Common Stock carry the same voting rights as shares of Class A Common Stock but have no economic terms. Class B Common Stock is exchangeable, along with common units of Falcon’s Opco, into Class A Common Stock.

Preferred Stock

There are no outstanding shares of preferred stock as of June 30, 2024 or December 31, 2023.

The weighted average shares of common stock outstanding for the three and six months ended June 30, 2024 used to determine the Company’s Net income per share reflects the following:

		For three months ended				For six months ended
(amounts in thousands, except number of shares and amount per share)		June 30, 2024				June 30, 2024
Numerator:
Net income			8,028				122,052
Net income attributable to noncontrolling interests			6,794				103,648
Net income available to Class A common stockholders			1,234				18,404

Adjustment for dilutive earnout units at Falcon’s Beyond Global, LLC			(1,174	)			(5,055	)

Dilutive net income attributable to Class A common stockholders			60				13,349

Denominator:
Weighted average Class A common stock outstanding – basic			10,008,941				9,515,230

Adjustment for dilutive Class A earnout shares			57,692				216,346

Weighted average Class A common stock outstanding – diluted			10,066,633				9,731,576

Net income per Class A common share – basic:			0.12				1.93
Net income per Class A common share – diluted:			0.01				1.37

The Company applies the treasury stock method to the Warrants and restricted stock units (“RSUs”), the contingently issuable shares method to the Earnout shares, and the if-converted method for the Exchangeable noncontrolling interests, if dilutive. The following securities were not included in the computation because the effect would be anti-dilutive or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period:

		For the three months ended				For the six months ended
		June 30, 2024				June 30, 2024
Class A earnout shares			1,437,500				1,312,500
Class B earnout shares			56,062,500				51,187,500
Warrants to purchase common stock			5,198,420				5,198,420
RSUs			966,630				966,630