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Loss Per Share

6 Months Ended

12 Months Ended

Jun. 30, 2023

Dec. 31, 2022

12. Loss Per Share

The following table sets forth the reconciliation of basic and diluted loss per share for the three and six months ended June 30, 2023 and 2022 (in thousands except per share data):


	Three Months Ended June 30,						Six Months Ended June 30,
	2023			2022			2023			2022
Net loss for basic loss per share available to common stockholders	$	(26,649	)	$	(17,838	)	$	(57,402	)	$	(26,981	)

Net loss for diluted loss per share available to common stockholders	$	(26,649	)	$	(17,838	)	$	(57,402	)	$	(26,981	)

Weighted average number of shares outstanding—basic		142,626			133,060			142,146			133,043
Effect of dilutive securities		—			—			—			—

Weighted average number of shares and assumed conversions—diluted		142,626			133,060			142,146			133,043
Loss per share
Basic	$	(0.19	)	$	(0.13	)	$	(0.40	)	$	(0.20	)
Diluted	$	(0.19	)	$	(0.13	)	$	(0.40	)	$	(0.20	)

The following potentially dilutive outstanding securities were excluded

from

the computation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:


	June 30, 2023		December 31, 2022
Stock options		31,353,086		16,939,093
Public Warrants		6,854,309		6,899,988
Private Warrants		4,104,000		4,104,000
Retainer shares		4,000,000		—
Convertible Debentures		2,343,750		—

Total		48,655,145		27,943,081

13. Loss Per Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260,

Earnings Per Share

. The Company has two classes of shares, which are referred to as Common Stock and Preferred Stock.

Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the

two-class

method required for participating securities. Net loss per share has been retrospectively adjusted for all periods presented prior to the Business Combination. The retroactive adjustment is based on the same number of weighted average shares outstanding in each historical period.

For the years ended December 31, 2022, 2021, and 2020, basic loss per share is computed using the

two-class

method. The

two-class

method is an earnings allocation formula that determines earnings per share for each class of common stock and participating securities according to dividends or dividend equivalents and participation rights in undistributed earnings. Preferred Stock is not contractually required to share in net losses of the Company.

The following table sets forth the reconciliation of basic and diluted loss per share for the years ended December

2022

2021

, and

2020

(in thou

sands except per share data):


	Year Ended December 31,
	2022			2021			2020
Net loss attributable to Scilex	$	(23,364	)	$	(88,424	)	$	(47,519	)
Net loss attributable to participating securities	$	—		$	—		$	—
Net loss attributable to common stockholders	$	(23,364	)	$	(88,424	)	$	(47,519	)
Weighted average common shares outstanding		134,226			132,858			132,891
Effect of Dilutive Securities		—			—			—

Denominator for Diluted Loss per Share—Adjusted for Dilutive Securities		134,226			132,858			132,891
Basic and Diluted Loss Per Share	$	(0.17	)	$	(0.67	)	$	(0.36	)

The following potentially dilutive outstanding securities were excluded from the computation of

diluted

net loss per share because their effect would have been anti-dilutive for the periods pres

ented


	Year Ended December 31,
	2022		2021		2020
Stock options		16,939,093		18,967,724		20,746,432
Public Warrants		6,899,988		—		—
Private Warrants		4,104,000		—		—