Net Income (Loss) per Share

9 Months Ended

Dec. 31, 2024

Basic net income (loss) attributable to Beneficient per common share for the three and nine months ended December 31, 2024 and 2023, is as follows:


(Dollars in thousands, except per share amounts)	Three Months Ended December 31,				Nine Months Ended December 31,
	2024		2023		2024		2023
Net income (loss)	$	(10,226)	$	(924,872)	$	43,831	$	(2,462,606)
Plus: Net loss attributable to noncontrolling interests	6,076		386,935		21,379		445,683
Less: Noncontrolling interest guaranteed payment	(4,489)		(4,229)		(13,268)		(12,501)



Net income (loss) attributable to Beneficient common shareholders	$	(8,639)	$	(542,166)	$	51,942	$	(2,029,424)
Net income (loss) attributable to Class A common shareholders	(8,395)		(504,615)		48,645		(1,888,863)
Net income (loss) attributable to Class B common shareholders	(244)		(37,551)		3,297		(140,561)

Basic weighted average of common shares outstanding
Class A	6,336,248		3,186,538		4,722,270		2,826,325
Class B	239,256		239,256		239,256		239,256

Basic net income (loss) attributable to Beneficient per common share
Class A	$	(1.32)	$	(158.36)	$	10.30	$	(668.31)
Class B	$	(1.02)	$	(156.95)	$	13.78	$	(587.49)

Diluted net income attributable to Beneficient per common share for the nine months ended December 31, 2024, is as follows:


(Dollars in thousands, except per share amounts)
Diluted income per share	Nine Months Ended December 31, 2024
Net income attributable to Beneficient common shareholders - Basic	$	51,942
Less: Net loss attributable to noncontrolling interests - Ben	(15,098)
Plus: Noncontrolling interest guaranteed payment	13,268
Net income attributable to Beneficient common shareholders - Diluted	$	50,112

Basic weighted average of common shares outstanding (Class A and Class B)	4,961,526
Dilutive effect of:
Series B Preferred Stock	165,036
Class S Ordinary	66,982
Class S Preferred	605
Preferred Series A Subclass 0	100,007,501
Preferred Series A Subclass 1	321,837,296


Restricted Stock Units	480,456

Diluted weighted average of common shares outstanding (Class A and Class B)	427,519,402

Diluted net income attributable to Beneficient per common share (Class A and Class B)	$	0.12

For the three months ended December 31, 2024, as the Company was in a net loss position, the diluted EPS calculation for the Beneficient common shareholders is the same as basic EPS per common share disclosed above for that period. Diluted EPS for the Class A shareholder is $(1.32) and diluted EPS for the Class B shareholders is $(1.02) for the three months ended December 31, 2024.

For the three and nine months ended December 31, 2023, as the Company was in a net loss position, the diluted EPS calculation for the Beneficient common shareholders is the same as basic EPS per common share disclosed above for that period. Diluted EPS for the Class A shareholders is $(158.36) and diluted EPS for the Class B shareholders is $(156.95) for the three months ended December 31, 2023. Diluted EPS for the Class A shareholders is $(668.31) and diluted EPS for the Class B shareholders is $(587.49) for the nine months ended December 31, 2023.

In computing diluted net loss per share, we considered potentially dilutive shares. Anti-dilutive shares not recognized in the diluted net loss per share calculation for the three and nine months ended December 31, 2024 and 2023, were as follows:


	Shares		Shares
	Three Months Ended December 31,		Nine Months Ended December 31,
	2024	2023	2024	2023
Series B Preferred Stock	165,036	2,814	—	5,753
Class S Ordinary	66,982	66,982	—	67,617
Class S Preferred	605	605	—	605
Preferred Series A Subclass 0	234,525,450	164,367,001	—	38,140,683
Preferred Series A Subclass 1	754,733,754	528,954,636	—	126,357,936
Preferred Series C Subclass 1	—	—	—	101,094
Restricted Stock Units	1,076,888	16,828	198,013	105,367
Stock Options	144,565	—	48,364	—
Convertible Debt	1,008,443	—	469,908	—
Warrants	25,708,168	30,874,686	25,169,633	26,771,105
Total anti-dilutive shares	1,017,429,891	724,283,552	25,885,918	191,550,160

Conversion of BCH Preferred C-1 Unit Accounts

Pursuant to the UPA, on July 10, 2023, the BCH Preferred C-1 Unit Accounts automatically converted into 550,510 shares of Class A common stock at approximately $372.80 per share, which represents the volume-weighted average trading price of the Class A common stock for the 20 trading days following the closing of the Business Combination.

Conversion of Series B-1 Preferred Stock

On October 3, 2023, 3,768,995 shares of Series B-1 preferred stock converted into 172,574 shares of Class A common stock at a price per share of approximately $218.40.

Warrants

The disclosed amount of anti-dilutive securities for the warrants does not consider the assumed proceeds under the treasury stock method as the exercise price was greater than the average market price of the Class A common stock, which results in negative incremental shares, that would be anti-dilutive.