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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 26, 2023
FAT Brands Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware 001-38250 82-1302696
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
9720 Wilshire Blvd., Suite 500
Beverly Hills, CA
(Address of Principal Executive Offices)
90212
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (310) 319-1850
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share FAT The Nasdaq Stock Market LLC
Class B Common Stock, par value $0.0001 per share FATBB The Nasdaq Stock Market LLC
Series B Cumulative Preferred Stock, par value $0.0001 per share FATBP The Nasdaq Stock Market LLC
Warrants to purchase Class A Common Stock FATBW The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 2.02 Results of Operations and Financial Condition.
On October 26, 2023, FAT Brands Inc. (the “Company”) issued a press release announcing its financial results for the thirteen- week and thirty-nine week periods ended September 24, 2023. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
The Company also hosted a conference call on October 26, 2023 in which the financial results were discussed. A replay is available until Thursday, November 16, 2023 and can be accessed by dialing 1-844-512-2921 from the U.S. or 1-412-317-6671 internationally. The passcode is 10183290.
The webcast is available at www.fatbrands.com under the “Investors” section.
Item 7.01 Regulation FD Disclosure.
On October 26, 2023, the Company provided supplemental financial information to be used in its earnings presentation for the thirteen-week and thirty-nine week periods ended September 24, 2023 on its website at https://ir.fatbrands.com/events-and-presentations/default.aspx. A copy of the earning supplement is furnished as Exhibit 99.2 hereto and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 and 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information may be incorporated by reference in another filing under the Securities and Exchange Act of 1934 or the Securities Act of 1933 only if, and to the extent that, such subsequent filing specifically references such information.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number
Description
99.1
99.2
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
    



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
FAT Brands Inc.
Date: October 26, 2023 /s/ Kenneth J. Kuick
Kenneth J. Kuick
Co-Chief Executive Officer and Chief Financial Officer

EX-99.1 2 a3q23earningsreleaseex991.htm EX-99.1 Document
Exhibit 99.1
image_0a.jpg
FAT BRANDS INC. REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS
Conference call and webcast today at 4:30 p.m. ET
LOS ANGELES (October 26, 2023) – FAT (Fresh. Authentic. Tasty.) Brands Inc. (NASDAQ: FAT) (“FAT Brands” or the “Company”) today reported financial results for the fiscal third quarter ended September 24, 2023.
Andy Wiederhorn, Chairman of FAT Brands, commented, “With the acquisition of Smokey Bones early in the fourth quarter, we have grown the FAT Brands portfolio to 18 iconic restaurant brands with annualized system wide sales of $2.4 billion. Year to date through the third quarter, we have opened 96 restaurants, including 30 that opened in the third quarter, and are on track to open 150 new restaurants in 2023. We are seeing strong franchisee interest in development opportunities, having signed over 200 development agreements in 2023, bringing our total pipeline to over 1,100 units. This represents the potential for over 50% EBITDA growth over the next several years.”

Rob Rosen, Co-Chief Executive Officer of FAT Brands, commented, “While franchise interest remains high across all of our brands, we continue to be focused on the expansion of Twin Peaks. This year, we plan to open 15 to 17 new lodges, of which 11 have been opened so far. We expect to end the year with over 110 lodges, a 35% increase since acquiring the brand in 2021. Our growth pipeline includes over 125 lodges and Smokey Bones’ healthy real estate portfolio provides us with the opportunity to convert over 40 locations into Twin Peaks lodges, with the potential to significantly accelerate the growth of the brand.”

Ken Kuick, Co-Chief Executive Officer of FAT Brands, commented, “We believe there are significant opportunities on the horizon for FAT Brands. Our seasoned leadership team and strong brand management platform allow us to efficiently integrate new brands while maintaining a healthy and evolving pipeline for organic growth. These strengths position us for continued growth in the future, which will help deleverage our balance sheet.”

Fiscal Third Quarter 2023 Highlights
•Total revenue improved 6.0% to $109.4 million compared to $103.2 million in the fiscal third quarter of 2022
◦System-wide sales growth of 0.8% in the fiscal third quarter of 2023 compared to the prior year fiscal quarter
◦Year-to-date system-wide same-store sales growth of 1.3% in the fiscal third quarter of 2023 compared to the prior year
◦30 new store openings during the fiscal third quarter of 2023
•Net loss of $24.7 million, or $1.59 per diluted share, compared to $23.4 million, or $1.52 per diluted share, in the fiscal third quarter of 2022
•Adjusted EBITDA(1) of $21.9 million compared to $24.6 million in the fiscal third quarter of 2022
•Adjusted net loss(1) of $17.1 million, or $1.14 per diluted share, compared to adjusted net loss of $16.3 million, or $1.08 per diluted share, in the fiscal third quarter of 2022


(1)EBITDA, Adjusted EBITDA and adjusted net loss are non-GAAP measures defined below, under “Non-GAAP Measures”. Reconciliation of GAAP net loss to EBITDA, adjusted EBITDA and adjusted net loss are included in the accompanying financial tables.

Summary of Fiscal Third Quarter 2023 Financial Results
Total revenue increased $6.2 million, or 6.0%, in the third quarter of 2023 to $109.4 million compared to $103.2 million in the same period of 2022, driven by a 4.8% increase in royalties, a 2.0% increase in company-owned restaurant revenues, a 228.5% increase in franchise fees and an 18.9% increase in revenues from our manufacturing facility.
Costs and expenses consist of general and administrative expense, cost of restaurant and factory revenues, depreciation and amortization, refranchising net loss and advertising fees. Costs and expenses remained largely unchanged in the third quarter, increasing 0.5% in the third quarter of 2023 compared to the same period in the prior year.
General and administrative expense decreased $4.3 million, or 14.9%, in the third quarter of 2023 compared to the same period in the prior year, primarily due to the recognition of $1.0 million related to Employee Retention Credits during the third quarter of 2023 and lower professional fees related to certain litigation matters.
Cost of restaurant and factory revenues increased $3.9 million, or 7.1%, in the third quarter of 2023 compared to the same period in the prior year, primarily due to Employee Retention Credits recognized during the third quarter of 2022 and higher company-owned restaurant and dough factory revenues.
Depreciation and amortization increased $0.1 million, or 2.1% in the third quarter of 2023 compared to the same period in the prior year, primarily due to depreciation of new property and equipment at company-owned restaurant locations.
Advertising expenses in the third quarter of 2023 increased $0.5 million compared to the prior year period. These expenses vary in relation to advertising revenues.
Total other expense, net, for the third quarter of 2023 and 2022 was $32.6 million and $23.9 million, respectively, which is inclusive of interest expense of $29.7 million and $24.5 million, respectively. Total other expense, net for the third quarter of 2023 also included a $2.7 million net loss on extinguishment of debt.
Adjusted net loss(1) of $17.1 million, or $1.14 per diluted share, compared to adjusted net loss of $16.3 million, or $1.08 per diluted share, in the fiscal third quarter of 2022.
Key Financial Definitions
New store openings - The number of new store openings reflects the number of stores opened during a particular reporting period. The total number of new stores per reporting period and the timing of stores openings has, and will continue to have, an impact on our results.
Same-store sales growth - Same-store sales growth reflects the change in year-over-year sales for the comparable store base, which we define as the number of stores open and in the FAT Brands system for at least one full fiscal year. For stores that were temporarily closed, sales in the current and prior period are adjusted accordingly. Given our focused marketing efforts and public excitement surrounding each opening, new stores often experience an initial start-up period with considerably higher than average sales volumes, which subsequently decrease to stabilized levels after three to six months. Additionally, when we acquire a brand, it may take several months to integrate fully each location of said brand into the FAT Brands platform. Thus, we do not include stores in the comparable base until they have been open and in the FAT Brands system for at least one full fiscal year.
System-wide sales growth - System wide sales growth reflects the percentage change in sales in any given fiscal period compared to the prior fiscal period for all stores in that brand only when the brand is owned by FAT Brands. Because of acquisitions, new store openings and store closures, the stores open throughout both fiscal periods being compared may be different from period to period.


Conference Call and Webcast
FAT Brands will host a conference call and webcast to discuss its fiscal third quarter 2023 financial results today at 4:30 PM ET. Hosting the conference call and webcast will be Andy Wiederhorn, Chairman of the Board, and Ken Kuick, Co-Chief Executive Officer and Chief Financial Officer.
The conference call can be accessed live over the phone by dialing 1-844-826-3035 from the U.S. or 1-412-317-5195 internationally. A replay will be available after the call until Thursday, November 16, 2023, and can be accessed by dialing 1-844-512-2921 from the U.S. or 1-412-317-6671 internationally. The passcode is 10183290. The webcast will be available at www.fatbrands.com under the “Investors” section and will be archived on the site shortly after the call has concluded.
About FAT (Fresh. Authentic. Tasty.) Brands

FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets, and develops fast casual, quick-service, casual dining, and polished casual dining concepts around the world. The Company currently owns 18 restaurant brands: Round Table Pizza, Fatburger, Marble Slab Creamery, Johnny Rockets, Fazoli’s, Twin Peaks, Smokey Bones, Great American Cookies, Hot Dog on a Stick, Buffalo’s Cafe & Express, Hurricane Grill & Wings, Pretzelmaker, Elevation Burger, Native Grill & Wings, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses and franchises and owns approximately 2,300 units worldwide. For more information, please visit www.fatbrands.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the future financial and operating results of the Company, estimates of future EBITDA, the timing and performance of new store openings, future reductions in cost of capital and leverage ratio, our ability to conduct future accretive acquisitions and our pipeline of new store locations. Forward-looking statements generally use words such as “expect,” “foresee,” “anticipate,” “believe,” “project,” “should,” “estimate,” “will,” “plans,” “forecast,” and similar expressions, and reflect our expectations concerning the future. Forward-looking statements are subject to significant business, economic and competitive risks, uncertainties and contingencies, many of which are difficult to predict and beyond our control, which could cause our actual results to differ materially from the results expressed or implied in such forward-looking statements. We refer you to the documents that we file from time to time with the Securities and Exchange Commission, such as our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause our actual results to differ materially from our current expectations and from the forward-looking statements contained in this press release. We undertake no obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of this press release.
Non-GAAP Measures (Unaudited)
This press release includes the non-GAAP financial measures of EBITDA, adjusted EBITDA and adjusted net loss.
EBITDA is defined as earnings before interest, taxes, and depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors, and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net loss as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP.
Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising loss, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations.
Adjusted net loss is a supplemental measure of financial performance that is not required by or presented in accordance with GAAP. Adjusted net loss is defined as net loss plus the impact of adjustments and the tax effects of such adjustments. Adjusted net loss is presented because we believe it helps convey supplemental information to investors regarding our performance, excluding the impact of special items that affect the comparability of results in past quarters to expected results in future quarters. Adjusted net loss as presented may not be comparable to other similarly titled measures of other companies, and our presentation of adjusted net loss should not be construed as an inference that our future results will be unaffected by excluded or unusual items. Our management uses this non-GAAP financial measure to analyze changes in our underlying business from quarter to quarter based on comparable financial results.


Reconciliations of net loss presented in accordance with GAAP to EBITDA, adjusted EBITDA and adjusted net loss are set forth in the tables below.

Investor Relations:
ICR
Michelle Michalski
ir-fatbrands@icrinc.com
646-277-1224
Media Relations:
Erin Mandzik
emandzik@fatbrands.com
860-212-6509


FAT Brands Inc. Consolidated Statements of Operations

Thirteen Weeks Ended Thirty-Nine Weeks Ended
(In thousands) September 24, 2023 September 25, 2022 September 24, 2023 September 25, 2022
Revenue
Royalties $ 23,930  $ 22,833  $ 69,166  $ 65,396 
Restaurant sales 62,578  61,352  187,957  179,473 
Advertising fees 9,960  9,479  28,979  28,408 
Factory revenues 9,323  7,839  28,174  24,588 
Franchise fees 2,477  754  4,042  2,763 
Other revenue 1,098  965  3,503  2,782 
Total revenue 109,366  103,222  321,821  303,410 
Costs and expenses
General and administrative expense 24,458  28,751  62,820  74,188 
Cost of restaurant and factory revenues 59,168  55,257  177,757  159,901 
Depreciation and amortization 7,040  6,895  21,217  20,076 
Refranchising loss 408  122  746  1,123 
   Acquisition costs —  —  —  383 
   Advertising fees 11,671  11,185  33,808  33,038 
Total costs and expenses 102,745  102,210  296,348  288,709 
Income from operations 6,621  1,012  25,473  14,701 
Other (expense) income, net
Interest expense (25,319) (19,504) (70,417) (57,530)
Interest expense related to preferred shares (4,417) (4,967) (13,771) (11,681)
Net loss on extinguishment of debt (2,723) —  (2,723) — 
Other (expense) income, net (128) 538  137  3,919 
Total other expense, net (32,587) (23,933) (86,774) (65,292)
Loss before income tax (benefit) provision (25,966) (22,921) (61,301) (50,591)
Income tax (benefit) provision (1,310) 516  2,572  4,789 
Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380)
Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380)
Dividends on preferred shares (1,794) (1,661) (5,175) (4,975)
$ (26,450) $ (25,098) $ (69,048) $ (60,355)
Basic and diluted loss per common share $ (1.59) $ (1.52) $ (4.17) $ (3.67)
Basic and diluted weighted average shares outstanding 16,613,840  16,528,327  16,553,528  16,441,555 
Cash dividends declared per common share $ 0.14  $ 0.14  $ 0.42  $ 0.40 







FAT Brands Inc. Consolidated EBITDA and Adjusted EBITDA Reconciliation
Thirteen Weeks Ended Thirty-Nine Weeks Ended
(In thousands) September 24, 2023 September 25, 2022 September 24, 2023 September 25, 2022
Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380)
Interest expense, net 29,736  24,471  84,188  69,211 
Income tax (benefit) provision (1,310) 516  2,572  4,789 
Depreciation and amortization 7,040  6,895  21,217  20,076 
EBITDA 10,810  8,445  44,104  38,696 
Bad debt (recovery) expense (630) 5,520  (12,701) 5,943 
Share-based compensation expenses 1,096  2,035  2,668  6,081 
Non-cash lease expenses 558  929  1,232  1,670 
Acquisition costs —  —  —  383 
Refranchising loss 408  122  746  1,123 
Litigation costs 4,780  6,906  19,448  14,170 
Severance —  —  1,036  526 
Net loss (gain) related to advertising fund deficit 1,591  (7) 4,365 
Net loss on extinguishment of debt 2,723  —  2,723  — 
Pre-opening expenses 537  602  577  602 
Adjusted EBITDA $ 21,874  $ 24,552  $ 64,197  $ 69,197 




FAT Brands Inc. Adjusted Net Loss Reconciliation
Thirteen Weeks Ended Thirty-Nine Weeks Ended
(In thousands, except share and per share data) September 24, 2023 September 25, 2022 September 24, 2023 September 25, 2022
Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380)
Refranchising loss 408  122  746  1,123 
Acquisition costs —  —  —  383 
Net loss on extinguishment of debt 2,723  —  2,723  — 
Litigation costs 4,780  6,906  19,448  14,170 
Severance —  —  1,036  526 
Tax adjustments, net (1) (398) 158  1,365  1,534 
Adjusted net loss $ (17,143) $ (16,251) $ (38,555) $ (37,644)
Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380)
Dividends on preferred shares (1,794) (1,661) (5,175) (4,975)
$ (26,450) $ (25,098) $ (69,048) $ (60,355)
Adjusted net loss $ (17,143) $ (16,251) $ (38,556) $ (37,644)
Dividends on preferred shares (1,794) (1,661) (5,175) (4,975)
$ (18,937) $ (17,912) $ (43,731) $ (42,619)
Loss per basic and diluted share $ (1.59) $ (1.52) $ (4.17) $ (3.67)
Adjusted net loss per basic and diluted share $ (1.14) $ (1.08) $ (2.64) $ (2.59)
Weighted average basic and diluted shares outstanding 16,613,840  16,528,327  16,553,528  16,441,555 
(1) Reflects the tax impact of the adjustments using the effective tax rate for the respective periods.

EX-99.2 3 fatbrands-earningssupple.htm EX-99.2 fatbrands-earningssupple
































Thirteen Weeks Ended Thirty-Nine Weeks Ended (In thousands) September 24, 2023 September 25, 2022 September 24, 2023 September 25, 2022 Revenue Royalties $ 23,930 $ 22,833 $ 69,166 $ 65,396 Restaurant sales 62,578 61,352 187,957 179,473 Advertising fees 9,960 9,479 28,979 28,408 Factory revenues 9,323 7,839 28,174 24,588 Franchise fees 2,477 754 4,042 2,763 Other revenue 1,098 965 3,503 2,782 Total revenue 109,366 103,222 321,821 303,410 Costs and expenses General and administrative expense 24,458 28,751 62,820 74,188 Cost of restaurant and factory revenues 59,168 55,257 177,757 159,901 Depreciation and amortization 7,040 6,895 21,217 20,076 Refranchising loss 408 122 746 1,123 Acquisition costs — — — 383 Advertising fees 11,671 11,185 33,808 33,038 Total costs and expenses 102,745 102,210 296,348 288,709 Income from operations 6,621 1,012 25,473 14,701 Other (expense) income, net Interest expense (25,319) (19,504) (70,417) (57,530) Interest expense related to preferred shares (4,417) (4,967) (13,771) (11,681) Net loss on extinguishment of debt (2,723) — (2,723) — Other (expense) income, net (128) 538 137 3,919 Total other expense, net (32,587) (23,933) (86,774) (65,292) Loss before income tax (benefit) provision (25,966) (22,921) (61,301) (50,591) Income tax (benefit) provision (1,310) 516 2,572 4,789 Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380) Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380) Dividends on preferred shares (1,794) (1,661) (5,175) (4,975) $ (26,450) $ (25,098) $ (69,048) $ (60,355) Basic and diluted loss per common share $ (1.59) $ (1.52) $ (4.17) $ (3.67) Basic and diluted weighted average shares outstanding 16,613,840 16,528,327 16,553,528 16,441,555 Cash dividends declared per common share $ 0.14 $ 0.14 $ 0.42 $ 0.40


 
Thirteen Weeks Ended Thirty-Nine Weeks Ended (In thousands) September 24, 2023 September 25, 2022 September 24, 2023 September 25, 2022 Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380) Interest expense, net 29,736 24,471 84,188 69,211 Income tax (benefit) provision (1,310) 516 2,572 4,789 Depreciation and amortization 7,040 6,895 21,217 20,076 EBITDA 10,810 8,445 44,104 38,696 Bad debt (recovery) expense (630) 5,520 (12,701) 5,943 Share-based compensation expenses 1,096 2,035 2,668 6,081 Non-cash lease expenses 558 929 1,232 1,670 Acquisition costs — — — 383 Refranchising loss 408 122 746 1,123 Litigation costs 4,780 6,906 19,448 14,170 Severance — — 1,036 526 Net loss (gain) related to advertising fund deficit 1,591 (7) 4,365 3 Net loss on extinguishment of debt 2,723 — 2,723 — Pre-opening expenses 537 602 577 602 Adjusted EBITDA $ 21,874 $ 24,552 $ 64,197 $ 69,197


 
Thirteen Weeks Ended Thirty-Nine Weeks Ended (In thousands, except share and per share data) September 24, 2023 September 25, 2022 September 24, 2023 September 25, 2022 Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380) Refranchising loss 408 122 746 1,123 Acquisition costs — — — 383 Net loss on extinguishment of debt 2,723 — 2,723 — Litigation costs 4,780 6,906 19,448 14,170 Severance — — 1,036 526 Tax adjustments, net (1) (398) 158 1,365 1,534 Adjusted net loss $ (17,143) $ (16,251) $ (38,555) $ (37,644) Net loss $ (24,656) $ (23,437) $ (63,873) $ (55,380) Dividends on preferred shares (1,794) (1,661) (5,175) (4,975) $ (26,450) $ (25,098) $ (69,048) $ (60,355) Adjusted net loss $ (17,143) $ (16,251) $ (38,556) $ (37,644) Dividends on preferred shares (1,794) (1,661) (5,175) (4,975) $ (18,937) $ (17,912) $ (43,731) $ (42,619) Loss per basic and diluted share $ (1.59) $ (1.52) $ (4.17) $ (3.67) Adjusted net loss per basic and diluted share $ (1.14) $ (1.08) $ (2.64) $ (2.59) Weighted average basic and diluted shares outstanding 16,613,840 16,528,327 16,553,528 16,441,555 (1) Reflects the tax impact of the adjustments using the effective tax rate for the respective periods.