v3.26.1
Earnings Per Share and Equity
6 Months Ended
Jun. 30, 2025
Earnings Per Share [Abstract]  
Earnings Per Share and Equity Earnings Per Share and Equity
Calculations of net (loss) income per share of common stock were as follows for the periods presented:
Three Months Ended
June 30,
Six Months Ended
June 30,
2025202420252024
Net (loss) income$(15,837)$(7,851)$644 $(17,418)
Preferred stock dividends— 519 — 985 
Net (loss) income applicable to common stockholders$(15,837)$(8,370)$644 $(18,403)
Weighted average common shares outstanding
Shares used in calculating basic loss per share58,429,83642,817,14658,441,75342,852,742
Series C Preferred
Shares used in calculating diluted (loss) income per share58,429,83642,817,14658,441,75342,852,742
(Loss) income allocated to common stockholders per common share
Basic$(0.27)$(0.20)$0.01 $(0.43)
Diluted$(0.27)$(0.20)$0.01 $(0.43)
Basic (loss) earnings per share of common stock is computed by dividing the net (loss) income applicable to common stockholders by the weighted average number of shares of common stock outstanding during the period.
For the three and six months ended June 30, 2025, diluted (loss) earnings per share is computed on the same basis as there were no convertible securities outstanding. For the three and six months ended June 30, 2024, diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of shares outstanding assuming the conversion of the Series C Preferred into an aggregate of 16,500,000 shares of common stock. Based on the applicable accounting guidance, Harbor was required to apply the “if-converted” method to the Series C Preferred to determine the weighted average number of shares outstanding for purposes of calculating the net loss per share of common stock. However, conversion was not assumed for purposes of computing diluted earnings per share if the effect would be anti-dilutive.
Series C Convertible Redeemable Preferred Stock
In January 2020, Harbor issued 4,000,000 shares of the Series C Preferred. The rights, preferences, privileges, qualifications, restrictions and limitations relating to the Series C Preferred are set forth in the Certificate of Designations, Preferences and Rights of Series C Convertible Redeemable Preferred Stock (“Certificate of Designations”), which Harbor filed with the Secretary of State of the State of Delaware.
Harbor accounted for its Series C Preferred in accordance with the guidance in ASC 480, Distinguishing Liabilities from Equity. Based on the applicable accounting guidance, preferred stock that is conditionally redeemable is classified as temporary or “mezzanine” equity. Accordingly, the Series C Preferred, which was subject to conditional redemption, was presented at redemption value as mezzanine equity outside of the stockholders’ equity section of the condensed consolidated balance sheets.
On March 28, 2024, the board of directors declared aggregate dividends in the amount of $466 on the Series C Preferred, which was paid on March 29, 2024.
On June 28, 2024, the board of directors declared aggregate dividends in the amount of $519 on the Series C Preferred, which was paid on June 28, 2024.
Each share of Series C Preferred was initially convertible at the election of the holders, at any time after issuance, into that number of shares of common stock determined by dividing the then applicable Series C Liquidation Amount (as defined below) by $0.80, subject to certain adjustments set forth in the Certificate of Designations (“Conversion Price”). The Conversion Price was subsequently adjusted to be $0.15091.
Based on the applicable accounting guidance, Harbor was required to apply the “if-converted” method to the Series C Preferred to determine the weighted average number of shares outstanding for purposes of calculating the net income (loss) per share of common stock. However, conversion of the Series C Preferred was not assumed for purposes of computing diluted earnings per share for the period ended June 30, 2024.
On June 28, 2024, 754,550 shares of Series C Preferred were converted into 16,500,000 shares of Harbor's common stock, and all of the 3,245,450 Conversion Cap Excess Shares were redeemed for $10,710. After giving effect to such conversion and redemption, no shares of Series C Preferred were outstanding as of June 30, 2025, and such shares did not have any impact on the calculation of diluted earnings per share as of that date. In addition, following the conversion no dividends were declared or paid on the Series C Preferred.
As all of the Series C Preferred was converted or redeemed as of June 28, 2024, mezzanine equity is no longer presented on the consolidated balance sheets after that date.