Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 29, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Vapotherm, Inc. | |
Entity Central Index Key | 0001253176 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 25,911,595 | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity File Number | 001-38740 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-2259298 | |
Entity Address, Address Line One | 100 Domain Drive | |
Entity Address, City or Town | Exeter | |
Entity Address, State or Province | NH | |
Entity Address, Postal Zip Code | 03833 | |
City Area Code | 603 | |
Local Phone Number | 658-0011 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | VAPO | |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 93,828 | $ 113,683 |
Accounts receivable, net | 13,659 | 23,488 |
Inventories | 26,935 | 19,873 |
Prepaid expenses and other current assets | 6,485 | 5,041 |
Total current assets | 140,907 | 162,085 |
Property and equipment, net | 21,667 | 20,573 |
Operating lease right-of-use assets | 7,835 | 8,260 |
Restricted cash | 253 | 1,853 |
Goodwill | 14,009 | 16,226 |
Intangible assets, net | 5,201 | 5,694 |
Other long-term assets | 1,166 | 967 |
Total assets | 191,038 | 215,658 |
Current liabilities | ||
Accounts payable | 6,049 | 4,967 |
Contract liabilities | 1,285 | 2,977 |
Accrued expenses and other current liabilities | 19,535 | 34,033 |
Revolving loan facility, current portion | 1,158 | |
Total current liabilities | 28,027 | 41,977 |
Long-term loans payable, net | 39,671 | 39,653 |
Revolving loan facility, net of current portion | 3,731 | 4,888 |
Deferred income tax liabilities | 9 | 6 |
Other long-term liabilities | 12,598 | 15,229 |
Total liabilities | 84,036 | 101,753 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity | ||
Preferred stock ($0.001 par value) 25,000,000 shares authorized; no shares issued and outstanding as of March 31, 2021 and December 31, 2020 | ||
Common stock ($0.001 par value) 175,000,000 shares authorized as of March 31, 2021 and December 31, 2020, 25,834,208 and 25,722,984 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 26 | 26 |
Additional paid-in capital | 434,274 | 430,781 |
Accumulated other comprehensive income | 52 | 41 |
Accumulated deficit | (327,350) | (316,943) |
Total stockholders' equity | 107,002 | 113,905 |
Total liabilities and stockholders’ equity | $ 191,038 | $ 215,658 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Unaudited) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 175,000,000 | 175,000,000 |
Common stock, shares issued | 25,834,208 | 25,722,984 |
Common stock, shares outstanding | 25,834,208 | 25,722,984 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Net revenue | $ 32,308 | $ 19,115 |
Cost of revenue | 15,140 | 9,898 |
Gross profit | 17,168 | 9,217 |
Operating expenses | ||
Research and development | 4,910 | 3,362 |
Sales and marketing | 13,900 | 13,317 |
General and administrative | 8,059 | 5,251 |
Total operating expenses | 26,869 | 21,930 |
Loss from operations | (9,701) | (12,713) |
Other (expense) income | ||
Foreign currency gain (loss) | (70) | 24 |
Interest income | 29 | 125 |
Interest expense | (665) | (1,295) |
Other | 15 | |
Net loss | (10,407) | (13,844) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 11 | (71) |
Total other comprehensive income (loss) | 11 | (71) |
Total comprehensive loss | $ (10,396) | $ (13,915) |
Net loss per share - basic and diluted | $ (0.40) | $ (0.66) |
Weighted-average number of shares used in calculating net loss per share, basic and diluted | 25,796,065 | 20,882,949 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance at Dec. 31, 2019 | $ 53,739 | $ 21 | $ 319,115 | $ 44 | $ (265,441) |
Beginning balance, shares at Dec. 31, 2019 | 20,851,531 | ||||
Issuance of common stock upon exercise of options | 40 | 40 | |||
Issuance of common stock upon exercise of options, shares | 24,687 | ||||
Issuance of common stock with restricted stock units and awards | 58 | 58 | |||
Issuance of common stock with restricted stock units and awards, shares | 40,931 | ||||
Stock-based compensation expense | 1,447 | 1,447 | |||
Foreign currency translation adjustments | (71) | (71) | |||
Net loss | (13,844) | (13,844) | |||
Ending balance at Mar. 31, 2020 | 41,369 | $ 21 | 320,660 | (27) | (279,285) |
Ending balance, shares at Mar. 31, 2020 | 20,917,149 | ||||
Beginning balance at Dec. 31, 2020 | 113,905 | $ 26 | 430,781 | 41 | (316,943) |
Beginning balance, shares at Dec. 31, 2020 | 25,722,984 | ||||
Issuance of common stock upon exercise of options | 761 | 761 | |||
Issuance of common stock upon exercise of options, shares | 77,892 | ||||
Issuance of common stock with restricted stock units and awards | 47 | 47 | |||
Issuance of common stock with restricted stock units and awards, shares | 33,332 | ||||
Stock-based compensation expense | 2,685 | 2,685 | |||
Foreign currency translation adjustments | 11 | 11 | |||
Net loss | (10,407) | (10,407) | |||
Ending balance at Mar. 31, 2021 | $ 107,002 | $ 26 | $ 434,274 | $ 52 | $ (327,350) |
Ending balance, shares at Mar. 31, 2021 | 25,834,208 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (10,407) | $ (13,844) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Stock-based compensation expense | 2,685 | 1,447 |
Depreciation and amortization | 1,574 | 1,097 |
Provision for bad debts | (156) | 101 |
Provision for inventory valuation | (12) | 23 |
Non-cash lease expense | 422 | 256 |
Change in fair value of contingent consideration | 202 | |
Loss on disposal of property and equipment | 23 | 3 |
Amortization of discount on debt | 32 | 63 |
Deferred income taxes | 3 | |
Changes in operating assets and liabilities, net of acquisition: | ||
Accounts receivable | 9,987 | (3,875) |
Inventories | (7,042) | (12) |
Prepaid expenses and other assets | (1,651) | 33 |
Accounts payable | 870 | 1,310 |
Contract liabilities | (1,730) | 143 |
Accrued expenses and other current liabilities | (14,338) | 2,789 |
Operating lease liabilities, current and long-term | (424) | (256) |
Net cash used in operating activities | (19,962) | (10,722) |
Cash flows from investing activities | ||
Purchases of property and equipment | (2,256) | (1,558) |
Net cash used in investing activities | (2,256) | (1,558) |
Cash flows from financing activities | ||
Proceeds from short-term line of credit | 995 | |
Proceeds from exercise of stock options | 761 | 40 |
Net cash provided by financing activities | 761 | 1,035 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 2 | (17) |
Net decrease in cash, cash equivalents and restricted cash | (21,455) | (11,262) |
Cash, cash equivalents and restricted cash | ||
Beginning of period | 115,536 | 73,507 |
End of period | 94,081 | 62,245 |
Supplemental disclosures of cash flow information | ||
Interest paid during the period | 639 | 1,202 |
Property and equipment purchases in accounts payable and accrued expenses | 263 | 36 |
Issuance of common stock upon vesting of restricted stock units | $ 47 | $ 58 |
Description of Business
Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Vapotherm, Inc. (the “Company”) is a global medical technology company primarily focused on the development and commercialization of its proprietary High Velocity Therapy products that are used to treat patients of all ages suffering from respiratory distress. The Company’s High Velocity Therapy delivers non-invasive ventilatory support by providing heated, humidified and oxygenated air at a high velocity to patients through a comfortable small-bore nasal interface. The Company’s Precision Flow systems, which use High Velocity Therapy, are clinically validated alternatives to, and address many limitations of, the current standard of care for the treatment of respiratory distress in a hospital setting. The Company offers four versions of its Precision Flow systems: Precision Flow Hi-VNI, Precision Flow Plus, Precision Flow Classic and Precision Flow Heliox. In certain countries outside of the United States, the Company offers the Oxygen Assist Module, which was launched in the United Kingdom, select European markets, and Israel in late 2020. The Company generates revenue from sales of its Precision Flow systems and related disposable products utilized with its Precision Flow systems. The Company also generates revenue from sales of its Precision Flow system’s companion products, which include the Vapotherm Transfer Unit 2.0, the Q50 compressor and various adapters. The Company offers different options to its hospital customers for acquiring Precision Flow capital units, ranging from the purchase of the Precision Flow capital units with payment in full at the time of purchase, to financed purchases of the Precision Flow capital units, to bundled discounts involving the placement of Precision Flow capital units for use by the customer at no upfront charge in connection with the customer’s ongoing purchase of disposable products. The Company sells Precision Flow systems to hospitals through a direct sales force in the United States and in the United Kingdom and through distributors in select other countries outside of the United States and United Kingdom. In addition, the Company utilizes clinical educators who are typically experienced users of high velocity therapy and who focus on medical education efforts to facilitate adoption and increase utilization. The Company is focused on physicians, respiratory therapists and nurses who work in acute hospital settings, including the emergency department (“ED”) and adult, pediatric and neonatal intensive care units (the “ICUs”). The Company’s relationship with these clinicians is particularly important, as it enables its products to follow patients through the care continuum. In March 2020, the World Health Organization declared a global pandemic related to the novel coronavirus (“COVID-19”). The Company’s high velocity therapy is a first-line therapy for treating respiratory distress, which is experienced by many COVID-19 patients. The Company’s hospital customers around the world are using the Company’s technology to support the respiratory distress experienced by many COVID-19 patients so that they can triage their sickest patients using a limited number of ventilators. As a result, the Company experienced a significant increase in worldwide demand for its products from both new and existing accounts in 2020 and during the first quarter of 2021, as compared to prior year periods. The full extent to which the COVID-19 pandemic will continue to impact the Company’s business will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and variants of the virus and the actions taken to treat or contain COVID-19 or to otherwise limit its impact, including the availability and effectiveness of vaccines, among other factors. On November 13, 2020, the Company acquired HGE Health Care Solutions LLC (“HGE”) See Note 3 “Business Combinations” to these condensed consolidated financial statements for details of this transaction. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The information included in this Quarterly Report on Form 10-Q should be read in conjunction with our audited consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Form 10-K”). Our accounting policies are described in the “ Notes to Consolidated Financial Statements ” in our 2020 Form 10-K and updated, as necessary, in this report. The year-end consolidated balance sheet data presented for comparative purposes was derived from our audited financial statements but does not include all disclosures required by U.S. GAAP. Principles of Consolidation These condensed consolidated financial statements include the financial statements of Solus Medical Ltd. (“Solus”), a wholly owned subsidiary of the Company based in the United Kingdom, HGE, a wholly owned subsidiary of the Company located in the United States, and Vapotherm Deutschland GmbH, a new wholly owned subsidiary of the Company located in Germany. All intercompany accounts and transactions have been eliminated upon consolidation. Segment Information Operating segments are defined as components of an enterprise for which separate discrete financial information is available and evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company globally manages the business within one reporting segment, Vapotherm, Inc. and three reporting units, Vapotherm, Solus and HGE. Segment information is consistent with how management reviews the business, makes investing and resource allocation decisions and assesses operating performance. The majority of the Company’s long-term assets are located in the United States. Long-term assets located outside the United States totaled $0.2 million as of each of March 31, 2021 and December 31, 2020. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make judgments, assumptions, and estimates that affect the reported amounts of assets, liabilities, revenue and expenses, and the related disclosure of contingent assets and liabilities. The Company evaluates its estimates on an ongoing basis. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Significant estimates relied upon in preparing these condensed consolidated financial statements include calculation of stock-based compensation, valuation of warrants, fair values of acquired assets and liabilities, including goodwill and intangibles assets, realizability of inventories, allowance for bad debts, accrued expenses, including the fair value of contingent consideration and estimated incurred but not reported insurance obligations, and the valuation allowances against deferred income tax assets. Actual results may differ from these estimates. Unaudited Interim Financial Information The accompanying condensed condensed condensed Reclassification Certain amounts in 2020 have been reclassified to conform to the presentation in 2021. None of the reclassifications had any impact to the Company’s results of operations. Financial Instruments and Concentrations of Credit Risk As of March 31, 2021, the Company’s financial instruments were comprised of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and debt, the carrying amounts of which approximated fair value due to their short-term nature or market interest rates. All of the Company’s cash and cash equivalents are maintained at creditworthy financial institutions. At March 31, 2021, deposits exceeded the amount of any federal depository insurance provided. The Company extends credit to customers in the normal course of business but typically does not require collateral or any other security to support amounts due. Management performs ongoing credit evaluations of its customers. An allowance for potentially uncollectible accounts is provided based on history, economic conditions, and composition of the accounts receivable aging. In some cases, the Company makes allowances for specific customers based on these and other factors. Provisions for the allowance for doubtful accounts are recorded in general and administrative expenses in the accompanying condensed consolidated statements of comprehensive loss. Foreign Currency and Foreign Operations The functional currency of the Company is the currency of the primary economic environment in which the entity operates, which is the U.S. dollar. For the Company’s non-U.S. subsidiaries that transact in a functional currency other than the U.S. dollar, assets and liabilities are translated at current rates of exchange at the balance sheet date. Income and expense items are translated at the average foreign currency exchange rates for the period. Adjustments resulting from the translation of the financial statements of its foreign operations into U.S. dollars are excluded from the determination of net loss and are recorded in accumulated other comprehensive income, a separate component of stockholders’ equity. Realized foreign currency gains or losses arising from transactions denominated in foreign currencies are recorded in other (expense) income in the condensed consolidated statements of comprehensive loss. Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid temporary investments purchased with original maturities of 90 days or less to be cash equivalents. The Company holds restricted cash related to certificates of deposits and collateral in relation to lease agreements. As of March 31, 2021, $0.6 million of our $94.1 million of cash, cash equivalents and restricted cash balance was located outside the United States. The following table presents the components of total cash, cash equivalents, and restricted cash as set forth in the Company’s condensed consolidated statements of cash flows: March 31, 2021 December 31, 2020 Cash and cash equivalents $ 93,828 $ 113,683 Restricted cash 253 1,853 Total cash, cash equivalents, and restricted cash $ 94,081 $ 115,536 Property and Equipment Property and equipment are recorded at cost. Depreciation is recognized over the estimated useful lives of the related assets on a straight-line basis, except for tooling for which depreciation is recognized utilizing the units-of-production method prospectively beginning on January 1, 2021 . The Company changed to the units-of-production method to be tter reflect the pattern of economic consumption of the tooling. The prospective change to the units-of-production depreciation method had an immaterial impact on the Company’s results of operations for the three months ended March 31, 2021. Amortization of leasehold improvements is computed on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of the improvements and is included in depreciation expense. Demonstration equipment represents internally manufactured capital equipment that is used on-site at trade shows and at customer locations to demonstrate the Precision Flow system. Depreciation expense on demonstration equipment is recorded in sales and marketing expense in the condensed consolidated statements of comprehensive loss. Placement and evaluation systems represent capital equipment placed at customer locations under placement or evaluation agreements for which depreciation expense is included in cost of revenue in the accompanying condensed consolidated statements of comprehensive loss. Product Warranty The Company provides its customers with a standard one-year Balance at December 31, 2020 $ 561 Provisions for warranty obligations 7 Settlements (106 ) Balance at March 31, 2021 $ 462 Revenue Recognition The Company’s revenue is primarily derived from the sale of products, leases and services. Product revenue consists of capital equipment and single-use disposables that are shipped and billed to customers both domestically and internationally. The Company’s main capital equipment products are the Precision Flow systems, the Vapotherm Transfer Unit 2.0 and Q50 compressor. The Company’s main disposable products are single-use disposables and nasal interfaces, or cannulas, and adaptors. Lease revenue consists of two components which include capital equipment that the Company leases to its customers and, in certain situations, an allocation from disposable revenue to other lease revenue upon the sale of disposable products in bundled arrangements involving the placement of Precision Flow capital units for use by the customer at no upfront charge in connection with the customer’s ongoing purchase of disposable products. Service revenue consists of fees associated with routine service of capital units, the sale of extended service contracts and preventative maintenance plans, which are purchased by a small portion of the Company’s customer base and revenue related to HGE’s “software as a service” platform. In addition, the Company sells small quantities of component parts in the United States, United Kingdom and to third-party international service centers who provide service on Precision Flow capital units outside of the United States and United Kingdom. Freight revenue is based upon actual freight costs plus a percentage markup of such costs associated with the shipment of products domestically, and to a lesser extent, internationally, and is included in service revenue. Rebates and fees consist of contractually obligated administrative fees and percentage-of-sales rebates paid to Group Purchasing Organizations (“GPOs”), Integrated Delivery Networks (“IDNs”) and distributor partners and accounted for as a reduction of service revenue. Under the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codifications (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”), revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and assesses whether each promised good or service is distinct and determines those that are performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Sales, value-added, and other taxes collected on behalf of third parties are excluded from revenue. The Company’s standard payment terms are generally 30 days from the date of sale. Contracts with customers may contain multiple performance obligations. For such arrangements, the transaction price is allocated to each performance obligation based on the estimated relative stand-alone selling prices of the promised products or services underlying each performance obligation. The Company determines stand-alone selling prices based on the price at which the performance obligation is sold separately. If the stand-alone selling price is not observable through past transactions, the Company estimates the stand-alone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Revenue is generally recognized when the customer obtains control of the Company’s product, which generally occurs at a point in time upon shipment based on the contractual shipping terms of a contract. Product and service revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or services to a customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the expected value amount method to which the Company expects to be entitled. As such, revenue on sales is recorded net of prompt pay discounts and payments made to GPOs, IDNs and distributors. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Determination of whether to include estimated amounts in the transaction price is based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available. The Company believes that the estimates it has established are reasonable based upon current facts and circumstances. Applying different judgments to the same facts and circumstances could result in different estimates. When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. Applying a practical expedient under ASC 606, the Company does not assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays is one year or less. None of the Company’s contracts contained a significant financing component during the three months ended March 31, 2021 or 2020. The Company’s contracts with its customers generally have a duration of less than one year. Therefore, the Company has elected to apply a practical expedient and recognizes the incremental costs of obtaining contracts as an expense. These costs are included in sales and marketing expense in the accompanying condensed consolidated statements of comprehensive loss. Lease Revenue The Company also enters into agreements to lease its capital equipment. For such sales, the Company accounts for revenue under ASC 842, Leases The Company also enters into agreements involving the placement of Precision Flow capital units for use by the customer at no upfront charge in connection with the customer’s ongoing purchase of disposable products. In these bundled arrangements, revenue recognized for the sale of the disposables is allocated between disposable revenue and other lease revenue based on the estimated relative stand-alone selling prices of the individual performance obligation. Shipping and Handling Costs Amounts billed to customers for shipping and handling are included in service revenue. Shipping and handling costs are included in costs of sales. The total costs of shipping and handling for the three months ended March 31, 2021 and 2020 were $0.5 and $0.3 million, respectively. Sales and Value-Added Taxes When required by local jurisdictions, the Company bills its customers for sales tax and value-added tax calculated on each sales invoice and records a liability for the sales and value-added tax payable, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets. Sales tax and value-added tax billed to a customer are not included in the Company’s revenue. Stock-Based Compensation The Company maintains an equity incentive plan to provide long-term incentives for employees, consultants, and members of the board of directors. The plan allows for the issuance of non-statutory and incentive stock options, restricted stock, unrestricted stock, stock units, including restricted stock units, and stock appreciation rights to employees, consultants and non-employee directors. The Company recognizes stock-based compensation expense for awards of equity instruments to employees and non-employees based on the grant date fair value of those awards in accordance with ASC Topic 718, Stock Compensation (“ASC 718”). ASC 718 requires all equity-based compensation awards, including grants of restricted shares and stock options, to be recognized as expense in the condensed consolidated statements of comprehensive loss based on their grant date fair values. The fair value of each option grant is estimated on the grant date using the Black-Scholes option pricing model. The fair value is then amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. For performance-based awards, the related compensation cost is amortized over the performance period on an accelerated attribution basis. Compensation cost associated with performance awards is based on fair value on the date of grant and the number of units expected to be earned after assessing the probability that certain performance criteria will be met and the associated targeted payout level that is forecasted will be achieved. Cumulative adjustments are recorded each quarter to reflect estimated outcomes of the performance-related conditions until the results are determined and settled. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs, including the expected life (weighted average period of time that the options granted are expected to be outstanding), the volatility of the Company’s common stock and an assumed risk-free interest rate. Expected volatility is calculated based on historical volatility of a group of publicly traded companies that the Company considers a peer group. The expected life is estimated using the simplified method for “plain vanilla” options. The risk-free interest rate is based on U.S. Treasury rates with a remaining term that approximates the expected life assumed at the date of grant. No dividend yield is assumed as the Company does not pay, and does not expect to pay, dividends on its common stock. The Company estimates forfeitures based on historical experience with pre-vested forfeitures. To the extent actual forfeitures differ from the estimate, the difference is recorded to compensation expense in the period of the forfeiture. The Company recognizes stock-based expense for shares of its common stock issued pursuant to its 2018 Employee Stock Purchase Plan (“ESPP”) on a straight-line basis over the related offering period. The Company estimates the fair value of shares to be issued under the ESPP based on a combination of options valued Income Tax The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the condensed consolidated financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial reporting and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in the condensed consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the condensed consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. The Company’s major tax jurisdictions are the United States, New Hampshire and the United Kingdom. There is no provision or benefit for income taxes for the three months ended March 31, 2021 or 2020 because the Company has historically incurred operating losses and maintains a full valuation allowance against its United States net deferred tax assets. Utilization of the net operating loss and tax credit carryforwards may be subject to a substantial annual limitation under Section s 382 and 383 of the Internal Revenue Code of 1986 , as amende d (the “Code”) due to ownership change limitations that have occurred previously or that could occur in the future. These ownership changes may limit the amount of net operating loss and tax credit carryforwards that can be utilized to offset future taxable income and reduce tax es , respectively. The Company has not currently completed an evaluation of ownership changes through December 31, 20 20 to assess whether utilization of the Company’s net operating loss and tax credit carryforwards would be subject to an annual limitation under Section s 382 and 383 of the Code . To the extent an ownership change is determined to have occurred under Sections 382 and 383 of the Code , the net operating loss and tax credit carryforwards may be subject to limitation. Recently Issued Accounting Pronouncements Credit Losses (Topic 326): In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This standard requires that credit losses be reported using an expected losses model rather than the incurred losses model that is currently used and establishes additional disclosures related to credit risks. In November 2019, the FASB issued ASU 2019-10, Financial Instruments-Credit Losses (Topic 326), Derivative and Hedging (Topic 815) and Leases (Topic 842), which defers the effective date for ASU 2016-13 to interim and annual periods beginning after December 15, 2022 for private companies, emerging growth companies following private company adoption dates, or public entities meeting the definition of smaller reporting companies as of the date of issuance of this update. Since the Company met the definition of a smaller reporting company as of the date of issuance of this update, the Company is not required to adopt ASU 2016-13 until January 1, 2023. The Company has not yet determined the effects, if any, that the adoption of ASU 2016-13 may have on its financial position, results of operations, cash flows, or disclosures . |
Business Combination
Business Combination | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Business Combination | 3. Business Combination On November 13, 2020, the Company completed the acquisition of all outstanding membership interests of HGE, The purchase price, net of cash acquired, of $19.3 million was funded with an initial cash payment of $8.4 million and $10.9 million of contingent consideration. The contingent consideration is payable in cash or common stock, at the sole discretion of the Company, and will be remitted in future milestone payments, one following calendar year 2021, one following calendar year 2022, and one following calendar year 2023. The final three payments will be adjusted up or down based on the revenue performance of certain HGE service offerings during those three years. The Company is in the process of finalizing its valuation of the assets acquired and liabilities assumed. During the three months ended March 31, 2021, we recorded an adjustment to correct immaterial errors related to the acquisition which reduced the estimated purchase price by $2.3 million and decreased goodwill, intangible assets and other liabilities by $2.2 million, $0.3 million and $0.3 million, respectively. T he following table summarizes the corrected preliminary purchase price allocation that includes the fair values of the separately identifiable assets acquired and liabilities assumed as of November 13, 2020: Cash $ 2 Accounts receivable 518 Inventory 3 Prepaids and other current assets 238 Property and equipment 225 Operating lease right-of-use assets 2,329 Goodwill 13,398 Intangible assets 5,180 Other long-term assets 45 Total assets acquired 21,938 Accounts payable (32 ) Accrued expenses and other liabilities (620 ) Contract liabilities (31 ) Other long-term liabilities (1,951 ) Total liabilities assumed (2,634 ) Total purchase price $ 19,304 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The fair values of assets acquired and liabilities assumed may be subject to change as additional information is received. The Company expects to finalize the purchase price allocation as soon as practicable, but not later than one year from the acquisition date. The fair value of the intangible asset associated with customer relationships was estimated using a discounted cash flow method with the application of the multi-period excess earnings method. Under this method, an intangible asset’s fair value is equal to the present value of the incremental after-tax cash flows attributable to only the subject intangible assets after deducting contributory asset charges. An income and expense forecast was built based upon specific intangible asset revenue and expense estimates. The fair value of the intangible asset associated with developed technology, trademarks and trade names was valued using the relief from royalty method. Under this method, an intangible asset’s fair value is equal to the present value of the estimated after-tax royalty savings generated over the life of the assets. Royalty rates were selected based on market review of third-party licensing arrangements. The fair value of the contingent consideration was valued based on a Monte-Carlo simulation of HGE’s estimated future revenue discounted to its present value. The rate used to discount the estimated future net cash flows to their present values for each intangible asset was based upon a weighted average cost of capital calculation. The discount rate was determined after consideration of market rates of return on debt and equity capital, the weighted average return on invested capital and the risk associated with achieving forecasted sales related to the assets acquired from HGE. The amortization period for each of the intangible assets is 10 years. The intangible assets are being amortized on a straight-line basis, which is consistent with the pattern that the economic benefits of the intangible assets are expected to be utilized based upon estimated cash flows generated from such assets. Goodwill associated with the acquisition was primarily attributable to the expansion opportunity of the remote monitoring platform for respiratory patients and providers. The goodwill is deductible for tax purposes. The Company has included the financial results of HGE in the condensed consolidated financial statements from the date of acquisition. The transaction costs associated with the acquisition were approximately $0.2 million and were recorded in general and administrative expense as incurred during 2020. The following table summarizes changes to the contingent consideration payable, a recurring Level 3 measurement, for the three months ended March 31, 2021: Balance at December 31, 2020 $ 13,187 Change in value of contingent consideration based on correction of purchase price calculation (2,258 ) Change in fair value of contingent consideration 202 Balance at March 31, 2021 $ 11,131 Pro Forma Financial Information The following unaudited pro forma information for the three months ended March 31, 2020 presents consolidated information as if the HGE acquisition occurred on January 1, 2020, which was the first day of the Company’s fiscal year 2020: Three Months Ended March 31, 2020 Net revenue $ 19,375 Net loss $ (14,217 ) Net loss per share, basic $ (0.68 ) |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements In accordance with ASC 820, Fair Value Measurements and Disclosures, the Company generally defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company uses a three-tier fair value hierarchy, which classifies the inputs used in measuring fair values. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements), and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: • Level 1 – inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 – inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability. • Level 3 – unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. As of March 31, 2021, the Company had two items, cash equivalents and contingent consideration, measured at fair value on a recurring basis. The Company’s cash equivalents primarily consist of money market deposits which total approximately $77.3 million at March 31, 2021 and are valued based on Level 1 of the fair value hierarchy. The Company’s contingent consideration which totals $11.1 million at March 31, 2021 relates to the 2020 acquisition of HGE and is valued based on Level 3 of the fair value hierarchy as describe in Note 3 “Business Combination.” There were no transfers in and out of Level 1, 2 or 3. |
Accounts Receivable
Accounts Receivable | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
Accounts Receivable | 5. Accounts Receivable Accounts receivable consists of the following: March 31, 2021 December 31, 2020 United States $ 8,279 $ 18,893 International 5,555 4,967 Total accounts receivable 13,834 23,860 Less: Allowance for doubtful accounts (175 ) (372 ) Accounts receivable, net of allowance for doubtful accounts $ 13,659 $ 23,488 No individual customer accounted for 10% or more of net revenue for the three months ended March 31, 2021 or 2020. Two customers accounted for approximately 17% and 13% of total accounts receivable at March 31, 2021. No individual customers accounted for 10% or more of total accounts receivable at December 31, 2020. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 6. Inventories Inventories consist of the following: March 31, 2021 December 31, 2020 Component parts $ 14,453 $ 10,367 Finished goods 12,482 9,506 Total inventories $ 26,935 $ 19,873 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets The changes in the carrying amount of goodwill and intangible assets during 2021 are as follows: Goodwill Intangible Assets Balance at December 31, 2020 $ 16,226 $ 5,694 Change in value based on correction of purchase price calculation and allocation (2,222 ) (340 ) Amortization - (155 ) Foreign currency exchange rate changes 5 2 Balance at March 31, 2021 $ 14,009 $ 5,201 The following table presents a summary of acquired intangible assets: As of March 31, 2021 Weighted Average Amortization Period in Years Gross Carrying Amount Accumulated Amortization Customer relationships 10.00 $ 2,420 $ (91 ) Developed technology 10.00 2,400 (90 ) Customer agreements 3.83 456 (241 ) Trade name / marks 10.00 360 (13 ) Total identifiable intangible assets 9.50 $ 5,636 $ (435 ) The Company recognized $0.1 million of amortization expense within sales and marketing expenses related to the intangible assets during the three months ended March 31, 2021 and 2020. The Company also recognized less than $0.1 million of amortization expense within general and administrative expenses related to intangible assets during the three months ended March 31, 2021 with no such amounts being recorded within general and administrative expenses during the three months ended March 31, 2020 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt Current Credit Facilities On October 21, 2020, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Canadian Imperial Bank of Commerce Innovation Banking (“CIBC”) which provides for a revolving loan facility of $12.0 million (the “Revolving Facility”) and a term loan facility of $40.0 million (the “Term Facility” and, together with the Revolving Facility, the “Facilities”). The proceeds of the Facilities were used to repay the Company’s former revolving loan facility and term loan facility, described in more detail below. The Revolving Facility will mature on October 21, 2022 and may be renewed on an annual basis thereafter by mutual agreement of the Company and CIBC. The Revolving Facility bears interest at a floating rate per annum equal to the Wall Street Journal (“WSJ”) Prime Rate plus 1.0% and is subject to a floor of 3.25%. At March 31, 2021, the interest rate was 4.25%. The outstanding balance under the Revolving Facility was $4.9 million at March 31, 2021 and there were letters of credit of $1.2 million outstanding at March 31, 2021. Availability under the Revolving Facility is determined based on eligible receivables reduced by letters of credit outstanding. At March 31, 2021, there were no additional borrowings available under the Revolving Facility. The Term Facility will mature on October 21, 2025. Advances under the Term Facility bear interest at a floating rate equal to the WSJ Prime Rate plus 2.5% and is subject to a floor of 3.25%. At March 31, 2021, the interest rate was 5.75%. The outstanding balance was $40.0 million at March 31, 2021. The Loan Agreement provides for interest-only payments on the Term Facility for the first 36 months through October 21, 2023. Thereafter, amortization payments on the Term Facility will be payable monthly in 24 equal installments. The Loan Agreement contains customary covenants and representations, including, without limitation, a minimum revenue covenant equal to 80% of each year’s annual operating plan (tested on a trailing twelve month basis at the end of each fiscal quarter) and other financial covenants, reporting obligations, and limitations on dispositions, changes in business or ownership, mergers or acquisitions, indebtedness, encumbrances, distributions and investments, transactions with affiliates and capital expenditures. The events of default under the Loan Agreement include, without limitation, and subject to customary grace periods, (1) the Company’s failure to make any payments of principal or interest under the Loan Agreement or other loan documents, (2) the Company’s breach or default in the performance of any covenant under the Loan Agreement, (3) the occurrence of a material adverse effect or an event that is reasonably likely to result in a material adverse effect, (4) the existence of an attachment or levy on a material portion of funds of the Company or its subsidiaries, (5) the Company’s insolvency or bankruptcy, or (6) the occurrence of certain material defaults with respect to any other of the Company’s indebtedness in excess of $500,000. If an event of default occurs, CIBC is entitled to take enforcement action, including acceleration of amounts due under the Loan Agreement. The Loan Agreement also contains other customary provisions, such as expense reimbursement and confidentiality. CIBC has indemnification rights and the right to assign the Facilities, subject to customary restrictions. As of March 31, 2021, the Company was in compliance with all covenants under the Loan Agreement. The annual principal maturities of the Company’s term loans as of March 31, 2021 are as follows: 2021 - 2022 - 2023 3,200 2024 19,200 2025 17,600 Less: Unamortized deferred financing costs (329 ) Long-term loans payable $ 39,671 Prior Credit Facilities On October 21, 2020, the Company used $40 million of the Term Facility, approximately $4.9 million of the Revolving Facility, and approximately $6.3 million of cash on hand to pay off all obligations owing under, and to terminate, both its prior Credit Agreement and Guaranty, as amended (the “Amended Credit Agreement and Guaranty”), with Perceptive Credit Holdings II, LP (“Perceptive”) and its Business Financing Agreement, as amended (the “Amended Revolver Agreement”) with Western Alliance Bank. As a result of the termination of the Amended Credit Agreement and Guaranty and the Amended Revolver Agreement, the Company recorded a loss on extinguishment of debt of $4.2 million, which included the prepayment penalty, exit fees, write-off of the remaining unamortized deferred financing costs, and legal fees, during the fourth quarter of 2020. As of March 31, 2020, the Company had $42.6 million of term debt outstanding under the Amended Credit Agreement and Guaranty, which accrued interest at an annual rate equal to 9.06% plus the greater of (a) one-month LIBOR or (b) 1.75% per year, and $4.5 million of outstanding borrowings under the Amended Revolver Agreement, which accrued interest monthly on the average outstanding balance at the WSJ Prime Rate plus 1.75%, floating, subject to a floor of 3.5% to April 6, 2023. The Amended Revolver Agreement had made available up to $7.5 million of revolving credit based upon 80% of the eligible receivables (net of pre-paid deposits, pre-billed invoices, other offsets, and contras related to each specific account debtor). As previously mentioned, both of these term debt and revolving line of credit were paid off and terminated on October 21, 2020 when the Company established its new Facilities. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Lease Commitments In May 2016, the Company entered into a lease agreement for office and storage space at 100 Domain Drive, Exeter New Hampshire and has entered into several amendments since then to lease additional space. In total, the Company occupies approximately 95,320 square feet of space at this facility and the lease, as most recently amended, is scheduled to expire on January 28, 2025. The Company has the option to renew the lease for two additional five-year In October 2019, the Company entered into an assignation and variation agreement for a lease of 453 square meters of office and warehouse space at 2 Dryden Loan, Bilston Glen Industrial Estate, Loanhead in the United Kingdom. The lease term expires on February 15, 2022 and will automatically renew for an additional five-year In November 2020, in connection with the acquisition of HGE, the Company assumed a real estate lease for 22,524 square feet of office space at 1301 Virginia Drive, Fort Washington, Pennsylvania. The lease term expires on July 31, 2025. The Company has the option to renew the lease for one additional five-year The Company adopted ASC 842 effective January 1, 2020. As a result, the March 31, 2020 condensed consolidated financial statements have been updated, as applicable, to reflect the adoption of this standard. There was no effect of the change on the Company’s 2020 results of operations as a result of the adoption. The following table presents operating lease cost and information related to operating right-of-use assets and operating lease liabilities for the periods indicated: Three Months Ended March 31, 2021 2020 Lease cost: Operating lease cost $ 416 $ 403 Variable lease cost 133 102 Total $ 549 $ 505 Operating cash flow impacts: Cash paid for amounts included in measurement of lease liabilities $ 587 $ 404 Weighted average remaining lease term - operating leases (in years) 4.0 4.8 Weighted average discount rate - operating leases 8.0 % 9.1 % As of March 31, 2021, future maturities of lease liabilities under the Company’s noncancelable operating leases are as follows: Total Due 2021 (remaining 9 months) 1,772 2022 2,343 2023 2,380 2024 2,417 2025 515 Total payments 9,427 Less interest (1,476 ) Total present value of lease payments $ 7,951 Legal From time to time, the Company may become involved in various legal proceedings, including those that may arise in the ordinary course of business. The Company believes there is no litigation pending that could have, individually, or in the aggregate, a material adverse effect on the results of its operations or financial condition. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2021 | |
Warrants And Rights Note Disclosure [Abstract] | |
Warrants | 10. Warrants There was no warrant activity during the three months ended March 31, 2021. The Company had outstanding warrants to purchase 33,948 shares of its common stock at a price of $14.00 per share at both March 31, 2021 and December 31, 2020. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 11. Revenue Disaggregated Revenue The following table shows the Company’s net revenue disaggregated into categories the Company considers meaningful: Three Months Ended March 31, 2021 US International Total Net revenue by: Product Revenue Capital Equipment $ 6,232 $ 4,932 $ 11,164 Disposable 12,461 4,695 17,156 Subtotal Product Revenue 18,693 9,627 28,320 Lease Revenue Capital Equipment 1,577 33 1,610 Other 544 136 680 Service and Other Revenue 1,255 443 1,698 Total Net Revenue $ 22,069 $ 10,239 $ 32,308 Three Months Ended March 31, 2020 US International Total Net revenue by: Product Revenue Capital Equipment $ 3,301 $ 1,697 $ 4,998 Disposable 9,694 2,736 12,430 Subtotal Product Revenue 12,995 4,433 17,428 Lease Revenue Capital Equipment 627 17 644 Other 317 75 392 Service and Other Revenue 402 249 651 Total Net Revenue $ 14,341 $ 4,774 $ 19,115 United States and International net revenue is based on the customer location to which the product is shipped. No individual foreign country represents more than 10% of the Company’s total net revenue. Contract Balances from Contracts with Customers Contract liabilities consist of deferred revenue and other contract liabilities associated with rebates and fees payable to GPOs, IDNs and distributor partners. The following table presents changes in contract liabilities during the three months ended March 31, 2021: Deferred Revenue Other Contract Liabilities Balance at December 31, 2020 $ 2,518 $ 459 Additions 1,361 326 Subtractions (2,920 ) (459 ) Balance at March 31, 2021 $ 959 $ 326 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 12. Stock-Based Compensation Stock-based compensation expense was allocated based on the employees’ and non-employees’ functions as follows: Three Months Ended March 31, 2021 2020 Cost of goods sold $ 176 $ 71 Research and development 341 201 Sales and marketing 921 440 General and administrative 1,247 735 Total $ 2,685 $ 1,447 Stock Options The Company granted options to purchase 357,140 shares of common stock at exercise prices ranging from $23.01 to $35.51 per share, with a weighted average exercise price of $27.06 per share, during the three months ended March 31, 2021. The Company granted options to purchase 909,960 shares of common stock at exercise prices ranging from $10.60 to $12.28 per share, with a weighted average exercise price of $12.13 per share, during the three months ended March 31, 2020. The weighted average fair value of stock options granted during the three months ended March 31, 2021 and 2020 was $19.73 and $8.93, respectively. The weighted average assumptions used in the Black-Scholes options pricing model are as follows: Three Months Ended March 31, 2021 2020 Expected dividend yield 0.0 % 0.0 % Risk free interest rate 0.5 % 1.8 % Expected stock price volatility 88.3 % 87.6 % Expected term (years) 6.1 6.1 Restricted Stock Units and Restricted Stock Awards The Company has granted both restricted stock units and restricted stock awards. A summary of restricted stock unit activity for the three months ended March 31, 2021 is as follows: Weighted Average Grant Date Shares Fair Value Unvested at December 31, 2020 228,489 $ 25.60 Granted 169,096 27.53 Vested (1,921 ) 22.35 Canceled (2,050 ) 12.74 Unvested at March 31, 2021 393,614 $ 26.52 A summary of restricted stock award activity for the three months ended March 31, 2021 is as follows: Weighted Average Grant Date Shares Fair Value Unvested at December 31, 2020 103,650 $ 1.68 Granted/purchased - - Vested (27,778 ) 1.68 Canceled - - Unvested at March 31, 2021 75,872 $ 1.68 Employee Stock Purchase Plan The ESPP provides for successive discrete offering periods of approximately six months or as determined by the plan administrator. Offering periods begin on each November 15 th th The ESPP permits eligible employees to elect to purchase shares of common stock through fixed whole percentage contributions from eligible compensation during each offering period, not to exceed 10% of the eligible compensation a participant receives during an offering period and not to accrue at a rate which exceeds $25,000 of the fair value of the stock (determined on the grant date(s)) for each calendar year. A participant may purchase the lower of (a) a number of shares of common stock determined by dividing such participant’s accumulated payroll deductions on the exercise date by the option price, (b) 5,000 shares, or (c) such other lesser maximum number of shares as shall have been established by the plan administrator. Amounts deducted and accumulated by the participant will be used to purchase shares of common stock at the end of each offering period. The purchase price of the shares will be 85% of the lower of the fair value of common stock on the first trading day of each offering period or on the purchase date. Participants may end their participation during an offering period up to ten days in advance of the exercise date and will be paid their accumulated contributions that have not been used to purchase shares of common stock. Participation ends automatically upon termination of employment. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share The Company excluded the following potential common shares, based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: As of March 31, 2021 2020 Options to purchase common stock 2,009,646 1,897,617 Unvested restricted stock units and awards 469,486 225,349 Warrants to purchase common stock 33,948 182,076 Employee stock purchase plan shares 63,581 21,086 2,576,661 2,326,128 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The information included in this Quarterly Report on Form 10-Q should be read in conjunction with our audited consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Form 10-K”). Our accounting policies are described in the “ Notes to Consolidated Financial Statements ” in our 2020 Form 10-K and updated, as necessary, in this report. The year-end consolidated balance sheet data presented for comparative purposes was derived from our audited financial statements but does not include all disclosures required by U.S. GAAP. |
Principles of Consolidation | Principles of Consolidation These condensed consolidated financial statements include the financial statements of Solus Medical Ltd. (“Solus”), a wholly owned subsidiary of the Company based in the United Kingdom, HGE, a wholly owned subsidiary of the Company located in the United States, and Vapotherm Deutschland GmbH, a new wholly owned subsidiary of the Company located in Germany. All intercompany accounts and transactions have been eliminated upon consolidation. |
Segment Information | Segment Information Operating segments are defined as components of an enterprise for which separate discrete financial information is available and evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company globally manages the business within one reporting segment, Vapotherm, Inc. and three reporting units, Vapotherm, Solus and HGE. Segment information is consistent with how management reviews the business, makes investing and resource allocation decisions and assesses operating performance. The majority of the Company’s long-term assets are located in the United States. Long-term assets located outside the United States totaled $0.2 million as of each of March 31, 2021 and December 31, 2020. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make judgments, assumptions, and estimates that affect the reported amounts of assets, liabilities, revenue and expenses, and the related disclosure of contingent assets and liabilities. The Company evaluates its estimates on an ongoing basis. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Significant estimates relied upon in preparing these condensed consolidated financial statements include calculation of stock-based compensation, valuation of warrants, fair values of acquired assets and liabilities, including goodwill and intangibles assets, realizability of inventories, allowance for bad debts, accrued expenses, including the fair value of contingent consideration and estimated incurred but not reported insurance obligations, and the valuation allowances against deferred income tax assets. Actual results may differ from these estimates. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying condensed condensed condensed |
Reclassification | Reclassification Certain amounts in 2020 have been reclassified to conform to the presentation in 2021. None of the reclassifications had any impact to the Company’s results of operations. |
Financial Instruments and Concentrations of Credit Risk | Financial Instruments and Concentrations of Credit Risk As of March 31, 2021, the Company’s financial instruments were comprised of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and debt, the carrying amounts of which approximated fair value due to their short-term nature or market interest rates. All of the Company’s cash and cash equivalents are maintained at creditworthy financial institutions. At March 31, 2021, deposits exceeded the amount of any federal depository insurance provided. The Company extends credit to customers in the normal course of business but typically does not require collateral or any other security to support amounts due. Management performs ongoing credit evaluations of its customers. An allowance for potentially uncollectible accounts is provided based on history, economic conditions, and composition of the accounts receivable aging. In some cases, the Company makes allowances for specific customers based on these and other factors. Provisions for the allowance for doubtful accounts are recorded in general and administrative expenses in the accompanying condensed consolidated statements of comprehensive loss. |
Foreign Currency and Foreign Operations | Foreign Currency and Foreign Operations The functional currency of the Company is the currency of the primary economic environment in which the entity operates, which is the U.S. dollar. For the Company’s non-U.S. subsidiaries that transact in a functional currency other than the U.S. dollar, assets and liabilities are translated at current rates of exchange at the balance sheet date. Income and expense items are translated at the average foreign currency exchange rates for the period. Adjustments resulting from the translation of the financial statements of its foreign operations into U.S. dollars are excluded from the determination of net loss and are recorded in accumulated other comprehensive income, a separate component of stockholders’ equity. Realized foreign currency gains or losses arising from transactions denominated in foreign currencies are recorded in other (expense) income in the condensed consolidated statements of comprehensive loss. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid temporary investments purchased with original maturities of 90 days or less to be cash equivalents. The Company holds restricted cash related to certificates of deposits and collateral in relation to lease agreements. As of March 31, 2021, $0.6 million of our $94.1 million of cash, cash equivalents and restricted cash balance was located outside the United States. The following table presents the components of total cash, cash equivalents, and restricted cash as set forth in the Company’s condensed consolidated statements of cash flows: March 31, 2021 December 31, 2020 Cash and cash equivalents $ 93,828 $ 113,683 Restricted cash 253 1,853 Total cash, cash equivalents, and restricted cash $ 94,081 $ 115,536 |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Depreciation is recognized over the estimated useful lives of the related assets on a straight-line basis, except for tooling for which depreciation is recognized utilizing the units-of-production method prospectively beginning on January 1, 2021 . The Company changed to the units-of-production method to be tter reflect the pattern of economic consumption of the tooling. The prospective change to the units-of-production depreciation method had an immaterial impact on the Company’s results of operations for the three months ended March 31, 2021. Amortization of leasehold improvements is computed on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of the improvements and is included in depreciation expense. Demonstration equipment represents internally manufactured capital equipment that is used on-site at trade shows and at customer locations to demonstrate the Precision Flow system. Depreciation expense on demonstration equipment is recorded in sales and marketing expense in the condensed consolidated statements of comprehensive loss. Placement and evaluation systems represent capital equipment placed at customer locations under placement or evaluation agreements for which depreciation expense is included in cost of revenue in the accompanying condensed consolidated statements of comprehensive loss. |
Product Warranty | Product Warranty The Company provides its customers with a standard one-year Balance at December 31, 2020 $ 561 Provisions for warranty obligations 7 Settlements (106 ) Balance at March 31, 2021 $ 462 |
Revenue Recognition | Revenue Recognition The Company’s revenue is primarily derived from the sale of products, leases and services. Product revenue consists of capital equipment and single-use disposables that are shipped and billed to customers both domestically and internationally. The Company’s main capital equipment products are the Precision Flow systems, the Vapotherm Transfer Unit 2.0 and Q50 compressor. The Company’s main disposable products are single-use disposables and nasal interfaces, or cannulas, and adaptors. Lease revenue consists of two components which include capital equipment that the Company leases to its customers and, in certain situations, an allocation from disposable revenue to other lease revenue upon the sale of disposable products in bundled arrangements involving the placement of Precision Flow capital units for use by the customer at no upfront charge in connection with the customer’s ongoing purchase of disposable products. Service revenue consists of fees associated with routine service of capital units, the sale of extended service contracts and preventative maintenance plans, which are purchased by a small portion of the Company’s customer base and revenue related to HGE’s “software as a service” platform. In addition, the Company sells small quantities of component parts in the United States, United Kingdom and to third-party international service centers who provide service on Precision Flow capital units outside of the United States and United Kingdom. Freight revenue is based upon actual freight costs plus a percentage markup of such costs associated with the shipment of products domestically, and to a lesser extent, internationally, and is included in service revenue. Rebates and fees consist of contractually obligated administrative fees and percentage-of-sales rebates paid to Group Purchasing Organizations (“GPOs”), Integrated Delivery Networks (“IDNs”) and distributor partners and accounted for as a reduction of service revenue. Under the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codifications (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”), revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and assesses whether each promised good or service is distinct and determines those that are performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Sales, value-added, and other taxes collected on behalf of third parties are excluded from revenue. The Company’s standard payment terms are generally 30 days from the date of sale. Contracts with customers may contain multiple performance obligations. For such arrangements, the transaction price is allocated to each performance obligation based on the estimated relative stand-alone selling prices of the promised products or services underlying each performance obligation. The Company determines stand-alone selling prices based on the price at which the performance obligation is sold separately. If the stand-alone selling price is not observable through past transactions, the Company estimates the stand-alone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Revenue is generally recognized when the customer obtains control of the Company’s product, which generally occurs at a point in time upon shipment based on the contractual shipping terms of a contract. Product and service revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or services to a customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the expected value amount method to which the Company expects to be entitled. As such, revenue on sales is recorded net of prompt pay discounts and payments made to GPOs, IDNs and distributors. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Determination of whether to include estimated amounts in the transaction price is based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available. The Company believes that the estimates it has established are reasonable based upon current facts and circumstances. Applying different judgments to the same facts and circumstances could result in different estimates. When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. Applying a practical expedient under ASC 606, the Company does not assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays is one year or less. None of the Company’s contracts contained a significant financing component during the three months ended March 31, 2021 or 2020. The Company’s contracts with its customers generally have a duration of less than one year. Therefore, the Company has elected to apply a practical expedient and recognizes the incremental costs of obtaining contracts as an expense. These costs are included in sales and marketing expense in the accompanying condensed consolidated statements of comprehensive loss. |
Lease Revenue | Lease Revenue The Company also enters into agreements to lease its capital equipment. For such sales, the Company accounts for revenue under ASC 842, Leases The Company also enters into agreements involving the placement of Precision Flow capital units for use by the customer at no upfront charge in connection with the customer’s ongoing purchase of disposable products. In these bundled arrangements, revenue recognized for the sale of the disposables is allocated between disposable revenue and other lease revenue based on the estimated relative stand-alone selling prices of the individual performance obligation. |
Shipping and Handling Costs | Shipping and Handling Costs Amounts billed to customers for shipping and handling are included in service revenue. Shipping and handling costs are included in costs of sales. The total costs of shipping and handling for the three months ended March 31, 2021 and 2020 were $0.5 and $0.3 million, respectively. |
Sales and Value-Added Taxes | Sales and Value-Added Taxes When required by local jurisdictions, the Company bills its customers for sales tax and value-added tax calculated on each sales invoice and records a liability for the sales and value-added tax payable, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets. Sales tax and value-added tax billed to a customer are not included in the Company’s revenue. |
Stock-Based Compensation | Stock-Based Compensation The Company maintains an equity incentive plan to provide long-term incentives for employees, consultants, and members of the board of directors. The plan allows for the issuance of non-statutory and incentive stock options, restricted stock, unrestricted stock, stock units, including restricted stock units, and stock appreciation rights to employees, consultants and non-employee directors. The Company recognizes stock-based compensation expense for awards of equity instruments to employees and non-employees based on the grant date fair value of those awards in accordance with ASC Topic 718, Stock Compensation (“ASC 718”). ASC 718 requires all equity-based compensation awards, including grants of restricted shares and stock options, to be recognized as expense in the condensed consolidated statements of comprehensive loss based on their grant date fair values. The fair value of each option grant is estimated on the grant date using the Black-Scholes option pricing model. The fair value is then amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. For performance-based awards, the related compensation cost is amortized over the performance period on an accelerated attribution basis. Compensation cost associated with performance awards is based on fair value on the date of grant and the number of units expected to be earned after assessing the probability that certain performance criteria will be met and the associated targeted payout level that is forecasted will be achieved. Cumulative adjustments are recorded each quarter to reflect estimated outcomes of the performance-related conditions until the results are determined and settled. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs, including the expected life (weighted average period of time that the options granted are expected to be outstanding), the volatility of the Company’s common stock and an assumed risk-free interest rate. Expected volatility is calculated based on historical volatility of a group of publicly traded companies that the Company considers a peer group. The expected life is estimated using the simplified method for “plain vanilla” options. The risk-free interest rate is based on U.S. Treasury rates with a remaining term that approximates the expected life assumed at the date of grant. No dividend yield is assumed as the Company does not pay, and does not expect to pay, dividends on its common stock. The Company estimates forfeitures based on historical experience with pre-vested forfeitures. To the extent actual forfeitures differ from the estimate, the difference is recorded to compensation expense in the period of the forfeiture. The Company recognizes stock-based expense for shares of its common stock issued pursuant to its 2018 Employee Stock Purchase Plan (“ESPP”) on a straight-line basis over the related offering period. The Company estimates the fair value of shares to be issued under the ESPP based on a combination of options valued |
Income Tax | Income Tax The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the condensed consolidated financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial reporting and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in the condensed consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the condensed consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. The Company’s major tax jurisdictions are the United States, New Hampshire and the United Kingdom. There is no provision or benefit for income taxes for the three months ended March 31, 2021 or 2020 because the Company has historically incurred operating losses and maintains a full valuation allowance against its United States net deferred tax assets. Utilization of the net operating loss and tax credit carryforwards may be subject to a substantial annual limitation under Section s 382 and 383 of the Internal Revenue Code of 1986 , as amende d (the “Code”) due to ownership change limitations that have occurred previously or that could occur in the future. These ownership changes may limit the amount of net operating loss and tax credit carryforwards that can be utilized to offset future taxable income and reduce tax es , respectively. The Company has not currently completed an evaluation of ownership changes through December 31, 20 20 to assess whether utilization of the Company’s net operating loss and tax credit carryforwards would be subject to an annual limitation under Section s 382 and 383 of the Code . To the extent an ownership change is determined to have occurred under Sections 382 and 383 of the Code , the net operating loss and tax credit carryforwards may be subject to limitation. |
Recently Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements Credit Losses (Topic 326): In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This standard requires that credit losses be reported using an expected losses model rather than the incurred losses model that is currently used and establishes additional disclosures related to credit risks. In November 2019, the FASB issued ASU 2019-10, Financial Instruments-Credit Losses (Topic 326), Derivative and Hedging (Topic 815) and Leases (Topic 842), which defers the effective date for ASU 2016-13 to interim and annual periods beginning after December 15, 2022 for private companies, emerging growth companies following private company adoption dates, or public entities meeting the definition of smaller reporting companies as of the date of issuance of this update. Since the Company met the definition of a smaller reporting company as of the date of issuance of this update, the Company is not required to adopt ASU 2016-13 until January 1, 2023. The Company has not yet determined the effects, if any, that the adoption of ASU 2016-13 may have on its financial position, results of operations, cash flows, or disclosures . |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Components of Cash, Cash Equivalents and Restricted Cash | The following table presents the components of total cash, cash equivalents, and restricted cash as set forth in the Company’s condensed consolidated statements of cash flows: March 31, 2021 December 31, 2020 Cash and cash equivalents $ 93,828 $ 113,683 Restricted cash 253 1,853 Total cash, cash equivalents, and restricted cash $ 94,081 $ 115,536 |
Summary of Roll-Forward Warranty Liability | A roll-forward of the Company’s warranty liability from December 31, 2020 to March 31, 2021 is as follows: Balance at December 31, 2020 $ 561 Provisions for warranty obligations 7 Settlements (106 ) Balance at March 31, 2021 $ 462 |
Business Combination (Tables)
Business Combination (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Summary of Corrected Preliminary Purchase Price Allocation | T he following table summarizes the corrected preliminary purchase price allocation that includes the fair values of the separately identifiable assets acquired and liabilities assumed as of November 13, 2020: Cash $ 2 Accounts receivable 518 Inventory 3 Prepaids and other current assets 238 Property and equipment 225 Operating lease right-of-use assets 2,329 Goodwill 13,398 Intangible assets 5,180 Other long-term assets 45 Total assets acquired 21,938 Accounts payable (32 ) Accrued expenses and other liabilities (620 ) Contract liabilities (31 ) Other long-term liabilities (1,951 ) Total liabilities assumed (2,634 ) Total purchase price $ 19,304 |
Summary of Changes to Contingent Consideration Payable | The following table summarizes changes to the contingent consideration payable, a recurring Level 3 measurement, for the three months ended March 31, 2021: Balance at December 31, 2020 $ 13,187 Change in value of contingent consideration based on correction of purchase price calculation (2,258 ) Change in fair value of contingent consideration 202 Balance at March 31, 2021 $ 11,131 |
Summary of Business Acquisition Pro Forma Information | The following unaudited pro forma information for the three months ended March 31, 2020 presents consolidated information as if the HGE acquisition occurred on January 1, 2020, which was the first day of the Company’s fiscal year 2020: Three Months Ended March 31, 2020 Net revenue $ 19,375 Net loss $ (14,217 ) Net loss per share, basic $ (0.68 ) |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
Summary of Accounts Receivable | Accounts receivable consists of the following: March 31, 2021 December 31, 2020 United States $ 8,279 $ 18,893 International 5,555 4,967 Total accounts receivable 13,834 23,860 Less: Allowance for doubtful accounts (175 ) (372 ) Accounts receivable, net of allowance for doubtful accounts $ 13,659 $ 23,488 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following: March 31, 2021 December 31, 2020 Component parts $ 14,453 $ 10,367 Finished goods 12,482 9,506 Total inventories $ 26,935 $ 19,873 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill and Intangible Assets | The changes in the carrying amount of goodwill and intangible assets during 2021 are as follows: Goodwill Intangible Assets Balance at December 31, 2020 $ 16,226 $ 5,694 Change in value based on correction of purchase price calculation and allocation (2,222 ) (340 ) Amortization - (155 ) Foreign currency exchange rate changes 5 2 Balance at March 31, 2021 $ 14,009 $ 5,201 |
Summary of Acquired Intangible Assets | The following table presents a summary of acquired intangible assets: As of March 31, 2021 Weighted Average Amortization Period in Years Gross Carrying Amount Accumulated Amortization Customer relationships 10.00 $ 2,420 $ (91 ) Developed technology 10.00 2,400 (90 ) Customer agreements 3.83 456 (241 ) Trade name / marks 10.00 360 (13 ) Total identifiable intangible assets 9.50 $ 5,636 $ (435 ) |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Annual Principal Maturities of Term Loans | The annual principal maturities of the Company’s term loans as of March 31, 2021 are as follows: 2021 - 2022 - 2023 3,200 2024 19,200 2025 17,600 Less: Unamortized deferred financing costs (329 ) Long-term loans payable $ 39,671 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Operating Lease Cost and Information Related to Operating Right of Use Assets and Operating Lease Liabilities | The following table presents operating lease cost and information related to operating right-of-use assets and operating lease liabilities for the periods indicated: Three Months Ended March 31, 2021 2020 Lease cost: Operating lease cost $ 416 $ 403 Variable lease cost 133 102 Total $ 549 $ 505 Operating cash flow impacts: Cash paid for amounts included in measurement of lease liabilities $ 587 $ 404 Weighted average remaining lease term - operating leases (in years) 4.0 4.8 Weighted average discount rate - operating leases 8.0 % 9.1 % |
Summary of Future Maturities of Lease Liabilities under Noncancelable Operating Leases | As of March 31, 2021, future maturities of lease liabilities under the Company’s noncancelable operating leases are as follows: Total Due 2021 (remaining 9 months) 1,772 2022 2,343 2023 2,380 2024 2,417 2025 515 Total payments 9,427 Less interest (1,476 ) Total present value of lease payments $ 7,951 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Net Revenue Disaggregated into Categories | The following table shows the Company’s net revenue disaggregated into categories the Company considers meaningful: Three Months Ended March 31, 2021 US International Total Net revenue by: Product Revenue Capital Equipment $ 6,232 $ 4,932 $ 11,164 Disposable 12,461 4,695 17,156 Subtotal Product Revenue 18,693 9,627 28,320 Lease Revenue Capital Equipment 1,577 33 1,610 Other 544 136 680 Service and Other Revenue 1,255 443 1,698 Total Net Revenue $ 22,069 $ 10,239 $ 32,308 Three Months Ended March 31, 2020 US International Total Net revenue by: Product Revenue Capital Equipment $ 3,301 $ 1,697 $ 4,998 Disposable 9,694 2,736 12,430 Subtotal Product Revenue 12,995 4,433 17,428 Lease Revenue Capital Equipment 627 17 644 Other 317 75 392 Service and Other Revenue 402 249 651 Total Net Revenue $ 14,341 $ 4,774 $ 19,115 |
Schedule of Changes in Contract Liabilities | The following table presents changes in contract liabilities during the three months ended March 31, 2021: Deferred Revenue Other Contract Liabilities Balance at December 31, 2020 $ 2,518 $ 459 Additions 1,361 326 Subtractions (2,920 ) (459 ) Balance at March 31, 2021 $ 959 $ 326 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Allocated Stock Based Compensation Expense | Stock-based compensation expense was allocated based on the employees’ and non-employees’ functions as follows: Three Months Ended March 31, 2021 2020 Cost of goods sold $ 176 $ 71 Research and development 341 201 Sales and marketing 921 440 General and administrative 1,247 735 Total $ 2,685 $ 1,447 |
Schedule of Weighted Average Assumptions Used in Black-Scholes Options Pricing Model | The weighted average assumptions used in the Black-Scholes options pricing model are as follows: Three Months Ended March 31, 2021 2020 Expected dividend yield 0.0 % 0.0 % Risk free interest rate 0.5 % 1.8 % Expected stock price volatility 88.3 % 87.6 % Expected term (years) 6.1 6.1 |
Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock Units and Restricted Stock Awards | A summary of restricted stock unit activity for the three months ended March 31, 2021 is as follows: Weighted Average Grant Date Shares Fair Value Unvested at December 31, 2020 228,489 $ 25.60 Granted 169,096 27.53 Vested (1,921 ) 22.35 Canceled (2,050 ) 12.74 Unvested at March 31, 2021 393,614 $ 26.52 |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock Units and Restricted Stock Awards | A summary of restricted stock award activity for the three months ended March 31, 2021 is as follows: Weighted Average Grant Date Shares Fair Value Unvested at December 31, 2020 103,650 $ 1.68 Granted/purchased - - Vested (27,778 ) 1.68 Canceled - - Unvested at March 31, 2021 75,872 $ 1.68 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Diluted Net Loss Per Share Attributable to Common Stockholders | The Company excluded the following potential common shares, based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: As of March 31, 2021 2020 Options to purchase common stock 2,009,646 1,897,617 Unvested restricted stock units and awards 469,486 225,349 Warrants to purchase common stock 33,948 182,076 Employee stock purchase plan shares 63,581 21,086 2,576,661 2,326,128 |
Description of Business - Addit
Description of Business - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2021System | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of versions of precision flow systems | 4 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | |||
Mar. 31, 2021USD ($)Segment | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Number of reporting segment | Segment | 1 | |||
Number of reporting units | Segment | 3 | |||
Maturity period of highly liquid investments with original maturities | 90 days | |||
Cash, cash equivalents and restricted cash balance | $ 94,081,000 | $ 62,245,000 | $ 115,536,000 | $ 73,507,000 |
Standard product warranty period | 1 year | |||
Standard payment term to customer | 30 days | |||
Revenue, performance obligation, description of payment terms | When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. Applying a practical expedient under ASC 606, the Company does not assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays is one year or less. | |||
Revenue, remaining performance obligation, amount | $ 0 | $ 0 | ||
Dividend yield assumed | 0.00% | 0.00% | ||
Provision or benefit for income taxes | $ 0 | $ 0 | ||
Shipping and Handling | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Shipping and handling costs | 500,000 | $ 300,000 | ||
Prepaid Expenses and Other Current Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Current value of future lease payments | 2,100,000 | 2,700,000 | ||
Outside U.S. | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Long-term assets | 200,000 | $ 200,000 | ||
Cash, cash equivalents and restricted cash balance | $ 600,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Components of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 93,828 | $ 113,683 | ||
Restricted cash | 253 | 1,853 | ||
Total cash, cash equivalents, and restricted cash | $ 94,081 | $ 115,536 | $ 62,245 | $ 73,507 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Roll-Forward Warranty Liability (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Accounting Policies [Abstract] | |
Balance, beginning of period | $ 561 |
Provisions for warranty obligations | 7 |
Settlements | (106) |
Balance, end of period | $ 462 |
Business Combination - Addition
Business Combination - Additional Information (Details) - USD ($) $ in Thousands | Nov. 13, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | |||
Contingent consideration as compensation expense | $ 202 | ||
HGE | |||
Business Acquisition [Line Items] | |||
Acquisition date | Nov. 13, 2020 | ||
Purchase price, net of cash acquired | $ 19,300 | ||
Initial cash payment | 8,400 | ||
Contingent consideration as compensation expense | $ 10,900 | ||
Adjustment to correct immaterial errors, reduced the estimated purchase price | $ 2,300 | ||
Amortization period for intangible assets | 10 years | ||
HGE | General and administrative | |||
Business Acquisition [Line Items] | |||
Transaction costs associated with acquisition | $ 200 | ||
HGE | Goodwill | |||
Business Acquisition [Line Items] | |||
Adjustment to correct immaterial errors, decreased value | $ 2,200 | ||
HGE | Intangible Assets | |||
Business Acquisition [Line Items] | |||
Adjustment to correct immaterial errors, decreased value | 300 | ||
HGE | Other Liabilities | |||
Business Acquisition [Line Items] | |||
Adjustment to correct immaterial errors, decreased value | $ 300 |
Business Combination - Summary
Business Combination - Summary of Corrected Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Nov. 13, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 14,009 | $ 16,226 | |
HGE | |||
Business Acquisition [Line Items] | |||
Cash | $ 2 | ||
Accounts receivable | 518 | ||
Inventory | 3 | ||
Prepaids and other current assets | 238 | ||
Property and equipment | 225 | ||
Operating lease right-of-use assets | 2,329 | ||
Goodwill | 13,398 | ||
Intangible assets | 5,180 | ||
Other long-term assets | 45 | ||
Total assets acquired | 21,938 | ||
Accounts payable | (32) | ||
Accrued expenses and other liabilities | (620) | ||
Contract liabilities | (31) | ||
Other long-term liabilities | (1,951) | ||
Total liabilities assumed | (2,634) | ||
Total purchase price | $ 19,304 |
Business Combination - Summar_2
Business Combination - Summary of Changes to Contingent Consideration Payable (Details) - HGE - Level 3 $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Business Acquisition Contingent Consideration [Line Items] | |
Balance at December 31, 2020 | $ 13,187 |
Change in value of contingent consideration based on correction of purchase price calculation | (2,258) |
Change in fair value of contingent consideration | 202 |
Balance at March 31, 2021 | $ 11,131 |
Business Combination - Summar_3
Business Combination - Summary of Business Acquisition Pro Forma Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)$ / shares | |
Business Combinations [Abstract] | |
Net revenue | $ 19,375 |
Net loss | $ (14,217) |
Net loss per share, basic | $ / shares | $ (0.68) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Nov. 13, 2020 | Mar. 31, 2021 |
Class Of Warrant Or Right [Line Items] | ||
Contingent consideration as compensation expense | $ 202,000 | |
Fair value, assets, transfers in and out of level 1, 2 or 3 | 0 | |
Fair value, liabilities, transfers in and out of level 1, 2 or 3 | 0 | |
HGE | ||
Class Of Warrant Or Right [Line Items] | ||
Contingent consideration as compensation expense | $ 10,900,000 | |
Level 1 | Money Market Deposits | ||
Class Of Warrant Or Right [Line Items] | ||
Cash equivalents | 77,300,000 | |
Level 3 | HGE | ||
Class Of Warrant Or Right [Line Items] | ||
Contingent consideration as compensation expense | $ 11,100,000 |
Accounts Receivable - Summary o
Accounts Receivable - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Accounts Notes And Loans Receivable [Line Items] | ||
Total accounts receivable | $ 13,834 | $ 23,860 |
Less: Allowance for doubtful accounts | (175) | (372) |
Accounts receivable, net of allowance for doubtful accounts | 13,659 | 23,488 |
United States | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Total accounts receivable | 8,279 | 18,893 |
International | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Total accounts receivable | $ 5,555 | $ 4,967 |
Accounts Receivable - Additiona
Accounts Receivable - Additional Information (Details) - Customer | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Net Revenue | Customer Concentration Risk | |||
Accounts Notes And Loans Receivable [Line Items] | |||
Number of customer accounted more than 10% | 0 | 0 | |
Accounts Receivable | Credit Concentration Risk | |||
Accounts Notes And Loans Receivable [Line Items] | |||
Number of customer accounted more than 10% | 2 | 0 | |
Percentage of concentration risk | 17.00% | 13.00% |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Component parts | $ 14,453 | $ 10,367 |
Finished goods | 12,482 | 9,506 |
Total inventories | $ 26,935 | $ 19,873 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill and Intangible Assets (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Goodwill | |
Balance at December 31, 2020 | $ 16,226 |
Change in value based on correction of purchase price calculation and allocation | (2,222) |
Foreign currency exchange rate changes | 5 |
Balance at March 31, 2021 | 14,009 |
Intangible Assets | |
Balance at December 31, 2020 | 5,694 |
Change in value based on correction of purchase price calculation and allocation | (340) |
Amortization | (155) |
Foreign currency exchange rate changes | 2 |
Balance at March 31, 2021 | $ 5,201 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Acquired Intangible Assets (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Weighted Average Amortization Period in Years | 9 years 6 months |
Gross Carrying Amount | $ 5,636 |
Accumulated Amortization | $ (435) |
Customer Relationship | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Weighted Average Amortization Period in Years | 10 years |
Gross Carrying Amount | $ 2,420 |
Accumulated Amortization | $ (91) |
Developed Technology | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Weighted Average Amortization Period in Years | 10 years |
Gross Carrying Amount | $ 2,400 |
Accumulated Amortization | $ (90) |
Customer Agreements | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Weighted Average Amortization Period in Years | 3 years 9 months 29 days |
Gross Carrying Amount | $ 456 |
Accumulated Amortization | $ (241) |
Trade Name / Marks | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Weighted Average Amortization Period in Years | 10 years |
Gross Carrying Amount | $ 360 |
Accumulated Amortization | $ (13) |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization expense of intangible assets | $ 155,000 | |
Sales and marketing | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization expense of intangible assets | 100,000 | $ 100,000 |
General and administrative | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization expense of intangible assets | $ 0 | |
General and administrative | Maximum | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization expense of intangible assets | $ 100,000 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Oct. 21, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2020 |
Debt Instrument [Line Items] | |||||
Debt instrument, covenant description | The events of default under the Loan Agreement include, without limitation, and subject to customary grace periods, (1) the Company’s failure to make any payments of principal or interest under the Loan Agreement or other loan documents, (2) the Company’s breach or default in the performance of any covenant under the Loan Agreement, (3) the occurrence of a material adverse effect or an event that is reasonably likely to result in a material adverse effect, (4) the existence of an attachment or levy on a material portion of funds of the Company or its subsidiaries, (5) the Company’s insolvency or bankruptcy, or (6) the occurrence of certain material defaults with respect to any other of the Company’s indebtedness in excess of $500,000. If an event of default occurs, CIBC is entitled to take enforcement action, including acceleration of amounts due under the Loan Agreement. | ||||
Minimum amount of other indebtedness | $ 500,000 | ||||
Canadian Imperial Bank of Commerce Innovation Banking | |||||
Debt Instrument [Line Items] | |||||
Loan agreement, payment terms | The Loan Agreement provides for interest-only payments on the Term Facility for the first 36 months through October 21, 2023. Thereafter, amortization payments on the Term Facility will be payable monthly in 24 equal installments. | ||||
Line of credit facility, description | The Term Facility may not be prepaid prior to October 21, 2021 without prepaying all of the interest that otherwise would have been payable on the Term Facility during the period commencing on October 21, 2020 and ending on October 21, 2021, plus a prepayment charge of 2.0%. Thereafter, the Term Facility may be prepaid in full, subject to a prepayment charge of (i) 2.0%, if such prepayment occurs after October 21, 2021 but on or prior to October 21, 2022, and (ii) 1.0%, if such prepayment occurs after October 21, 2022 but on or prior to October 21, 2023. | ||||
Percentage of revenue covenant | 80.00% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | October 21, 2020 to October 21, 2021 | |||||
Debt Instrument [Line Items] | |||||
Percentage of prepayment charge | 2.00% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | October 22, 2021 to October 21, 2022 | |||||
Debt Instrument [Line Items] | |||||
Percentage of prepayment charge | 2.00% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | October 22, 2022 to October 21, 2023 | |||||
Debt Instrument [Line Items] | |||||
Percentage of prepayment charge | 1.00% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | Revolving Credit Line | |||||
Debt Instrument [Line Items] | |||||
Outstanding balance under line of credit | $ 12,000,000 | $ 4,900,000 | |||
Debt instrument, maturity date | Oct. 21, 2022 | ||||
Debt instrument floor rate | 3.25% | ||||
Line of credit, interest rate | 4.25% | ||||
Additional borrowings | $ 0 | ||||
Canadian Imperial Bank of Commerce Innovation Banking | Revolving Credit Line | Prime Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument rate | 1.00% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | Term Facility | |||||
Debt Instrument [Line Items] | |||||
Outstanding balance under line of credit | $ 40,000,000 | $ 40,000,000 | |||
Debt instrument, maturity date | Oct. 21, 2025 | ||||
Debt instrument floor rate | 3.25% | ||||
Line of credit, interest rate | 5.75% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | Term Facility | Prime Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument rate | 2.50% | ||||
Canadian Imperial Bank of Commerce Innovation Banking | Letters of credit | |||||
Debt Instrument [Line Items] | |||||
Outstanding balance under line of credit | $ 1,200,000 | ||||
Perceptive Credit Holdings II, LP | Amended Revolver Agreement | |||||
Debt Instrument [Line Items] | |||||
Loss on extinguishment of debt | $ 4,200,000 | ||||
Perceptive Credit Holdings II, LP | Amended Revolver Agreement | Cash | |||||
Debt Instrument [Line Items] | |||||
Amount to pay off all obligations owing and termination of agreements | $ 6,300,000 | ||||
Perceptive Credit Holdings II, LP | Amended Credit Agreement and Guaranty | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt instrument rate | 1.75% | ||||
Term loan, face amount | $ 42,600,000 | ||||
Term loan, interest rate | 9.06% | ||||
Perceptive Credit Holdings II, LP | Revolving Credit Line | Amended Revolver Agreement | |||||
Debt Instrument [Line Items] | |||||
Amount to pay off all obligations owing and termination of agreements | 4,900,000 | ||||
Perceptive Credit Holdings II, LP | Term Facility | Amended Revolver Agreement | |||||
Debt Instrument [Line Items] | |||||
Amount to pay off all obligations owing and termination of agreements | $ 40,000,000 | ||||
Western Alliance Bank | Revolving Credit Line | Amended Revolver Agreement | |||||
Debt Instrument [Line Items] | |||||
Outstanding balance under line of credit | $ 4,500,000 | ||||
Debt instrument rate | 1.75% | ||||
Debt instrument floor rate | 3.50% | ||||
Line of credit, remaining availability under agreement | $ 7,500,000 | ||||
Line of credit, maturity date | Apr. 6, 2023 | Sep. 30, 2020 | |||
Percentage of eligible receivables used as base to calculate line of credit availability | 80.00% |
Debt - Schedule of Annual Princ
Debt - Schedule of Annual Principal Maturities of Term Loans (Details) - Loans Payable $ in Thousands | Mar. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
2021 | $ 0 |
2022 | 0 |
2023 | 3,200 |
2024 | 19,200 |
2025 | 17,600 |
Less: Unamortized deferred financing costs | (329) |
Long-term loans payable | $ 39,671 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | |
Nov. 30, 2020ft²Renewal | Oct. 31, 2019m² | Mar. 31, 2021ft²Renewal | |
100 Domain Drive, Exeter New Hampshire | |||
Loss Contingencies [Line Items] | |||
Area space under lease | ft² | 95,320 | ||
Lease expiration | Jan. 28, 2025 | ||
Lease renewal term | 5 years | ||
Lease number of renewals | Renewal | 2 | ||
2 Dryden Loan, Bilston Glen Industrial Estate, Loanhead in the United Kingdom | |||
Loss Contingencies [Line Items] | |||
Lease expiration | Feb. 15, 2022 | ||
Lease renewal term | 5 years | ||
Area of land | m² | 453 | ||
1301 Virginia Drive, Fort Washington, Pennsylvania | Office Space | |||
Loss Contingencies [Line Items] | |||
Area space under lease | ft² | 22,524 | ||
Lease expiration | Jul. 31, 2025 | ||
Lease renewal term | 5 years | ||
Lease number of renewals | Renewal | 1 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Operating Lease Cost and Information Related to Operating Right-of-Use Assets and Operating Lease Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Lease cost: | ||
Operating lease cost | $ 416 | $ 403 |
Variable lease cost | 133 | 102 |
Total | 549 | 505 |
Operating cash flow impacts: | ||
Cash paid for amounts included in measurement of lease liabilities | $ 587 | $ 404 |
Weighted average remaining lease term - operating leases (in years) | 4 years | 4 years 9 months 18 days |
Weighted average discount rate - operating leases | 8.00% | 9.10% |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Future Maturities of Lease Liabilities under Noncancelable Operating Leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2021 (remaining 9 months) | $ 1,772 |
2022 | 2,343 |
2023 | 2,380 |
2024 | 2,417 |
2025 | 515 |
Total payments | 9,427 |
Less interest | (1,476) |
Total present value of lease payments | $ 7,951 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | vapo:AccruedExpensesAndOtherLiabilitiesMember |
Warrants - Additional Informati
Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Warrants And Rights Note Disclosure [Abstract] | ||
Warrant activity | 0 | |
Outstanding warrants to purchase common stock | $ 33,948 | $ 33,948 |
Warrants exercise price | $ 14 | $ 14 |
Revenue - Net Revenue Disaggreg
Revenue - Net Revenue Disaggregated into Categories (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | $ 32,308 | $ 19,115 |
US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 22,069 | 14,341 |
International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 10,239 | 4,774 |
Product Revenue, Capital Equipment | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 11,164 | 4,998 |
Product Revenue, Capital Equipment | US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 6,232 | 3,301 |
Product Revenue, Capital Equipment | International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 4,932 | 1,697 |
Product Revenue, Disposable | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 17,156 | 12,430 |
Product Revenue, Disposable | US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 12,461 | 9,694 |
Product Revenue, Disposable | International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 4,695 | 2,736 |
Subtotal Product Revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 28,320 | 17,428 |
Subtotal Product Revenue | US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 18,693 | 12,995 |
Subtotal Product Revenue | International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 9,627 | 4,433 |
Lease Revenue, Capital Equipment | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 1,610 | 644 |
Lease Revenue, Capital Equipment | US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 1,577 | 627 |
Lease Revenue, Capital Equipment | International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 33 | 17 |
Lease Revenue, Other | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 680 | 392 |
Lease Revenue, Other | US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 544 | 317 |
Lease Revenue, Other | International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 136 | 75 |
Service and Other Revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 1,698 | 651 |
Service and Other Revenue | US | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | 1,255 | 402 |
Service and Other Revenue | International | ||
Disaggregation Of Revenue [Line Items] | ||
Total Net Revenue | $ 443 | $ 249 |
Revenue - Schedule of Changes i
Revenue - Schedule of Changes in Contract Liabilities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Contract Liabilities | |
Balance at December 31, 2020 | $ 459 |
Additions | 326 |
Subtractions | (459) |
Balance at March 31, 2021 | 326 |
Deferred Revenue | |
Balance at December 31, 2020 | 2,518 |
Additions | 1,361 |
Subtractions | (2,920) |
Balance at March 31, 2021 | $ 959 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Allocated Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Allocated stock based compensation expense | $ 2,685 | $ 1,447 |
Cost of goods sold | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Allocated stock based compensation expense | 176 | 71 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Allocated stock based compensation expense | 341 | 201 |
Sales and marketing | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Allocated stock based compensation expense | 921 | 440 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Allocated stock based compensation expense | $ 1,247 | $ 735 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Nov. 30, 2018 | Mar. 31, 2021 | Mar. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock options, granted | 357,140 | 909,960 | |
Exercise price range, lower range limit | $ 23.01 | $ 10.60 | |
Exercise price range, upper range limit | 35.51 | 12.28 | |
Weighted average exercise price | 27.06 | 12.13 | |
Weighted average fair value of stock options granted | $ 19.73 | $ 8.93 | |
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Maximum percentage to purchase shares of eligible compensation a participant receives during each offering period | 10.00% | ||
Maximum amount of shares a participant can accrue at discounted rate of the fair market value. | $ 25,000 | ||
Maximum number of shares per participant | 5,000 | ||
Purchase price as a percentage of its market price on first trading day of each offering period | 85.00% |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Weighted Average Assumptions Used in Black-Scholes Options Pricing Model (Details) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Expected dividend yield | 0.00% | 0.00% |
Risk free interest rate | 0.50% | 1.80% |
Expected stock price volatility | 88.30% | 87.60% |
Expected term (years) | 6 years 1 month 6 days | 6 years 1 month 6 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Units and Restricted Stock Awards (Details) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Unvested, Beginning balance | shares | 228,489 |
Shares, Granted | shares | 169,096 |
Shares, Vested | shares | (1,921) |
Shares, Canceled | shares | (2,050) |
Shares, Unvested Ending balance | shares | 393,614 |
Weighted Average Grant Date Fair Value, Unvested, Beginning balance | $ / shares | $ 25.60 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 27.53 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 22.35 |
Weighted Average Grant Date Fair Value, Canceled | $ / shares | 12.74 |
Weighted Average Grant Date Fair Value, Unvested Ending balance | $ / shares | $ 26.52 |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Unvested, Beginning balance | shares | 103,650 |
Shares, Vested | shares | (27,778) |
Shares, Unvested Ending balance | shares | 75,872 |
Weighted Average Grant Date Fair Value, Unvested, Beginning balance | $ / shares | $ 1.68 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 1.68 |
Weighted Average Grant Date Fair Value, Unvested Ending balance | $ / shares | $ 1.68 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,576,661 | 2,326,128 |
Employee Stock Purchase Plan Shares | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 63,581 | 21,086 |
Options to Purchase Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,009,646 | 1,897,617 |
Unvested Restricted Stock Units and Awards | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 469,486 | 225,349 |
Warrants to Purchase Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 33,948 | 182,076 |