Netlist (NLST) 10-Q 10 Nov 21 2021 Q3 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Oct. 02, 2021	Nov. 04, 2021
Document And Entity Information [Abstract]
Entity Registrant Name	NETLIST INC
Entity Central Index Key	0001282631
Document Type	10-Q
Document Period End Date	Oct. 2, 2021
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-33170
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	95-4812784
Entity Address, Address Line One	175 Technology Drive, Suite 150
Entity Address, City or Town	Irvine
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92618
City Area Code	949
Local Phone Number	435-0025
Title of 12(b) Security	None
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--01-01
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		227,029,703

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Oct. 02, 2021	Jan. 02, 2021
ASSETS
Cash and cash equivalents	$ 62,282	$ 13,326
Restricted cash	10,900	3,200
Accounts receivable, net of allowances of $198 (2021) and $157 (2020)	4,758	4,680
Inventories	19,387	3,198
Prepaid expenses and other current assets	729	514
Total current assets	98,056	24,918
Property and equipment, net	425	182
Operating lease right-of-use assets	165	114
Other assets	282	58
Total assets	98,928	25,272
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Accounts payable	28,164	5,327
Revolving line of credit	4,487	3,678
Accrued payroll and related liabilities	1,116	806
Accrued expenses and other current liabilities	424	777
Long-term debt due within one year	16,692	17,056
Total current liabilities	50,883	27,644
Long-term debt		146
Other liabilities	131	102
Total liabilities	51,014	27,892
Commitments and contingencies
Stockholders' equity (deficit):
Preferred stock, $0.001 par value-10,000 shares authorized: Series A preferred stock, $0.001 par value; 1,000 shares authorized; none issued and outstanding
Common stock, $0.001 par value-450,000 shares authorized; 225,969 (2021) and 195,978 (2020) shares issued and outstanding	226	195
Additional paid-in capital	229,523	192,071
Accumulated deficit	(181,835)	(194,886)
Total stockholders' equity (deficit)	47,914	(2,620)
Total liabilities and stockholders' equity (deficit)	$ 98,928	$ 25,272

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Oct. 02, 2021	Jan. 02, 2021
Accounts receivable, allowance for doubtful accounts	$ 198	$ 157
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	450,000,000	450,000,000
Common stock, shares issued	225,969,000	195,978,000
Common stock, shares outstanding	225,969,000	195,978,000
Series A Preferred Stock
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 02, 2021	Sep. 26, 2020	Oct. 02, 2021	Sep. 26, 2020
Net sales	$ 26,749	$ 10,212	$ 106,009	$ 35,749
Cost of sales	24,241	8,875	59,135	30,477
Gross margin	2,508	1,337	46,874	5,272
Operating expenses:
Research and development	2,038	731	5,222	2,083
Intellectual property legal fees	8,461	784	14,585	2,257
Selling, general and administrative	2,590	1,816	7,639	5,994
Total operating expenses	13,089	3,331	27,446	10,334
Operating (loss) income	(10,581)	(1,994)	19,428	(5,062)
Other (expense) income, net:
Interest expense, net	(125)	(139)	(417)	(437)
Other (expense) income, net	(2)	3	641	(2)
Total other (expense) income, net	(127)	(136)	224	(439)
(Loss) income before provision for income taxes	(10,708)	(2,130)	19,652	(5,501)
Provision for income taxes			6,601	1
Net (loss) income	$ (10,708)	$ (2,130)	$ 13,051	$ (5,502)
(Loss) earnings per share:
Basic	$ (0.05)	$ (0.01)	$ 0.06	$ (0.03)
Diluted	$ (0.05)	$ (0.01)	$ 0.06	$ (0.03)
Weighted-average common shares outstanding:
Basic	224,020	192,257	215,135	179,154
Diluted	224,020	192,257	235,862	179,154
Net Product Sales
Net sales	$ 26,749	$ 10,212	$ 66,009	$ 35,749
License Fee
Net sales			$ 40,000

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at Dec. 28, 2019	$ 169	$ 179,086	$ (187,618)	$ (8,363)
Balance, shares at Dec. 28, 2019	169,539
Net (loss) income			(1,542)	(1,542)
Issuance of commitment shares	$ 2	(2)
Issuance of commitment shares (in shares)	1,529
Stock-based compensation		206		206
Restricted stock units vested and distributed, shares	362
Tax withholdings related to net share settlements of equity awards		(32)		(32)
Tax withholdings related to net share settlements of equity awards (in shares)	(135)
Balance at Mar. 28, 2020	$ 171	179,258	(189,160)	(9,731)
Balance, shares at Mar. 28, 2020	171,295
Balance at Dec. 28, 2019	$ 169	179,086	(187,618)	(8,363)
Balance, shares at Dec. 28, 2019	169,539
Net (loss) income				(5,502)
Balance at Sep. 26, 2020	$ 195	191,741	(193,120)	(1,184)
Balance, shares at Sep. 26, 2020	195,951
Balance at Mar. 28, 2020	$ 171	179,258	(189,160)	(9,731)
Balance, shares at Mar. 28, 2020	171,295
Net (loss) income			(1,830)	(1,830)
Issuance of common stock, net	$ 10	2,751		2,761
Issuance of common stock, shares	9,781
Stock-based compensation		164		164
Tax withholdings related to net share settlements of equity awards		(10)		(10)
Tax withholdings related to net share settlements of equity awards (in shares)	(63)
Balance at Jun. 27, 2020	$ 181	182,163	(190,990)	(8,646)
Balance, shares at Jun. 27, 2020	181,013
Net (loss) income			(2,130)	(2,130)
Issuance of common stock, net	$ 14	9,399		9,413
Issuance of common stock, shares	14,180
Exercise of stock options		28		28
Exercise of stock options, shares	200
Exercise of warrants, shares	256
Stock-based compensation		212		212
Restricted stock units vested and distributed, shares	438
Tax withholdings related to net share settlements of equity awards		(61)		(61)
Tax withholdings related to net share settlements of equity awards (in shares)	(136)
Balance at Sep. 26, 2020	$ 195	191,741	(193,120)	(1,184)
Balance, shares at Sep. 26, 2020	195,951
Balance at Jan. 02, 2021	$ 195	192,071	(194,886)	(2,620)
Balance, shares at Jan. 02, 2021	195,978
Net (loss) income			(4,017)	(4,017)
Issuance of common stock, net	$ 12	9,349		9,361
Issuance of common stock, shares	11,700
Exercise of stock options		376		376
Exercise of stock options, shares	476
Exercise of warrants	$ 7	3,975		3,982
Exercise of warrants, shares	6,508
Stock-based compensation		338		338
Restricted stock units vested and distributed	$ 1	(1)
Restricted stock units vested and distributed, shares	501
Tax withholdings related to net share settlements of equity awards		(276)		(276)
Tax withholdings related to net share settlements of equity awards (in shares)	(150)
Balance at Apr. 03, 2021	$ 215	205,832	(198,903)	7,144
Balance, shares at Apr. 03, 2021	215,013
Balance at Jan. 02, 2021	$ 195	192,071	(194,886)	(2,620)
Balance, shares at Jan. 02, 2021	195,978
Net (loss) income				$ 13,051
Exercise of stock options, shares				2,730
Balance at Oct. 02, 2021	$ 226	229,523	(181,835)	$ 47,914
Balance, shares at Oct. 02, 2021	225,969
Balance at Apr. 03, 2021	$ 215	205,832	(198,903)	7,144
Balance, shares at Apr. 03, 2021	215,013
Net (loss) income			27,776	27,776
Exercise of stock options		256		256
Exercise of stock options, shares	345
Exercise of warrants	$ 1	375		376
Exercise of warrants, shares	588
Stock-based compensation		379		379
Restricted stock units vested and distributed, shares	63
Tax withholdings related to net share settlements of equity awards		(47)		(47)
Tax withholdings related to net share settlements of equity awards (in shares)	(22)
Balance at Jul. 03, 2021	$ 216	206,795	(171,127)	35,884
Balance, shares at Jul. 03, 2021	215,987
Net (loss) income			(10,708)	(10,708)
Issuance of common stock, net	$ 3	16,913		16,916
Issuance of common stock, shares	2,973
Exercise of stock options	$ 2	3,178		3,180
Exercise of stock options, shares	1,909
Exercise of warrants	$ 5	2,906		2,911
Exercise of warrants, shares	4,712
Stock-based compensation		445		445
Restricted stock units vested and distributed, shares	521
Tax withholdings related to net share settlements of equity awards		(714)		(714)
Tax withholdings related to net share settlements of equity awards (in shares)	(133)
Balance at Oct. 02, 2021	$ 226	$ 229,523	$ (181,835)	$ 47,914
Balance, shares at Oct. 02, 2021	225,969

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Oct. 02, 2021	Sep. 26, 2020
Cash flows from operating activities:
Net income (loss)	$ 13,051	$ (5,502)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	95	112
Interest accrued on convertible promissory notes	226	227
Amortization of debt discounts	158	159
Non-cash lease expense	288	385
Gain on extinguishment of debt	(643)
Stock-based compensation	1,162	582
Changes in operating assets and liabilities:
Accounts receivable	(78)	(531)
Inventories	(16,189)	(1,025)
Prepaid expenses and other assets	(439)	340
Accounts payable	22,837	(1,081)
Accrued payroll and related liabilities	310	(75)
Accrued expenses and other liabilities	(683)	(505)
Net cash provided by (used in) operating activities	20,095	(6,914)
Cash flows from investing activities:
Acquisition of property and equipment	(318)	(25)
Net cash used in investing activities	(318)	(25)
Cash flows from financing activities:
Net borrowings under line of credit	809	398
Proceeds from issuance of long-term debt		637
Payments on note payable	(251)	(424)
Proceeds from issuance of common stock, net	26,277	12,174
Proceeds from exercise of stock options and warrants	11,081	28
Payments for taxes related to net share settlement of equity awards	(1,037)	(103)
Net cash provided by financing activities	36,879	12,710
Net change in cash, cash equivalents and restricted cash	56,656	5,771
Cash, cash equivalents and restricted cash at beginning of period	16,526	11,716
Cash, cash equivalents and restricted cash at end of period	$ 73,182	$ 17,487

Condensed Consolidated Statem_4

Condensed Consolidated Statements Of Cash Flows (Parenthetical) - USD ($) $ in Thousands	Oct. 02, 2021	Sep. 26, 2020
Reconciliation of cash, cash equivalents and restricted cash at end of period:
Cash and cash equivalents	$ 62,282	$ 14,287
Restricted cash	10,900	3,200
Cash, cash equivalents and restricted cash at end of period	$ 73,182	$ 17,487

Description of Business

Description of Business	9 Months Ended
	Oct. 02, 2021
Description of Business
Description of Business	Note 1—Description of Business ​ Netlist, Inc. and its wholly-owned subsidiaries (collectively the “Company” or “Netlist”) provides high-performance solid state drives and modular memory solutions to enterprise customers in diverse industries. The Company's NVMe SSDs in various capacities and form factors and the line of custom and specialty memory products bring industry-leading performance to server and storage appliance customers and cloud service providers. Netlist licenses its portfolio of intellectual property including patents, in server memory, hybrid memory and storage class memory, to companies that implement Netlist’s technology.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Oct. 02, 2021
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2—Summary of Significant Accounting Policies ​ Basis of Presentation ​ The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended January 2, 2021, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 26, 2021 (the “2020 Annual Report”). ​ In the opinion of management, all adjustments for the fair presentation of the Company’s condensed consolidated financial statements have been made. The adjustments are of a normal recurring nature except as otherwise noted. The results of operations for the interim periods are not necessarily indicative of the results to be expected for other periods or the full fiscal year. The Company has evaluated events occurring subsequent to October 2, 2021, through the filing date of this Quarterly Report on Form 10-Q and concluded that there were no events that required recognition and disclosures other than those discussed elsewhere in the notes hereto. ​ Principles of Consolidation ​ ​ Fiscal Year ​ The Company’s fiscal year is the 52- or 53-week period that ends on the Saturday nearest to December 31. The Company’s fiscal year 2021 will include 52 weeks and ends on January 1, 2022 and its fiscal year 2020 included 53 weeks and ended on January 2, 2021. The four quarters of fiscal year 2021 each includes 13 weeks. The first three quarters of fiscal year 2020 each included 13 weeks and the fourth quarter included 14 weeks. Unless otherwise stated, references to particular years, quarters, months and periods refer to the Company’s fiscal years ended in January and the associated quarters, months and periods of those fiscal years. ​ Use of Estimates ​ The preparation of the accompanying condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported. Actual results may differ materially from those estimates. ​ Recently Adopted Accounting Guidance ​ In the first quarter of 2021, the Company adopted the Financial Accounting Standards Board (“FASB” Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes ​ Recently Issued Accounting Guidance ​ In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity

Supplemental Financial Informat

Supplemental Financial Information	9 Months Ended
	Oct. 02, 2021
Supplemental Financial Information
Supplemental Financial Information	Note 3—Supplemental Financial Information ​ Inventories ​ Inventories consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ 2021 ​ 2021 Raw materials ​ $ 3,704 ​ $ 578 Work in process ​ ​ 568 ​ ​ 2 Finished goods ​ ​ 15,115 ​ ​ 2,618 ​ ​ $ 19,387 ​ $ 3,198 ​ (Loss) Earnings Per Share ​ The following table shows the computation of basic and diluted (loss) earnings per share of common stock (in thousands, except per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 2021 ​ 2020 Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (loss) income ​ $ (10,708) ​ $ (2,130) ​ $ 13,051 ​ $ (5,502) Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average basic shares outstanding ​ ​ 224,020 ​ ​ 192,257 ​ ​ 215,135 ​ ​ 179,154 Effect of dilutive securities ​ ​ — ​ ​ — ​ ​ 20,727 ​ ​ — Weighted-average diluted shares ​ ​ 224,020 ​ ​ 192,257 ​ ​ 235,862 ​ ​ 179,154 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic (loss) earnings per share ​ $ (0.05) ​ $ (0.01) ​ $ 0.06 ​ $ (0.03) Diluted (loss) earnings per share ​ $ (0.05) ​ $ (0.01) ​ $ 0.06 ​ $ (0.03) ​ The table below shows potentially dilutive weighted average common share equivalents, consisting of shares issuable upon the exercise of outstanding stock options and warrants using the treasury stock method, shares issuable upon conversion of the SVIC Note (see Note 5) using the “if-converted” method, and the vesting of restricted stock units (“RSUs”). These potential weighted average common share equivalents have been excluded from the diluted net loss per share calculations above as their effect would be anti-dilutive (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ 2021 2020 2021 2020 Weighted average common share equivalents ​ ​ 21,158 ​ ​ 14,278 ​ ​ — ​ ​ 13,526 ​ Disaggregation of Net Sales ​ The following table shows disaggregated net sales by major source (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 2021 ​ 2020 Resales of third-party products ​ $ 20,089 ​ $ 6,883 ​ $ 51,014 ​ $ 24,146 Sale of the Company's modular memory subsystems ​ ​ 6,660 ​ ​ 3,329 ​ ​ 14,995 ​ ​ 11,603 License fee ​ ​ — ​ ​ — ​ ​ 40,000 ​ ​ — Total net sales ​ $ 26,749 ​ $ 10,212 ​ $ 106,009 ​ $ 35,749 ​ During the second quarter of 2021, the Company received an upfront non-refundable license fee of $40 million as consideration to enter into a license agreement with SK hynix, Inc. a South Korean memory semiconductor supplier, (“SK hynix”). The license fee was recognized when the Company granted the license of its patents to SK hynix, since the performance obligation was satisfied at a point in time. In connection with the receipt of the license fee, during the second quarter of 2021, the Company recorded a provision for income taxes of $6.6 million related to the Korean withholding tax incurred. Major Customers and Products ​ The Company’s net product sales have historically been concentrated in a small number of customers. The following table sets forth the percentage of net product sales made to customers that each comprise 10% or more of total product sales: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 ​ 2021 ​ 2020 Customer A ​ 25% ​ * ​ 15% ​ * Customer B ​ 13% ​ * ​ * ​ * Customer C ​ * ​ 21% ​ * ​ * Customer D ​ * ​ 14% ​ * ​ 15% * Less than 10% of net sales during the period. ​ As of October 2, 2021 and January 2, 2021, one customer represented 28% and 50% of aggregate gross receivables, respectively. The loss of a major customer or a reduction in sales to or difficulties collecting payments from these customers could significantly reduce the Company’s net sales and adversely affect its operating results. The Company mitigates risks associated with foreign and domestic receivables by purchasing comprehensive credit insurance. ​ The Company resells certain component products to end-customers that are not reached in the distribution models of the component manufacturers, including storage customers, appliance customers, system builders and cloud and datacenter customers. For the three and nine months ended October 2, 2021, resales of these products represented approximately 75% and 77% of net product sales, respectively. For the three and nine months ended September 26, 2020, they represented approximately 67% and 68% of net product sales, respectively. ​ Cash Flow Information ​ The following table sets forth supplemental disclosure of non-cash financing activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ 2021 2020 Gain on extinguishment of debt ​ $ 643 ​ $ — ​

Credit Agreements

Credit Agreements	9 Months Ended
	Oct. 02, 2021
Credit Agreements
Credit Agreements	Note 4—Credit Agreement ​ On October 31, 2009, the Company and Silicon Valley Bank (“SVB”) entered into a credit agreement (as the same may from time to time be amended, modified, supplemented or restated, the “SVB Credit Agreement”), which provides for a revolving line of credit up to $5.0 million. The borrowing base is limited to 85% of the eligible accounts receivable, subject to certain adjustments. On April 9, 2021, the Company entered into an amendment to the SVB Credit Agreement to accrue interest on borrowings at a per annum rate equal to the greater of 2.25% above the Wall Street Journal prime rate (“Prime Rate”) or 5.50% from the Prime Rate plus 2.75% previously and to extend the maturity date to December 30, 2021. The amount available for borrowing may be increased to $7.0 million and the maturity date will be extended to April 29, 2022 upon the Company’s request, if the Company meets certain conditions. ​ The SVB Credit Agreement requires letters of credit to be secured by cash, which is classified as restricted cash in the accompanying condensed consolidated balance sheets. As of October 2, 2021 and January 2, 2021, (i) outstanding letters of credit were $10.9 million and $3.2 million, respectively, (ii) outstanding borrowings were $4.5 million and $3.7 million, respectively, and (iii) availability under the revolving line of credit was $0.1 million and $0.1 million, respectively. ​ On April 12, 2017, the Company and SVB entered into an amendment to the SVB Credit Agreement to, among other things, obtain SVB’s consent in connection with the Company’s rights agreement with Computershare Trust Company, N.A., as rights agent (see Note 8), and make certain administrative changes in connection with the Company’s funding arrangement with TR Global Funding V, LLC, an affiliate of TRGP Capital Management, LLC (“TRGP”) (see Note 7). ​ As of October 2, 2021, all obligations under the SVB Credit Agreement were secured by a first priority security interest in the Company’s tangible and intangible assets, other than its patent portfolio, which was subject to a first priority security interest held by Samsung Venture Investment Co. (“SVIC”) (see Note 5). The SVB Credit Agreement subjects the Company to certain affirmative and negative covenants, including financial covenants with respect to the Company’s liquidity and restrictions on the payment of dividends. As of October 2, 2021, the Company was in compliance with its covenants under the SVB Credit Agreement.

Debt

Debt	9 Months Ended
	Oct. 02, 2021
Debt
Debt	Note 5—Debt ​ The Company’s debt consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ 2021 2021 Secured convertible note, due December 2021, including accrued interest of $1,762 (2021) and $1,538 (2020), respectively ​ $ 16,762 ​ $ 16,538 Paycheck protection program loan, due April 2022, including accrued interest of $4 (2020), respectively ​ ​ — ​ ​ 641 Notes payable ​ ​ — ​ ​ 251 Unamortized debt discounts and issuance costs ​ ​ (70) ​ ​ (228) Total debt ​ ​ 16,692 ​ ​ 17,202 Less: amounts due within one year ​ ​ (16,692) ​ ​ (17,056) Long-term debt ​ $ — ​ $ 146 ​ Secured Convertible Note ​ On November 18, 2015, in connection with entering into the Joint Development and License Agreement with Samsung Electronics Co., Ltd. (“Samsung”), the Company issued to Samsung Venture Investment Co. (“SVIC”) a secured convertible note (“SVIC Note”) and stock purchase warrant (“SVIC Warrant”). The SVIC Note has an original principal amount of $15.0 million, accrues interest at a rate of 2.0% per year, is due and payable in full on December 31, 2021, and is convertible into shares of the Company’s common stock at a conversion price of $1.25 per share, subject to certain adjustments, on the maturity date of the SVIC Note. Upon a change of control of the Company prior to the maturity date of the SVIC Note, the SVIC Note may, at the Company’s option, be assumed by the surviving entity or be redeemed upon the consummation of such change of control for the principal and accrued but unpaid interest as of the redemption date. The SVIC Warrant grants SVIC a right to purchase 2,000,000 shares of the Company’s common stock at an exercise price of $0.30 per share, subject to certain adjustments, is only exercisable in the event the Company exercises its right to redeem the SVIC Note on or prior to its maturity date, and expires on December 31, 2025. ​ The SVIC Warrant was valued at $1.2 million, based on its relative fair value, and was recorded as a debt discount. The Company also recorded $0.2 million of debt issuance costs as a debt discount for professional services fees rendered in connection with the transaction. These amounts are being amortized to interest expense over the term of the SVIC Note using the interest method. For the three and nine months ended October 2, 2021, interest expense related to the amortization of the issuance costs associated with the liability component was not material. The effective interest rate, including accretion of the SVIC Note to par and amortization of debt issuance costs, was approximately 3.4%. As of October 2, 2021, the outstanding principal and accrued interest on the SVIC Note was $16.8 million, and the outstanding SVIC Note balance, net of unamortized debt discounts and issuance costs, was $16.7 million. ​ In connection with the SVIC Note, SVIC was granted a first priority security interest in the Company’s patent portfolio and a second priority security interest in all of the Company’s other tangible and intangible assets. Upon issuance of the SVIC Note, the Company, SVB and SVIC entered into an Intercreditor Agreement pursuant to which SVB and SVIC agreed to their relative security interests in the Company’s assets. In May 2017, SVIC, SVB and TRGP entered into additional Intercreditor Agreements to modify certain of these lien priorities (see Note 7). Additionally, upon issuance of the SVIC Note and the SVIC Warrant, the Company and SVIC entered into a Registration Rights Agreement pursuant to which the Company is obligated to register with the Securities and Exchange Commission, upon demand by SVIC, the shares of the Company’s common stock issuable upon conversion of the SVIC Note or upon exercise of the SVIC Warrant. ​ The SVIC Note subjects the Company to certain affirmative and negative operating covenants. As of October 2, 2021, the Company was in compliance with its covenants under the SVIC Note. ​ Paycheck Protection Program Loan ​ On April 23, 2020, the Company entered into an unsecured promissory note with a principal amount of $0.6 million through Hanmi Bank under the Paycheck Protection Program (“PPP”) (“PPP Loan”) administered by the Small Business Administration (“SBA”) and established as part of the Coronavirus Aid, Relief, and Economic Security Act. The PPP Loan bore interest at 1.0% per annum and would mature on April 23, 2022 with the first six months of interest and principal payments deferred. The amount borrowed under the PPP Loan was guaranteed by the SBA and was eligible for forgiveness in an amount equal to the sum of the eligible costs, including payroll, benefits, rent and utilities, incurred by the Company during the 24-week period beginning on the date the Company received the proceeds. The PPP Loan contained customary events of default, and the occurrence of an event of default might result in a claim for the immediate repayment of all amounts outstanding under the PPP Loan. In May 2021, the full amount outstanding under the PPP Loan was forgiven, resulting in a gain of $0.6 million during the second quarter of 2021.

Leases

Leases	9 Months Ended
	Oct. 02, 2021
Leases
Leases	Note 6—Leases ​ The Company has operating and finance leases primarily associated with office and manufacturing facilities and certain equipment. The determination of which discount rate to use when measuring the lease obligation was deemed a significant judgment. ​ Lease cost and supplemental cash flow information related to operating leases was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ 2021 ​ 2020 2021 2020 Lease cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating lease cost ​ $ 85 ​ $ 141 ​ $ 325 ​ $ 446 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ ​ 85 ​ ​ 141 ​ ​ 325 ​ ​ 442 Right-of-use assets obtained in exchange for lease obligations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance leases ​ ​ 20 ​ ​ — ​ ​ 20 ​ ​ — Lease modification to increase (decrease) lease assets ​ ​ — ​ ​ — ​ ​ 338 ​ ​ (365) ​ ​ Supplemental balance sheet information related to leases was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ ​ 2021 ​ 2021 Operating Leases ​ ​ ​ ​ ​ ​ Operating lease right-of-use assets ​ $ 165 ​ $ 114 Accrued expenses and other current liabilities ​ $ 165 ​ $ 118 ​ ​ ​ ​ ​ ​ ​ Finance Leases ​ ​ ​ ​ ​ ​ Property and equipment, at cost ​ $ 116 ​ $ 96 Accumulated depreciation ​ ​ (49) ​ ​ (34) Property and equipment, net ​ $ 67 ​ $ 62 Accrued expenses and other current liabilities ​ $ 23 ​ $ 19 Other liabilities ​ ​ 47 ​ ​ 46 Total finance lease liabilities ​ $ 70 ​ $ 65 ​ The following table includes supplemental information: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ ​ 2021 ​ 2021 Weighted Average Remaining Lease Term (in years) ​ ​ ​ ​ ​ ​ Operating lease ​ ​ 0.8 ​ ​ 0.4 Finance lease ​ ​ 3.1 ​ ​ 3.3 ​ ​ ​ ​ ​ ​ ​ Weighted Average Discount Rate ​ ​ ​ ​ ​ ​ Operating lease ​ ​ 5.5% ​ ​ 6.1% Finance lease ​ ​ 5.2% ​ ​ 5.1% ​ Maturities of lease liabilities as of October 2, 2021 were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating ​ Finance Fiscal Year ​ Leases ​ Leases 2021 (remainder of the year) ​ $ 63 ​ $ 6 2022 ​ ​ 105 ​ ​ 26 2023 ​ ​ — ​ ​ 26 2024 ​ ​ — ​ ​ 10 2025 ​ ​ — ​ ​ 5 Thereafter ​ ​ — ​ ​ 3 Total lease payments ​ ​ 168 ​ ​ 76 Less: imputed interest ​ ​ (3) ​ ​ (6) Total ​ $ 165 ​ $ 70 ​ As of October 2, 2021, the Company had $2.4 million of future payments under additional leases, primarily for corporate facilities, that had not yet commenced. These leases will commence during 2021, with lease terms ranging from two to five years .

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Oct. 02, 2021
Commitments and Contingencies
Commitments and Contingencies	Note 7—Commitments and Contingencies ​ TRGP Agreement ​ On May 3, 2017, the Company and TRGP entered into an investment agreement (the “TRGP Agreement”), which generally provided that TRGP directly fund the costs incurred by or on behalf of the Company in connection with the Company’s first action in the U.S. International Trade Commission (“ITC”) and its U.S. district court proceedings, but excluding all other proceedings (all such funded costs, collectively, the “Funded Costs”). In exchange for such funding, the Company agreed that, if the Company recovered any proceeds in connection with the funded SK hynix proceedings relating to certain patents, it would pay to TRGP the amount of the Funded Costs paid by TRGP plus an escalating premium based on when any such proceeds are recovered. On January 23, 2020, the Company and TRGP entered into an amendment to the TRGP Agreement to alter the recovery sharing formula related to claims against SK hynix for alleged infringement of the Company’s patents (the “First Amendment”). The Company believes that the SK hynix License Agreement entered into on April 5, 2021 falls outside the scope of the TRGP Agreement and the First Amendment to the TRGP Agreement and does not anticipate that it will be obligated to make payments to TRGP under the TRGP Agreement or the First Amendment. ​ Litigation and Patent Reexaminations ​ The Company owns numerous patents and continues to seek to grow and strengthen its patent portfolio, which covers various aspects of the Company’s innovations and includes various claim scopes. The Company plans to pursue avenues to monetize its intellectual property portfolio, in which it would generate revenue by selling or licensing its technology, and it intends to vigorously enforce its patent rights against alleged infringers of such rights. The Company dedicates substantial resources to protecting and enforcing its intellectual property rights, including with patent infringement proceedings it files against third parties and defense of its patents against challenges made by way of reexamination and review proceedings at the U.S. Patent and Trademark Office (“USPTO”) and Patent Trial and Appeal Board (“PTAB”). The Company expects these activities to continue for the foreseeable future, with no guarantee that any ongoing or future patent protection or litigation activities will be successful, or that the Company will be able to monetize its intellectual property portfolio. The Company is also subject to litigation based on claims that it has infringed on the intellectual property rights of others. ​ Any litigation, regardless of its outcome, is inherently uncertain, involves a significant dedication of resources, including time and capital, and diverts management’s attention from other activities of the Company. As a result, any current or future infringement claims or patent challenges by or against third parties, whether or not eventually decided in the Company’s favor or settled, could materially adversely affect the Company’s business, financial condition and results of operations. Additionally, the outcome of pending or future litigation and related patent reviews and reexaminations, as well as any delay in their resolution, could affect the Company’s ability to continue to sell its products, protect against competition in the current and expected markets for its products or license or otherwise monetize its intellectual property rights in the future. ​ Google Litigation ​ On December 4, 2009, the Company filed a patent infringement lawsuit against Google, Inc. (“Google”) in the U.S. District Court for the Northern District of California (the “Northern District Court”), seeking damages and injunctive relief based on Google’s alleged infringement of the Company’s U.S. Patent No. 7,619,912 (the “‘912 patent”), which relates generally to technologies to implement rank multiplication. In February 2010, Google answered the Company’s complaint and asserted counterclaims against the Company seeking a declaration that the patent is invalid and not infringed, and claiming that the Company committed fraud, negligent misrepresentation and breach of contract based on the Company’s activities in the Joint Electron Device Engineering Council (“JEDEC”) standard-setting organization. The counterclaim seeks unspecified compensatory damages. Accruals have not been recorded for loss contingencies related to Google’s counterclaim because it is not probable that a loss has been incurred and the amount of any such loss cannot be reasonably estimated. In October 2010, Google requested and was later granted an Inter Partes ​ Inphi Litigation ​ On September 22, 2009, the Company filed a patent infringement lawsuit against Inphi Corporation (“Inphi”) in the U.S. District Court for the Central District of California (the “Central District Court”). The complaint, as amended, alleges that Inphi is contributorily infringing and actively inducing the infringement of U.S. patents owned by the Company, including the ‘912 patent, U.S. Patent No. 7,532,537 (the “‘537 patent”), which relates generally to memory modules with load isolation and memory domain translation capabilities, and U.S. Patent No. 7,636,274 (the “‘274 patent”), which is related to the ‘537 patent and relates generally to load isolation and memory domain translation technologies. The Company is seeking damages and injunctive relief based on Inphi’s use of the Company’s patented technology. Inphi denied infringement and claimed that the three patents are invalid. In June 2010, Inphi requested and was later granted Inter Partes ​ Micron Litigation ​ On April 28, 2021, the Company filed legal proceedings for patent infringement against Micron Technology, Inc. (“Micron”) in the United States District Court for the Western District of Texas (Case No. 6:21-cv-00431 & Case No. 6:21-cv-00430). These proceedings are based on the alleged infringement by Micron’s load-reduced dual in-line memory modules (“LRDIMM”) and Micron’s non-volatile dual in-line memory modules (“NVDIMM”) enterprise memory products of four of the Company’s U.S. patents – US Pat. No. 10,489,314; US Pat. No. 9,824,035; US Pat. No. 10,268,608; & US Pat. No. 8,301,833. Case schedules for these cases have not yet been set. ​ Samsung Litigation ​ On May 28, 2020, the Company filed legal proceedings against Samsung in the United States District Court for the Central District of California seeking damages for breach of contract of the Joint Development and License Agreement (the “JDLA”) entered into between Netlist and Samsung on November 12, 2015. On July 22, 2020, the Company amended its complaint to further seek a Declaratory Judgment that Netlist terminated the JDLA including the patent license under the JDLA. These proceedings are based on the alleged material breach by Samsung of the JDLA. On October 14, 2021, the court entered summary judgment in favor of Netlist on Samsung’s material breach of the supply obligation and material breach of tax withholding claims. The court further held that Netlist had properly terminated the JDLA on July 15, 2020. Finally, the court held that Netlist could not recover consequential damages. Trial on direct damages for the case is set to begin on November 30, 2021. ​ Other Contingent Obligations ​ In the ordinary course of its business, the Company has made certain indemnities, commitments and guarantees pursuant to which it may be required to make payments in relation to certain transactions. These include, among others: (i) intellectual property indemnities to the Company’s customers and licensees in connection with the use, sale and/or license of Company products; (ii) indemnities to vendors and service providers pertaining to claims based on the Company’s negligence or willful misconduct; (iii) indemnities involving the accuracy of representations and warranties in certain contracts; (iv) indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware; (v) indemnities to SVIC and SVB pertaining to all obligations, demands, claims, and liabilities claimed or asserted by any other party in connection with transactions contemplated by the applicable investment or loan documents, as applicable; and (vi) indemnities or other claims related to certain real estate leases, under which the Company may be required to indemnify property owners for environmental and other liabilities or may face other claims arising from the Company’s use of the applicable premises. The duration of these indemnities, commitments and guarantees varies and, in certain cases, may be indefinite. The majority of these indemnities, commitments and guarantees do not provide for any limitation of the maximum potential for future payments the Company could be obligated to make. Historically, the Company has not been obligated to make significant payments as a result of these obligations, and no liabilities have been recorded for these indemnities, commitments and guarantees in the accompanying condensed consolidated balance sheets.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Oct. 02, 2021
Stockholders' Equity
Stockholders' Equity	Note 8—Stockholders’ Equity ​ Serial Preferred Stock ​ The Company’s authorized capital stock includes 10,000,000 shares of serial preferred stock, with a par value of $0.001 per share. No shares of preferred stock were outstanding as of October 2, 2021 or January 2, 2021. ​ On April 17, 2017, the Company entered into a rights agreement (as amended from time to time, the “Rights Agreement”) with Computershare Trust Company, N.A., as rights agent. In connection with the adoption of the Rights Agreement and pursuant to its terms, the Company’s board of directors authorized and declared a dividend of one right (each, a “Right”) for each outstanding share of the Company’s common stock to stockholders of record at the close of business on May 18, 2017 (the “Record Date”), and authorized the issuance of one Right for each share of the Company’s common stock issued by the Company (except as otherwise provided in the Rights Agreement) between the Record Date and the Distribution Date (as defined below). ​ Each Right entitles the registered holder, subject to the terms of the Rights Agreement, to purchase from the Company, when exercisable and subject to adjustment, one unit consisting of one one 10 ​ In connection with the adoption of the Rights Agreement, the Company’s board of directors approved a Certificate of Designation of the Series A Preferred Stock (the “Certificate of Designation”) designating 1,000,000 shares of its serial preferred stock as Series A Preferred Stock and setting forth the rights, preferences and limitations of the Preferred Stock. The Company filed the Certificate of Designation with the Secretary of State of the State of Delaware on April 17, 2017. ​ 2019 Lincoln Park Purchase Agreement ​ On June 24, 2019, the Company entered into a purchase agreement (the “2019 Purchase Agreement”) with Lincoln Park Capital Fund, LLC (“Lincoln Park”), pursuant to which the Company has the right to sell to Lincoln Park up to an aggregate of $10 million in shares of its common stock subject to the conditions and limitations set forth in the 2019 Purchase Agreement. As consideration for entering into the 2019 Purchase Agreement, the Company issued to Lincoln Park 818,420 shares of its common stock as initial commitment shares in a noncash transaction on June 24, 2019 and will issue up to 818,420 additional shares of its common stock as additional commitment shares on a pro rata basis in connection with any additional purchases. The Company will not receive any cash proceeds from the issuance of these additional commitment shares. ​ During the three and nine months ended October 2, 2021, Lincoln Park purchased an aggregate of 406,074 shares and 2,075,503 shares of the Company’s common stock for a net purchase price of $2.0 million and $3.6 million, respectively, under the 2019 Purchase Agreement. In connection with the purchases, during the three and nine months ended October 2, 2021, the Company issued to Lincoln Park an aggregate of 165,319 shares and 294,787 shares of its common stock, respectively, as additional commitment shares in noncash transactions. In July 2021, the Company completed the sales under the 2019 Purchase Agreement. ​ 2020 Lincoln Park Purchase Agreement ​ On March 5, 2020, the Company entered into a purchase agreement (the “2020 Purchase Agreement”) with Lincoln Park, pursuant to which the Company had the right to sell to Lincoln Park up to an aggregate of $20 million in shares of its common stock over the 36-month term of the 2020 Purchase Agreement subject to the conditions and limitations set forth in the 2020 Purchase Agreement. As consideration for entering into the 2020 Purchase Agreement, the Company issued to Lincoln Park 1,529,052 shares of its common stock as initial commitment shares in a noncash transaction on March 6, 2020 and would issue up to 917,431 additional shares of its common stock as additional commitment shares on a pro rata basis in connection with any additional purchases. The Company would not receive any cash proceeds from the issuance of these additional commitment shares. ​ During the nine months ended October 2, 2021, Lincoln Park purchased an aggregate of 9,544,595 shares of the Company’s common stock for a net purchase price of $7.8 million under the 2020 Purchase Agreement. In connection with the purchases, during the nine months ended October 2, 2021, the Company issued to Lincoln Park an aggregate of 356,843 shares of its common stock as additional commitment shares in noncash transactions. In February 2021, the Company completed the sales under the 2020 Purchase Agreement. ​ First 2021 Lincoln Park Purchase Agreement ​ On July 12, 2021, the Company entered into a purchase agreement (the “First 2021 Purchase Agreement”) with Lincoln Park, pursuant to which the Company has the right to sell to Lincoln Park up to an aggregate of $17.4 million in shares of its common stock subject to the conditions and limitations set forth in the First 2021 Purchase Agreement. As consideration for entering into the First 2021 Purchase Agreement, the Company issued to Lincoln Park 80,000 shares of its common stock as initial commitment shares in a noncash transaction on July 12, 2021 and will issue up to 120,500 additional shares of its common stock as additional commitment shares on a pro rata basis in connection with any additional purchases. The Company will not receive any cash proceeds from the issuance of these additional commitment shares. ​ Pursuant to the First 2021 Purchase Agreement, on any business day and as often as every other business day over the 36-month ​ The Company controls the timing and amount of any sales of its common stock to Lincoln Park. There is no upper limit on the price per share that Lincoln Park must pay for the Company’s common stock under the First 2021 Purchase Agreement, but in no event will shares be sold to Lincoln Park on a day the closing price is less than the floor price specified in the First 2021 Purchase Agreement. In all instances, the Company may not sell shares of its common stock to Lincoln Park under the First 2021 Purchase Agreement if that would result in Lincoln Park beneficially owning more than 9.99% of its common stock. ​ The First 2021 Purchase Agreement does not limit the Company’s ability to raise capital from other sources at the Company’s sole discretion, except that, subject to certain exceptions, the Company may not enter into any Variable Rate Transaction (as defined in the First 2021 Purchase Agreement, including the issuance of any floating conversion rate or variable priced equity-like securities) during the 36 months after the date of the 2021 Purchase Agreement. The Company has the right to terminate the First 2021 Purchase Agreement at any time, at no cost to the Company. ​ During the three months ended October 2, 2021, Lincoln Park purchased an aggregate of 2,000,000 shares of the Company’s common stock for a net purchase price of $14.9 million under the First 2021 Purchase Agreement. In connection with the purchases, during the three months ended October 2, 2021, the Company issued to Lincoln Park an aggregate of 103,292 shares of its common stock as additional commitment shares in noncash transactions. ​ Subsequent to October 2, 2021, Lincoln Park purchased an aggregate of 383,748 shares of the Company’s common stock for a net purchase price of $2.5 million under the First 2021 Purchase Agreement. In connection with the purchases, the Company issued to Lincoln Park an aggregate of 17,208 shares of its common stock as additional commitment shares in noncash transactions. In October 2021, the Company completed the sales under the First 2021 Purchase Agreement. ​ Second 2021 Lincoln Park Purchase Agreement ​ On September 28, 2021, the Company entered into a purchase agreement (the “Second 2021 Purchase Agreement”) with Lincoln Park, pursuant to which the Company has the right to sell to Lincoln Park up to an aggregate of $75 million in shares of its common stock subject to the conditions and limitations set forth in the Second 2021 Purchase Agreement. Concurrent with the execution of the Second 2021 Purchase Agreement, the Company also entered into a registration rights agreement with Lincoln Park relating to the Company’s common stock to be sold to Lincoln Park. As consideration for entering into the Second 2021 Purchase Agreement, the Company issued to Lincoln Park 218,750 shares of its common stock as initial commitment shares in a noncash transaction on September 28, 2021 and will issue up to 143,750 additional shares of its common stock as additional commitment shares on a pro rata basis in connection with any additional purchases. The Company will not receive any cash proceeds from the issuance of these additional commitment shares. ​ Pursuant to the Second 2021 Purchase Agreement, on any business day and as often as every other business day over the 36-month term of the Second 2021 Purchase Agreement, the Company has the right, from time to time, at its sole discretion and subject to certain conditions, to direct Lincoln Park to purchase up to 750,000 shares of its common stock, provided Lincoln Park’s obligation under any single such purchase will not exceed $4.0 million, unless the Company and Lincoln Park mutually agree to increase the maximum amount of such single regular purchase. If the Company directs Lincoln Park to purchase the maximum number of shares of common stock it then may sell in a regular purchase, then in addition to such regular purchase, and subject to certain conditions and limitations in the Second 2021 Purchase Agreement, the Company may direct Lincoln Park to purchase an additional amount of common stock that may not exceed the lesser of (i) 300% of the number of shares purchased pursuant to the corresponding regular purchase or (ii) 30% of the total number of shares of its common stock traded during a specified period on the applicable purchase date as set forth in the Second 2021 Purchase Agreement. Under certain circumstances and in accordance with the Second 2021 Purchase Agreement, the Company may direct Lincoln Park to purchase shares in multiple accelerated purchases on the same trading day. ​ The Company controls the timing and amount of any sales of its common stock to Lincoln Park. There is no upper limit on the price per share that Lincoln Park must pay for the Company’s common stock under the Second 2021 Purchase Agreement, but in no event will shares be sold to Lincoln Park on a day the closing price is less than the floor price specified in the Second 2021 Purchase Agreement. In all instances, the Company may not sell shares of its common stock to Lincoln Park under the Second 2021 Purchase Agreement if that would result in Lincoln Park beneficially owning more than 9.99% of its common stock. ​ The Second 2021 Purchase Agreement does not limit the Company’s ability to raise capital from other sources at the Company’s sole discretion, except that, subject to certain exceptions, the Company may not enter into any Variable Rate Transaction (as defined in the Second 2021 Purchase Agreement, including the issuance of any floating conversion rate or variable priced equity-like securities) during the 36 months after the date of the Second 2021 Purchase Agreement. The Company has the right to terminate the Second 2021 Purchase Agreement at any time, at no cost to the Company. ​ During the three months ended October 2, 2021, Lincoln Park did not purchase shares of the Company’s common stock under the Second 2021 Purchase Agreement. Subsequent to October 2, 2021, Lincoln Park purchased an aggregate of 650,000 shares of the Company’s common stock for a net purchase price of $4.8 million under the Second 2021 Purchase Agreement. In connection with the purchases, the Company issued to Lincoln Park an aggregate of 9,111 shares of its common stock as additional commitment shares in noncash transactions. ​ Warrants ​ Warrant activity for the nine months ended October 2, 2021 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ Number of ​ Average ​ ​ Shares ​ Exercise ​ (in thousands) Price Outstanding as of January 2, 2021 ​ ​ 13,911 ​ $ 0.59 Granted ​ ​ — ​ ​ — Exercised ​ ​ (11,911) ​ ​ 0.64 Expired ​ ​ — ​ ​ — Outstanding as of October 2, 2021 ​ ​ 2,000 ​ ​ 0.30 ​ ​

Stock-Based Awards

Stock-Based Awards	9 Months Ended
	Oct. 02, 2021
Stock-Based Awards
Stock-Based Awards	​ Note 9—Stock-Based Awards ​ As of October 2, 2021, the Company had 630,323 shares of common stock reserved for future issuance under its Amended and Restated 2006 Incentive Plan (“Amended 2006 Plan”). Stock options granted under the Amended 2006 Plan generally vest at a rate of at least 25% per year over four years and expire 10 years from the grant date. RSUs granted for employees and consultants generally vest semi-annually from the grant date over a four -year term, and RSUs granted for independent directors fully-vest on the grant date. ​ Stock Options ​ The following table summarizes the activity related to stock options during the nine months ended October 2, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- ​ ​ Number of ​ Average ​ ​ Shares ​ Exercise ​ ​ (in thousands) Price Outstanding as of January 2, 2021 ​ ​ 7,519 ​ $ 1.12 Granted ​ ​ 1,995 ​ ​ 1.01 Exercised ​ ​ (2,730) ​ ​ 1.40 Expired or forfeited ​ ​ (740) ​ ​ 1.68 Outstanding as of October 2, 2021 ​ ​ 6,044 ​ ​ 0.89 ​ Restricted Stock Units ​ The following table summarizes the activity related to RSUs during the nine months ended October 2, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- ​ ​ ​ ​ ​ Average ​ ​ Number of ​ Grant-Date ​ ​ Shares ​ Fair Value ​ ​ (in thousands) ​ per Share Outstanding as of January 2, 2021 ​ ​ 3,037 ​ $ 0.53 Granted ​ ​ 305 ​ ​ 4.54 Vested ​ ​ (1,085) ​ ​ 0.57 Forfeited ​ ​ (88) ​ ​ 0.51 Outstanding as of October 2, 2021 ​ ​ 2,169 ​ ​ 1.07 ​ Stock-Based Compensation ​ The following table summarizes the stock-based compensation expense by line item in the condensed consolidated statements of operations (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 ​ 2021 ​ 2020 Cost of sales ​ $ 2 ​ $ 1 ​ $ 9 ​ $ 8 Research and development ​ ​ 160 ​ ​ 63 ​ ​ 438 ​ ​ 154 Selling, general and administrative ​ ​ 283 ​ ​ 148 ​ ​ 715 ​ ​ 420 Total ​ $ 445 ​ $ 212 ​ $ 1,162 ​ $ 582 ​ As of October 2, 2021, the Company had approximately $3.9 million, net of estimated forfeitures, of unearned stock-based compensation, which it expects to recognize over a weighted-average period of approximately 3.0 years.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Oct. 02, 2021
Summary of Significant Accounting Policies
Basis of Presentation	​ Basis of Presentation ​ The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended January 2, 2021, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 26, 2021 (the “2020 Annual Report”). ​ In the opinion of management, all adjustments for the fair presentation of the Company’s condensed consolidated financial statements have been made. The adjustments are of a normal recurring nature except as otherwise noted. The results of operations for the interim periods are not necessarily indicative of the results to be expected for other periods or the full fiscal year. The Company has evaluated events occurring subsequent to October 2, 2021, through the filing date of this Quarterly Report on Form 10-Q and concluded that there were no events that required recognition and disclosures other than those discussed elsewhere in the notes hereto.
Principles of Consolidation	​ Principles of Consolidation ​ ​
Fiscal Year	Fiscal Year ​ The Company’s fiscal year is the 52- or 53-week period that ends on the Saturday nearest to December 31. The Company’s fiscal year 2021 will include 52 weeks and ends on January 1, 2022 and its fiscal year 2020 included 53 weeks and ended on January 2, 2021. The four quarters of fiscal year 2021 each includes 13 weeks. The first three quarters of fiscal year 2020 each included 13 weeks and the fourth quarter included 14 weeks. Unless otherwise stated, references to particular years, quarters, months and periods refer to the Company’s fiscal years ended in January and the associated quarters, months and periods of those fiscal years.
Use of Estimates	Use of Estimates ​ The preparation of the accompanying condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported. Actual results may differ materially from those estimates.
Recently Adopted Accounting Guidance	Recently Adopted Accounting Guidance ​ In the first quarter of 2021, the Company adopted the Financial Accounting Standards Board (“FASB” Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes
Recently Issued Accounting Guidance	Recently Issued Accounting Guidance ​ In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity

Supplemental Financial Inform_2

Supplemental Financial Information (Tables)	9 Months Ended
	Oct. 02, 2021
Supplemental Financial Information
Schedule Of Inventories	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ 2021 ​ 2021 Raw materials ​ $ 3,704 ​ $ 578 Work in process ​ ​ 568 ​ ​ 2 Finished goods ​ ​ 15,115 ​ ​ 2,618 ​ ​ $ 19,387 ​ $ 3,198
Schedule of computation of basic and diluted earnings (loss) per share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 2021 ​ 2020 Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (loss) income ​ $ (10,708) ​ $ (2,130) ​ $ 13,051 ​ $ (5,502) Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average basic shares outstanding ​ ​ 224,020 ​ ​ 192,257 ​ ​ 215,135 ​ ​ 179,154 Effect of dilutive securities ​ ​ — ​ ​ — ​ ​ 20,727 ​ ​ — Weighted-average diluted shares ​ ​ 224,020 ​ ​ 192,257 ​ ​ 235,862 ​ ​ 179,154 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic (loss) earnings per share ​ $ (0.05) ​ $ (0.01) ​ $ 0.06 ​ $ (0.03) Diluted (loss) earnings per share ​ $ (0.05) ​ $ (0.01) ​ $ 0.06 ​ $ (0.03)
Schedule of potential common shares excluded from diluted net loss per share calculations	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ 2021 2020 2021 2020 Weighted average common share equivalents ​ ​ 21,158 ​ ​ 14,278 ​ ​ — ​ ​ 13,526
Schedule of disaggregation of sales by major source	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 2021 ​ 2020 Resales of third-party products ​ $ 20,089 ​ $ 6,883 ​ $ 51,014 ​ $ 24,146 Sale of the Company's modular memory subsystems ​ ​ 6,660 ​ ​ 3,329 ​ ​ 14,995 ​ ​ 11,603 License fee ​ ​ — ​ ​ — ​ ​ 40,000 ​ ​ — Total net sales ​ $ 26,749 ​ $ 10,212 ​ $ 106,009 ​ $ 35,749
Schedule of sales from external customers	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 ​ 2021 ​ 2020 Customer A ​ 25% ​ * ​ 15% ​ * Customer B ​ 13% ​ * ​ * ​ * Customer C ​ * ​ 21% ​ * ​ * Customer D ​ * ​ 14% ​ * ​ 15% * Less than 10% of net sales during the period.
Schedule of supplemental disclosure of non-cash financing activities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ 2021 2020 Gain on extinguishment of debt ​ $ 643 ​ $ —

Debt (Tables)

Debt (Tables)	9 Months Ended
	Oct. 02, 2021
Debt
Schedule of long-term debt	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ 2021 2021 Secured convertible note, due December 2021, including accrued interest of $1,762 (2021) and $1,538 (2020), respectively ​ $ 16,762 ​ $ 16,538 Paycheck protection program loan, due April 2022, including accrued interest of $4 (2020), respectively ​ ​ — ​ ​ 641 Notes payable ​ ​ — ​ ​ 251 Unamortized debt discounts and issuance costs ​ ​ (70) ​ ​ (228) Total debt ​ ​ 16,692 ​ ​ 17,202 Less: amounts due within one year ​ ​ (16,692) ​ ​ (17,056) Long-term debt ​ $ — ​ $ 146

Leases (Tables)

Leases (Tables)	9 Months Ended
	Oct. 02, 2021
Leases
Schedule of lease cost and supplemental cash flow information relating to operating leases	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ 2021 ​ 2020 2021 2020 Lease cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating lease cost ​ $ 85 ​ $ 141 ​ $ 325 ​ $ 446 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ ​ 85 ​ ​ 141 ​ ​ 325 ​ ​ 442 Right-of-use assets obtained in exchange for lease obligations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance leases ​ ​ 20 ​ ​ — ​ ​ 20 ​ ​ — Lease modification to increase (decrease) lease assets ​ ​ — ​ ​ — ​ ​ 338 ​ ​ (365)
Schedule of supplemental balance sheet information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ ​ 2021 ​ 2021 Operating Leases ​ ​ ​ ​ ​ ​ Operating lease right-of-use assets ​ $ 165 ​ $ 114 Accrued expenses and other current liabilities ​ $ 165 ​ $ 118 ​ ​ ​ ​ ​ ​ ​ Finance Leases ​ ​ ​ ​ ​ ​ Property and equipment, at cost ​ $ 116 ​ $ 96 Accumulated depreciation ​ ​ (49) ​ ​ (34) Property and equipment, net ​ $ 67 ​ $ 62 Accrued expenses and other current liabilities ​ $ 23 ​ $ 19 Other liabilities ​ ​ 47 ​ ​ 46 Total finance lease liabilities ​ $ 70 ​ $ 65 ​ The following table includes supplemental information: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 2, ​ January 2, ​ ​ 2021 ​ 2021 Weighted Average Remaining Lease Term (in years) ​ ​ ​ ​ ​ ​ Operating lease ​ ​ 0.8 ​ ​ 0.4 Finance lease ​ ​ 3.1 ​ ​ 3.3 ​ ​ ​ ​ ​ ​ ​ Weighted Average Discount Rate ​ ​ ​ ​ ​ ​ Operating lease ​ ​ 5.5% ​ ​ 6.1% Finance lease ​ ​ 5.2% ​ ​ 5.1% ​
Schedule of maturities of operating lease liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating ​ Finance Fiscal Year ​ Leases ​ Leases 2021 (remainder of the year) ​ $ 63 ​ $ 6 2022 ​ ​ 105 ​ ​ 26 2023 ​ ​ — ​ ​ 26 2024 ​ ​ — ​ ​ 10 2025 ​ ​ — ​ ​ 5 Thereafter ​ ​ — ​ ​ 3 Total lease payments ​ ​ 168 ​ ​ 76 Less: imputed interest ​ ​ (3) ​ ​ (6) Total ​ $ 165 ​ $ 70
Schedule of maturities of finance lease liabilities	Maturities of lease liabilities as of October 2, 2021 were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating ​ Finance Fiscal Year ​ Leases ​ Leases 2021 (remainder of the year) ​ $ 63 ​ $ 6 2022 ​ ​ 105 ​ ​ 26 2023 ​ ​ — ​ ​ 26 2024 ​ ​ — ​ ​ 10 2025 ​ ​ — ​ ​ 5 Thereafter ​ ​ — ​ ​ 3 Total lease payments ​ ​ 168 ​ ​ 76 Less: imputed interest ​ ​ (3) ​ ​ (6) Total ​ $ 165 ​ $ 70

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	9 Months Ended
	Oct. 02, 2021
Stockholders' Equity
Schedule of warrant activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ Number of ​ Average ​ ​ Shares ​ Exercise ​ (in thousands) Price Outstanding as of January 2, 2021 ​ ​ 13,911 ​ $ 0.59 Granted ​ ​ — ​ ​ — Exercised ​ ​ (11,911) ​ ​ 0.64 Expired ​ ​ — ​ ​ — Outstanding as of October 2, 2021 ​ ​ 2,000 ​ ​ 0.30

Stock-Based Awards (Tables)

Stock-Based Awards (Tables)	9 Months Ended
	Oct. 02, 2021
Stock-Based Awards
Schedule of common stock options activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- ​ ​ Number of ​ Average ​ ​ Shares ​ Exercise ​ ​ (in thousands) Price Outstanding as of January 2, 2021 ​ ​ 7,519 ​ $ 1.12 Granted ​ ​ 1,995 ​ ​ 1.01 Exercised ​ ​ (2,730) ​ ​ 1.40 Expired or forfeited ​ ​ (740) ​ ​ 1.68 Outstanding as of October 2, 2021 ​ ​ 6,044 ​ ​ 0.89
Schedule of restricted stock Awards	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- ​ ​ ​ ​ ​ Average ​ ​ Number of ​ Grant-Date ​ ​ Shares ​ Fair Value ​ ​ (in thousands) ​ per Share Outstanding as of January 2, 2021 ​ ​ 3,037 ​ $ 0.53 Granted ​ ​ 305 ​ ​ 4.54 Vested ​ ​ (1,085) ​ ​ 0.57 Forfeited ​ ​ (88) ​ ​ 0.51 Outstanding as of October 2, 2021 ​ ​ 2,169 ​ ​ 1.07
Schedule of stock-based compensation Expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Nine Months Ended ​ ​ October 2, ​ September 26, ​ October 2, ​ September 26, ​ ​ 2021 ​ 2020 ​ 2021 ​ 2020 Cost of sales ​ $ 2 ​ $ 1 ​ $ 9 ​ $ 8 Research and development ​ ​ 160 ​ ​ 63 ​ ​ 438 ​ ​ 154 Selling, general and administrative ​ ​ 283 ​ ​ 148 ​ ​ 715 ​ ​ 420 Total ​ $ 445 ​ $ 212 ​ $ 1,162 ​ $ 582

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - item	Jan. 01, 2022	Oct. 02, 2021	Jan. 02, 2021
Number of weeks in a fiscal year	52		53
Number of quarters in a fiscal year	4
Number of weeks in each quarter	13
Number of weeks in first three quarters			13
Number of weeks in fourth quarter			14
Minimum
Number of weeks in a fiscal year		52
Maximum
Number of weeks in a fiscal year		53

Supplemental Financial Inform_3

Supplemental Financial Information (Schedule Of Inventories) (Details) - USD ($) $ in Thousands	Oct. 02, 2021	Jan. 02, 2021
Supplemental Financial Information
Raw materials	$ 3,704	$ 578
Work in process	568	2
Finished goods	15,115	2,618
Inventories	$ 19,387	$ 3,198

Supplemental Financial Inform_4

Supplemental Financial Information (Schedule Of Computation Of (Loss) Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Oct. 02, 2021	Jul. 03, 2021	Apr. 03, 2021	Sep. 26, 2020	Jun. 27, 2020	Mar. 28, 2020	Oct. 02, 2021	Sep. 26, 2020
Basic and diluted (loss) earnings per share:
Net (loss) income	$ (10,708)	$ 27,776	$ (4,017)	$ (2,130)	$ (1,830)	$ (1,542)	$ 13,051	$ (5,502)
Weighted-average basic shares outstanding	224,020			192,257			215,135	179,154
Effect of dilutive securities							$ 20,727
Weighted-average diluted shares	224,020			192,257			235,862	179,154
Basic (loss) earnings per share	$ (0.05)			$ (0.01)			$ 0.06	$ (0.03)
Diluted (loss) earnings per share	$ (0.05)			$ (0.01)			$ 0.06	$ (0.03)
Weighted average common share equivalents	21,158			14,278				13,526

Supplemental Financial Inform_5

Supplemental Financial Information (Disaggregation of Net Sales by Major Source) (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Oct. 02, 2021	Jul. 03, 2021	Sep. 26, 2020	Oct. 02, 2021	Sep. 26, 2020
Total net sales	$ 26,749		$ 10,212	$ 106,009	$ 35,749
provision for income taxes				6,601	1
South Korean
provision for income taxes		$ 6,600
License Agreement with SK hynix, Inc. | South Korean
Upfront non-refundable license fee		$ 40,000
Resales Of Third Party Products
Total net sales	20,089		6,883	51,014	24,146
Sale of the Company's modular memory subsystems
Total net sales	$ 6,660		$ 3,329	14,995	$ 11,603
License Fee
Total net sales				$ 40,000

Supplemental Financial Inform_6

Supplemental Financial Information (Major Customers and Products) (Details) - Customer Concentration Risk - customer	3 Months Ended		9 Months Ended		12 Months Ended
	Oct. 02, 2021	Sep. 26, 2020	Oct. 02, 2021	Sep. 26, 2020	Jan. 02, 2021
Sales Revenue, Product Line | Customer A
Concentration Risk [Line Items]
Concentration Risk, Percentage	25.00%		15.00%
Sales Revenue, Product Line | Customer B
Concentration Risk [Line Items]
Concentration Risk, Percentage	13.00%
Sales Revenue, Product Line | Customer C
Concentration Risk [Line Items]
Concentration Risk, Percentage		21.00%
Sales Revenue, Product Line | Customer D
Concentration Risk [Line Items]
Concentration Risk, Percentage		14.00%		15.00%
Sales Revenue, Resale of Products | Customer A, B and C
Concentration Risk [Line Items]
Concentration Risk, Percentage	75.00%	67.00%	77.00%	68.00%
Accounts Receivable
Concentration Risk [Line Items]
Concentration Risk, Number of Customers			1		1
Accounts Receivable | Customer A
Concentration Risk [Line Items]
Concentration Risk, Percentage			28.00%		50.00%

Supplemental Financial Inform_7

Supplemental Financial Information (Schedule Of Supplemental Disclosures Of Cash Flow Information And Non-Cash Financing Activities) (Details) $ in Thousands	9 Months Ended
	Oct. 02, 2021USD ($)
Supplemental Financial Information
Gain on extinguishment of debt	$ 643

Credit Agreement (Details)

Credit Agreement (Details) - Silicon Valley Bank - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Oct. 02, 2021	Jan. 02, 2021
Line of Credit Facility
Borrowing capacity as a percentage of eligible accounts receivable	85.00%
Maximum borrowing capacity	$ 5,000
Outstanding borrowings	4,500	$ 3,700
Availability remaining	$ 100	100
Rate plus "prime rate"	2.75%
Letter of Credit
Line of Credit Facility
Outstanding borrowings	$ 10,900	$ 3,200
Rate plus "prime rate"	2.25%
Line Of Credit Extended Maturity Date Percentage	5.50%
Line Of Credit Potential Available For Borrowing	$ 7,000

Debt (Schedule Of Long-Term Deb

Debt (Schedule Of Long-Term Debt) (Details) - USD ($) $ in Thousands	Oct. 02, 2021	Jan. 02, 2021
Debt
Notes Payable		$ 251
Unamortized debt discounts and issuance costs	$ (70)	(228)
Debt outstanding	16,692	17,202
Less: current portion	(16,692)	(17,056)
Long-term debt		146
Senior Secured Convertible Note Due December 2025
Debt
Debt outstanding, noncurrent portion	16,762	16,538
Accrued interest	$ 1,762	1,538
Paycheck Protection Program Loan
Debt
Long-term debt, gross		641
Accrued interest		$ 4

Debt (Narrative) (Details)

Debt (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			9 Months Ended
	Oct. 02, 2021	Jul. 03, 2021	Sep. 26, 2020	Oct. 02, 2021	Sep. 26, 2020	Jan. 02, 2021	Apr. 23, 2020	Nov. 18, 2015
Long-term debt
Number of shares which may be purchased under warrant	2,000,000			2,000,000		13,911,000
Exercise price of warrants (in dollars per share)	$ 0.30			$ 0.30		$ 0.59
Interest expense	$ (125)		$ (139)	$ (417)	$ (437)
Debt outstanding	16,692			16,692		$ 17,202
Outstanding principal and accrued interest						251
Proceeds from issuance of long-term debt					$ 637
SVIC Warrant
Long-term debt
Number of shares which may be purchased under warrant								2,000,000
Exercise price of warrants (in dollars per share)								$ 0.30
Fair value of warrants	1,200			1,200
Senior Secured Convertible Note Due December 2025
Long-term debt
Face amount								$ 15,000
Debt outstanding, noncurrent portion	$ 16,762			$ 16,762		$ 16,538
Interest rate (as a percent)								2.00%
Debt conversion price (in dollars per share)								$ 1.25
Effective interest rate	3.40%			3.40%
Debt, net of discounts and costs	$ 16,700			$ 16,700
Unsecured Convertible Note Due August 2020
Long-term debt
Original issue discount				$ 200
Paycheck Protection Program Loan
Long-term debt
Face amount							$ 600
Interest rate (as a percent)							1.00%
Forgiven amount		$ 600

Leases - Lease Cost and Supplem

Leases - Lease Cost and Supplemental Cash Flow (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 02, 2021	Sep. 26, 2020	Oct. 02, 2021	Sep. 26, 2020
Lease cost:
Operating lease cost	$ 85	$ 141	$ 325	$ 446
Operating cash flows from operating leases	85	$ 141	325	442
Finance leases	$ 20		20
Lease modification to increase (decrease) lease assets			$ 338	$ (365)

Leases - Leases Supplemental Ba

Leases - Leases Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Oct. 02, 2021	Jan. 02, 2021
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets	$ 165	$ 114
Operating lease right-of-use assets - extensible list	Operating lease right-of-use assets
Accrued expenses and other current liabilities	$ 165	118
Accrued expenses and other current liabilities - extensible list	Accrued expenses and other current liabilities
Property and equipment, net	$ 425	182
Accrued expenses and other current liabilities	$ 23	19
Accrued expenses and other current liabilities - extensible list	Accrued expenses and other current liabilities
Other liabilities	$ 47	46
Other liabilities - extensible list	Other liabilities
Total finance lease liabilities	$ 70	65
Total finance lease liabilities - extensible list	us-gaap:AccruedLiabilitiesCurrent us-gaap:OtherLiabilitiesNoncurrent
Finance leased assets
Lessee, Lease, Description [Line Items]
Property and equipment, at cost	$ 116	96
Accumulated depreciation	(49)	(34)
Property and equipment, net	$ 67	$ 62

Leases - Weighted Average Remai

Leases - Weighted Average Remaining Lease Term (Details)	Oct. 02, 2021	Jan. 02, 2021
Leases
Weighted Average Remaining Lease Term - Operating lease	9 months 18 days	4 months 24 days
Weighted Average Remaining Lease Term - Finance lease	3 years 1 month 6 days	3 years 3 months 18 days
Weighted Average Discount Rate - Operating lease	5.50%	6.10%
Weighted Average Discount Rate - Finance lease	5.20%	5.10%

Leases - Maturities of Lease Li

Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Oct. 02, 2021	Jan. 02, 2021
Operating Leases
2021 (remainder of the year)	$ 63
2022	105
Total lease payments	168
Less: imputed interest	(3)
Total operating lease liabilities	165
Finance Leases
2021 (remainder of the year)	6
2022	26
2023	26
2024	10
2025	5
Thereafter	3
Total lease payments	76
Less: imputed interest	(6)
Total finance lease liabilities	$ 70	$ 65

Leases - Narrative (Details)

Leases - Narrative (Details) $ in Thousands	Oct. 02, 2021USD ($)
Property Plant And Equipment [Line Items]
Future payments	$ 168
Term of contract	5 years
Building [Member]
Property Plant And Equipment [Line Items]
Future payments	$ 2,400
Maximum
Property Plant And Equipment [Line Items]
Term of contract	2 years

Commitments and Contingencies (

Commitments and Contingencies (Litigations and Patent Reexaminations) (Details)	9 Months Ended
	Oct. 02, 2021patent
Inphi Litigation
Commitments and Contingencies
Number of patents claimed to be invalid	3

Stockholders' Equity (Narrative

Stockholders' Equity (Narrative) (Details) - $ / shares	Apr. 17, 2017	Oct. 02, 2021	Jan. 02, 2021
Serial Preferred Stock
Preferred stock, shares authorized		10,000,000	10,000,000
Preferred stock, par value		$ 0.001	$ 0.001
Preferred stock, shares outstanding		0	0
Number of rights authorized for each outstanding share of stock	1
Number of shares issued when right is exercised	0.001
Purchase price per share	$ 6.56
Number of days rights are to be distributed	10 days
Minimum beneficial ownership percentage for rights to be distributed	15.00%
Series A Preferred Stock
Serial Preferred Stock
Preferred stock, shares authorized		1,000,000	1,000,000
Preferred stock, par value		$ 0.001	$ 0.001
Stock-Based Compensation
Shares available for issuance	1,000,000

Stockholders' Equity (Common St

Stockholders' Equity (Common Stock Purchase Agreement) (Details) - USD ($)	Oct. 03, 2021	Sep. 28, 2021	Jul. 12, 2021	Mar. 06, 2020	Mar. 05, 2020	Jun. 24, 2019	Oct. 02, 2021	Apr. 03, 2021	Sep. 26, 2020	Jun. 27, 2020	Oct. 02, 2021
Assets Sold under Agreements to Repurchase [Line Items]
Aggregate amount			$ 17,400,000
Net purchase price							$ 16,916,000	$ 9,361,000	$ 9,413,000	$ 2,761,000
2019 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Commitment shares						818,420
Additional commitment shares							165,319				294,787
Repurchased shares							406,074				2,075,503
Net purchase price							$ 2,000,000				$ 3,600,000
2020 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Aggregate amount					$ 20,000,000
Commitment shares				1,529,052
Additional commitment shares				917,431
Repurchased shares											9,544,595
Repurchase of common stock price											$ 7,800,000
Stock issued common stock											356,843
Purchase agreement term					36 months
2021 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Commitment shares			80,000
Additional commitment shares			120,500
Purchase agreement term			36 months
Threshold percentage of common stock to be sold			9.99%
Period after purchase agreement not to enter into variable rate transaction											36 months
Terminate agreement cost			$ 0
First 2021 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Additional commitment shares	17,208						103,292
Repurchased shares	383,748						2,000,000
Net purchase price	$ 2,500,000						$ 14,900,000
Second First 2021 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Commitment shares		218,750
Repurchased shares	650,000
Repurchase of common stock price	$ 4,800,000
Stock issued common stock	9,111
Purchase agreement term		36 months
Threshold percentage of common stock to be sold		9.99%
Period after purchase agreement not to enter into variable rate transaction		36 months
Terminate agreement cost		$ 0
Maximum | 2019 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Aggregate amount						$ 10,000,000
Additional commitment shares						818,420
Maximum | 2021 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Threshold number of shares of common stock to be issued			750,000
Threshold value of shares of common stock to be issued under single purchase			$ 3,000,000
Threshold percentage of number of shares issued under regular purchase to purchase additional amount of common stock			300.00%
Threshold percentage of number of shares of common stock to purchase additional amount of common stock			30.00%
Maximum | Second First 2021 Lincoln Park Purchase Agreement
Assets Sold under Agreements to Repurchase [Line Items]
Aggregate amount		$ 75,000,000
Additional commitment shares		143,750
Threshold number of shares of common stock to be issued		750,000
Threshold value of shares of common stock to be issued under single purchase		$ 4,000,000
Threshold percentage of number of shares issued under regular purchase to purchase additional amount of common stock		300.00%
Threshold percentage of number of shares of common stock to purchase additional amount of common stock		30.00%

Stockholders' Equity (Warrants)

Stockholders' Equity (Warrants) (Details) shares in Thousands	9 Months Ended
	Oct. 02, 2021$ / sharesshares
Class of Warrant or Right [Line Items]
Warrants Outstanding, Beginning Balance | shares	13,911
Warrants Exercised | shares	(11,911)
Warrants Outstanding, Ending Balance | shares	2,000
Outstanding, Weighted-Average Exercise Price, Beginning balance | $ / shares	$ 0.59
Weighted-Average Exercise Price, Exercised | $ / shares	0.64
Outstanding, Weighted-Average Exercise Price, Ending balance | $ / shares	$ 0.30

Stock-Based Awards (Narrative)

Stock-Based Awards (Narrative) (Details)	9 Months Ended
	Oct. 02, 2021shares
Amended 2006 Plan
Stock-Based Compensation
Shares available for issuance	630,323
Rate of vesting of options granted	25.00%
Vesting period of options granted, in years	4 years
Expiration of vested options, period from date of grant	10 years
Vest semi-annually | Restricted Stock | 2006 Plan
Stock-Based Compensation
Vesting period of options granted, in years	4 years

Stock-Based Awards (Schedule Of

Stock-Based Awards (Schedule Of Stock Option Activity) (Details) shares in Thousands	9 Months Ended
	Oct. 02, 2021$ / sharesshares
Number of Shares
Outstanding, Beginning Balance | shares	7,519
Granted | shares	1,995
Exercised | shares	(2,730)
Expired or forfeited | shares	(740)
Outstanding, Ending Balance | shares	6,044
Weighted-Average Grant - Date Fair Value (Per Share)
Outstanding, Beginning Balance | $ / shares	$ 1.12
Granted | $ / shares	1.01
Exercised | $ / shares	1.40
Expired or Forfeited | $ / shares	1.68
Outstanding, Ending Balance | $ / shares	$ 0.89

Stock-Based Awards (Schedule _2

Stock-Based Awards (Schedule of Restricted Stock Awards) (Details) shares in Thousands	9 Months Ended
	Oct. 02, 2021$ / sharesshares
Number of Shares
Outstanding, Beginning Balance | shares	3,037
Granted | shares	305
Vested | shares	(1,085)
Forfeited | shares	(88)
Outstanding, Ending Balance | shares	2,169
Weighted-Average Grant - Date Fair Value (Per Share)
Outstanding, Beginning Balance | $ / shares	$ 0.53
Granted | $ / shares	4.54
Vested | $ / shares	0.57
Forfeited | $ / shares	0.51
Outstanding, Ending Balance | $ / shares	$ 1.07

Stock-Based Awards (Schedule _3

Stock-Based Awards (Schedule of Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 02, 2021	Sep. 26, 2020	Oct. 02, 2021	Sep. 26, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-Based Compensation, Total	$ 445	$ 212	$ 1,162	$ 582
Unearned stock-based compensation	3,900		$ 3,900
Expects to recognize over a weighted-average period			3 years
Cost of sales
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-Based Compensation, Total	2	1	$ 9	8
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-Based Compensation, Total	160	63	438	154
Selling, general and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-Based Compensation, Total	$ 283	$ 148	$ 715	$ 420