Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 01, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Entity File Number | 001-40592 | |
Entity Registrant Name | Rapid Micro Biosystems, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-8121647 | |
Entity Address State Or Province | MA | |
Entity Address, Address Line One | 1001 Pawtucket Boulevard West | |
Entity Address, Address Line Two | Suite 280 | |
Entity Address, City or Town | Lowell | |
Entity Address, Postal Zip Code | 01854 | |
City Area Code | 978 | |
Local Phone Number | 349-3200 | |
Title of 12(b) Security | Class A common stock, $0.01 par value per share | |
Trading Symbol | RPID | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001380106 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 34,449,144 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 6,903,379 |
Condensed consolidated balance
Condensed consolidated balance sheets - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 219,588,000 | $ 30,079,000 |
Short-term investments | 0 | 14,998,000 |
Accounts receivable | 5,006,000 | 4,988,000 |
Inventory | 14,167,000 | 8,965,000 |
Prepaid expenses and other current assets | 5,400,000 | 3,120,000 |
Total current assets | 244,161,000 | 62,150,000 |
Property and equipment, net | 8,633,000 | 7,052,000 |
Other long-term assets | 1,348,000 | 695,000 |
Restricted cash | 284,000 | 100,000 |
Total assets | 254,426,000 | 69,997,000 |
Current liabilities: | ||
Accounts payable | 2,251,000 | 4,468,000 |
Accrued expenses and other current liabilities | 11,566,000 | 6,654,000 |
Deferred revenue | 3,903,000 | 4,423,000 |
Total current liabilities | 17,720,000 | 15,545,000 |
Preferred stock warrant liability | 4,117,000 | |
Notes payable, net of unamortized discount | 24,810,000 | |
Deferred rent, long term | 728,000 | 705,000 |
Other long-term liabilities | 1,233,000 | |
Total liabilities | 19,681,000 | 45,177,000 |
Commitments and contingencies (Note 16) | ||
Redeemable convertible preferred stock (Series A1, B1, C1, C2, D1, and D2), $0.01 par value; zero shares and 161,455,689 shares authorized at September 30, 2021 and December 31, 2020, respectively; zero shares and 133,021,640 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively. | 151,826,000 | |
Stockholders' equity (deficit): | ||
Preferred stock, $0.01 par value: 10,000,000 shares and zero shares authorized at September 30, 2021 and December 31, 2020, respectively; zero shares issued and outstanding at September 30, 2021 and December 31, 2020 | ||
Additional paid-in capital | 534,839,000 | 114,575,000 |
Accumulated deficit | (300,507,000) | (241,588,000) |
Accumulated other comprehensive income | 1,000 | |
Total stockholders' equity (deficit) | 234,745,000 | (127,006,000) |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | 254,426,000 | 69,997,000 |
Common Class A | ||
Stockholders' equity (deficit): | ||
Common stock | 344,000 | $ 6,000 |
Common Class B | ||
Stockholders' equity (deficit): | ||
Common stock | $ 69,000 |
Condensed consolidated balanc_2
Condensed consolidated balance sheets (Parentheticals) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Redeemable convertible preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Redeemable convertible preferred stock, authorized (in shares) | 0 | 161,455,689 |
Redeemable convertible preferred stock, issued (in shares) | 0 | 133,021,640 |
Redeemable convertible preferred stock, outstanding (in shares) | 0 | 133,021,640 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 10,000,000 | 0 |
Preferred stock, issued (in shares) | 0 | 0 |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 210,000,000 | 35,000,000 |
Common stock, issued (in shares) | 34,449,154 | 612,850 |
Common stock, outstanding (in shares) | 34,449,154 | 612,850 |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 10,000,000 | 0 |
Common stock, issued (in shares) | 6,903,379 | 0 |
Common stock, outstanding (in shares) | 6,903,379 | 0 |
Condensed consolidated statemen
Condensed consolidated statements of operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue: | ||||
Total revenue | $ 6,899 | $ 5,247 | $ 18,024 | $ 10,839 |
Costs and operating expenses: | ||||
Research and development | 2,441 | 2,224 | 6,926 | 4,906 |
Sales and marketing | 3,063 | 1,447 | 8,460 | 4,149 |
General and administrative | 5,308 | 2,541 | 12,135 | 6,855 |
Total costs and operating expenses | 19,022 | 12,824 | 50,700 | 31,664 |
Loss from operations | (12,123) | (7,577) | (32,676) | (20,825) |
Other income (expense): | ||||
Interest expense | (775) | (886) | (2,631) | (2,463) |
Change in fair value of preferred stock warrant liability | (8,160) | (19,643) | 549 | |
Loss on extinguishment of debt | (3,100) | (3,100) | (2,910) | |
Other income (expense) | (809) | 18 | (812) | 24 |
Total other income (expense), net | (12,844) | (868) | (26,186) | (4,800) |
Loss before income taxes | (24,967) | (8,445) | (58,862) | (25,625) |
Income tax expense | 20 | 20 | 57 | 114 |
Net loss | (24,987) | (8,465) | (58,919) | (25,739) |
Accretion of redeemable convertible preferred stock to redemption value | 210 | (832) | (1,761) | (2,882) |
Cumulative redeemable convertible preferred stock dividends | (451) | (1,412) | (2,747) | (2,987) |
Net loss attributable to common stockholders - basic | (25,228) | (10,709) | (63,427) | (31,608) |
Net loss attributable to common stockholders - diluted | $ (25,228) | $ (10,709) | $ (63,427) | $ (31,608) |
Net loss per share attributable to common stockholders - basic | $ (0.71) | $ (30.08) | $ (5.14) | $ (89.20) |
Net loss per share attributable to common stockholders - diluted | $ (0.71) | $ (30.08) | $ (5.14) | $ (89.20) |
Weighted average common shares outstanding - basic | 35,316,099 | 356,074 | 12,344,619 | 354,341 |
Weighted average common shares outstanding - diluted | 35,316,099 | 356,074 | 12,344,619 | 354,341 |
Product revenue | ||||
Revenue: | ||||
Total revenue | $ 4,824 | $ 4,069 | $ 12,630 | $ 6,921 |
Costs and operating expenses: | ||||
Cost of product revenue | 6,298 | 5,441 | 17,900 | 11,544 |
Service revenue | ||||
Revenue: | ||||
Total revenue | 1,479 | 895 | 4,152 | 2,060 |
Costs and operating expenses: | ||||
Cost of product revenue | 1,516 | 772 | 3,997 | 2,478 |
Non-commercial revenue | ||||
Revenue: | ||||
Total revenue | 596 | 283 | 1,242 | 1,858 |
Costs and operating expenses: | ||||
Cost of product revenue | $ 396 | $ 399 | $ 1,282 | $ 1,732 |
Condensed consolidated statem_2
Condensed consolidated statements of comprehensive loss - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated statements of comprehensive loss | ||||
Net loss | $ (24,987,000) | $ (8,465,000) | $ (58,919,000) | $ (25,739,000) |
Other comprehensive income: | ||||
Unrealized loss on short-term investments, net of tax | (1,000) | 0 | ||
Comprehensive loss | $ (24,987,000) | $ (8,465,000) | $ (58,920,000) | $ (25,739,000) |
Condensed consolidated statem_3
Condensed consolidated statements of redeemable convertible preferred stock and stockholders' deficit - USD ($) $ in Thousands | Common StockCommon Class A | Common StockCommon Class B | Additional paid-in capitalCommon Class A | Additional paid-in capital | Accumulated deficit | Accumulated Other Comprehensive Income (Loss) | Series C1 Redeemable Convertible Preferred Stock | Series C2 Redeemable Convertible Preferred Stock | Series D1 Redeemable Convertible Preferred Stock | Series D2 Redeemable Convertible Preferred Stock | Common Class A | Total |
Balance at Dec. 31, 2019 | $ 81,850 | |||||||||||
Balance (shares) at Dec. 31, 2019 | 78,757,540 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ 818 | |||||||||||
Cumulative redeemable convertible preferred stock dividends | 788 | |||||||||||
Balance at Mar. 31, 2020 | $ 83,456 | |||||||||||
Balance (shares) at Mar. 31, 2020 | 78,757,540 | |||||||||||
Balance at Dec. 31, 2019 | $ 4 | $ 121,931 | $ (204,510) | $ (82,575) | ||||||||
Balance (shares) at Dec. 31, 2019 | 353,465 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Accretion of redeemable convertible preferred stock to redemption value | (818) | (818) | ||||||||||
Cumulative redeemable convertible preferred stock dividends | (788) | (788) | ||||||||||
Stock based compensation expense | 120 | 120 | ||||||||||
Net loss | (8,007) | (8,007) | ||||||||||
Balance at Mar. 31, 2020 | $ 4 | 120,445 | (212,517) | (92,068) | ||||||||
Balance (shares) at Mar. 31, 2020 | 353,465 | |||||||||||
Balance at Dec. 31, 2019 | $ 81,850 | |||||||||||
Balance (shares) at Dec. 31, 2019 | 78,757,540 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Conversion of bridge notes to redeemable convertible preferred stock | $ 9,523 | |||||||||||
Balance at Sep. 30, 2020 | $ 149,552 | |||||||||||
Balance (shares) at Sep. 30, 2020 | 133,021,640 | |||||||||||
Balance at Dec. 31, 2019 | $ 4 | 121,931 | (204,510) | $ (82,575) | ||||||||
Balance (shares) at Dec. 31, 2019 | 353,465 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net loss | (25,739) | |||||||||||
Balance at Sep. 30, 2020 | $ 4 | 116,428 | (230,249) | (113,817) | ||||||||
Balance (shares) at Sep. 30, 2020 | 358,465 | |||||||||||
Balance at Mar. 31, 2020 | $ 83,456 | |||||||||||
Balance (shares) at Mar. 31, 2020 | 78,757,540 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 26,891 | $ 23,044 | ||||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 23,611,208 | 20,301,829 | ||||||||||
Conversion of bridge notes to redeemable convertible preferred stock | $ 11,898 | |||||||||||
Conversion of bridge notes to redeemable convertible preferred stock (In shares) | 10,351,063 | |||||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ 1,232 | |||||||||||
Cumulative redeemable convertible preferred stock dividends | 787 | |||||||||||
Balance at Jun. 30, 2020 | $ 147,308 | |||||||||||
Balance (shares) at Jun. 30, 2020 | 133,021,640 | |||||||||||
Balance at Mar. 31, 2020 | $ 4 | 120,445 | (212,517) | $ (92,068) | ||||||||
Balance (shares) at Mar. 31, 2020 | 353,465 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Accretion of redeemable convertible preferred stock to redemption value | (1,232) | (1,232) | ||||||||||
Cumulative redeemable convertible preferred stock dividends | (787) | (787) | ||||||||||
Stock based compensation expense | 126 | 126 | ||||||||||
Net loss | (9,267) | (9,267) | ||||||||||
Balance at Jun. 30, 2020 | $ 4 | 118,552 | (221,784) | (103,228) | ||||||||
Balance (shares) at Jun. 30, 2020 | 353,465 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Accretion of redeemable convertible preferred stock to redemption value | 832 | |||||||||||
Cumulative redeemable convertible preferred stock dividends | 1,412 | |||||||||||
Balance at Sep. 30, 2020 | $ 149,552 | |||||||||||
Balance (shares) at Sep. 30, 2020 | 133,021,640 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of common stock upon exercise of stock options | 5 | $ 5 | ||||||||||
Issuance of common stock upon exercise of stock options (In shares) | 5,000 | |||||||||||
Accretion of redeemable convertible preferred stock to redemption value | (832) | (832) | ||||||||||
Cumulative redeemable convertible preferred stock dividends | (1,412) | (1,412) | ||||||||||
Stock based compensation expense | 115 | 115 | ||||||||||
Net loss | (8,465) | (8,465) | ||||||||||
Balance at Sep. 30, 2020 | $ 4 | 116,428 | (230,249) | (113,817) | ||||||||
Balance (shares) at Sep. 30, 2020 | 358,465 | |||||||||||
Balance at Dec. 31, 2020 | $ 40,632 | $ 24,141 | $ 151,826 | |||||||||
Balance (shares) at Dec. 31, 2020 | 33,962,271 | 20,301,829 | 133,021,640 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 78,338 | $ 1,470 | ||||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 22,086,725 | 413,268 | ||||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ 787 | |||||||||||
Cumulative redeemable convertible preferred stock dividends | 1,411 | |||||||||||
Balance at Mar. 31, 2021 | $ 233,832 | |||||||||||
Balance (shares) at Mar. 31, 2021 | 155,521,633 | |||||||||||
Balance at Dec. 31, 2020 | $ 6 | 114,575 | (241,588) | $ 1 | $ (127,006) | |||||||
Balance (shares) at Dec. 31, 2020 | 612,850 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of common stock upon exercise of stock options | $ 1 | 66 | 67 | |||||||||
Issuance of common stock upon exercise of stock options (In shares) | 67,418 | |||||||||||
Accretion of redeemable convertible preferred stock to redemption value | (787) | (787) | ||||||||||
Cumulative redeemable convertible preferred stock dividends | (1,411) | (1,411) | ||||||||||
Issuance of restricted common stock awards | $ 2 | (2) | ||||||||||
Issuance of restricted common stock awards (in shares) | 248,903 | |||||||||||
Stock based compensation expense | 191 | 191 | ||||||||||
Net loss | (22,101) | (22,101) | ||||||||||
Balance at Mar. 31, 2021 | $ 9 | 112,632 | (263,689) | 1 | (151,047) | |||||||
Balance (shares) at Mar. 31, 2021 | 929,171 | |||||||||||
Balance at Dec. 31, 2020 | $ 40,632 | $ 24,141 | $ 151,826 | |||||||||
Balance (shares) at Dec. 31, 2020 | 33,962,271 | 20,301,829 | 133,021,640 | |||||||||
Balance (shares) at Sep. 30, 2021 | 0 | |||||||||||
Balance at Dec. 31, 2020 | $ 6 | 114,575 | (241,588) | 1 | $ (127,006) | |||||||
Balance (shares) at Dec. 31, 2020 | 612,850 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of common stock upon exercise of stock options (In shares) | 111,149 | |||||||||||
Net loss | $ (58,919) | |||||||||||
Balance at Sep. 30, 2021 | $ 344 | $ 69 | 534,839 | (300,507) | 234,745 | |||||||
Balance (shares) at Sep. 30, 2021 | 34,449,154 | 6,903,379 | ||||||||||
Balance at Mar. 31, 2021 | $ 233,832 | |||||||||||
Balance (shares) at Mar. 31, 2021 | 155,521,633 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Issuance costs | $ (64) | $ (1) | ||||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ 1,184 | |||||||||||
Cumulative redeemable convertible preferred stock dividends | 885 | |||||||||||
Balance at Jun. 30, 2021 | 235,836 | |||||||||||
Balance at Mar. 31, 2021 | $ 9 | 112,632 | (263,689) | 1 | (151,047) | |||||||
Balance (shares) at Mar. 31, 2021 | 929,171 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of common stock upon exercise of stock options | $ 1 | 31 | 32 | |||||||||
Issuance of common stock upon exercise of stock options (In shares) | 37,146 | |||||||||||
Accretion of redeemable convertible preferred stock to redemption value | (1,184) | (1,184) | ||||||||||
Cumulative redeemable convertible preferred stock dividends | (885) | (885) | ||||||||||
Stock based compensation expense | 390 | 390 | ||||||||||
Net loss | (11,831) | (11,831) | ||||||||||
Other comprehensive income | $ (1) | (1) | ||||||||||
Balance at Jun. 30, 2021 | $ 10 | 110,984 | (275,520) | $ (164,526) | ||||||||
Balance (shares) at Jun. 30, 2021 | 966,317 | 155,521,633 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ (210) | |||||||||||
Conversion of preferred stock to common stock | (236,077) | |||||||||||
Accretion of redeemable convertible preferred stock to redemption value | 210 | 210 | ||||||||||
Cumulative redeemable convertible preferred stock dividends | $ 451 | |||||||||||
Balance (shares) at Sep. 30, 2021 | 0 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of common stock upon exercise of stock options | 15 | $ 15 | ||||||||||
Issuance of common stock upon exercise of stock options (In shares) | 6,595 | |||||||||||
Cumulative redeemable convertible preferred stock dividends | (451) | (451) | ||||||||||
Conversion of preferred stock to common stock | $ 242 | $ 69 | $ 23,760 | 235,766 | $ 23,760 | 236,077 | ||||||
Conversion of preferred stock to common stock (in shares) | 24,200,920 | 6,903,379 | ||||||||||
Issuance of class A common stock in initial public offering, net of issuance costs of $16,087 | $ 90 | 163,955 | 164,045 | |||||||||
Issuance of class A common stock in initial public offering, net of issuance costs of $16,087 (in shares) | 9,006,604 | |||||||||||
RSA liability accretion | 5 | 5 | ||||||||||
Issuance of common stock upon exercise of common stock warrants | $ 2 | 11 | 13 | |||||||||
Issuance of common stock upon exercise of common stock warrants (in shares) | 268,718 | |||||||||||
Stock based compensation expense | 584 | 584 | ||||||||||
Net loss | (24,987) | (24,987) | ||||||||||
Balance at Sep. 30, 2021 | $ 344 | $ 69 | $ 534,839 | $ (300,507) | $ 234,745 | |||||||
Balance (shares) at Sep. 30, 2021 | 34,449,154 | 6,903,379 | ||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Conversion of preferred stock to common stock (in shares) | (155,521,633) |
Condensed consolidated statem_4
Condensed consolidated statements of redeemable convertible preferred stock and stockholders' deficit (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | |
Series C1 Redeemable Convertible Preferred Stock | |||
Issuance costs | $ 261 | ||
Series C2 Redeemable Convertible Preferred Stock | |||
Issuance costs | $ 303 | ||
Series D1 Redeemable Convertible Preferred Stock | |||
Issuance costs | $ 2,627 | ||
Series D2 Redeemable Convertible Preferred Stock | |||
Issuance costs | $ 18 | ||
Common Class A | |||
Issuance costs | $ 16,087 |
Condensed consolidated statem_5
Condensed consolidated statements of cash flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (58,919) | $ (25,739) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 1,079 | 1,190 |
Stock-based compensation expense | 1,165 | 361 |
Change in fair value of preferred stock warrant liability | 19,643 | (549) |
Provision recorded for inventory | 44 | |
Noncash interest expense | 390 | 1,378 |
Gain on disposal of property and equipment | (18) | |
Accretion on investments | (4) | (11) |
Loss on extinguishment of debt | 3,100 | 2,910 |
Changes in operating assets and liabilities | ||
Accounts receivable | (18) | (2,036) |
Inventory | (5,247) | (2,531) |
Prepaid expenses and other current assets | (2,552) | (579) |
Other long-term assets | (653) | (591) |
Accounts payable | (2,216) | (1,613) |
Accrued expenses and other current liabilities | 2,646 | 618 |
Deferred revenue | (520) | 1,295 |
Deferred rent, long term | 22 | 72 |
Other long-term liabilities | (19) | |
Net cash used in operating activities | (42,077) | (25,825) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,251) | (566) |
Proceeds from sale of property and equipment | 20 | |
Purchases of investments | (24,980) | |
Maturity of investments | 15,000 | |
Net cash provided by (used in) investing activities | 13,769 | (25,546) |
Cash flows from financing activities: | ||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 79,743 | 49,935 |
Proceeds from issuance of common stock upon option exercise | 294 | 5 |
Proceeds from issuance of restricted stock award | 523 | |
Proceeds from initial public offering of Class A common stock, net of issuance costs | 165,453 | |
Proceeds from exercise of common stock warrants | 13 | |
Proceeds from issuance of convertible notes, net of issuance costs | 9,500 | |
Proceeds from issuance of notes payable, net of issuance costs | 25,000 | |
Payments of debt issuance costs | (857) | |
Repayment of term loans | (26,159) | (18,000) |
Payment of debt extinguishment fees | (1,866) | (1,398) |
Net cash provided by financing activities | 218,001 | 64,185 |
Net increase in cash, cash equivalents and restricted cash | 189,693 | 12,814 |
Cash, cash equivalents and restricted cash at beginning of period | 30,179 | 12,611 |
Cash, cash equivalents and restricted cash at end of period | 219,872 | 25,425 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 1,891 | 979 |
Supplemental disclosure of non-cash investing activities | ||
Establishment of property and equipment retirement cost asset | 188 | |
Purchases of property and equipment in accounts payable | 857 | 14 |
Supplemental disclosure of non-cash financing activities | ||
Conversion of convertible notes to Series C1 preferred stock | 9,523 | |
Issuance of preferred stock warrants in connection with redeemable convertible preferred stock | 652 | |
Initial fair value of derivative liability | 2,375 | |
Assets acquired under capital lease | 372 | |
Offering costs included in accounts payable and accrued expenses | 1,408 | |
Conversion of preferred stock to common stock | 235,766 | |
Conversion of preferred stock warrants to common stock warrants | 23,760 | |
Accretion of redeemable convertible preferred stock to redemption value | 1,761 | 2,882 |
Cumulative redeemable convertible preferred stock dividends | $ 2,747 | $ 2,987 |
Nature of the business and basi
Nature of the business and basis of presentation | 9 Months Ended |
Sep. 30, 2021 | |
Nature of the business and basis of presentation | |
Nature of the business and basis of presentation | 1. Nature of the business and basis of presentation Rapid Micro Biosystems, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on December 29, 2006. The Company develops, manufactures, markets and sells Growth Direct systems (“Systems”) proprietary consumables, laboratory information management system (“LIMS”) connection software, and services to address rapid microbial analysis used for quality control in the manufacture of pharmaceuticals, medical devices and personal care products. The Company’s technology uses a highly sensitive camera and the natural auto fluorescence of living cells to identify and quantify microbial growth faster and more accurately than the traditional method, which relies on the human eye. The Company currently sells to customers in North America, Europe and Asia. The Company is headquartered in Lowell, Massachusetts. The Company is subject to risks and uncertainties common to companies in the pharmaceutical and biotech quality control laboratory testing and instrumentation industry including, but not limited to, the successful development, commercialization, marketing and sale of products, fluctuations in operating results and financial risks, protection of proprietary knowledge and patent risks, dependence on key personnel, competition, technological and medical risks, customer demand, compliance with governmental regulations and management of growth. Potential risks and uncertainties also include, without limitation, uncertainties regarding the duration and magnitude of the impact of the ongoing COVID-19 pandemic on the Company’s business and the economy in general. Products currently under development will require additional research and development efforts prior to commercialization and will require additional capital and adequate personnel and infrastructure. The Company’s research and development may not be successfully completed, adequate protection for the Company’s technology may not be obtained, the Company may not obtain necessary government regulatory approval, and approved products may not prove commercially viable. The Company operates in an environment of rapid change in technology and competition. In March 2020, the World Health Organization declared the global novel coronavirus disease 2019 (“COVID-19”) outbreak a pandemic. The impact of this pandemic has been and may continue to be extensive in many aspects of society, which has resulted in and may continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. The Company cannot at this time predict the ultimate extent, duration, or full impact that the COVID-19 pandemic will have on its future financial condition and operations. The impact of the ongoing COVID-19 pandemic on the Company’s financial performance will depend on future developments, including the duration and spread of the pandemic and related governmental advisories and restrictions. These developments and the impact of COVID-19, and its variants, on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s results may be materially adversely affected. Future impacts to the Company’s business as a result of COVID-19, and its variants, could include disruptions to the Company’s manufacturing operations and supply chain caused by facility closures, reductions in operating hours, staggered shifts and other social distancing efforts; labor shortages; decreased productivity and unavailability of materials or components; limitations on its employees’ and customers’ ability to travel, and delays in shipments to and from affected countries and within the United States. While the Company maintains an inventory of finished products and raw materials used in its products, a prolonged pandemic could lead to shortages in the raw materials necessary to manufacture its products. Basis of presentation These condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries in Germany and Switzerland. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s audited consolidated financial statements for the year ended December 31, 2020, included in the Company’s prospectus, dated July 14, 2021, filed with the Securities and Exchange Commission (“SEC”) in accordance with Rule 424(b) of the Securities Act on July 16, 2021 (the “Prospectus”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2021 and the results of its operations for the three and nine months ended September 30, 2021 and 2020, and its cash flows for the nine months ended September 30, 2021 and 2020. The financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2021 and 2020 are also unaudited. The results for the three and nine months ended September 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, any other interim periods, or any future year or period. Reverse split On July 9, 2021, the Company effected a one Initial public offering On July 19, 2021, the Company closed an initial public offering (“IPO”) of its Class A common stock, which resulted in the sale of 7,920,000 shares of its Class A common stock at a public offering price of $20.00 per share, before underwriting discounts. The offering resulted in gross proceeds of $158.4 million and net proceeds to the Company of approximately $143.8 million from the initial public offering after deducting underwriting discounts, commissions and estimated offering expenses payable by the Company. On August 4, 2021, the underwriters exercised their overallotment option in part and purchased 1,086,604 shares of Class A common stock at the initial public offering price of $20.00 per share less underwriting discounts and commissions. The overallotment option exercise resulted in net proceeds of approximately $20.2 million. Going concern The Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the condensed consolidated financial statements are issued. Through September 30, 2021, the Company has funded its operations primarily with proceeds from product, service and non-commercial revenue, proceeds from sales of its redeemable convertible preferred stock, including borrowings under convertible debt arrangements that subsequently converted into redeemable convertible preferred stock, and from the issuance of term loans, and proceeds from the IPO. The Company has incurred recurring losses since its inception, including net losses of $25.0 million and $8.5 million for the three months ended September 30, 2021 and 2020, respectively, and net losses of $58.9 million and $25.7 million for the nine months ended September 30, 2021 and 2020, respectively. As of September 30, 2021, the Company had an accumulated deficit of $300.5 million. The Company expects to continue to generate significant operating losses for the foreseeable future. As of November 15, 2021, the date these interim condensed consolidated financial statements were issued, the Company expects that its existing cash and cash equivalents will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months following the date these condensed consolidated financial statements were issued. The consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. |
Summary of significant accounti
Summary of significant accounting policies | 9 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | 2. Use of estimates The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, calculating the standalone selling price for revenue recognition, the valuation of inventory, the valuation of common stock and stock-based awards, and the valuation of the preferred stock warrant liability. The Company bases its estimates on historical experience, known trends and other market-specific and relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates. Due to the COVID-19 pandemic, there has been uncertainty and disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information is obtained. Other than policies noted below, there have been no significant changes to the significant accounting policies disclosed in Note 2 of the audited consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020 and 2019, included in the Prospectus. Risk of concentrations of credit, significant customers and significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. Periodically, the Company maintains deposits in accredited financial institutions in excess of federally insured limits. The Company maintains its cash and cash equivalents with financial institutions that management believes to be of high credit quality. The Company has not experienced any losses on such accounts and does not believe it is exposed to any unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company has not experienced any other-than-temporary losses with respect to its cash equivalents and investments and does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. Significant customers are those which represent more than 10% of the Company’s total revenue or accounts receivable balance at each respective balance sheet date. The following table presents customers that represent 10% or more of the Company’s total revenue: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Customer A 32.1 % 40.8 % 16.4 % 21.2 % Customer B * * * 17.1 % Customer C * * * 10.1 % Customer D 11.4 % * * * Customer E * 18.8 % * * 43.5 % 59.6 % 16.4 % 48.4 % * – less than 10% The following table presents customers that represent 10% or more of the Company’s accounts receivable: September 30, December 31, 2020 2021 2020 Customer A 21.7 % 41.9 % Customer D 20.2 % * Customer E 11.1 % * Customer F * 10.1 % Customer G * 13.4 % Customer H * 18.7 % 53.0 % 84.1 % * – less than 10% Deferred offering costs The Company capitalizes certain legal, accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of an equity financing, these costs are recorded in stockholders’ equity (deficit) as a reduction of additional paid-in capital generated as a result of the offering or as a reduction to the carrying value of redeemable convertible preferred stock. If the in-process equity financing is abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the condensed consolidated statements of operations. As of September 30, 2021 and December 31, 2020, the Company had zero and $0.1 million, respectively, in deferred offering costs in the condensed consolidated balance sheets. Debt issuance costs The Company capitalizes certain legal and other third-party fees that are directly associated with the issuance of debt as debt issuance costs. Debt issuance costs are recorded as a direct reduction of the carrying amount of the associated debt on the condensed consolidated balance sheets and amortized as interest expense on the condensed consolidated statements of operations using the effective interest method, which approximates the straight-line method. As of September 30, 2021 and December 31, 2020, debt issuance costs totaled zero and $1.3 million, respectively. During the three months ended September 30, 2021 and 2020, the Company recorded $0.1 million in the respective periods, and during the nine months ended September 30, 2021 and 2020, the Company recorded $0.4 million and $0.7 million, respectively, of interest expense related to amortization of debt issuance costs in the condensed consolidated statement of operations. Cash equivalents The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents that are readily convertible to cash are stated at cost, which approximates fair value. At September 30, 2021 and December 31, 2020, the Company held cash of $0.4 million and $0.1 million, respectively, in banks located outside of the United States. Restricted cash As of September 30, 2021 and December 31, 2020, the Company was required to maintain guaranteed investment certificates of $0.3 million and $0.1 million, respectively, with maturities of three months to one year that are subject to an insignificant risk of changes in value. The guaranteed investment certificates are held for the benefit of the landlord in connection with an operating lease which has a remaining term of greater than one year and are classified as restricted cash (non-current) on the Company’s consolidated balance sheets. Software Development Costs The Company accounts for software development costs for internal-use software under the provisions of ASC 350-40, “Internal-Use Software Fair value measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: ● Level 1—Quoted prices in active markets for identical assets or liabilities. ● Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. ● Level 3—Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents, short-term investments and its redeemable convertible preferred stock warrant liability are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities. The carrying value of the Company’s long-term debt approximates its fair value (a level 2 measurement) at each balance sheet date due to its variable interest rate, which approximates a market interest rate. Product warranties The Company offers a one-year limited assurance warranty on System sales, which is included in the selling price. The warranty accrual is included in accrued expenses and other current liabilities in the condensed consolidated balance sheets. The following table presents a summary of changes in the amount reserved for warranty cost (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Balance, beginning of the period $ 612 $ 757 $ 637 $ 848 Warranty repairs — (3) (25) (94) Balance, end of the year $ 612 $ 754 $ 612 $ 754 Segment information The Company determined its operating segment after considering the Company’s organizational structure and the information regularly reviewed and evaluated by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company has determined that its CODM is its Chief Executive Officer. The CODM reviews the financial information on a consolidated basis for purposes of evaluating financial performance and allocating resources. On the basis of these factors, the Company determined that it operates and manages its business as one operating segment, that develops, manufactures, markets and sells Systems and related LIMS connection software, consumables and services; and accordingly has one reportable segment for financial reporting purposes. Substantially all of the Company’s long-lived assets are held in the United States. Revenue recognition Remaining performance obligations The Company does not disclose the value of remaining performance obligations for (i) contracts with an original contract term of one year or less, (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice when that amount corresponds directly with the value of services performed, and (iii) Contract balances from contracts with customers Contract assets arise from unbilled amounts in customer arrangements when revenue recognized exceeds the amount billed to the customer and the Company’s right to payment is conditional and not only subject to the passage of time. The Company had $1.1 million and $0.5 million in contract assets as of September 30, 2021 and December 31, 2020, respectively, included in prepaid expenses and other current assets. These balances relate to the BARDA (as defined below) agreements, as well as unbilled amounts with commercial customers. Contract liabilities represent the Company’s obligation to transfer goods or services to a customer for which it has received consideration (or the amount is due) from the customer. The Company has a contract liability related to service revenue, which consists of amounts that have been invoiced but that have not been recognized as revenue. Amounts expected to be recognized as revenue within 12 months of the balance sheet date are classified as current deferred revenue and amounts expected to be recognized as revenue beyond 12 months of the balance sheet date are classified as noncurrent deferred revenue. The Company did not record any non-current deferred revenue as of September 30, 2021 or December 31, 2020. Deferred revenue was $3.9 million and $4.4 million at September 30, 2021 and December 31, 2020. Revenue recognized during the three months ended September 30, 2021 and 2020 that was included in deferred revenue at the prior period-end was $0.7 million and $0.2 million, respectively. Revenue recognized during the nine months ended September 30, 2021 and 2020 that was included in deferred revenue at the prior period-end was $3.6 million and $0.8 million, respectively. Non-commercial revenue The Company generates revenue from a long-term contract with the U.S. Department of Health and Human Services Biomedical Advanced Research and Development Authority (“BARDA”) a part of the U.S. government. The Company’s contracts with the U.S. government typically are subject to the Federal Acquisition Regulation (“FAR”) and are priced based on estimated or actual costs of producing goods or providing services. The FAR provides guidance on the types of costs that are allowable in establishing prices for goods or services provided under U.S. government contracts. In September 2017, the Company signed a contract with BARDA, which was subsequently modified on multiple occasions to increase the contract value and adjust the cost share reimbursement rate. Modifications were accounted for in accordance with the contract modification framework. The contract is a cost-reimbursable, cost- sharing arrangement, whereby BARDA reimburses the Company for a percentage of the total costs that have been incurred including indirect allowable costs. Revenue on the BARDA contract is recognized over time using an input method based on cost incurred to date in relation to total estimated cost. Due to the structure of the arrangement, the transaction price is variable in nature based on actual cost incurred. As such the amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. Disaggregated revenue The Company disaggregates revenue based on the recurring and non-recurring, and commercial and non-commercial, nature of the underlying sale. Recurring revenue includes sales of consumables and service contracts. Non-recurring revenue includes sales of Systems, LIMS connection software, validation services, field service, and revenue under the Company’s contract with BARDA. The following table presents the Company’s revenue by the recurring or non-recurring and commercial or non-commercial nature of the revenue stream (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Product and service revenue — recurring $ 2,171 $ 855 $ 5,539 $ 2,712 Product and service revenue — non-recurring 4,132 4,109 11,243 6,269 Non-commercial revenue — non-recurring 596 283 1,242 1,858 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 The following table presents the Company’s revenue by customer geography (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 United States $ 4,313 $ 2,067 $ 10,086 $ 4,401 Germany 298 312 1,263 1,547 Switzerland 899 2,765 2,989 3,574 All other countries 1,389 103 3,686 1,317 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 Advertising costs Advertising costs are expensed as incurred and are included in sales and marketing expenses in the condensed consolidated statements of operations. Advertising costs were less than $0.1 million during the three and nine months ended September 30, 2021 and 2020. Stock-based compensation The Company measures all stock-based awards granted to employees, officers and directors based on their fair value on the date of the grant and recognizes compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. The Company issues stock-based awards with only service-based vesting conditions and records the expense for these awards using the straight-line method. Forfeitures are accounted for prospectively as they occur. The Company measures all restricted common stock granted to employees based on the common stock value on the date of grant. The purchase price of the restricted common stock is the common stock value on the date of grant. The restricted common stock includes a repurchase right, whereas upon the occurrence of a specific event, the Company shall have the right to repurchase unvested restricted common stock shares. At September 30, 2021 and December 31, 2020, the Company has $0.7 million and zero, respectively, in unvested restricted Class A common stock liability included in other long-term liabilities. Comprehensive loss Comprehensive loss includes net loss as well as other changes in stockholders’ deficit that result from transactions and economic events other than those with stockholders. For the three months ended September 30, 2021 and 2020, there were no other adjustments to comprehensive income or loss, and for the nine months ended September 30, 2021 and 2020, comprehensive loss included less than $0.1 million and zero, respectively, of unrealized gains on short-term investments, net of tax. Recently adopted accounting pronouncements I 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Topic 35): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which requires capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The Company adopted this guidance effective on January 1, 2021 and adoption did not have a material impact on the condensed consolidated financial statements and related disclosures. Recently issued accounting pronouncements The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the newer revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less may be accounted for similar to existing guidance for operating leases today. For public business entities, ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. For nonpublic entities, this guidance is effective for annual periods beginning after December 15, 2021. The Company expects to adopt this guidance effective January 1, 2022, and it is currently evaluating the impact on its condensed consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (ASC 740): Simplifying the Accounting for Income Taxes |
Fair value of financial assets
Fair value of financial assets and liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Fair value of financial assets and liabilities | |
Fair value of financial assets and liabilities | 3. Fair value of financial assets and liabilities The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy used to determine such fair values (in thousands): Fair value measurements as of September 30, 2021 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 212,833 $ — $ — $ 212,833 $ 212,833 $ — $ — $ 212,833 Fair value measurements at December 31, 2020 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 23,456 $ — $ — $ 23,456 Short-term investments 14,998 — — 14,998 $ 38,454 $ — $ — $ 38,454 Liabilities Preferred stock warrant liability $ — $ — $ 4,117 $ 4,117 $ — $ — $ 4,117 $ 4,117 During the three and nine months ended September 30, 2021 and 2020, respectively, there were no transfers between Level 1, Level 2 and Level 3. Valuation of short-term investments Short-term investments, which consisted of U.S. Treasury bonds were valued by the Company using quoted prices in active markets for similar securities, which represents a Level 1 measurement within the fair value hierarchy. Valuation of preferred stock warrant liability The warrant liability was related to the warrants (the “Warrants”) to purchase shares of the Company’s Series A1, B1, and C1 redeemable convertible preferred stock (see Note 11). The fair value of the warrant liability was determined based on inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The Company used the Black-Scholes option-pricing model, which incorporates assumptions and estimates, to value the warrant liability. Key estimates and assumptions impacting the fair value measurement include (i) the fair value per share of the underlying shares of applicable series of redeemable convertible preferred stock issuable upon exercise of the Warrants, (ii) the remaining contractual term of the Warrants, (iii) the risk-free interest rate, (iv) the expected dividend yield and (iv) expected volatility of the price of the underlying applicable series of redeemable convertible preferred stock. The Company estimated the fair value per share of the underlying applicable series of redeemable convertible preferred stock based, in part, on the results of third-party valuations and additional factors deemed relevant. The risk-free interest rate was determined by reference to the U.S. Treasury yield curve for time periods approximately equal to the remaining contractual term of the Warrant. The Company estimated a zero expected dividend yield based on the fact that the Company has never paid or declared dividends and does not intend to do so in the foreseeable future. As the Company has historically been a private company and lacks company-specific historical and implied volatility information of its stock, the expected stock volatility was based on the historical volatility of publicly traded peer companies for a term equal to the remaining contractual term of the Warrant. In connection with the IPO, all of the Company’s outstanding preferred stock warrants were automatically converted to Class A common stock warrants. The Company performed a final fair value assessment of these warrants as of the date of its IPO which resulted in a charge of $8.2 million that was recorded within other income (expense) in the Company’s condensed consolidated statement of operations. The Company determined the conversion to Class A common stock warrants resulted in equity classification of the Class A common stock warrants and reclassified the fair value of the preferred stock warrant liability as of the IPO date into stockholders’ equity (see Note 12). The table below quantifies the weighted average of the unobservable inputs used to fair value the preferred stock warrant liability prior to their conversion into common stock warrants: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Fair value of Series A1 preferred stock $ 4.00 $ 0.39 $ 3.01 $ 0.45 Fair value of Series B1 preferred stock $ 4.00 $ 1.17 $ 3.26 $ 1.13 Fair value of Series C1 preferred stock $ 4.00 $ 1.15 $ 3.30 $ 1.15 Remaining contractual term (in years) 6.6 7.4 6.8 7.7 Risk-free interest rate 1.0 % 0.6 % 1.2 % 0.6 % Expected dividend yield — % — % — % — % Expected volatility 42.2 % 40.3 % 42.0 % 39.3 % The following table provides a rollforward of the aggregate fair values of the Company’s preferred stock warrant liability, for which fair values are determined using Level 3 inputs (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Balance, beginning of period $ 15,600 $ 3,499 $ 4,117 $ 3,396 Initial fair value of Series C1 preferred stock warrants — — — 652 Change in fair value of preferred stock warrants 8,160 — 19,643 (549) Conversion of preferred stock warrants to common stock warrants (23,760) — (23,760) — Balance, end of period $ — $ 3,499 $ — $ 3,499 |
Short-term investments
Short-term investments | 9 Months Ended |
Sep. 30, 2021 | |
Short-term investments | |
Short-term investments | 4. Short-term investments Short-term investments by investment type consisted of the following (in thousands): December 31, 2020 Gross Gross Amortized unrealized unrealized Fair cost gains losses value U.S. Treasury bonds $ 14,997 $ 1 $ — $ 14,998 $ 14,997 $ 1 $ — $ 14,998 The Company did not have short-term investments at September 30, 2021. |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2021 | |
Inventory | |
Inventory | 5. Inventory Inventory consisted of the following (in thousands): September 30, December 31, 2021 2020 Raw materials $ 10,315 $ 6,754 Work in process 689 1,190 Finished goods 3,163 1,021 Total $ 14,167 $ 8,965 Raw materials, work in process and finished goods were net of adjustments to net realizable value. |
Prepaid expenses and other curr
Prepaid expenses and other current assets | 9 Months Ended |
Sep. 30, 2021 | |
Prepaid expenses and other current assets | |
Prepaid expenses and other current assets | 6. Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following (in thousands): September 30, December 31, 2021 2020 Prepaid insurance $ 2,621 $ 355 Prepaid commitment fee on notes payable — 275 Contract asset 1,065 471 Deposits 1,415 1,148 Lease receivables, current portion 282 325 Other 17 546 $ 5,400 $ 3,120 |
Property and equipment, net
Property and equipment, net | 9 Months Ended |
Sep. 30, 2021 | |
Property and equipment, net | |
Property and equipment, net | 7. Property and equipment, net Property and equipment, net consisted of the following (in thousands): September 30, December 31, 2021 2020 Manufacturing and laboratory equipment $ 13,198 $ 12,961 Computer hardware and software 1,637 1,088 Office furniture and fixtures 723 343 Leasehold improvements 3,012 2,996 Construction-in-process 1,454 — 20,024 17,388 Less: Accumulated depreciation (11,391) (10,336) $ 8,633 $ 7,052 As of September 30, 2021 and December 31, 2020, the Company's office furniture and fixtures shown in the above table included assets under a capital lease in the amount of $0.4 million and zero, respectively, and accumulated depreciation of less than $0.1 million and zero as of September 30, 2021 and December 31, 2020, respectively. As of September 30, 2021, future minimum lease payments under the capital lease were $0.6 million, with $0.2 million representing interest. The capital lease obligation is recorded in other long-term liabilities within the consolidated balance sheet. |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Accrued expenses and other current liabilities | |
Accrued expenses and other current liabilities | 8. Accrued expenses and other current liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, 2021 2020 Accrued employee compensation and benefits expense $ 3,500 $ 3,083 Accrued vendor expenses 5,885 1,685 Accrued warranty expense 612 637 Accrued interest — 330 Deferred rent, current portion 127 118 Accrued taxes 748 688 Other 694 113 $ 11,566 $ 6,654 |
Long-term debt
Long-term debt | 9 Months Ended |
Sep. 30, 2021 | |
Long-term debt | |
Long-term debt | 9. Long-term debt The components of the Company’s long-term debt consisted of the following (in thousands): September 30, December 31, 2021 2020 Notes payable $ — $ 25,000 Payment in kind interest — 1,145 Less: Unamortized discount — (1,335) Long-term debt, net of discount $ — $ 24,810 Term loan agreements 2018 Term Loan In April 2018, the Company entered into an $18.0 million term loan with a lender (the “2018 Term Loan”). The Company repaid the 2018 Term Loan in full in May 2020 using the proceeds from the 2020 Term Loan as discussed below. The Company paid $19.4 million to extinguish the outstanding principal and accrued interest owed, including the non-refundable end-of-term exit fee of $1.3 million (out of which $0.6 million was accrued for in prior years as interest expense) and an early termination fee of $0.1 million. The loss on extinguishment of debt was $2.9 million which included the write-off of unamortized financing and end-of-term exit fee costs of $0.7 million and $0.1 million in early payment and documentation fees, and was included as a component of other income (expense) in the condensed consolidated statements of operations during the nine months ended September 30, 2020. Interest expense on the 2018 Term Loan totaled less than $0.1 million and $0.8 million for three and nine months ended September 30, 2020, respectively, which includes amortization of the debt discount of less than $0.1 million and $0.2 million during the three and nine months ended September 30, 2020, respectively. 2020 Term Loan In May 2020, the Company entered into a $60.0 million term loan facility with a new lender (the “2020 Term Loan”), which provides for borrowings of an initial $25.0 million tranche upon closing and options to borrow up to an aggregate of $35.0 million in two additional tranches of $20.0 million under the second tranche (the “Term B Loan”) and $15.0 million under the third tranche (the “Term C Loan”). At closing, the Company issued warrants to purchase 1,195,652 shares of Series C1 Preferred Stock to the lender with an exercise price of $1.15 per share which were accounted for as debt discount. The Company paid a $0.8 million facility fee in connection with the term loan facility. The Company allocated the $0.8 million term loan facility fee to the three loan tranches on a pro-rata basis based on the amount available to be drawn down under each tranche. The Company allocated $0.3 million to the initial draw which was recorded within debt issuance cost as an offset to the carrying value of the 2020 Term Loan and amortized over the term of the loan within interest expense on the condensed consolidated statement of operations. Additionally, the Company allocated $0.3 million to the Term B Loan and $0.2 million to the Term C Loan, all of which was recorded within prepaid expenses and other current assets on the consolidated balance sheet and is being amortized on a straight-line basis over the debt access period within interest expense on the consolidated statement of operations. The Company incurred debt issuance costs of $1.5 million in connection with the 2020 Term Loan including $0.9 million of professional fees and $0.6 million for the fair value of the warrants issued with the debt. Interest expense on the 2020 Term Loan totaled $0.7 million and $2.5 million for the three and nine months ended September 30, 2021, respectively, which includes amortization of the debt discount of less than $0.1 million and $0.3 million during the three and nine months ended September 30, 2021, respectively In September 2021, the Company repaid the 2020 Term Loan and incurred a debt extinguishment loss of $3.1 million, which was comprised of a $1.8 million prepayment penalty, $1.1 million expense related to unamortized discounts, and $0.2 million in unamortized prepaid facility fees and other charges. As of September 30, 2021, the Company had no outstanding balance on the 2020 Term Loan. Convertible Notes In February 2020, the Company issued Convertible Notes to several investors in the aggregate amount of $9.5 million with a stated interest rate of 1.5% per annum and a maturity date of February 28, 2021. The Convertible Notes provided a conversion option whereby upon the closing of a financing event, in which the aggregate gross proceeds of the issuance of preferred stock totaled at least $20.0 million, the notes would automatically convert into shares of the same class and series of capital stock of the Company issued to other investors in the financing at a conversion price equal to 80% of the price per share paid by the other investors. The conversion option met the definition of an embedded derivative and was required to be bifurcated and accounted for separately from the notes. The proceeds from the Convertible Notes were allocated between the derivative liability, with a fair value at issuance of $2.4 million, and the notes, with an initial carrying value of $7.1 million, included in long-term liabilities on the Company’s condensed consolidated balance sheets. The difference between the initial carrying value of the notes and the stated value of the notes represented a discount and that was accreted to interest expense over the term of the Convertible Notes using the effective interest method. In April 2020, the Convertible Notes, including outstanding principal and accrued interest totaling $9.5 million, were automatically converted into 10,351,063 shares of Series C1 Preferred Stock. Upon conversion, the remaining unamortized discount was recognized as loss on extinguishment of debt in the condensed consolidated statement of operations. Interest expense on the Convertible Notes was zero and $0.4 million for the three and nine months ended September 30, 2020, respectively, which consists primarily of amortization of the debt discount. |
Redeemable convertible preferre
Redeemable convertible preferred stock | 9 Months Ended |
Sep. 30, 2021 | |
Redeemable convertible preferred stock. | |
Redeemable convertible preferred stock | 10. Redeemable convertible preferred stock The Company has issued Series A1 redeemable convertible preferred stock (the “Series A1 Preferred Stock”), Series B1 redeemable convertible preferred stock (the “Series B1 Preferred Stock”), Series C1 redeemable convertible preferred stock (the “Series C1 Preferred Stock”), Series C2 redeemable convertible preferred stock (the “Series C2 Preferred Stock”), Series D1 redeemable convertible preferred stock (the “Series D1 Preferred Stock”) and Series D2 redeemable convertible preferred stock (the “Series D2 Preferred Stock”). The Series A1 Preferred Stock, Series B1 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock, Series D1 Preferred Stock, and Series D2 Preferred Stock are collectively referred to as the “Preferred Stock”. In April 2020, the Company issued and sold 23,611,208 shares of Series C1 Preferred Stock and 20,301,829 shares of Series C2 Preferred Stock to new and existing investors at a price of $1.15 per share for gross proceeds of $27.2 million and $23.3 million, respectively. Additionally, the Company’s Convertible Notes, including outstanding principal and accrued interest totaling $9.5 million (see Note 9), were automatically converted into 10,351,063 shares of Series C1 Preferred Stock. The Company incurred issuance costs in connection with this transaction of $0.6 million and recorded them as a reduction to the carrying value of the Series C1 Preferred Stock and Series C2 Preferred Stock. In March 2021, the Company issued and sold 22,086,725 shares of Series D1 Preferred Stock and 413,268 shares of Series D2 Preferred Stock to new and existing investors at a price of $3.60 per share for gross proceeds of $79.5 million and $1.5 million, respectively. The Company incurred issuance costs in connection with this transaction of $2.7 million and recorded them as a reduction to the carrying value of the Series D1 Preferred Stock and Series D2 Preferred Stock. On June 25, 2021, investors exchanged a total of 11,437,301 shares and 2,364,509 shares of Series C1 and D1 Preferred Stock to an equal number of shares of Series C2 and D2 Preferred Stock, respectively. On July 14, 2021, the IPO resulted in the automatic conversion Series A1, Series B1, Series C1 and Series D1 preferred stock to 24,200,920 shares of Class A common stock and Series C2 and Series D2 converted into 6,903,379 shares of Class B common stock. On July 19, 2021, the Company restated its certificate of incorporation and authorized 10,000,000 shares of $0.01 par value Preferred Stock. As As of December 31, 2020, Preferred Stock consisted of the following (in thousands, except for share data): December 31, 2020 Preferred stock Common stock Preferred stock issued and Liquidation issuable upon authorized outstanding Carrying value preference conversion Series A1 Preferred Stock 22,563,639 18,740,115 $ 18,542 $ 21,176 3,748,022 Series B1 Preferred Stock 61,217,425 60,017,425 68,511 90,026 12,003,474 Series C1 Preferred Stock 57,372,796 33,962,271 40,632 58,585 6,792,445 Series C2 Preferred Stock 20,301,829 20,301,829 24,141 35,021 4,060,365 161,455,689 133,021,640 $ 151,826 $ 204,808 26,604,306 |
Preferred stock warrants
Preferred stock warrants | 9 Months Ended |
Sep. 30, 2021 | |
Preferred stock warrants | |
Preferred stock warrants | 11. In connection with the 2020 Term Loan, the Company issued 1,195,652 warrants to purchase shares of Series C1 Preferred Stock at an exercise price of $1.15 per share. The Company’s warrants were immediately exercisable and expire 10 years after issuance. The fair value of the warrants on the issuance date was $0.7 million. The Company also has outstanding warrants to purchase shares of Preferred Stock issued in connection with previous financing agreements. In connection with the IPO, preferred stock warrants were automatically converted to Class A common stock warrants. The Company determined the event resulted in equity classification of the Class A common stock warrants and reclassified the fair value of the preferred stock warrant liability as of the IPO date into equity. As of December 31, 2020, warrants to purchase the following classes of preferred stock outstanding consisted of the following: December 31, 2020 Series of Preferred redeemable shares Weighted Contractual convertible issuable upon average term preferred Balance sheet exercise exercise Warrant fair Issuance date (in years) stock classification of warrant price value April 24, 2017 10 Series A1 Liability 3,823,524 $ 0.01 $ 1,875 April 12, 2018 10 Series B1 Liability 1,199,994 $ 0.01 1,501 May 14, 2020 10 Series C1 Liability 1,195,652 $ 1.15 741 6,219,170 $ 4,117 |
Common stock and common stock w
Common stock and common stock warrants | 9 Months Ended |
Sep. 30, 2021 | |
Common stock and common stock warrants | |
Common stock and common stock warrants | 12. As of September 30, 2021 and December 31, 2020, the Company’s restated certificate of incorporation authorized the issuance of 210,000,000 shares and 35,000,000 shares, respectively, of $0.01 par value Class A common stock. On June 25, 2021, the Company filed an amended and restated certificate of incorporation, which effected a recapitalization of the Company’s then outstanding common stock to Class A common stock and authorized an additional new class of common stock (Class B common stock). Rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion. On July 19, 2021, the Company filed an amended and restated certificate of incorporation which authorized Class A common stock and Class B common stock to 210,000,000 shares and 10,000,000 shares, respectively. As of September 30, 2021, there were outstanding outstanding Each share of Class A common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. The Company’s Class B common stock is non-voting. Class A and Class B common stockholders are entitled to receive dividends, as may be declared by the board of directors, if any, subject to the preferential dividend rights of Preferred Stock. As of September 30, 2021 and December 31, 2020, no cash dividends had been declared or paid. As of September 30, 2021 and December 31, 2020, the Company had reserved 9,991,141 and 32,574,029 shares, respectively, of common stock for the conversion of the outstanding Preferred Stock (see Note 10), exercise of outstanding stock options, the number of shares remaining available for grant under the Company’s 2010 Stock Incentive Plan and 2021 Incentive Award Plan (see Note 13) and the exercise of outstanding warrants to purchase shares of preferred stock (see Note 11) and Class A common stock. In prior years the Company issued warrants to purchase common stock in conjunction with previous financing arrangements. In connection with the IPO, preferred stock warrants were automatically converted to Class A common stock warrants. The contractual term of the converted Class A common stock warrants remained consistent with the original term of the preferred stock warrants. The Company determined the event resulted in equity classification of the Class A common stock warrants and reclassified the fair value of the preferred stock warrant liability as of the IPO date into equity. As of September 30, 2021, outstanding warrants to purchase common stock consisted of the following: September 30, 2021 Shares of common stock Balance sheet issuable upon Weighted average Issuance date Contractual term classification exercise of warrant exercise price (in years) July 24, 2017 10 Equity 25,835 $ 295.15 April 12, 2018 10 Equity 30,000 $ 1.00 July 14, 2021 10 Equity 975,109 $ 1.46 1,030,944 As of December 31, 2020, outstanding warrants to purchase common stock outstanding consisted of the following: December 31, 2020 Shares of common stock Balance sheet issuable upon Weighted average Issuance date Contractual term classification exercise of warrant exercise price (in years) July 24, 2017 10 Equity 25,835 $ 295.15 April 12, 2018 10 Equity 30,000 $ 1.00 55,835 |
Stock-based compensation
Stock-based compensation | 9 Months Ended |
Sep. 30, 2021 | |
Stock-based compensation | |
Stock-based compensation | 13. Stock-based compensation 2010 Stock Option and Grant Plan At December 31, 2020, a total of 4,945,783 shares of common stock were reserved for issuance under the 2010 Plan. In March 2021, the Board of Directors approved an increase to the 2010 Plan shares by 382,889 shares. Upon the effectiveness of the IPO, no additional awards will be granted under the 2010 Plan and shares of existing outstanding options that are returned will be returned and can be granted under the 2021 Incentive Award Plan (described below). 2021 Incentive Award Plan In July 2021, the Board of Directors adopted, and the Company’s stockholders approved, the 2021 Incentive Award Plan (the “2021 Plan”), which became effective in connection with the IPO of Class A common stock. The 2021 Plan provides for the grant of stock options, including incentive stock options and non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, and other stock-based and cash-based awards. The 2021 Plan has a term of . The aggregate number of shares of Class A common stock available for issuance under the 2021 Plan is equal to (i) of the aggregate number of shares of Class A common stock outstanding on the last day of the immediately preceding calendar year and (B) such smaller amount of shares as determined by the Board of Directors. No more than shares of Class A common stock may be issued under the 2021 Plan upon the exercise of incentive stock options. As of September 30, 2021, there are The following table presents, on a weighted average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant-date fair value of stock options granted to employees and directors: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Risk-free interest rate 0.96 % 0.34 % 0.90 % 0.36 % Expected term (in years) 5.8 6.0 6.0 6.0 Expected volatility 43.7 % 90.4 % 51.5 % 90.3 % Expected dividend yield 0 % 0 % 0 % 0 % Stock options The following table summarizes the Company’s stock option activity since December 31, 2020 (in thousands, except for share and per share data): Weighted Weighted average Number of average remaining Aggregate shares exercise price contractual term intrinsic value (in years) Outstanding as of December 31, 2020 3,604,584 $ 0.92 8.12 $ 4,272 Granted 1,732,182 9.15 Exercised (111,149) 2.67 Expired (34,447) 1.00 Forfeited (667,866) 2.12 Outstanding as of September 30, 2021 4,523,304 $ 3.88 7.68 $ 66,231 Options vested and expected to vest as of September 30, 2021 4,523,304 $ 3.88 7.68 $ 66,231 Options exercisable as of September 30, 2021 2,134,381 $ 1.25 6.17 $ 36,777 The aggregate intrinsic value of options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock (or Class A common stock as of September 30, 2021) for those options that had exercise prices lower than such fair value. The intrinsic value of stock options exercised during the nine months ended September 30, 2021 and 2020 was $0.4 million and zero, respectively. The weighted average grant-date fair value per share of stock options granted during the three months ended September 30, 2021 and 2020 was $8.33 and $0.55, respectively, and during the nine months ended September 30, 2021 and 2020 was $4.05 and $0.55, respectively. Restricted stock In February 2021, the Company granted 248,903 shares of restricted stock to an employee under the 2010 Plan with a four-year vesting term. In connection with the grant, the employee paid $0.5 million, which represents the $2.10 per share fair value of the common stock on the date of the restricted stock grant. The restricted common stock includes a repurchase right, whereas upon the occurrence of the employee’s resignation or termination for cause or good reason the Company shall have the right to repurchase unvested restricted common stock shares. At September 30, 2021 and December 31, 2020, the Company has $0.7 million and zero in unvested restricted common stock liability included in other long-term liabilities, respectively. The following table summarizes the Company’s restricted stock activity since December 31, 2020 (in thousands except for share and per share data): Weighted Number of average shares fair value (in years) Unvested as of December 31, 2020 - Granted 248,903 $ 2.10 Vested - Forfeited - Unvested as of September 30, 2021 248,903 $ 2.10 2021 Employee Stock Purchase Plan In July 2021, the Board of Directors adopted, and the Company’s stockholders approved, the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective in connection with the IPO of Class A common stock. The aggregate number of shares of Class A common stock available for issuance under the 2021 ESPP is equal to (i) 400,000 shares and (ii) an annual increase for ten years on the first day of each calendar year beginning on January 1, 2022, equal to the lesser of (A) 1% of the aggregate number of shares of Class A common stock outstanding on the last day of the immediately preceding calendar year and (B) such smaller amount of shares as determined by the Board of Directors. No more than 6,300,000 shares of Class A common stock may be issued under the 2021 ESPP. As of September 30, 2021, no offering periods have been initiated. Stock-based compensation expense Stock-based compensation expense was classified in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Cost of revenue $ 106 $ 20 $ 221 $ 62 General and administrative 345 72 680 223 Sales and marketing 76 11 158 42 Research and development 57 12 106 34 Total stock-based compensation expense $ 584 $ 115 $ 1,165 $ 361 As of September 30, 2021, total unrecognized compensation expense related to unvested stock options held by employees and directors was $6.2 million, which is expected to be recognized over a weighted average period of 1.4 years. |
Income taxes
Income taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income taxes | |
Income taxes | 14. Income taxes During the three and nine months ended September 30, 2021 and 2020, the pretax losses incurred by the Company, as well as the research and development tax credits generated, received no corresponding tax benefit because the Company concluded that it is more likely than not that the Company will be unable to realize the value of any resulting deferred tax assets. The Company will continue to assess its position in future periods to determine if it is appropriate to reduce a portion of its valuation allowance in the future. The Company’s tax provision and the resulting effective tax rate for interim periods is determined based upon its estimated annual effective tax rate (“AETR”), adjusted for the effect of discrete items arising in that quarter. The impact of such inclusions could result in a higher or lower effective tax rate during a particular quarter, based upon the mix and timing of actual earnings or losses versus annual projections. In each quarter, the Company updates its estimate of the annual effective tax rate, and if the estimated annual tax rate changes, a cumulative adjustment is made in that quarter. The Company has evaluated the positive and negative evidence bearing upon its ability to realize its deferred tax assets, which primarily consist of net operating loss carryforwards. The Company has considered its history of cumulative net losses, estimated future taxable income and prudent and feasible tax planning strategies and has concluded that it is more likely than not that the Company will not realize the benefits of its deferred tax assets. As a result, as of September 30, 2021 and December 31, 2020 the Company has recorded a full valuation allowance against its net deferred tax assets. The Company files U.S. income tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal and state jurisdictions, where applicable. There are currently no pending tax examinations in the U.S. The Company has not received notice of examination by any jurisdictions in the U.S. The Company has a branch in Germany that is under examination in its local country for tax years 2016-2018. Any adjustments that may result from the examinations are not expected to have a material impact on the financial position, liquidity, or results of operations of the Company. |
Net loss per share
Net loss per share | 9 Months Ended |
Sep. 30, 2021 | |
Net loss per share | |
Net loss per share | 15. Net loss per share Net loss per share attributable to common stockholders. As of September 30, 2021, the Company has Class A common stock and Class B common stock. According to the Company’s restated certificate of incorporation, both classes have the same rights to the Company’s earnings and neither of the shares have any prior or senior rights to dividends to other shares. The Company reported a net loss attributable to common stockholders for the three and nine months ended September 30, 2021 and 2020, as such basic net loss per share attributable to common stockholders was the same as diluted net loss per share attributable to common stockholders. Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net loss $ (24,987) $ (8,465) $ (58,919) $ (25,739) Accretion of redeemable convertible preferred stock to redemption value 210 (832) (1,761) (2,882) Cumulative redeemable convertible preferred stock dividends (451) (1,412) (2,747) (2,987) Net loss attributable to common stockholders—basic and diluted $ (25,228) $ (10,709) $ (63,427) $ (31,608) Denominator: Weighted average Class A common shares outstanding—basic and diluted 29,463,234 356,074 10,372,225 354,341 Weighted average Class B common shares outstanding—basic and diluted 5,852,865 — 1,972,394 — Total shares for EPS—basic and diluted 35,316,099 356,074 12,344,619 354,341 Net loss per share attributable to Class A common stockholders—basic and diluted (0.71) (30.08) (5.14) (89.20) Net loss per share attributable to Class B common stockholders—basic and diluted (0.71) — (5.14) — The Company’s potentially dilutive securities, which include stock options, redeemable convertible preferred stock, common stock warrants and preferred stock warrants, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: September 30, 2021 2020 Options to purchase common stock 4,772,207 4,005,581 Warrants to purchase common stock 294,965 55,872 Redeemable convertible preferred stock (as converted to common stock) — 26,604,306 Warrants to purchase preferred stock (as converted to warrants to purchase common stock) — 1,243,834 5,067,172 31,909,593 |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and contingencies | |
Commitments and contingencies | 16. Commitments and contingencies Lease agreements In October 2013, the Company entered into an operating lease for office and manufacturing space in Lowell, Massachusetts, which expires in July 2026. The terms of the lease include options for early termination of the lease in July 2024 and a one-time, five-year extension of the lease following its expiration as well as a $0.7 million tenant improvement allowance, which was fully utilized as of September 30, 2021. In June 2021, the Company entered into a Sublease agreement for office and manufacturing space in Lexington, Massachusetts, which expires in June 2029. The Sublease agreement includes an option to terminate the sublease in July 2026, subject to an early termination fee. The Company also has the right to use furniture and equipment specified in the Sublease agreement for $0.6 million in future payments over the term of the sublease with the option to purchase the furniture and equipment at the end of the sublease term. Additionally, the Sublease requires the Company to return part of the leased space back to its original condition upon termination. As a result, the Company recognized an asset retirement obligation in the amount of $0.2 million which is classified in other long-term liabilities within the consolidated balance sheet. Concurrent with entering into the Sublease agreement, the Company executed an Option Agreement with the property owner which provides the Company the option to enter into a new direct lease for the Lexington facility for an additional five years following expiration of the sublease. The Company recognizes rent expense on a straight-line basis over the respective lease period. The Company has recorded deferred rent for rent expense incurred but not yet paid. Rent expense was $0.2 million and $0.1 million for the three months ended September 30, 2021 and 2020, respectively, and rent expense was $0.4 million and $0.3 million for the nine months ended September 30, 2021 and 2020, respectively. Future minimum lease commitments under operating leases as of September 30, 2021 are as follows (in thousands): Year ending December 31, 2021 $ 169 2022 1,139 2023 1,169 2024 1,199 2025 1,229 Thereafter 2,997 Total $ 7,902 Exit fee In December 2016, in connection with the amendment of a then-outstanding loan agreement with the lender, the Company entered into an agreement under which it was obligated to pay the lender an exit fee in the amount of $0.8 million in the event of a qualifying exit event prior to December 31, 2026. A qualifying event was defined as any (i) liquidation, dissolution or winding up whether voluntary or involuntary; (ii) consolidation, merger or reverse merger; (iii) sale, lease, transfer, exclusive license, exchange, dividend or other disposition of all or substantially all of the Company’s assets; (iv) issuance and/or sale of the Company’s stock that is greater than 50% of the shares of common stock immediately following such issuance; (v) any other form of acquisition or business combination that results in a change of control at the Company; or (vi) the consummation of any public offering of shares of common stock. There were no amounts accrued for the exit fee at December 31, 2020, as the occurrence of a qualifying exit event was not deemed probable. The Company paid the exit fee following the IPO, which was considered a qualifying event. The exit fee expense is included in Other income (expense) on the condensed consolidated statements of operations for the three and nine months ended September 30, 2021. Supply agreement Software subscription During the year ended December 31, 2020, the Company entered into a non-cancelable agreement with a service provider for software as a service and cloud hosting services. As of September 30, 2021, the Company had committed to minimum payments under these arrangements totaling $1.1 million through January 31, 2026. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. There were no amounts accrued for the software subscription as of September 30, 2021 and December 31, 2020. Indemnification agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to customers, vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and certain of its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not currently aware of any indemnification claims and has not accrued any liabilities related to such obligations in its condensed consolidated financial statements as of September 30, 2021 and December 31, 2020. Legal proceedings The Company is not a party to any litigation and does not have contingency reserves established for any litigation liabilities. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to such legal proceedings. |
Benefit plans
Benefit plans | 9 Months Ended |
Sep. 30, 2021 | |
Benefit plans | |
Benefit plans | 17. Benefit plans The Company established a defined contribution savings plan under Section 401(k) of the Code. This plan covers all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Matching contributions to the plan may be made at the discretion of the Company’s board of directors. The Company made contributions of $0.1 million and less than $0.1 million to the plan during the three months ended September 30, 2021 and 2020, respectively, and $0.2 million and $0.1 million to the plan during the nine months ended September 30, 2021 and 2020, respectively. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Use of estimates | Use of estimates The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, calculating the standalone selling price for revenue recognition, the valuation of inventory, the valuation of common stock and stock-based awards, and the valuation of the preferred stock warrant liability. The Company bases its estimates on historical experience, known trends and other market-specific and relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates. Due to the COVID-19 pandemic, there has been uncertainty and disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information is obtained. Other than policies noted below, there have been no significant changes to the significant accounting policies disclosed in Note 2 of the audited consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020 and 2019, included in the Prospectus. |
Risk of concentrations of credit, significant customers and significant suppliers | Risk of concentrations of credit, significant customers and significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. Periodically, the Company maintains deposits in accredited financial institutions in excess of federally insured limits. The Company maintains its cash and cash equivalents with financial institutions that management believes to be of high credit quality. The Company has not experienced any losses on such accounts and does not believe it is exposed to any unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company has not experienced any other-than-temporary losses with respect to its cash equivalents and investments and does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. Significant customers are those which represent more than 10% of the Company’s total revenue or accounts receivable balance at each respective balance sheet date. The following table presents customers that represent 10% or more of the Company’s total revenue: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Customer A 32.1 % 40.8 % 16.4 % 21.2 % Customer B * * * 17.1 % Customer C * * * 10.1 % Customer D 11.4 % * * * Customer E * 18.8 % * * 43.5 % 59.6 % 16.4 % 48.4 % * – less than 10% The following table presents customers that represent 10% or more of the Company’s accounts receivable: September 30, December 31, 2020 2021 2020 Customer A 21.7 % 41.9 % Customer D 20.2 % * Customer E 11.1 % * Customer F * 10.1 % Customer G * 13.4 % Customer H * 18.7 % 53.0 % 84.1 % * – less than 10% |
Deferred offering costs | Deferred offering costs The Company capitalizes certain legal, accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of an equity financing, these costs are recorded in stockholders’ equity (deficit) as a reduction of additional paid-in capital generated as a result of the offering or as a reduction to the carrying value of redeemable convertible preferred stock. If the in-process equity financing is abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the condensed consolidated statements of operations. As of September 30, 2021 and December 31, 2020, the Company had zero and $0.1 million, respectively, in deferred offering costs in the condensed consolidated balance sheets. |
Debt issuance costs | Debt issuance costs The Company capitalizes certain legal and other third-party fees that are directly associated with the issuance of debt as debt issuance costs. Debt issuance costs are recorded as a direct reduction of the carrying amount of the associated debt on the condensed consolidated balance sheets and amortized as interest expense on the condensed consolidated statements of operations using the effective interest method, which approximates the straight-line method. As of September 30, 2021 and December 31, 2020, debt issuance costs totaled zero and $1.3 million, respectively. During the three months ended September 30, 2021 and 2020, the Company recorded $0.1 million in the respective periods, and during the nine months ended September 30, 2021 and 2020, the Company recorded $0.4 million and $0.7 million, respectively, of interest expense related to amortization of debt issuance costs in the condensed consolidated statement of operations. |
Cash equivalents | Cash equivalents The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents that are readily convertible to cash are stated at cost, which approximates fair value. At September 30, 2021 and December 31, 2020, the Company held cash of $0.4 million and $0.1 million, respectively, in banks located outside of the United States. |
Restricted cash | Restricted cash As of September 30, 2021 and December 31, 2020, the Company was required to maintain guaranteed investment certificates of $0.3 million and $0.1 million, respectively, with maturities of three months to one year that are subject to an insignificant risk of changes in value. The guaranteed investment certificates are held for the benefit of the landlord in connection with an operating lease which has a remaining term of greater than one year and are classified as restricted cash (non-current) on the Company’s consolidated balance sheets. |
Software Development Costs | Software Development Costs The Company accounts for software development costs for internal-use software under the provisions of ASC 350-40, “Internal-Use Software |
Fair value measurements | Fair value measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: ● Level 1—Quoted prices in active markets for identical assets or liabilities. ● Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. ● Level 3—Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents, short-term investments and its redeemable convertible preferred stock warrant liability are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities. The carrying value of the Company’s long-term debt approximates its fair value (a level 2 measurement) at each balance sheet date due to its variable interest rate, which approximates a market interest rate. |
Product warranties | Product warranties The Company offers a one-year limited assurance warranty on System sales, which is included in the selling price. The warranty accrual is included in accrued expenses and other current liabilities in the condensed consolidated balance sheets. The following table presents a summary of changes in the amount reserved for warranty cost (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Balance, beginning of the period $ 612 $ 757 $ 637 $ 848 Warranty repairs — (3) (25) (94) Balance, end of the year $ 612 $ 754 $ 612 $ 754 |
Segment information | Segment information The Company determined its operating segment after considering the Company’s organizational structure and the information regularly reviewed and evaluated by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company has determined that its CODM is its Chief Executive Officer. The CODM reviews the financial information on a consolidated basis for purposes of evaluating financial performance and allocating resources. On the basis of these factors, the Company determined that it operates and manages its business as one operating segment, that develops, manufactures, markets and sells Systems and related LIMS connection software, consumables and services; and accordingly has one reportable segment for financial reporting purposes. Substantially all of the Company’s long-lived assets are held in the United States. |
Revenue recognition | Revenue recognition Remaining performance obligations The Company does not disclose the value of remaining performance obligations for (i) contracts with an original contract term of one year or less, (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice when that amount corresponds directly with the value of services performed, and (iii) Contract balances from contracts with customers Contract assets arise from unbilled amounts in customer arrangements when revenue recognized exceeds the amount billed to the customer and the Company’s right to payment is conditional and not only subject to the passage of time. The Company had $1.1 million and $0.5 million in contract assets as of September 30, 2021 and December 31, 2020, respectively, included in prepaid expenses and other current assets. These balances relate to the BARDA (as defined below) agreements, as well as unbilled amounts with commercial customers. Contract liabilities represent the Company’s obligation to transfer goods or services to a customer for which it has received consideration (or the amount is due) from the customer. The Company has a contract liability related to service revenue, which consists of amounts that have been invoiced but that have not been recognized as revenue. Amounts expected to be recognized as revenue within 12 months of the balance sheet date are classified as current deferred revenue and amounts expected to be recognized as revenue beyond 12 months of the balance sheet date are classified as noncurrent deferred revenue. The Company did not record any non-current deferred revenue as of September 30, 2021 or December 31, 2020. Deferred revenue was $3.9 million and $4.4 million at September 30, 2021 and December 31, 2020. Revenue recognized during the three months ended September 30, 2021 and 2020 that was included in deferred revenue at the prior period-end was $0.7 million and $0.2 million, respectively. Revenue recognized during the nine months ended September 30, 2021 and 2020 that was included in deferred revenue at the prior period-end was $3.6 million and $0.8 million, respectively. Non-commercial revenue The Company generates revenue from a long-term contract with the U.S. Department of Health and Human Services Biomedical Advanced Research and Development Authority (“BARDA”) a part of the U.S. government. The Company’s contracts with the U.S. government typically are subject to the Federal Acquisition Regulation (“FAR”) and are priced based on estimated or actual costs of producing goods or providing services. The FAR provides guidance on the types of costs that are allowable in establishing prices for goods or services provided under U.S. government contracts. In September 2017, the Company signed a contract with BARDA, which was subsequently modified on multiple occasions to increase the contract value and adjust the cost share reimbursement rate. Modifications were accounted for in accordance with the contract modification framework. The contract is a cost-reimbursable, cost- sharing arrangement, whereby BARDA reimburses the Company for a percentage of the total costs that have been incurred including indirect allowable costs. Revenue on the BARDA contract is recognized over time using an input method based on cost incurred to date in relation to total estimated cost. Due to the structure of the arrangement, the transaction price is variable in nature based on actual cost incurred. As such the amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. Disaggregated revenue The Company disaggregates revenue based on the recurring and non-recurring, and commercial and non-commercial, nature of the underlying sale. Recurring revenue includes sales of consumables and service contracts. Non-recurring revenue includes sales of Systems, LIMS connection software, validation services, field service, and revenue under the Company’s contract with BARDA. The following table presents the Company’s revenue by the recurring or non-recurring and commercial or non-commercial nature of the revenue stream (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Product and service revenue — recurring $ 2,171 $ 855 $ 5,539 $ 2,712 Product and service revenue — non-recurring 4,132 4,109 11,243 6,269 Non-commercial revenue — non-recurring 596 283 1,242 1,858 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 The following table presents the Company’s revenue by customer geography (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 United States $ 4,313 $ 2,067 $ 10,086 $ 4,401 Germany 298 312 1,263 1,547 Switzerland 899 2,765 2,989 3,574 All other countries 1,389 103 3,686 1,317 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 Advertising costs Advertising costs are expensed as incurred and are included in sales and marketing expenses in the condensed consolidated statements of operations. Advertising costs were less than $0.1 million during the three and nine months ended September 30, 2021 and 2020. |
Advertising costs | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 United States $ 4,313 $ 2,067 $ 10,086 $ 4,401 Germany 298 312 1,263 1,547 Switzerland 899 2,765 2,989 3,574 All other countries 1,389 103 3,686 1,317 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 |
Stock-based compensation | Stock-based compensation The Company measures all stock-based awards granted to employees, officers and directors based on their fair value on the date of the grant and recognizes compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. The Company issues stock-based awards with only service-based vesting conditions and records the expense for these awards using the straight-line method. Forfeitures are accounted for prospectively as they occur. The Company measures all restricted common stock granted to employees based on the common stock value on the date of grant. The purchase price of the restricted common stock is the common stock value on the date of grant. The restricted common stock includes a repurchase right, whereas upon the occurrence of a specific event, the Company shall have the right to repurchase unvested restricted common stock shares. At September 30, 2021 and December 31, 2020, the Company has $0.7 million and zero, respectively, in unvested restricted Class A common stock liability included in other long-term liabilities. |
Comprehensive loss | Comprehensive loss Comprehensive loss includes net loss as well as other changes in stockholders’ deficit that result from transactions and economic events other than those with stockholders. For the three months ended September 30, 2021 and 2020, there were no other adjustments to comprehensive income or loss, and for the nine months ended September 30, 2021 and 2020, comprehensive loss included less than $0.1 million and zero, respectively, of unrealized gains on short-term investments, net of tax. |
Recently adopted and issued accounting pronouncements | Recently adopted accounting pronouncements I 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Topic 35): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which requires capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The Company adopted this guidance effective on January 1, 2021 and adoption did not have a material impact on the condensed consolidated financial statements and related disclosures. Recently issued accounting pronouncements The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the newer revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less may be accounted for similar to existing guidance for operating leases today. For public business entities, ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. For nonpublic entities, this guidance is effective for annual periods beginning after December 15, 2021. The Company expects to adopt this guidance effective January 1, 2022, and it is currently evaluating the impact on its condensed consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (ASC 740): Simplifying the Accounting for Income Taxes |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Schedule of concentration risk of customers that represent 10% or more of the Company's total revenue and accounts receivable | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Customer A 32.1 % 40.8 % 16.4 % 21.2 % Customer B * * * 17.1 % Customer C * * * 10.1 % Customer D 11.4 % * * * Customer E * 18.8 % * * 43.5 % 59.6 % 16.4 % 48.4 % * – less than 10% The following table presents customers that represent 10% or more of the Company’s accounts receivable: September 30, December 31, 2020 2021 2020 Customer A 21.7 % 41.9 % Customer D 20.2 % * Customer E 11.1 % * Customer F * 10.1 % Customer G * 13.4 % Customer H * 18.7 % 53.0 % 84.1 % * – less than 10% |
Summary of changes in the amount reserved for warranty cost | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Balance, beginning of the period $ 612 $ 757 $ 637 $ 848 Warranty repairs — (3) (25) (94) Balance, end of the year $ 612 $ 754 $ 612 $ 754 |
Schedule of disaggregated revenue by nature and geographic location | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Product and service revenue — recurring $ 2,171 $ 855 $ 5,539 $ 2,712 Product and service revenue — non-recurring 4,132 4,109 11,243 6,269 Non-commercial revenue — non-recurring 596 283 1,242 1,858 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 The following table presents the Company’s revenue by customer geography (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 United States $ 4,313 $ 2,067 $ 10,086 $ 4,401 Germany 298 312 1,263 1,547 Switzerland 899 2,765 2,989 3,574 All other countries 1,389 103 3,686 1,317 Total revenue $ 6,899 $ 5,247 $ 18,024 $ 10,839 |
Fair value of financial asset_2
Fair value of financial assets and liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair value of financial assets and liabilities | |
Schedule of information about the Company's financial assets and liabilities measured at fair value on a recurring basis | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy used to determine such fair values (in thousands): Fair value measurements as of September 30, 2021 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 212,833 $ — $ — $ 212,833 $ 212,833 $ — $ — $ 212,833 Fair value measurements at December 31, 2020 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 23,456 $ — $ — $ 23,456 Short-term investments 14,998 — — 14,998 $ 38,454 $ — $ — $ 38,454 Liabilities Preferred stock warrant liability $ — $ — $ 4,117 $ 4,117 $ — $ — $ 4,117 $ 4,117 |
Schedule of information about weighted average of the unobservable inputs used to fair value the preferred stock warrant liability | The table below quantifies the weighted average of the unobservable inputs used to fair value the preferred stock warrant liability prior to their conversion into common stock warrants: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Fair value of Series A1 preferred stock $ 4.00 $ 0.39 $ 3.01 $ 0.45 Fair value of Series B1 preferred stock $ 4.00 $ 1.17 $ 3.26 $ 1.13 Fair value of Series C1 preferred stock $ 4.00 $ 1.15 $ 3.30 $ 1.15 Remaining contractual term (in years) 6.6 7.4 6.8 7.7 Risk-free interest rate 1.0 % 0.6 % 1.2 % 0.6 % Expected dividend yield — % — % — % — % Expected volatility 42.2 % 40.3 % 42.0 % 39.3 % |
Schedule of information provides a rollforward of the aggregate fair values of the Company's preferred stock warrant liability | The following table provides a rollforward of the aggregate fair values of the Company’s preferred stock warrant liability, for which fair values are determined using Level 3 inputs (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Balance, beginning of period $ 15,600 $ 3,499 $ 4,117 $ 3,396 Initial fair value of Series C1 preferred stock warrants — — — 652 Change in fair value of preferred stock warrants 8,160 — 19,643 (549) Conversion of preferred stock warrants to common stock warrants (23,760) — (23,760) — Balance, end of period $ — $ 3,499 $ — $ 3,499 |
Short-term investments (Tables)
Short-term investments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Short-term investments | |
Schedule of short-term investments by investment type | Short-term investments by investment type consisted of the following (in thousands): December 31, 2020 Gross Gross Amortized unrealized unrealized Fair cost gains losses value U.S. Treasury bonds $ 14,997 $ 1 $ — $ 14,998 $ 14,997 $ 1 $ — $ 14,998 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventory | |
Summary of Inventory | Inventory consisted of the following (in thousands): September 30, December 31, 2021 2020 Raw materials $ 10,315 $ 6,754 Work in process 689 1,190 Finished goods 3,163 1,021 Total $ 14,167 $ 8,965 |
Prepaid expenses and other cu_2
Prepaid expenses and other current assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Prepaid expenses and other current assets | |
Schedule of prepaid expenses and other current assets | Prepaid expenses and other current assets consisted of the following (in thousands): September 30, December 31, 2021 2020 Prepaid insurance $ 2,621 $ 355 Prepaid commitment fee on notes payable — 275 Contract asset 1,065 471 Deposits 1,415 1,148 Lease receivables, current portion 282 325 Other 17 546 $ 5,400 $ 3,120 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property and equipment, net | |
Schedule of property and equipment, net | Property and equipment, net consisted of the following (in thousands): September 30, December 31, 2021 2020 Manufacturing and laboratory equipment $ 13,198 $ 12,961 Computer hardware and software 1,637 1,088 Office furniture and fixtures 723 343 Leasehold improvements 3,012 2,996 Construction-in-process 1,454 — 20,024 17,388 Less: Accumulated depreciation (11,391) (10,336) $ 8,633 $ 7,052 |
Accrued expenses and other cu_2
Accrued expenses and other current liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accrued expenses and other current liabilities | |
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, 2021 2020 Accrued employee compensation and benefits expense $ 3,500 $ 3,083 Accrued vendor expenses 5,885 1,685 Accrued warranty expense 612 637 Accrued interest — 330 Deferred rent, current portion 127 118 Accrued taxes 748 688 Other 694 113 $ 11,566 $ 6,654 |
Long-term debt (Tables)
Long-term debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Long-term debt | |
Schedule of components of the Company's long-term debt | The components of the Company’s long-term debt consisted of the following (in thousands): September 30, December 31, 2021 2020 Notes payable $ — $ 25,000 Payment in kind interest — 1,145 Less: Unamortized discount — (1,335) Long-term debt, net of discount $ — $ 24,810 |
Redeemable convertible prefer_2
Redeemable convertible preferred stock (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Redeemable convertible preferred stock. | |
Schedule of preferred stock | As of December 31, 2020, Preferred Stock consisted of the following (in thousands, except for share data): December 31, 2020 Preferred stock Common stock Preferred stock issued and Liquidation issuable upon authorized outstanding Carrying value preference conversion Series A1 Preferred Stock 22,563,639 18,740,115 $ 18,542 $ 21,176 3,748,022 Series B1 Preferred Stock 61,217,425 60,017,425 68,511 90,026 12,003,474 Series C1 Preferred Stock 57,372,796 33,962,271 40,632 58,585 6,792,445 Series C2 Preferred Stock 20,301,829 20,301,829 24,141 35,021 4,060,365 161,455,689 133,021,640 $ 151,826 $ 204,808 26,604,306 |
Preferred stock warrants (Table
Preferred stock warrants (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Preferred stock warrant | |
Preferred stock warrants | |
Schedule of warrants to purchase the following classes of preferred stock outstanding | December 31, 2020 Series of Preferred redeemable shares Weighted Contractual convertible issuable upon average term preferred Balance sheet exercise exercise Warrant fair Issuance date (in years) stock classification of warrant price value April 24, 2017 10 Series A1 Liability 3,823,524 $ 0.01 $ 1,875 April 12, 2018 10 Series B1 Liability 1,199,994 $ 0.01 1,501 May 14, 2020 10 Series C1 Liability 1,195,652 $ 1.15 741 6,219,170 $ 4,117 |
Common stock and common stock_2
Common stock and common stock warrants (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Common stock and common stock warrant | |
Preferred stock warrants | |
Schedule of warrants to purchase the following classes of preferred stock outstanding | September 30, 2021 Shares of common stock Balance sheet issuable upon Weighted average Issuance date Contractual term classification exercise of warrant exercise price (in years) July 24, 2017 10 Equity 25,835 $ 295.15 April 12, 2018 10 Equity 30,000 $ 1.00 July 14, 2021 10 Equity 975,109 $ 1.46 1,030,944 As of December 31, 2020, outstanding warrants to purchase common stock outstanding consisted of the following: December 31, 2020 Shares of common stock Balance sheet issuable upon Weighted average Issuance date Contractual term classification exercise of warrant exercise price (in years) July 24, 2017 10 Equity 25,835 $ 295.15 April 12, 2018 10 Equity 30,000 $ 1.00 55,835 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Stock-based compensation | |
Schedule of assumptions used to determine the grant-date fair value of stock options | The following table presents, on a weighted average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant-date fair value of stock options granted to employees and directors: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Risk-free interest rate 0.96 % 0.34 % 0.90 % 0.36 % Expected term (in years) 5.8 6.0 6.0 6.0 Expected volatility 43.7 % 90.4 % 51.5 % 90.3 % Expected dividend yield 0 % 0 % 0 % 0 % |
Schedule of stock option activity | The following table summarizes the Company’s stock option activity since December 31, 2020 (in thousands, except for share and per share data): Weighted Weighted average Number of average remaining Aggregate shares exercise price contractual term intrinsic value (in years) Outstanding as of December 31, 2020 3,604,584 $ 0.92 8.12 $ 4,272 Granted 1,732,182 9.15 Exercised (111,149) 2.67 Expired (34,447) 1.00 Forfeited (667,866) 2.12 Outstanding as of September 30, 2021 4,523,304 $ 3.88 7.68 $ 66,231 Options vested and expected to vest as of September 30, 2021 4,523,304 $ 3.88 7.68 $ 66,231 Options exercisable as of September 30, 2021 2,134,381 $ 1.25 6.17 $ 36,777 |
Schedule of restricted stock activity | The following table summarizes the Company’s restricted stock activity since December 31, 2020 (in thousands except for share and per share data): Weighted Number of average shares fair value (in years) Unvested as of December 31, 2020 - Granted 248,903 $ 2.10 Vested - Forfeited - Unvested as of September 30, 2021 248,903 $ 2.10 |
Schedule of stock-based compensation expense was classified in the consolidated statements of operations | Stock-based compensation expense was classified in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Cost of revenue $ 106 $ 20 $ 221 $ 62 General and administrative 345 72 680 223 Sales and marketing 76 11 158 42 Research and development 57 12 106 34 Total stock-based compensation expense $ 584 $ 115 $ 1,165 $ 361 |
Net loss per share (Tables)
Net loss per share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Net loss per share | |
Schedule of basic and diluted net loss per share | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net loss $ (24,987) $ (8,465) $ (58,919) $ (25,739) Accretion of redeemable convertible preferred stock to redemption value 210 (832) (1,761) (2,882) Cumulative redeemable convertible preferred stock dividends (451) (1,412) (2,747) (2,987) Net loss attributable to common stockholders—basic and diluted $ (25,228) $ (10,709) $ (63,427) $ (31,608) Denominator: Weighted average Class A common shares outstanding—basic and diluted 29,463,234 356,074 10,372,225 354,341 Weighted average Class B common shares outstanding—basic and diluted 5,852,865 — 1,972,394 — Total shares for EPS—basic and diluted 35,316,099 356,074 12,344,619 354,341 Net loss per share attributable to Class A common stockholders—basic and diluted (0.71) (30.08) (5.14) (89.20) Net loss per share attributable to Class B common stockholders—basic and diluted (0.71) — (5.14) — |
Schedule of common shares excluded from the computation of diluted net loss per share | September 30, 2021 2020 Options to purchase common stock 4,772,207 4,005,581 Warrants to purchase common stock 294,965 55,872 Redeemable convertible preferred stock (as converted to common stock) — 26,604,306 Warrants to purchase preferred stock (as converted to warrants to purchase common stock) — 1,243,834 5,067,172 31,909,593 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and contingencies | |
Schedule of future minimum lease commitments under operating leases | Future minimum lease commitments under operating leases as of September 30, 2021 are as follows (in thousands): Year ending December 31, 2021 $ 169 2022 1,139 2023 1,169 2024 1,199 2025 1,229 Thereafter 2,997 Total $ 7,902 |
Nature of the business and ba_2
Nature of the business and basis of presentation - Initial Public Offering (Details) $ / shares in Units, $ in Thousands | Aug. 04, 2021USD ($)$ / sharesshares | Jul. 19, 2021USD ($)$ / sharesshares | Jul. 09, 2021 | Sep. 30, 2021USD ($) |
Class of Stock [Line Items] | ||||
Gross proceeds | $ 165,453 | |||
Reverse stock split ratio | 0.2 | |||
IPO | ||||
Class of Stock [Line Items] | ||||
Stock issued during period shares new issues | shares | 7,920,000 | |||
Share issued, price per share | $ / shares | $ 20 | |||
Gross proceeds | $ 158,400 | |||
Net proceeds | $ 143,800 | |||
Over Allotment Option | ||||
Class of Stock [Line Items] | ||||
Stock issued during period shares new issues | shares | 1,086,604 | |||
Share issued, price per share | $ / shares | $ 20 | |||
Net proceeds | $ 20,200 |
Nature of the business and ba_3
Nature of the business and basis of presentation - Going Concern (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Nature of the business and basis of presentation | |||||||||
Net loss | $ (24,987) | $ (11,831) | $ (22,101) | $ (8,465) | $ (9,267) | $ (8,007) | $ (58,919) | $ (25,739) | |
Accumulated deficit | $ (300,507) | $ (300,507) | $ (241,588) |
Summary of significant accoun_4
Summary of significant accounting policies - Risk of Concentrations of Credit, Significant Customers and Significant Suppliers (Details) - Customers | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Total revenue | Major Customers | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 43.50% | 59.60% | 16.40% | 48.40% | |
Total revenue | Customer A | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 32.10% | 40.80% | 16.40% | 21.20% | |
Total revenue | Customer B | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 17.10% | ||||
Total revenue | Customer C | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 10.10% | ||||
Total revenue | Customer D | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 11.40% | ||||
Total revenue | Customer E | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 18.80% | ||||
Accounts receivable | Major Customers | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 53.00% | 84.10% | |||
Accounts receivable | Customer A | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 21.70% | 41.90% | |||
Accounts receivable | Customer D | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 20.20% | ||||
Accounts receivable | Customer E | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 11.10% | ||||
Accounts receivable | Customer F | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 10.10% | ||||
Accounts receivable | Customer G | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 13.40% | ||||
Accounts receivable | Customer H | |||||
Concentration Risk [Line Items] | |||||
Customer concentration risk percentage | 18.70% |
Summary of significant accoun_5
Summary of significant accounting policies - Deferred Offering Costs (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Summary of significant accounting policies | ||
Deferred offering costs | $ 0 | $ 100,000 |
Summary of significant accoun_6
Summary of significant accounting policies - Debt Issuance Costs (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Summary of significant accounting policies | |||||
Debt issuance costs | $ 0 | $ 0 | $ 1,300,000 | ||
Amortization of the debt issuance costs | $ 100,000 | $ 100,000 | $ 400,000 | $ 700,000 |
Summary of significant accoun_7
Summary of significant accounting policies - Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Summary of significant accounting policies | ||
Cash | $ 0.4 | $ 0.1 |
Guaranteed investment certificates | 0.3 | $ 0.1 |
Software development costs capitalized | $ 1.1 |
Summary of significant accoun_8
Summary of significant accounting policies - Product Warranties (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Summary of significant accounting policies | ||||
Balance, beginning of the period | $ 612 | $ 757 | $ 637 | $ 848 |
Warranty repairs | 0 | (3) | (25) | (94) |
Balance, end of the year | $ 612 | $ 754 | $ 612 | $ 754 |
Warranty duration | 1 year |
Summary of significant accoun_9
Summary of significant accounting policies - Segment Information (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
Summary of significant accounting policies | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Summary of significant accou_10
Summary of significant accounting policies - Revenue Recognition (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||||
Deferred revenue | $ 3.9 | $ 3.9 | $ 4.4 | ||
Revenue recognized included in deferred revenue in prior period | 0.7 | $ 0.2 | 3.6 | $ 0.8 | |
Prepaid expenses and other current asset | Barda Agreement | |||||
Disaggregation of Revenue [Line Items] | |||||
Contract assets | $ 1.1 | $ 1.1 | $ 0.5 |
Summary of significant accou_11
Summary of significant accounting policies - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | $ 6,899 | $ 5,247 | $ 18,024 | $ 10,839 |
United states | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 4,313 | 2,067 | 10,086 | 4,401 |
Germany | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 298 | 312 | 1,263 | 1,547 |
Switzerland | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 899 | 2,765 | 2,989 | 3,574 |
All other countries | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 1,389 | 103 | 3,686 | 1,317 |
Product and service revenue - recurring | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 2,171 | 855 | 5,539 | 2,712 |
Product and service revenue - non-recurring | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | 4,132 | 4,109 | 11,243 | 6,269 |
Non-commercial revenue - non-recurring | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | $ 596 | $ 283 | $ 1,242 | $ 1,858 |
Summary of significant accou_12
Summary of significant accounting policies - Advertising Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Maximum | ||||
Class of Stock [Line Items] | ||||
Advertising costs | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 |
Summary of significant accou_13
Summary of significant accounting policies - Stock-based compensation (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Other long-term liabilities | Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Amount of restricted common stock liability | $ 0.7 | $ 0 |
Summary of significant accou_14
Summary of significant accounting policies - Comprehensive Loss (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Unrealized loss on short-term investments, net of tax | $ (1,000) | $ 0 |
Maximum | ||
Unrealized loss on short-term investments, net of tax | $ (100,000) |
Fair value of financial asset_3
Fair value of financial assets and liabilities - Financial Assets and Liabilities Measured at Fair Value (Details) - Recurring - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Cash equivalents | $ 212,833 | $ 23,456 |
Short-term investments | 14,998 | |
Assets | 212,833 | 38,454 |
Liabilities | ||
Preferred stock warrant liability | 4,117 | |
Liabilities | 4,117 | |
Level 1 | ||
Assets | ||
Cash equivalents | 212,833 | 23,456 |
Short-term investments | 14,998 | |
Assets | $ 212,833 | 38,454 |
Level 3 | ||
Liabilities | ||
Preferred stock warrant liability | 4,117 | |
Liabilities | $ 4,117 |
Fair value of financial asset_4
Fair value of financial assets and liabilities - Transfers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Fair value of financial assets and liabilities | ||||
Asset transferred, L1 to L2 | $ 0 | $ 0 | $ 0 | $ 0 |
Asset transferred, L2 to L1 | 0 | 0 | 0 | 0 |
Liabilities transferred, L1 to L2 | 0 | 0 | 0 | 0 |
Liabilities transferred, L2 to L1 | 0 | 0 | 0 | 0 |
Asset transferred, into L3 | 0 | 0 | 0 | 0 |
Asset transferred, out of L3 | 0 | 0 | 0 | 0 |
Liabilities transferred, into L3 | 0 | 0 | 0 | 0 |
Liabilities transferred, out of L3 | $ 0 | $ 0 | 0 | $ 0 |
Fair value assessment charges | $ 8,200 |
Fair value of financial asset_5
Fair value of financial assets and liabilities - Weighted Average of the Unobservable Inputs Used to Fair Value (Details) - Level 3 | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021Y$ / shares | Sep. 30, 2020Y$ / shares | Sep. 30, 2021Y$ / shares | Sep. 30, 2020Y$ / shares | |
Remaining contractual term (in years) | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Preferred stock warrant liability, measurement input | Y | 6.6 | 7.4 | 6.8 | 7.7 |
Risk-free interest rate | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Preferred stock warrant liability, measurement input | 0.010 | 0.006 | 0.012 | 0.006 |
Expected volatility | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Preferred stock warrant liability, measurement input | 0.422 | 0.403 | 0.420 | 0.393 |
Series A1 Redeemable Convertible Preferred Stock | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Fair value of preferred stock warrant liability | $ 4 | $ 0.39 | $ 3.01 | $ 0.45 |
Series B1 Redeemable Convertible Preferred Stock | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Fair value of preferred stock warrant liability | 4 | 1.17 | 3.26 | 1.13 |
Series C1 Redeemable Convertible Preferred Stock | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Fair value of preferred stock warrant liability | $ 4 | $ 1.15 | $ 3.30 | $ 1.15 |
Fair value of financial asset_6
Fair value of financial assets and liabilities - Rollforward of the Aggregate Fair Values (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Conversion of preferred stock warrants to common stock warrants | $ 23,760 | |||
Preferred stock warrant liability | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, beginning of period | $ 15,600 | $ 3,499 | 4,117 | $ 3,396 |
Change in fair value | 8,160 | 19,643 | (549) | |
Conversion of preferred stock warrants to common stock warrants | (23,760) | (23,760) | ||
Balance, end of period | 3,499 | 3,499 | ||
Preferred stock warrant liability | Series C1 preferred Stock Warrants | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Initial fair value | $ 0 | $ 0 | $ 0 | $ 652 |
Short-term investments (Details
Short-term investments (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | $ 14,997,000 | |
Gross unrealized gains | 1,000 | |
Fair value | 14,998,000 | |
Short-term investments | $ 0 | 14,998,000 |
U.S. Treasury bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 14,997,000 | |
Gross unrealized gains | 1,000 | |
Fair value | $ 14,998,000 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Inventory | ||
Raw materials | $ 10,315 | $ 6,754 |
Work in process | 689 | 1,190 |
Finished goods | 3,163 | 1,021 |
Total | $ 14,167 | $ 8,965 |
Prepaid expenses and other cu_3
Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Prepaid expenses and other current assets | ||
Prepaid insurance | $ 2,621 | $ 355 |
Prepaid commitment fee on notes payable | 275 | |
Contract asset | 1,065 | 471 |
Deposits | 1,415 | 1,148 |
Lease receivables, current portion | 282 | 325 |
Other | 17 | 546 |
Prepaid expenses and other current assets | $ 5,400 | $ 3,120 |
Property and equipment, net (De
Property and equipment, net (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 20,024 | $ 17,388 |
Less: Accumulated depreciation | (11,391) | (10,336) |
Property plant and equipment, net | 8,633 | 7,052 |
Manufacturing and laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 13,198 | 12,961 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 1,637 | 1,088 |
Office furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 723 | 343 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 3,012 | $ 2,996 |
Construction-in-process | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 1,454 |
Property and equipment, net - D
Property and equipment, net - Depreciation and amortization (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation and amortization expense | $ 400,000 | $ 300,000 | $ 1,079,000 | $ 1,190,000 | |
Fully depreciated assets disposed of | 0 | $ 0 | $ 0 | ||
Property plant and equipment, gross | 20,024,000 | 20,024,000 | $ 17,388,000 | ||
Accumulated depreciation | 11,391,000 | 11,391,000 | 10,336,000 | ||
Assets held under capital leases | |||||
Property, Plant and Equipment [Line Items] | |||||
Property plant and equipment, gross | 400,000 | 400,000 | 0 | ||
Accumulated depreciation | 100,000 | 100,000 | $ 0 | ||
Capital lease future minimum payment due | 600,000 | 600,000 | |||
Capital lease future minimum payment due, interest | $ 200,000 | 200,000 | |||
Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Fully depreciated assets disposed of | $ 100,000 |
Accrued expenses and other cu_3
Accrued expenses and other current liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accrued expenses and other current liabilities | ||
Accrued employee compensation and benefits expense | $ 3,500 | $ 3,083 |
Accrued vendor expenses | 5,885 | 1,685 |
Accrued warranty expense | 612 | 637 |
Accrued interest | 330 | |
Deferred rent, current portion | 127 | 118 |
Accrued taxes | 748 | 688 |
Other | 694 | 113 |
Accrued expenses and other current liabilities | $ 11,566 | $ 6,654 |
Long-term debt - Components of
Long-term debt - Components of Long-term Debt (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
Less: Unamortized discount | $ (1,335) |
Long-term debt, net of discount | 24,810 |
Notes payable | |
Debt Instrument [Line Items] | |
Long-term debt | 25,000 |
Payment in kind interest | |
Debt Instrument [Line Items] | |
Long-term debt | $ 1,145 |
Long-term debt - Term loans and
Long-term debt - Term loans and convertible notes (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
May 31, 2020USD ($)item$ / sharesshares | Apr. 30, 2020USD ($)shares | Feb. 29, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Apr. 30, 2018USD ($) | |
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 79,743 | $ 49,935 | |||||||
Value of stock issued upon conversion of convertible preferred stock | $ 236,077 | ||||||||
Loss on extinguishment of debt | 3,100 | 3,100 | 2,910 | ||||||
Long-term Debt. | $ 24,810 | ||||||||
Series C1 Redeemable Convertible Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 27,200 | ||||||||
2018 Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | $ 18,000 | ||||||||
Debt paid | $ 19,400 | ||||||||
Non-refundable end of term charges paid | 1,300 | ||||||||
Accrued interest paid | 600 | ||||||||
Early termination fee paid | 100 | ||||||||
Write off of debt issuance cost and end of term exit fee | 700 | ||||||||
Early payment and documentation fees | 100 | ||||||||
Interest expenses | $ 100 | 800 | |||||||
Amortization of debt discount | 100 | 200 | |||||||
Loss on extinguishment of debt | 2,900 | ||||||||
2020 Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | 60,000 | ||||||||
Interest expenses | 700 | 2,500 | |||||||
Amortization of debt discount | 300 | 100 | 300 | ||||||
Facility fees | $ 800 | ||||||||
Number of loan tranches | item | 3 | ||||||||
Debt issuance costs | $ 1,500 | ||||||||
Professional fees | 900 | ||||||||
Debt issuance cost allocated to warrant issued | $ 600 | ||||||||
Loss on extinguishment of debt | 3,100 | ||||||||
Prepayment Penalty | 1,800 | ||||||||
Expense to unamortized discounts | 1,100 | ||||||||
Unamortized prepaid facility fees and other charges | 200 | ||||||||
Long-term Debt. | $ 0 | $ 0 | |||||||
2020 Term Loan | Series C1 Redeemable Convertible Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Shares issued upon conversion of warrant | shares | 1,195,652 | ||||||||
Exercise price | $ / shares | $ 1.15 | ||||||||
2020 Term Loan- Tranche One | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | $ 25,000 | ||||||||
2020 Term Loan- Tranche Two and Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | 35,000 | ||||||||
2020 Term Loan- Tranche Two | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | 20,000 | ||||||||
Debt issuance costs | 300 | ||||||||
2020 Term Loan- Tranche Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | 15,000 | ||||||||
Debt issuance costs | $ 200 | ||||||||
Convertible Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | $ 9,500 | ||||||||
Interest rate | 1.50% | ||||||||
Interest expenses | $ 0 | $ 400 | |||||||
Debt | $ 7,100 | ||||||||
Value of stock issued upon conversion of convertible preferred stock | $ 20,000 | ||||||||
Percentage of price of share of shares converted | 80.00% | ||||||||
Derivative liability | $ 2,400 | ||||||||
Convertible Notes | Series C1 Redeemable Convertible Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan amount | 9,500 | ||||||||
Debt | $ 9,500 | ||||||||
Number of stock issued upon conversion of convertible preferred stock | shares | 10,351,063 |
Redeemable convertible prefer_3
Redeemable convertible preferred stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 14, 2021 | Jun. 25, 2021 | Mar. 31, 2021 | Apr. 30, 2020 | Mar. 31, 2021 | Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jul. 19, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Feb. 29, 2020 | Dec. 31, 2019 |
Redeemable convertible preferred stock | |||||||||||||
Temporary equity share price (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 79,743 | $ 49,935 | |||||||||||
Preferred stock, authorized (in shares) | 0 | 10,000,000 | 161,455,689 | ||||||||||
Peferred stock , par value (in shares) | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||
Preferred stock ,outstanding (in shares) | 155,521,633 | 155,521,633 | 133,021,640 | 0 | 133,021,640 | 133,021,640 | 78,757,540 | 78,757,540 | |||||
Convertible Notes | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Long-term debt | $ 7,100 | ||||||||||||
Series C1 And C2 Redeemable Convertible Preferred Stock | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Temporary equity share price (in dollars per share) | $ 1.15 | ||||||||||||
Issuance costs | $ 600 | ||||||||||||
Peferred stock , par value (in shares) | $ 1.15 | ||||||||||||
Series C1 Redeemable Convertible Preferred Stock | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Shares issued | 23,611,208 | 23,611,208 | |||||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 27,200 | ||||||||||||
Preferred stock, authorized (in shares) | 57,372,796 | ||||||||||||
Preferred stock ,outstanding (in shares) | 33,962,271 | ||||||||||||
Series C1 Redeemable Convertible Preferred Stock | Convertible Notes | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Number of stock issued upon conversion of convertible preferred stock | 10,351,063 | ||||||||||||
Long-term debt | $ 9,500 | ||||||||||||
Series C2 Redeemable Convertible Preferred Stock | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Shares issued | 20,301,829 | 20,301,829 | |||||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 23,300 | ||||||||||||
Number of shares exchanged | 11,437,301 | ||||||||||||
Preferred stock, authorized (in shares) | 20,301,829 | ||||||||||||
Preferred stock ,outstanding (in shares) | 20,301,829 | ||||||||||||
Series D1 and D2 Redeemable Convertible Preferred Stock | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Temporary equity share price (in dollars per share) | $ 3.60 | $ 3.60 | |||||||||||
Issuance costs | $ 2,700 | ||||||||||||
Peferred stock , par value (in shares) | $ 3.60 | $ 3.60 | |||||||||||
Series D1 Redeemable Convertible Preferred Stock | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Shares issued | 22,086,725 | 22,086,725 | |||||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 79,500 | ||||||||||||
Series D2 Redeemable Convertible Preferred Stock | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Shares issued | 413,268 | 413,268 | |||||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 1,500 | ||||||||||||
Number of shares exchanged | 2,364,509 | ||||||||||||
Common Class A | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Conversion of Stock, Shares Issued | 24,200,920 | ||||||||||||
Common Class B | |||||||||||||
Redeemable convertible preferred stock | |||||||||||||
Conversion of Stock, Shares Issued | 6,903,379 |
Redeemable convertible prefer_4
Redeemable convertible preferred stock - Preferred Stock (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jul. 19, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Redeemable convertible preferred stock | |||||||||
Preferred stock authorized | 0 | 10,000,000 | 161,455,689 | ||||||
Preferred stock issued | 0 | 133,021,640 | |||||||
Preferred stock outstanding | 0 | 155,521,633 | 133,021,640 | 133,021,640 | 133,021,640 | 78,757,540 | 78,757,540 | ||
Redeemable convertible preferred stock | $ 235,836 | $ 233,832 | $ 151,826 | $ 149,552 | $ 147,308 | $ 83,456 | $ 81,850 | ||
Liquidation preference | $ 204,808 | ||||||||
Common stock issuable upon conversion | 26,604,306 | ||||||||
Series A1 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Preferred stock authorized | 22,563,639 | ||||||||
Preferred stock issued | 18,740,115 | ||||||||
Preferred stock outstanding | 18,740,115 | ||||||||
Redeemable convertible preferred stock | $ 18,542 | ||||||||
Liquidation preference | $ 21,176 | ||||||||
Common stock issuable upon conversion | 3,748,022 | ||||||||
Series B1 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Preferred stock authorized | 61,217,425 | ||||||||
Preferred stock issued | 60,017,425 | ||||||||
Preferred stock outstanding | 60,017,425 | ||||||||
Redeemable convertible preferred stock | $ 68,511 | ||||||||
Liquidation preference | $ 90,026 | ||||||||
Common stock issuable upon conversion | 12,003,474 | ||||||||
Series C1 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Preferred stock authorized | 57,372,796 | ||||||||
Preferred stock issued | 33,962,271 | ||||||||
Preferred stock outstanding | 33,962,271 | ||||||||
Redeemable convertible preferred stock | $ 40,632 | ||||||||
Liquidation preference | $ 58,585 | ||||||||
Common stock issuable upon conversion | 6,792,445 | ||||||||
Series C2 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Preferred stock authorized | 20,301,829 | ||||||||
Preferred stock issued | 20,301,829 | ||||||||
Preferred stock outstanding | 20,301,829 | ||||||||
Redeemable convertible preferred stock | $ 24,141 | ||||||||
Liquidation preference | $ 35,021 | ||||||||
Common stock issuable upon conversion | 4,060,365 |
Preferred stock warrants (Detai
Preferred stock warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2020 | May 31, 2020 |
2020 Term Loan | Series C1 Redeemable Convertible Preferred Stock | ||
Class of Warrant or Right [Line Items] | ||
Shares issued upon conversion of warrant | 1,195,652 | |
Exercise price | $ 1.15 | |
Preferred stock warrant | ||
Class of Warrant or Right [Line Items] | ||
Warrant fair value | $ 4,117 | |
Preferred stock warrant | Series C1 Redeemable Convertible Preferred Stock | ||
Class of Warrant or Right [Line Items] | ||
Exercise price | $ 1.15 | |
Warrant expiry term | 10 years | |
Warrant fair value | $ 700 |
Preferred stock warrants - Clas
Preferred stock warrants - Classes of Preferred Stock Outstanding (Details) - Preferred stock warrant - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2020 | May 31, 2020 |
Preferred stock warrants | ||
Preferred shares issuable upon exercise of warrant | 6,219,170 | |
Warrant fair value | $ 4,117 | |
Series A1 Redeemable Convertible Preferred Stock | Liability | ||
Preferred stock warrants | ||
Warrant expiry term | 10 years | |
Preferred shares issuable upon exercise of warrant | 3,823,524 | |
Weighted average exercise price (in dollars per share) | $ 0.01 | |
Warrant fair value | $ 1,875 | |
Series B1 Redeemable Convertible Preferred Stock | Liability | ||
Preferred stock warrants | ||
Warrant expiry term | 10 years | |
Preferred shares issuable upon exercise of warrant | 1,199,994 | |
Weighted average exercise price (in dollars per share) | $ 0.01 | |
Warrant fair value | $ 1,501 | |
Series C1 Redeemable Convertible Preferred Stock | ||
Preferred stock warrants | ||
Warrant expiry term | 10 years | |
Weighted average exercise price (in dollars per share) | $ 1.15 | |
Warrant fair value | $ 700 | |
Series C1 Redeemable Convertible Preferred Stock | Liability | ||
Preferred stock warrants | ||
Warrant expiry term | 10 years | |
Preferred shares issuable upon exercise of warrant | 1,195,652 | |
Weighted average exercise price (in dollars per share) | $ 1.15 | |
Warrant fair value | $ 741 |
Common stock and common stock_3
Common stock and common stock warrants (Details) $ / shares in Units, $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021USD ($)Vote$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Jul. 19, 2021shares | |
Common stock and common stock warrants | |||
Cash dividends | $ | $ 0 | $ 0 | |
Shares reserved | 9,991,141 | 32,574,029 | |
Common Class A | |||
Common stock and common stock warrants | |||
Common stock, authorized (in shares) | 210,000,000 | 35,000,000 | 210,000,000 |
Common stock, issued (in shares) | 34,449,154 | 612,850 | |
Common stock, outstanding (in shares) | 34,449,154 | 612,850 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |
Number of votes | Vote | 1 | ||
Common Class B | |||
Common stock and common stock warrants | |||
Common stock, authorized (in shares) | 10,000,000 | 0 | 10,000,000 |
Common stock, issued (in shares) | 6,903,379 | 0 | |
Common stock, outstanding (in shares) | 6,903,379 | 0 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Common stock and common stock_4
Common stock and common stock warrants - Warrants (Details) - Common stock and common stock warrant - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Common stock and common stock warrants | ||
Common stock shares issuable upon exercise of warrant | 1,030,944 | 55,835 |
Equity | July 24, 2017 | ||
Common stock and common stock warrants | ||
Contractual term (in years) | 10 years | 10 years |
Common stock shares issuable upon exercise of warrant | 25,835 | 25,835 |
Weighted average exercise price (in dollars per share) | $ 295.15 | $ 295.15 |
Equity | April 12, 2018 | ||
Common stock and common stock warrants | ||
Contractual term (in years) | 10 years | 10 years |
Common stock shares issuable upon exercise of warrant | 30,000 | 30,000 |
Weighted average exercise price (in dollars per share) | $ 1 | $ 1 |
Equity | July 14, 2021 | ||
Common stock and common stock warrants | ||
Contractual term (in years) | 10 years | |
Common stock shares issuable upon exercise of warrant | 975,109 | |
Weighted average exercise price (in dollars per share) | $ 1.46 |
Stock-based compensation - 2010
Stock-based compensation - 2010 Stock Option and Grant Plan (Details) - shares | 1 Months Ended | 9 Months Ended | |
Mar. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 1,732,182 | ||
2010 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Additional shares authorized | 382,889 | ||
Number of shares available for grant | 4,945,783 | ||
Granted | 0 |
Stock-based compensation - Weig
Stock-based compensation - Weighted Average Basis Assumptions (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Stock-based compensation | ||||
Risk-free interest rate | 0.96% | 0.34% | 0.90% | 0.36% |
Expected term (in years) | 5 years 9 months 18 days | 6 years | 6 years | 6 years |
Expected volatility | 43.70% | 90.40% | 51.50% | 90.30% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Stock-based compensation - Stoc
Stock-based compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Number of shares | |||||
Outstanding as of December 31, 2020 (in shares) | 3,604,584 | ||||
Granted (in shares) | 1,732,182 | ||||
Exercised (in shares) | (111,149) | ||||
Expired (in shares) | (34,447) | ||||
Forfeited (in shares) | (667,866) | ||||
Outstanding as of September 30, 2021 (in shares) | 4,523,304 | 4,523,304 | 3,604,584 | ||
Options vested and expected to vest as of September 30, 2021 (in shares) | 4,523,304 | 4,523,304 | |||
Options exercisable as of September 30, 2021 (in shares) | 2,134,381 | 2,134,381 | |||
Weighted average exercise price | |||||
Outstanding as of December 31, 2020 (in dollars per share) | $ 0.92 | ||||
Granted (in dollars per share) | 9.15 | ||||
Exercised (in dollars per share) | 2.67 | ||||
Expired (in dollars per share) | 1 | ||||
Forfeited (in dollars per share) | 2.12 | ||||
Outstanding as of September 30, 2021 (in dollars per share) | $ 3.88 | 3.88 | $ 0.92 | ||
Options vested and expected to vest as of September 30, 2021 (in dollars per share) | 3.88 | 3.88 | |||
Options exercisable as of September 30, 2021 (in dollars per share) | $ 1.25 | $ 1.25 | |||
Weighted average remaining contractual term | |||||
Weighted average remaining contractual term (in years) | 7 years 8 months 4 days | 8 years 1 month 13 days | |||
Options vested and expected to vest (in years) | 7 years 8 months 4 days | ||||
Options exercisable (in years) | 6 years 2 months 1 day | ||||
Aggregate intrinsic value | |||||
Aggregate intrinsic value | $ 66,231 | $ 66,231 | $ 4,272 | ||
Options vested and expected to vest | 66,231 | 66,231 | |||
Options exercisable | $ 36,777 | $ 36,777 | |||
Exercised | $ 0 | ||||
Weighted average grant-date fair value | $ 8.33 | $ 0.55 | $ 4.05 | $ 0.55 |
Stock-based compensation - Rest
Stock-based compensation - Restricted Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | |
Feb. 28, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based compensation | |||
Proceeds from issuance of restricted stock award | $ 523 | ||
Restricted Stock | |||
Share-based compensation | |||
Vesting Period | 4 years | ||
Proceeds from issuance of restricted stock award | $ 500 | ||
Number of shares | |||
Granted (in shares) | 248,903 | 248,903 | |
Unvested as of September 30, 2021 (in shares) | 248,903 | ||
Weighted average fair value | |||
Granted (in dollars per share) | $ 2.10 | $ 2.10 | |
Unvested as of September 30, 2021 (in dollars per share) | $ 2.10 | ||
Restricted Stock | Other long-term liabilities | |||
Share-based compensation | |||
Amount of restricted common stock liability | $ 700 | $ 0 |
Stock-Based compensation - St_2
Stock-Based compensation - Stock-Based Compensation Expense (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | $ 584 | $ 115 | $ 1,165 | $ 361 | |
Unrecognized compensation expense | $ 6,200 | $ 6,200 | |||
Weighted average period | 1 year 4 months 24 days | ||||
2021 Incentive Award Plan | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Term of awards | 10 years | ||||
Number of shares authorized | 4,200,000 | ||||
Threshold annual increase in shares available for issuance expressed as a percentage | 5.00% | ||||
Maximum number of shares issuable upon exercise of stock option | 33,900,000 | ||||
Shares avaliable for issuance | 4,187,990 | 4,187,990 | |||
2021 Employee Stock Purchase Plan | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Term of awards | 10 years | ||||
Number of shares authorized | 400,000 | ||||
Threshold annual increase in shares available for issuance expressed as a percentage | 1.00% | ||||
Maximum number of shares issuable upon exercise of stock option | 6,300,000 | ||||
Offering Period | $ 0 | ||||
Cost of revenue | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | $ 106 | 20 | $ 221 | 62 | |
General and administrative | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 345 | 72 | 680 | 223 | |
Sales and marketing | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 76 | 11 | 158 | 42 | |
Research and development | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | $ 57 | $ 12 | $ 106 | $ 34 |
Net loss per share - Basic and
Net loss per share - Basic and Diluted Net Loss per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||||||||
Net loss | $ (24,987) | $ (11,831) | $ (22,101) | $ (8,465) | $ (9,267) | $ (8,007) | $ (58,919) | $ (25,739) |
Accretion of redeemable convertible preferred stock to redemption value | 210 | (832) | (1,761) | (2,882) | ||||
Cumulative redeemable convertible preferred stock dividends | (451) | (1,412) | (2,747) | (2,987) | ||||
Net loss attributable to common stockholders - basic | (25,228) | (10,709) | (63,427) | (31,608) | ||||
Net loss attributable to common stockholders - diluted | $ (25,228) | $ (10,709) | $ (63,427) | $ (31,608) | ||||
Denominator: | ||||||||
Weighted average common shares outstanding - basic | 35,316,099 | 356,074 | 12,344,619 | 354,341 | ||||
Weighted average common shares outstanding - diluted | 35,316,099 | 356,074 | 12,344,619 | 354,341 | ||||
Net loss per share attributable to common stockholders - basic | $ (0.71) | $ (30.08) | $ (5.14) | $ (89.20) | ||||
Net loss per share attributable to common stockholders - diluted | $ (0.71) | $ (30.08) | $ (5.14) | $ (89.20) | ||||
Common Class A | ||||||||
Denominator: | ||||||||
Weighted average common shares outstanding - basic | 29,463,234 | 356,074 | 10,372,225 | 354,341 | ||||
Weighted average common shares outstanding - diluted | 29,463,234 | 356,074 | 10,372,225 | 354,341 | ||||
Net loss per share attributable to common stockholders - basic | $ (0.71) | $ (30.08) | $ (5.14) | $ (89.20) | ||||
Net loss per share attributable to common stockholders - diluted | $ (0.71) | $ (30.08) | $ (5.14) | $ (89.20) | ||||
Common Class B | ||||||||
Denominator: | ||||||||
Weighted average common shares outstanding - basic | 5,852,865 | 1,972,394 | ||||||
Weighted average common shares outstanding - diluted | 5,852,865 | 1,972,394 | ||||||
Net loss per share attributable to common stockholders - basic | $ (0.71) | $ (5.14) | ||||||
Net loss per share attributable to common stockholders - diluted | $ (0.71) | $ (5.14) |
Net loss per share - Schedule o
Net loss per share - Schedule of Common Stock Excluded From Computation of Diluted Net Loss per Share (Details) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common shares from the computation of diluted net loss per share | 5,067,172 | 31,909,593 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common shares from the computation of diluted net loss per share | 4,772,207 | 4,005,581 |
Warrants to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common shares from the computation of diluted net loss per share | 294,965 | 55,872 |
Redeemable convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common shares from the computation of diluted net loss per share | 26,604,306 | |
Warrants to purchase preferred stock (as converted to warrants to purchase common stock) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common shares from the computation of diluted net loss per share | 1,243,834 |
Commitments and contingencies -
Commitments and contingencies - Lease Agreements (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2013 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | |
Commitments and contingencies | ||||||
Renewal term | 5 years | 5 years | ||||
Option to extend | true | |||||
Tenant improvement allowance | $ 0.7 | |||||
Asset Retirement Obligations, Noncurrent | $ 0.2 | |||||
Rent expense | $ 0.2 | $ 0.1 | $ 0.4 | $ 0.3 | ||
Lease payments for furniture and equipment | $ 0.6 |
Commitments and contingencies_2
Commitments and contingencies - Future Minimum Lease Commitments under Operating Leases (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Year ending December 31, | |
2021 | $ 169 |
2022 | 1,139 |
2023 | 1,169 |
2024 | 1,199 |
2025 | 1,229 |
Thereafter | 2,997 |
Total | $ 7,902 |
Commitments and contingencies_3
Commitments and contingencies - Loan Exit Fee, Supply Agreement and Software Subscription (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2016 |
Loan exit fee | |||
Long-term Purchase Commitment [Line Items] | |||
Loan exit fee | $ 0.8 | ||
Obligation | $ 0 | ||
Loan exit fee | Minimum | |||
Long-term Purchase Commitment [Line Items] | |||
Percentage of common stock | 50.00% | ||
Supply arrangement | |||
Long-term Purchase Commitment [Line Items] | |||
Accrued liability | $ 0.3 | 0.1 | |
Supply agreement | |||
Accrued supply agreement amount | 0.8 | ||
Software subscription | |||
Long-term Purchase Commitment [Line Items] | |||
Obligation | 1.1 | ||
Accrued liability | $ 0 | $ 0 |
Benefit plans (Details)
Benefit plans (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions made | $ 0.1 | $ 0.2 | $ 0.1 | |
Maximum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions made | $ 0.1 |