Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 21, 2022 | Jun. 30, 2021 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 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 valueper share | ||
Trading Symbol | RPID | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0 | ||
Entity Central Index Key | 0001380106 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Auditor Name | PricewaterhouseCoopers LLP | ||
Auditor Firm ID | 238 | ||
Auditor Location | Boston, Massachusetts | ||
Common Class A | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 36,386,948 | ||
Common Class B | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 5,553,379 |
Consolidated balance sheets
Consolidated balance sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 178,387 | $ 30,079 |
Short-term investments | 15,110 | 14,998 |
Accounts receivable | 5,005 | 4,988 |
Inventory | 15,671 | 8,965 |
Prepaid expenses and other current assets | 3,951 | 3,120 |
Total current assets | 218,124 | 62,150 |
Property and equipment, net | 11,304 | 7,052 |
Long-term investments | 9,966 | |
Other long-term assets | 1,491 | 695 |
Restricted cash | 284 | 100 |
Total assets | 241,169 | 69,997 |
Current liabilities: | ||
Accounts payable | 3,944 | 4,468 |
Accrued expenses and other current liabilities | 10,917 | 6,654 |
Deferred revenue | 3,305 | 4,423 |
Total current liabilities | 18,166 | 15,545 |
Preferred stock warrant liability | 4,117 | |
Notes payable, net of unamortized discount | 24,810 | |
Deferred rent, long term | 813 | 705 |
Other long-term liabilities | 1,210 | |
Total liabilities | 20,189 | 45,177 |
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 December 31, 2021 and December 31, 2020, respectively; zero shares and 133,021,640 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively | 151,826 | |
Stockholders' equity (deficit): | ||
Preferred stock, $0.01 par value: 10,000,000 shares and zero shares authorized at December 31, 2021 and December 31, 2020, respectively; zero shares issued and outstanding at December 31, 2021 and December 31, 2020 | ||
Additional paid-in capital | 535,693 | 114,575 |
Accumulated deficit | (315,112) | (241,588) |
Accumulated other comprehensive income (loss) | (16) | 1 |
Total stockholders' equity (deficit) | 220,980 | (127,006) |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | 241,169 | 69,997 |
Common Class A | ||
Stockholders' equity (deficit): | ||
Common stock | 346 | $ 6 |
Common Class B | ||
Stockholders' equity (deficit): | ||
Common stock | $ 69 |
Consolidated balance sheets (Pa
Consolidated balance sheets (Parentheticals) - $ / shares | Dec. 31, 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 |
Preferred stock, outstanding (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) | 34,564,040 | 612,850 |
Common stock, outstanding (in shares) | 34,564,040 | 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 |
Consolidated statements of oper
Consolidated statements of operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue: | ||
Total revenue | $ 23,232 | $ 16,077 |
Costs and operating expenses: | ||
Research and development | 9,781 | 6,531 |
Sales and marketing | 11,815 | 5,962 |
General and administrative | 17,895 | 9,976 |
Total costs and operating expenses | 70,464 | 46,617 |
Loss from operations | (47,232) | (30,540) |
Other income (expense): | ||
Interest expense | (2,650) | (3,447) |
Change in fair value of preferred stock warrant liability | (19,643) | (69) |
Loss on extinguishment of debt | (3,100) | (2,910) |
Other income (expense) | (808) | 22 |
Total other income (expense,), net | (26,201) | (6,404) |
Loss before income taxes | (73,433) | (36,944) |
Income tax expense | 91 | 134 |
Net loss | (73,524) | (37,078) |
Accretion of redeemable convertible preferred stock to redemption value | (1,761) | (3,745) |
Cumulative redeemable convertible preferred stock dividends | (2,747) | (4,398) |
Net loss attributable to common stockholders - basic | (78,032) | (45,221) |
Net loss attributable to common stockholders - diluted | $ (78,032) | $ (45,221) |
Net loss per share attributable to common stockholders - basic | $ (3.94) | $ (126.11) |
Net loss per share attributable to common stockholders - diluted | $ (3.94) | $ (126.11) |
Weighted average common shares outstanding - basic | 19,783,539 | 358,582 |
Weighted average common shares outstanding - diluted | 19,783,539 | 358,582 |
Product revenue | ||
Revenue: | ||
Total revenue | $ 15,512 | $ 10,992 |
Costs and operating expenses: | ||
Cost of product revenue | 23,434 | 18,642 |
Service revenue | ||
Revenue: | ||
Total revenue | 6,125 | 3,091 |
Costs and operating expenses: | ||
Cost of product revenue | 5,922 | 3,386 |
Non-commercial revenue | ||
Revenue: | ||
Total revenue | 1,595 | 1,994 |
Costs and operating expenses: | ||
Cost of product revenue | $ 1,617 | $ 2,120 |
Consolidated statements of comp
Consolidated statements of comprehensive loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Consolidated statements of comprehensive loss | ||
Net loss | $ (73,524) | $ (37,078) |
Other comprehensive income: | ||
Unrealized income (loss) on short-term investments, net of tax | (17) | 1 |
Comprehensive loss | $ (73,541) | $ (37,077) |
Consolidated statements of rede
Consolidated statements of redeemable convertible preferred stock and stockholders' equity (deficit) - USD ($) $ in Thousands | Common StockCommon Class A | Common StockCommon Class B | 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 | Total |
Balance at Dec. 31, 2019 | $ 81,850 | |||||||||
Balance (shares) at Dec. 31, 2019 | 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 C1 redeemable convertible preferred stock | $ 11,898 | |||||||||
Conversion of bridge notes to C1 redeemable convertible preferred stock (in shares) | 10,351,063 | |||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ 3,745 | |||||||||
Cumulative redeemable convertible preferred stock dividends | 4,398 | |||||||||
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 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] | ||||||||||
Issuance of Class A common stock upon exercise of common stock options | $ 2 | 254 | 256 | |||||||
Issuance of Class A common stock upon exercise of common stock options (In shares) | 259,385 | |||||||||
Accretion of redeemable convertible preferred stock to redemption value | (3,745) | (3,745) | ||||||||
Cumulative redeemable convertible preferred stock dividends | (4,398) | (4,398) | ||||||||
Stock-based compensation expense | 533 | 533 | ||||||||
Net loss | (37,078) | (37,078) | ||||||||
Other comprehensive income | $ 1 | 1 | ||||||||
Balance at Dec. 31, 2020 | $ 6 | 114,575 | (241,588) | 1 | (127,006) | |||||
Balance (shares) at Dec. 31, 2020 | 612,850 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 78,274 | $ 1,469 | ||||||||
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 | 1,761 | |||||||||
Conversion of preferred stock to common stock | $ (236,077) | |||||||||
Conversion of preferred stock to common stock (in shares) | (155,521,633) | |||||||||
Cumulative redeemable convertible preferred stock dividends | $ 2,747 | |||||||||
Balance (shares) at Dec. 31, 2021 | 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of Class A common stock upon exercise of common stock options | $ 4 | 219 | $ 223 | |||||||
Issuance of Class A common stock upon exercise of common stock options (In shares) | 226,043 | 226,045 | ||||||||
Accretion of redeemable convertible preferred stock to redemption value | (1,761) | $ (1,761) | ||||||||
Cumulative redeemable convertible preferred stock dividends | (2,747) | (2,747) | ||||||||
Conversion of preferred stock to common stock | $ 242 | $ 69 | 235,766 | 236,077 | ||||||
Conversion of preferred stock to common stock (in shares) | 24,200,920 | 6,903,379 | ||||||||
Conversion of preferred stock warrants to class A common stock warrants | 23,760 | 23,760 | ||||||||
Issuance of class A common stock in initial public offering, net of issuance costs of $16,032 | $ 90 | 164,010 | 164,100 | |||||||
Issuance of class A common stock in initial public offering, net of issuance costs of $16,032 (in shares) | 9,006,604 | |||||||||
Restricted stock award liability accretion | 19 | 19 | ||||||||
Issuance of Class A common stock upon exercise of common stock warrants | $ 2 | 11 | 13 | |||||||
Issuance of Class A common stock upon exercise of common stock warrants (in shares) | 268,718 | |||||||||
Issuance of restricted Class A common stock awards | $ 2 | (2) | ||||||||
Issuance of restricted Class A common stock awards (in shares) | 248,905 | |||||||||
Stock-based compensation expense | 1,843 | 1,843 | ||||||||
Net loss | (73,524) | (73,524) | ||||||||
Other comprehensive income | (17) | (17) | ||||||||
Balance at Dec. 31, 2021 | $ 346 | $ 69 | $ 535,693 | $ (315,112) | $ (16) | $ 220,980 | ||||
Balance (shares) at Dec. 31, 2021 | 34,564,040 | 6,903,379 |
Consolidated statements of re_2
Consolidated statements of redeemable convertible preferred stock and stockholders' equity (deficit) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 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 | $ 1,278 | |
Series D2 Redeemable Convertible Preferred Stock | ||
Issuance costs | 19 | |
Common Class A | ||
Issuance costs | $ 16,032 |
Consolidated statements of cash
Consolidated statements of cash flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (73,524) | $ (37,078) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 1,529 | 1,509 |
Stock-based compensation expense | 1,843 | 533 |
Change in fair value of preferred stock warrant liability | 19,643 | 69 |
Provision recorded for inventory | 60 | 154 |
Noncash interest expense | 390 | 2,023 |
Gain on disposal of property and equipment | (18) | |
Accretion on investments | (3) | |
Loss on extinguishment of debt | 3,100 | 2,910 |
Other, net | 14 | (17) |
Changes in operating assets and liabilities | ||
Accounts receivable | (17) | (1,361) |
Inventory | (6,766) | (3,367) |
Prepaid expenses and other current assets | (1,105) | (1,325) |
Other long-term assets | (851) | (363) |
Accounts payable | (524) | 978 |
Accrued expenses and other current liabilities | 2,305 | 1,775 |
Deferred revenue | (1,117) | 2,542 |
Deferred rent, long term | 107 | 22 |
Other long-term liabilities | (30) | |
Net cash used in operating activities | (54,964) | (30,996) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (3,217) | (690) |
Proceeds from sale of property and equipment | 20 | |
Purchases of investments | (25,092) | (24,980) |
Maturity of investments | 15,000 | 10,000 |
Net cash used in investing activities | (13,289) | (15,670) |
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 Class A common stock upon stock option exercise | 403 | 72 |
Proceeds from issuance of restricted Class A stock award | 523 | |
Proceeds from initial public offering of Class A and Class B common stock, net of issuance costs | 164,100 | |
Proceeds from exercise of Class A common stock warrants | 13 | |
Payments on capital lease obligations | (12) | |
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 | (875) | |
Repayment of term loans | (26,159) | (18,000) |
Payment of debt extinguishment fees | (1,866) | (1,398) |
Net cash provided by financing activities | 216,745 | 64,234 |
Net increase in cash, cash equivalents and restricted cash | 148,492 | 17,568 |
Cash, cash equivalents and restricted cash at beginning of period | 30,179 | 12,611 |
Cash, cash equivalents and restricted cash at end of period | 178,671 | 30,179 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 2,590 | 1,977 |
Supplemental disclosure of non-cash investing activities | ||
Establishment of property and equipment retirement cost asset | 188 | |
Purchases of property and equipment in accounts payable | 1,957 | 279 |
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 | |
Issuance of Class A common stock in connection with stock option exercises not settled | 184 | |
Initial fair value of derivative liability | 2,375 | |
Assets acquired under capital lease | 372 | |
Offering costs included in accounts payable and accrued expenses | 62 | |
Conversion of preferred stock to Class A and Class B common stock | 236,077 | |
Conversion of preferred stock warrants to Class A common stock warrants | 23,760 | |
Accretion of redeemable convertible preferred stock to redemption value | 1,761 | 3,745 |
Cumulative redeemable convertible preferred stock dividends | $ 2,747 | $ 4,398 |
Nature of the business and basi
Nature of the business and basis of presentation | 12 Months Ended |
Dec. 31, 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 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 will likely continue to be extensive in many aspects of society, which has resulted in and will likely 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 COVID-19 coronavirus outbreak 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 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 The consolidated financial statements have been prepared in accordance with accounting principles generally accepted 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. 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”). 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 $143.8 million from the initial public offering after deducting underwriting discounts, commissions and 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 $20.2 million. Liquidity The Company has incurred recurring losses and net cash outflows from operations since its inception. The Company expects to continue to generate significant operating losses for the foreseeable future. The Company expects that its existing cash and cash equivalents and investments will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months following the date these consolidated financial statements were issued. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Dec. 31, 2021 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | 2. Summary of significant accounting policies Use of estimates The preparation of the Company’s 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 consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, calculating the standalone selling price of products and services 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 as of [ March 24, 2022 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 and long-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 or any other-than-temporary losses with respect to its cash equivalents and investments and does not believe it is exposed to any 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: Year Ended December 31, 2021 2020 Customer A 16.7 % 23.2 % Customer B * 12.4 % Customer C * 10.5 % 16.7 % 46.1 % * – less than 10% The following table presents customers that represent 10% or more of the Company’s accounts receivable: Year Ended December 31, 2021 2020 Customer A 19.5 % 41.9 % Customer D 12.6 % * Customer E 10.6 % * Customer F 10.0 % * Customer G * 18.7 % Customer H * 13.4 % Customer I * 10.1 % 52.7 % 84.1 % * – less than 10% The Company relies on third parties for the supply and manufacture of its products as well as logistics. In instances where these parties fail to perform their obligations, the Company may be unable to find alternative suppliers to satisfactorily deliver its products to its customers on time, if at all, which could have a material adverse effect on the Company’s operating results, financial condition and cash flows and damage its customer relationships. There are no significant concentrations around a single third-party supplier or manufacturer for the year ended December 31, 2021 or 2020. 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 consolidated statements of operations. As of December 31, 2021 and 2020, the Company had zero and $0.1 million, respectively, in deferred offering costs in the 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 consolidated balance sheets and amortized as interest expense on the consolidated statement of operations using the effective interest method, which approximates the straight-line method. As of December 31, 2021 and 2020, debt issuance costs totaled zero and $1.3 million, respectively. During the year ended December 31, 2021 and 2020, the Company recorded $0.4 million and $0.9 million, respectively, in amortization of debt issuance costs within interest expense in the 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 December 31, 2021 and 2020, the Company held cash of $0.3 million and $0.1 million in banks located outside of the U.S., respectively. Restricted cash As of December 31, 2021 and 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 a 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. Investments The Company’s short-term and long-term investments are classified as available-for-sale and recorded at fair value based upon market prices at period end. Unrealized gains and losses are recorded in accumulated other comprehensive income as a separate component of stockholders’ deficit. Realized gains and losses and declines in value of investments determined to be other than temporary are included as a component of interest income in the consolidated statements of operations. The costs of investments for purposes of computing realized and unrealized gains and losses is based on the specific identification method. The Company evaluates its short-term and long-term investments with unrealized losses for other-than-temporary impairment. When assessing investments for other-than-temporary declines in value, the Company considers such factors as, among other things, how significant the decline in value is as a percentage of the original cost, how long the market value of the investment has been less than its original cost, the Company’s ability and intent to retain the investment for a period of time sufficient to allow for any anticipated recovery in fair value and market conditions in general. If any adjustment to fair value reflects a decline in the value of the investment that the Company considers to be other-than-temporary, the Company reduces the investment to fair value through a charge to the consolidated statements of operations. No such adjustments were necessary during the periods presented. The Company’s short-term investments as of December 31, 2021 and 2020 had maturities of less than one year and long-term investments at December 31, 2021 had maturities greater than one year. Accounts receivable Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts, which represents an estimate of amounts that may not be collectible. The Company performs ongoing credit evaluations of its customers and, if necessary, provides an allowance for doubtful accounts and expected losses. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues collection of the receivable. The Company does not have any off-balance-sheet credit exposure related to customers. As of December 31, 2021 and 2020, the Company recorded zero allowance for doubtful accounts. Additionally, for the years ended December 31, 2021 and 2020, the Company recorded zero provision for bad debts or recoveries. Inventory Inventory is valued at the lower of cost or net realizable value. Cost is computed using the first-in, first-out method. The Company regularly reviews inventory quantities on-hand for excess and obsolete inventory and, when circumstances indicate, records charges to write down inventories to their estimated net realizable value, after evaluating historical sales, future demand, market conditions and expected product life cycles. Such charges are classified as cost of product revenue in the consolidated statements of operations. Any write-down of inventory to net realizable value creates a new cost basis. Property and equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset, as follows: Estimated Useful Life Manufacturing and laboratory equipment 5- 10 Computer hardware and software 3 years Office furniture and fixtures 5-7 years Leasehold improvements Shorter of Estimated useful lives are periodically assessed to determine if changes are appropriate. Maintenance and repairs are charged to expense as incurred. When assets are retired or otherwise disposed of, the cost of these assets and related accumulated depreciation or amortization are eliminated from the consolidated balance sheet and any resulting gains or losses are included in the consolidated statement of operations in the period of disposal. Costs for capital assets not yet placed into service are capitalized as construction-in-progress and depreciated once placed into service. Software development costs The Company accounts for software development costs for internal-use software under the provisions of ASC 350-40, “Internal-Use Software” (“ASC 350”). Accordingly, certain costs to develop internal-use computer software are capitalized, provided these costs are expected to be recoverable. There was million. The capitalized costs are being amortized on a straight-line basis over the initial subscription term of Impairment of long-lived assets Long-lived assets consist of property and equipment. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized in loss from operations when estimated undiscounted future cash flows expected to result from the use of an asset group are less than its carrying amount. The impairment loss is based on the excess of the carrying value of the impaired asset group over its fair value, determined based on discounted cash flows. The Company did not record any impairment losses on long-lived assets during the years ended December 31, 2021 or 2020. 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, investments, derivative liability 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. There was no debt outstanding as of December 31, 2021. Product warranties The Company offers a one-year limited assurance warranty on System sales, which is included in the selling price. Product warranties provide assurance that the Company’s product functions in accordance with standard specifications. Warranties cover for repairs and replacements when the product does not function in accordance with agreed specifications. The standard assurance warranty does not cover, and no warranty is provided for, parts which by their nature are normally required to be replaced periodically. The accrued warranty cost is based on estimated material, labor and other costs that the Company expects to incur to fulfill the warranty obligation. Estimates are primarily based on historical information, current cost data and future forecast. The Company periodically assesses the adequacy of the warranty accrual and adjusts the amount as necessary. If the historical data used to calculate the adequacy of the warranty accrual are not indicative of future requirements, additional or reduced warranty accrual may be required. The warranty accrual is included in accrued expenses and other current liabilities in the consolidated balance sheets. The following table presents a summary of changes in the amount reserved for warranty cost (in thousands): Year Ended December 31, 2021 2020 Balance, beginning of the period $ 637 $ 848 Warranty provisions — 14 Warranty repairs (39) (225) Balance, end of the year $ 598 $ 637 Classification and accretion of redeemable convertible preferred stock Prior to the IPO and the conversion of redeemable convertible preferred stock to Class A and Class B common stock, the Company had classified redeemable convertible preferred stock outside of stockholders’ equity (deficit) because the shares contained certain redemption features that were not solely within the control of the Company. Costs incurred in connection with the issuance of each series of redeemable convertible preferred stock was recorded as a reduction of gross proceeds from issuance. The Company recorded periodic accretion to the carrying values of its outstanding redeemable convertible preferred stock such that the carrying value of the redeemable convertible preferred stock would have been equal to the redemption value at the earliest date of redemption. Adjustments to the carrying values of the redeemable convertible preferred stock to record this accretion at each reporting date were considered deemed dividends, which adjusted retained earnings (or in the absence of retained earnings, additional paid-in capital) and increased or decreased net loss attributable to common stockholders in computing basic and diluted earnings per share. Preferred stock warrant liability Prior to the IPO and the conversion of redeemable convertible preferred stock warrant liabilities to Class A common stock warrants, the Company classified warrants for the purchase of shares of its redeemable convertible preferred stock (see Notes 3 and 10) as a liability on its consolidated balance sheets as these warrants were freestanding financial instruments that may have required the Company to transfer assets upon exercise. The warrant liability was initially recorded at fair value on the issuance date of each warrant and was subsequently remeasured to fair value at each reporting date using the Black-Scholes pricing model. Changes in the fair value of the warrant liability were recognized as a component of other income (expense) in the consolidated statements of operations. Changes in the fair value of the preferred stock warrant liability were recognized up until the warrants qualified for equity classification upon IPO. Derivative liability In February 2020, the Company issued convertible notes to several investors (see Note 9) that provided a conversion option whereby upon the closing of a specified financing event 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 of the securities paid by the other investors. This conversion option was determined to be an embedded derivative that required to be bifurcated and accounted for separately from the notes. The derivative liability was initially recorded at fair value upon entering into the agreement. In April 2020, the specified financing event was consummated, as such the notes were converted into shares of Series C1 Preferred Stock (see Note 10), and the derivative liability was extinguished. 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 Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In order to achieve this core principle, the Company applies the following five steps when recording revenue: (1) identify the contract, or contracts, with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract and (5) recognize revenue when, or as, performance obligations are satisfied. The Company derives revenue from the sale of its products and services through direct sale representatives. The Company’s arrangements are generally noncancelable and nonrefundable after ownership passes to the customer. Product revenue The Company derives product revenue primarily from the sale of its Systems, optional LIMS connection software, which facilitates the transfer of data captured by the System to the customer’s existing LIMS software, and proprietary consumables. Revenue is recognized when control of the products is transferred to the customer. Transfer of control is generally at shipment or delivery, depending on contractual terms, and occurs when title and risk of loss transfers to the customer, which represents the point in time when the customer obtains the use of and substantially all of the benefits of the product. Upon delivery, the System is fully functional for use by the customer. As such, the Company’s performance obligation related to product sales is satisfied at a point in time. The Company’s principal terms of sale are free carrier (“FCA”) shipping point. Service revenue The Company derives service revenue primarily from validation services, service contracts and field service (including installation). The Company’s validation services include validation and documentation services performed utilizing Systems purchased by the customer. Service contracts are around-the-clock maintenance support which can be purchased by the customer after the expiration of the one-year assurance warranty included with each System purchase. Field service revenue primarily consists of services provided by field service engineers to install the System at the customer site and perform two preventative maintenance services during the warranty period. Service revenue is recognized over time using an input method based on time lapsed for service contracts and output method based on milestone achieved for validation services and field service. Performance obligations A performance obligation is a promise in a contract to transfer a distinct product or service to a customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available, and are distinct in the context of the contract, whereby the transfer of the product or service is separately identifiable from other promises in the contract. The Company’s main performance obligations in customer arrangements are Systems, LIMS connection software, consumables, validation services, service contracts, and field service. Payment terms Payment terms for customer orders are typically between 30 to 90 days after the shipment or delivery of the product. For certain products, services and customer types, the Company requires payment before the products or services are delivered to, or performed for, the customer. None of the Company’s contracts contain a significant financing component. Multiple performance obligations with an arrangement The Company’s contracts may include multiple performance obligations when customers purchase a combination of products and services such as System sold together with the LIMS connection software, consumables or services. For these arrangements, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis using the Company’s best estimate of the standalone selling price of each distinct product or service in the contract. The primary methods used to estimate standalone selling prices are based on the prices observed in standalone sales to customers or cost-plus margin depending on the nature of the obligation and available evidence of fair value. Allocation of the transaction price is determined at contract’s inception. 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) variable consideration allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied distinct service that forms part of a single performance obligation. The Company does not have material remaining performance obligations associated with contracts with terms greater than one year. 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 $0.3 million and $0.5 million in contract assets as of December 31, 2021 and 2020, respectively, included in prepaid expenses and other current assets. These balances relate to the BARDA agreement 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 December 31, 2021 or 2020. Deferred revenue was $3.3 million and $4.4 million at December 31, 2021 and 2020, respectively. Revenue recognized during the year ended December 31, 2021 that was included in deferred revenue at the prior year end was $3.8 million. Revenue recognized during the year ended December 31, 2020, that was included in deferred revenue at the prior year end was $1.0 million. 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 reduce the cost share reimbursement rate. Modifications were accounted for prospectively. 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): Year Ended December 31, 2021 2020 Product and service revenue — recurring $ 7,819 $ 3,908 Product and service revenue — non-recurring 13,818 10,175 Non-commercial revenue — non-recurring 1,595 1,994 Total revenue $ 23,232 $ 16,077 The following table presents the Company’s revenue by customer geography (in thousands): Year Ended December 31, 2021 2020 United States $ 12,892 $ 7,304 Germany 1,695 1,920 Switzerland 4,314 4,111 All other countries 4,331 2,742 Total revenue $ 23,232 $ 16,077 Contract acquisition costs The Company incurs and pays commissions on Systems, LIMS connection software, validation services, field service arrangements, and starting in 2021, commissions on consumables and service contracts. The period of the related revenue stream is typically less than one year in duration, and as such, the Company applies the practical expedient to expense the costs in the period in which they were incurred. The Company does not pay commissions on non-commercial revenue with BARDA. Shipping and handling fees Shipping and handling fees billed to customers for product shipments are recorded in product revenue in the consolidated statements of operations. Shipping and handling costs incurred for inventory purchases and product shipments are recorded in cost of product revenue in the consolidated statements of operations. Cost of revenue Cost of product revenue primarily consists of costs for raw material parts and associated freight, shipping and handling costs, royalties, contract manufacturer costs, salaries and other personnel costs including stock-based compensation expense, depreciation and amortization expense, scrap, warranty cost, inventory reserves, allocated information technology and facility-related costs, overhead and other costs related to those sales recognized as product revenue in the period. Cost of service revenue primarily consists of salaries and other personnel costs including stock-based compensation expense, travel costs, materials consumed when performing installations, validations and other services, allocated information technology and facility-related costs, costs associated with training and other expenses related to service revenue recognized in the period. Cost of non-commercial revenue primarily consists of salaries and other personnel costs including stock-based compensation expense, consulting expense, materials, travel and other costs related to revenue recognized as non-commercial revenue during the period. Research and development costs Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities including, employee-related expenses, such as salaries, bonuses and other personnel costs including stock-based compensation expense, the cost of developing maintaining and improving new and existing products designs, the cost of hardware and software engineering, the cost of research materials and supplies, external costs of outside consultants engaged to conduct research and development services associated with the Company’s technology and products, and information technology and facilities expenses, which include direct and allocated expenses for rent, maintenance of facilities and insurance, as well as related depreciation and amortization. The costs incurred for the development of system software that will be sold are capitalized when technological feasibility has been established. The Company has continued to develop the software associated with its platform and products, and the associated costs have been expensed as incurred, as the nature of improvements did not significantly improve the performance or functionality of the software. Advertising costs Advertising costs are expensed as incurred and |
Fair value of financial assets
Fair value of financial assets and liabilities | 12 Months Ended |
Dec. 31, 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 December 31, 2021 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 173,755 $ — $ — $ 173,755 Short-term investments 15,110 — — 15,110 Long-term investments 9,966 — — 9,966 $ 198,831 $ — $ — $ 198,831 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 years ended December 31, 2021 and 2020, respectively, there were no transfers between Level 1, Level 2 and Level 3. Valuation of short-term and long-term investments U.S. Treasury bills and notes included in short-term and long-term investments were valued by the Company using quoted prices in active markets for identical securities, which represents a Level 1 measurement within the fair value hierarchy. Valuation of preferred stock warrant liability The warrant liability at December 31, 2020 was related to 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 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 in connection with the Company’s IPO in July 2021: Year Ended December 31, 2021 2020 Fair value of Series A1 preferred stock $ 3.01 $ 0.50 Fair value of Series B1 preferred stock $ 3.26 $ 1.26 Fair value of Series C1 preferred stock $ 3.30 $ 1.23 Remaining contractual term (in years) 6.8 7.3 Risk-free interest rate 1.2 % 0.6 % Expected dividend yield — % — % Expected volatility 42.0 % 40.0 % 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): Year Ended December 31, 2021 2020 Balance, beginning of period $ 4,117 $ 3,396 Initial fair value of Series C1 preferred stock warrants — 652 Change in fair value of preferred stock warrants 19,643 69 Conversion of preferred stock warrants to common stock warrants (23,760) — Balance, end of period $ — $ 4,117 Valuation of derivative liability The derivative liability was related to the conversion option included within the Unsecured Subordinated Convertible Promissory Notes (“Convertible Notes”) issued in February 2020 (see Note 9). The Convertible Notes provided a conversion option whereby upon the closing of a specified financing event the Convertible 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 of the securities paid by the other investors. This conversion option was determined to be an embedded derivative required to be bifurcated and accounted for separately from the notes. The fair value of the derivative liability was determined based on inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. Upon the closing of the sale of the Convertible Notes, management determined that the probability of completing the specified financing event was 100%; thus, the value of the automatic conversion option was determined to be 20% of the fair value of the capital stock to be issued upon conversion of the Convertible Notes, or $2.4 million. This amount represented the fair value of the embedded derivative at issuance (see Note 9). Upon the occurrence of the specified financing event in April 2020, the Convertible Notes were converted into 10,351,063 shares of Series C1 Preferred Stock, as defined (see Note 9), and the derivative liability of $2.4 million was extinguished. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2021 | |
Investments | |
Investments | 4. Investments Short-term and long-term investments by investment type consisted of the following (in thousands): December 31, 2021 Gross Gross Amortized unrealized unrealized Fair cost gains losses value Short-term investments U.S. Government Treasury Bill $ 4,983 $ — $ (2) $ 4,981 U.S. Government Treasury Notes 10,142 (13) 10,129 $ 15,125 $ — $ (15) $ 15,110 Long-term Investments U.S. Government Treasury Notes - Maturity One - Five Years 9,966 — — 9,966 $ 9,966 $ — $ — $ 9,966 December 31, 2020 Gross Gross Amortized unrealized unrealized Fair Short-term investments cost gains losses value U.S. Treasury bonds $ 14,997 $ 1 $ — $ 14,998 $ 14,997 $ 1 $ — $ 14,998 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2021 | |
Inventory | |
Inventory | 5. Inventory Inventory consisted of the following (in thousands): December 31, December 31, 2021 2020 Raw materials $ 10,135 $ 6,754 Work in process 1,235 1,190 Finished goods 4,301 1,021 Total $ 15,671 $ 8,965 Raw materials, work in process and finished goods were net of adjustments to net realizable value of $1.2 million and $1.0 million, as of December 31, 2021 and 2020, respectively. |
Prepaid expenses and other curr
Prepaid expenses and other current assets | 12 Months Ended |
Dec. 31, 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): December 31, December 31, 2021 2020 Prepaid insurance $ 1,622 $ 355 Prepaid commitment fee on notes payable — 275 Contract asset 396 471 Deposits 1,262 1,148 Lease receivables, current portion 231 325 Other 440 546 $ 3,951 $ 3,120 |
Property and equipment, net
Property and equipment, net | 12 Months Ended |
Dec. 31, 2021 | |
Property and equipment, net | |
Property and equipment, net | 7. Property and equipment, net Property and equipment, net consisted of the following (in thousands): December 31, December 31, 2021 2020 Manufacturing and laboratory equipment $ 13,277 $ 12,961 Computer hardware and software 1,742 1,088 Office furniture and fixtures 745 343 Leasehold improvements 3,012 2,996 Construction-in-process 4,313 — 23,089 17,388 Less: Accumulated depreciation (11,785) (10,336) $ 11,304 $ 7,052 Depreciation and amortization expense related to property and equipment was $1.5 million for the years ended December 31, 2021 and 2020. Amortization expense related to long-term assets was less than $0.1 million and zero for the years ended December 31, 2021 and 2020, respectively. The Company had less than 31, 2021 and 2020. As of December 31, 2021 and 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 December 31, 2021 and 2020, respectively. As of December 31, 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 | 12 Months Ended |
Dec. 31, 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): December 31, December 31, 2021 2020 Accrued employee compensation and benefits expense $ 3,569 $ 3,083 Accrued vendor expenses 5,500 1,685 Accrued warranty expense 598 637 Accrued interest — 330 Deferred rent, current portion 131 118 Accrued taxes 781 688 Other 338 113 $ 10,917 $ 6,654 |
Long-term debt
Long-term debt | 12 Months Ended |
Dec. 31, 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): December 31, 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 $0.8 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 consolidated statements of operations during the year ended December 31, 2020. Interest expense on the 2018 Term Loan totaled $0.9 million for year ended December 31, 2020, which includes amortization of the debt discount $0.2 million. 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 provided 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 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 consolidated statement of operations. Additionally, the Company allocated $0.3 million to Term B Loan and $0.2 million to Term C Loan and recorded within prepaid expenses and other current assets on the consolidated balance sheet and 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 warrants issued with the debt. 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 December 31, 2021, the Company had no outstanding balance on the 2020 Term Loan. Interest expense on the 2020 Term Loan totaled $2.5 million and $2.2 million for the year ended December 31, 2021 and 2020, respectively. As of December 31, 2020, the unamortized debt discount was 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 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 consolidated statement of operations. Interest expense on the Convertible Notes totaled $0.4 million for the year ended December 31, 2020, which includes amortization of the debt discount of $0.3 million. |
Redeemable convertible preferre
Redeemable convertible preferred stock | 12 Months Ended |
Dec. 31, 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”), and 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 sold and issued 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 sold and issued 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 $1.3 million and recorded them as a reduction to the carrying value of the Series D1 Preferred Stock and Series D2 Preferred Stock. In June 2021, the Series C1 and D1 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. In July 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, the 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 Prior to the conversion of the Preferred Stock upon closing of the IPO, the holders of the Preferred Stock had the following rights and preferences: Voting The holders of the Preferred Stock, except for Series C2 Preferred Stock and Series D2 Preferred Stock which are non-voting shares, are entitled to vote, together with the holders of Class A common stock voting as a single class, on all matters submitted to the stockholders for a vote. Each holder of Preferred Stock, except for Series C2 Preferred Stock and Series D2 Preferred Stock which are non-voting shares, is entitled to the number of votes equal to the number of shares of Class A common stock into which each share of Preferred Stock is convertible as of the record date for determining stockholders entitled to vote on such matter. Conversion Each share Preferred Stock, except for the Series C2 Preferred Stock and Series D2 Preferred Stock, is convertible into shares of Class A common stock at the option of the holder at any time after the date of issuance and without the payment of additional consideration by the holder. Each share of the Series C1/D1 Preferred Stock shall be convertible, at the option of the holder thereof, at any time after the date of issuance, into an equal number of shares of Class B common stock; provided, that, after conversion, each initial holder of Series C2/D2 Preferred Stock would represent less than ten percent of the combined voting power of the Company’s outstanding voting securities. Each share of the Preferred Stock will be mandatorily converted upon the closing of a firm commitment underwritten public offering of the Company’s common stock with gross proceeds to the Company of at least $30.0 million and at a price per share of not less than $3.00. Notwithstanding the previous provision, no shares of Series C2 Preferred Stock or Series D2 Preferred stock shall automatically convert into any other class of capital stock of the Company unless and until the Company has authorized a sufficient number of shares of non-voting common stock to support the conversion of all such shares of Series C2/D2 Preferred stock into non-voting common stock. Upon the sale, assignment, transfer or other disposition of any shares of Series C2/D2 Preferred Stock to a person or entity other than the initial holder of the Series C2/D2 Preferred stock, each such outstanding share of Series C2/D2 Preferred shall be automatically converted into one fully paid and non-assessable share of Series C2 or Series D2 Preferred Stock. Upon the occurrence of a Restriction Removal Event, defined as the holder of Series C2/D2 Preferred stock and the Company submitting a specified U.S. governmental body a notice or declaration concerning the proposed conversion and the governmental body takes no issue or the initial holder of the Series C2/D2 Preferred stock and the Company agree that such filing to with such governmental body is not necessary, each share of Series C2/D2 Preferred Stock then outstanding shall be automatically converted into one fully paid and non-assessable share of Series C1/D1 Preferred stock. The conversion ratio of each series of Preferred Stock is determined by dividing the Original Issue Price of each series by the Conversion Price of each series. The Original Issue Price per share is $1.00 for Series A1 Preferred Stock, $1.00 for Series B1 Preferred Stock, $1.15 for Series C1 Preferred Stock, $1.15 for Series C2 Preferred Stock, $3.60 for Series D1 Preferred Stock and $3.60 for Series D2 Preferred Stock. The Conversion Price per share is $5.00 for Series A1 Preferred Stock, $5.00 for Series B1 Preferred Stock, $5.75 for Series C1 Preferred Stock, $5.75 for Series C2 Preferred Stock $18.00 for Series D1 Preferred Stock and $18.00 for Series D2 Preferred Stock, each subject to appropriate adjustment in the event of any stock split, stock dividend, combination or other similar recapitalization and other adjustments as set forth in the Company’s certificate of incorporation, as amended and restated. Dividends From and after the date of issuance, each share of Series A1 Preferred Stock accrues a dividend at the rate of $0.04 per annum. The dividends accrue ratably on a quarterly basis, whether or not declared. The Preferred Stock accruing dividends shall be payable only when, as, and if declared by the Board of Directors and the Company shall be under no obligation to pay such Preferred Stock accruing dividends. From and after the date of issuance, each share of Series B1 Preferred Stock accrues a dividend at the rate of $0.04 per annum. If the Series B1 Preferred Stock is not redeemed on any of the three eligible annual installments, per the redemption rights, the rate the dividend accrues is increased to $0.10 per share per annum. The dividends accrue ratably on a quarterly basis, whether or not declared. The Preferred Stock accruing dividends shall be payable only when, as, and if declared by the Board of Directors and the Company shall be under no obligation to pay such Preferred Stock accruing dividends. From and after the date of issuance, each share of Series C1 and Series C2 Preferred Stock accrues a dividend at the rate of $0.046 per annum. If the Series C1 Preferred Stock is not redeemed on any of the three eligible annual installments, per the redemption rights, the rate the dividend accrues is increased to $0.115 per share per annum. The dividends accrue ratably on a quarterly basis, whether or not declared. The Preferred Stock accruing dividends shall be payable only when, as, and if declared by the Board of Directors and the Company shall be under no obligation to pay such Preferred Stock accruing dividends. The holders of any Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock shall be entitled to be paid, on an equal basis, the amount due for any accrued dividends before any payment shall be made to the holders of Series A1 Preferred Stock. The holders of the Series D1 Preferred Stock and Series D2 Preferred Stock are not entitled to accruing dividends. Through the conversion of the Preferred Stock upon closing of the IPO, no dividends have been declared on any series or class of stock. Liquidation In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, the holders of Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders, and before any payment shall be made to the holders of Series A1 Preferred Stock or common stock or any other class or series of capital stock ranking on liquidation junior to the Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock by reason of their ownership thereof, an amount equal to the greater of (i) $3.60 per share for Series D1 Preferred Stock and Series D2 Preferred Stock, $1.725 per share for Series C1 Preferred Stock and Series C2 Preferred Stock and $1.50 per share for Series B1 Preferred Stock, all subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the applicable series of Preferred Stock, and (ii) the sum of (x) the Original Issue Price of the applicable series of Preferred Stock, (y) any accruing dividends accrued but unpaid on the applicable series of Preferred Stock, and (z) any other dividends declared but unpaid on the applicable series of Preferred Stock (the greater of clauses (i) and (ii) for the Series C1 Preferred Stock and Series C2 Preferred Stock, the “Series C Liquidation Preference” and the greater of clauses (i) and (ii) for the Series B1 Preferred Stock, the “Series B1 Liquidation Preference”). If upon any such liquidation, dissolution or winding up of the Company, the assets of the Company available for distribution to its stockholders shall be insufficient to pay the holders of shares of Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock the full amount to which they shall be entitled, the holders of shares of Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock shall share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. Following the aforementioned payments to the holders of Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock, and before any payment shall be made to the holders of common stock by reason of their ownership thereof, the holders of Series A1 Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders an amount equal to the sum of (x) $1.00 per share, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Series A1 Preferred Stock, (y) any accruing dividends accrued but unpaid on the shares of Series A1 Preferred Stock, and (z) any other dividends declared but unpaid on the Series A1 Preferred Stock (the “Series A1 Liquidation Preference” and, together with the Series B1 Liquidation Preference and Series C Liquidation Preference, the “Liquidation Preferences”). If upon any such liquidation, dissolution or winding up of the Company, the assets of the Company available for distribution to its stockholders shall be insufficient to pay the holders of shares of Series A1 Preferred Stock the full amount to which they shall be entitled, the holders of shares of Series A1 Preferred Stock shall share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. After the payment of the applicable Liquidation Preferences to the holders of Preferred Stock, the assets of the Company available for the distribution to it stockholders shall be distributed among such holders in the following order: (1) the Series A1 Preferred Stock and common stock, pro rata based on the number of shares held by each such holder, on an as-converted basis, until the holders of shares of Series A1 Preferred Stock have received an aggregate per share amount in respect of the Series A1 Preferred Stock equal to the Series B1 Liquidation Preference;(2) among the holders of the Series B1 Preferred Stock, Series A1 Preferred Stock and common stock, pro rata based on the number of shares held by each such holder, on an as-converted basis, until the holders of shares of Series B1 Preferred Stock have received an aggregate per share amount in respect of the Series B1 Preferred Stock equal to the Series C Liquidation Preference; (3) among the holders of the Series C1, Series B1 Preferred Stock, Series A1 Preferred Stock and common stock, pro rata based on the number of shares held by each such holder, on an as-converted basis, until the holders of shares of Series C1 Preferred Stock have received an aggregate per share amount in respect of the Series C1 Preferred Stock equal to the Series D Liquidation Preference; and (4) among the holders of the Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock, Series B1 Preferred Stock, Series A1 Preferred Stock and common stock, pro rata based on the number of shares held by each such holder, on an as-converted basis. Redemption Unless otherwise prohibited by Delaware law governing distribution to stockholders, shares of Preferred Stock shall be redeemed by the Company at a price equal to the Liquidation Preference applicable to each series of Preferred Stock in three annual installments commencing not more than 60 days after the receipt by the Company of written notice, at any time on or after the fifth anniversary of the Series D1 original issue date, from the requisite holders, requesting redemption of all shares of Preferred Stock. The Preferred Stock shall be redeemed in the following amounts: one remaining third installment. On each installment, holders of Series D1 Preferred Stock, Series D2 Preferred Stock, Series C1 Preferred Stock, Series C2 Preferred Stock and Series B1 Preferred Stock shall receive the amounts due based on the respective Liquidation Preferences per share before any payment is made to the holders of Series A1 Preferred Stock. The Company entered into an agreement with a holder of Series B1 Preferred Stock that includes a special redemption right in the event the Company breaches specified conditions set forth in the agreement, including covenants around specified business activities the Company may participate in, specified business activity ratios and financial ratios related to investments and indebtedness. If the Company breaches the terms of the agreement, and does not cure such breach by the date that is one year |
Preferred stock warrants
Preferred stock warrants | 12 Months Ended |
Dec. 31, 2021 | |
Preferred stock warrants | |
Preferred stock warrants | 11. Preferred stock warrants 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. Prior to the IPO, the Company also had outstanding warrants to purchase shares of Preferred Stock issued in connection with previous financing agreements. In connection with the IPO, all outstanding 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 stockholders’ equity (deficit). As of December 31, 2020, warrants to purchase the following classes of preferred stock outstanding consisted of the following (in thousands, except for share and per share data): 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 | 12 Months Ended |
Dec. 31, 2021 | |
Common stock and common stock warrants | |
Common stock and common stock warrants | 12. Common stock and common stock warrants 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). 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 December 31, 2021 and December 31, 2020, no cash dividends had been declared or paid. As of December 31, 2021 and 2020, the Company’s amended 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. As of December 31, 2021, the Company had reserved 20,028,342 shares of common stock for the exercise of outstanding stock options, the number of shares remaining available for grant under the Company’s 2021 Incentive Award Plan (see Note 13), the number of shares available for purchase under the Company’s Employee Stock Purchase Plan (see Note 13), shares of common stock for the exercise of outstanding common stock warrants and the conversion of Class B common stock. As of December 31, 2020, the Company had reserved 32,574,029 shares of common stock for the conversion of the outstanding Preferred Stock, exercise of outstanding stock options, the number of shares remaining available for grant under the Company’s 2010 Stock Incentive 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 December 31, 2021 and 2020, warrants to purchase the Class A common stock outstanding consisted of the following (in thousands, except for share and per share data) December 31, 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 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 | 12 Months Ended |
Dec. 31, 2021 | |
Stock-based compensation | |
Stock-based compensation | 13. Stock-based compensation 2010 stock option and grant plan The Company’s 2010 Stock Option and Grant Plan (the “2010 Plan”) provides for the Company to grant incentive stock options or nonqualified stock options, restricted stock awards and other stock-based awards to employees, officers, directors and consultants of the Company. In March 2021, the Board of Directors approved an increase to the 2010 Plan shares by 382,889 shares. Following the effectiveness of the IPO, no additional awards are being granted under the 2010 Plan and shares of existing outstanding options that are forfeited or cancelled will be available for grant under the 2021 Incentive Award Plan. 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 ten years . The aggregate number of shares of Class A common stock available for issuance under the 2021 Plan is equal to (i) 4,200,000 shares; (ii) any shares which are subject to the 2010 Plan awards that become available for issuance under the 2021 Plan; and (iii) 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) 5% 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 33,900,000 shares of Class A common stock may be issued under the 2021 Plan upon the exercise of incentive stock options. As of December 31, 2021, there are 3,774,298 shares available for issuance under the 2021 Plan. The 2021 Plan is administered by the Board of Directors or, at the discretion of the Board of Directors, by a committee of the board of directors. The exercise prices, vesting and other restrictions are determined at the discretion of the Board of Directors, or its committee or management if so delegated, except that the exercise price per share of stock options may not be less than 100% of the fair market value of a share of common stock on the date of grant and the term of the stock option may not be greater than ten years. Stock options granted to employees, officers, and consultants typically vest over a four-year period, and stock options granted to members of the Board of directors typically vest over a three-year period. During the years ended December 31, 2021 and 2020, the Company granted to employees, officers and directors options to purchase 2,011,479 shares and 1,347,000 shares, respectively, of common stock. The Company recorded stock-based compensation expense for options granted to employees, officers, and directors of $1.8 million and $0.5 million during the years ended December 31, 2021 and 2020. 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: Year Ended December 31, 2021 2020 Risk-free interest rate 1.02 % 0.36 % Expected term (in years) 6.0 6.0 Expected volatility 44.4 % 42.4 % Expected dividend yield 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 $ 0.91 8.12 $ 4,272 Granted 2,011,479 11.38 Exercised (226,045) 1.80 Expired (36,195) 1.48 Forfeited (530,723) 2.75 Outstanding as of December 31, 2021 4,823,100 $ 5.06 7.62 $ 31,041 Options vested and expected to vest as of December 31, 2021 4,823,100 $ 5.06 7.62 $ 31,041 Options exercisable as of December 31, 2021 2,210,701 $ 1.39 5.89 $ 20,705 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 for those options that had exercise prices lower than the fair value of the Company’s common stock. The intrinsic value of stock options exercised during the years ended December 31, 2021 and 2020 was $1.6 million and zero, respectively. The weighted average grant-date fair value per share of stock options granted during the year ended December 31, 2021 and 2020 was $4.89 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 December 31, 2021 and December 31, 2020, the Company has $0.5 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 December 31, 2021 248,903 $ 2.10 Stock-based compensation Stock-based compensation expense was classified in the consolidated statements of operations as follows (in thousands): Year Ended December 31, 2021 2020 Cost of revenue $ 329 $ 47 General and administrative 1,025 378 Sales and marketing 346 58 Research and development 143 50 Total stock-based compensation expense $ 1,843 $ 533 As of December 31, 2021, total unrecognized compensation expense related to unvested stock options held by employees and directors was $8.5 million, which is expected to be recognized over weighted average period of 1.4 years. 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 December 30, 2021, no offering periods have been initiated. |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income taxes | |
Income taxes | 14. Income taxes The components of the Company’s loss before income tax expense are as follows (in thousands): Year Ended December 31, 2021 2020 United States $ (73,643) $ (37,049) Foreign 210 105 Loss before income tax provision $ (73,433) $ (36,944) The components of income tax expense are as follows (in thousands): Year Ended December 31, 2021 2020 Current income tax provision: Federal $ — $ — State — 54 Foreign 91 80 Total current income tax provision 91 134 Deferred income tax benefit: Federal 17,099 (7,455) State 2,923 (282) Foreign — — Total deferred income tax benefit 20,022 (7,737) Change in deferred tax asset valuation allowance (20,022) 7,737 Total provision for income taxes $ 91 $ 134 During the years ended December 31, 2021 and 2020, the Company did not record income tax benefits for the net operating losses incurred or for the research and development tax credits generated in each year, due to its uncertainty of realizing a benefit from those items. The income tax provision was generated primarily from operations in Germany and Switzerland. A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended December 31, 2021 2020 Federal statutory income tax rate 21.0 % 21.0 % State income taxes, net of federal benefit (3.1) 0.5 Federal and state research and development tax credits 0.5 0.9 Unrecognized tax benefits reserve and interest change (0.1) (0.2) Change in valuation allowance 26.4 (20.8) Permanent differences (0.5) (0.3) Loss on extinguishment of debt — (1.2) Section 382/383 limitation (38.7) — Unrealized loss on value of warrants (5.6) (0.1) Other — (0.2) Effective income tax rate (0.1) % (0.4) % Net deferred tax assets consisted of the following (in thousands): December 31, December 31, 2021 2020 Deferred tax assets: Net loss carryforwards $ 33,663 $ 52,624 Research and development tax credit carryforwards 3,605 5,425 Research and development capitalized costs 4,041 3,636 Inventory 196 148 Accrued expenses 1,076 644 Other 139 88 Total deferred tax assets 42,720 62,565 Deferred tax liabilities: Depreciation (229) (52) Total deferred tax liabilities (229) (52) Net deferred tax assets 42,491 62,513 Valuation allowance (42,491) (62,513) Net deferred tax assets $ — $ — As of December 31, 2021, the Company had U.S. federal and state net operating loss (“NOL”) carryforwards of $137.5 million and $62.7 million, respectively, which may be available to offset future taxable income and begin to expire at various dates beginning in 2027 and 2032, respectively. Additionally, the Company had federal NOLs of $124.7 million generated since 2018 that will never expire. The Tax Cuts and Jobs Act (TCJA) enacted on December 22, 2017 limits a taxpayer’s ability to utilize an NOL deduction in a year to 80% taxable income for federal NOL arising in tax years beginning after 2017. The Coronavirus Aid, Relief, and Economic Security (CARES) Act enacted on March 27, 2020 removes the 80% taxable income limitation for federal NOL deductions in taxable years before January 1, 2021. As of December 31, 2021, the Company also had U.S. federal and state research and development tax credit carryforwards of $1.1 million and $2.1 million, respectively, which may be available to offset future tax liabilities and begin to expire in 2038 and 2024, respectively. Utilization of the U.S. federal and state NOL carryforwards and research and development tax credit carryforwards may be subject to a substantial annual limitation under Sections 382 and 383 of the Internal Revenue Code of 1986, and corresponding provisions of state law, due to ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of carryforwards that can be utilized annually to offset future taxable income or tax liabilities. In general, an ownership change, as defined by Section 382, results from transactions increasing the ownership of certain stockholders or public groups in the stock of a corporation by more than 50% over a three-year period. The Company is in the process of performing a Section 382 study to assess whether a change of control has occurred or whether there have been multiple changes of control. These ownership changes are expected to materially limit the net operating loss carryforwards and research and development tax credits available to offset future tax liabilities. Approximately million of federal research and development tax credits are expected to expire unutilized from these ownership changes. These estimated expirations and unutilized net operating loss carryforwards and research and development tax credits have been reflected in the amounts of net operating loss carryforwards, research and development tax credits, and deferred tax assets disclosed above. The Company expects to finalize the Section 382 studies during 2022. The Company has evaluated the positive and negative evidence bearing upon its ability to realize the deferred tax assets. The Company considered its history of cumulative net operating losses incurred since inception and has concluded that it is more likely than not that the Company will not realize the benefits of the deferred tax assets. Accordingly, a full valuation allowance has been established against the net deferred tax assets as of December 31, 2021 and 2020. The Company reevaluates the positive and negative evidence at each reporting period. Changes in the valuation allowance for deferred tax assets relates primarily to the decrease in NOL carryforwards and research and development tax credit carryforwards and were as follows (in thousands): December 31, December 31, 2021 2020 Valuation allowance as of beginning of year $ 62,513 $ 54,776 Increases recorded to income tax provision 13,067 8,802 Decreases recorded as a benefit to income tax provision (33,089) (1,065) Valuation allowance as of end of year $ 42,491 $ 62,513 A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): December 31, December 31, 2021 2020 Unrecognized tax benefits as of beginning of year $ 569 $ 532 Additions for tax positions of prior years 54 37 Reductions for tax positions of prior years — — Unrecognized tax benefits as of end of year $ 623 $ 569 The Company recognizes interest and penalties related to unrecognized tax benefits in U.S. Federal, state, and foreign income tax expense. For the each of years ended December 31, 2021, and 2020, the Company recognized less than $0.1 million in interest and penalties. The Company had approximately $0.1 million of interest and penalties accrued as of both December 31, 2021 and 2020. 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 the years ended December 31, 2016 through the year ended December 31, 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 | 12 Months Ended |
Dec. 31, 2021 | |
Net loss per share | |
Net loss per share | 15. Net loss per share Net loss per share attributable to the common stockholders As of December 31, 2021, the Company has Class A common stock and Class B common stock outstanding. 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 net loss attributable to common stockholders for the year ended December 31, 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. Year Ended December 31, 2021 2020 Numerator: Net loss $ (73,524) $ (37,078) Accretion of redeemable convertible preferred stock to redemption value (1,761) (3,745) Cumulative redeemable convertible preferred stock dividends (2,747) (4,398) Net loss attributable to common stockholders—basic and diluted $ (78,032) $ (45,221) Denominator: Weighted average Class A common shares outstanding—basic and diluted 16,568,267 358,582 Weighted average Class B common shares outstanding—basic and diluted 3,215,272 — Total shares for EPS—basic and diluted 19,783,539 358,582 Net loss per share attributable to Class A common stockholders—basic and diluted $ (3.94) $ (126.11) Net loss per share attributable to Class B common stockholders—basic and diluted $ (3.94) $ — The Company’s potentially dilutive securities, which include stock options, redeemable convertible preferred stock (prior to IPO), common stock warrants and preferred stock warrants (prior to IPO), 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: Year Ended December 31, 2021 2020 Options to purchase common stock 4,823,100 3,604,581 Warrants to purchase common stock 294,964 55,835 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) — 1,243,827 5,118,064 31,508,549 |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 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 in Lowell, Massachusetts, which expires in July 2026. The terms of the lease include options for a one-time, five-year extension of the lease and early termination of the lease in July 2024 as well as a $0.7 million tenant improvement allowance, which was fully utilized in prior periods. In June 2021, the Company entered into a Sublease agreement for office and back-up 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 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 $0.7 million and $0.4 million for the years ended December 31, 2021 and 2020, respectively. Future minimum lease commitments under operating leases as of December 31, 2021 are as follows (in thousands): Year ending December 31, 2022 $ 1,139 2023 1,169 2024 1,199 2025 1,229 2026 1,044 Thereafter 1,953 Total $ 7,733 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 as of 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 year ended December 31, 2021. Supply agreement In March 2020, the Company entered into an agreement with a supplier to provide raw materials used in the manufacturing process of the Growth Direct. As of December 31, 2021, the Company had committed to minimum payments under these arrangements totaling $0.9 million through December 31, 2022. 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. The Company had $0.1 million accrued for the supply agreement as of December 31, 2021 and 2020. 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. The Company 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. The Company had $0.1 million and zero accrued for the software subscription as of December 31, 2021 and December 31, 2020, respectively. 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 consolidated financial statements as of December 31, 2021 or 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 the costs related to such legal proceedings as they are incurred. |
Benefit plans
Benefit plans | 12 Months Ended |
Dec. 31, 2021 | |
Benefit plans | |
Benefit plans | 17. Benefit plans The Company established a defined contribution savings plan under Section 401(k) of the Internal Revenue 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 $0.3 million and $0.2 million to the plan during the years ended December 31, 2021 and 2020, respectively. |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent events. | |
Subsequent events | 18. Subsequent Events In March 2022, the Company amended the lease for its office and manufacturing space in Lowell, Massachusetts (the “Amendment”). The Amendment increased the amount of facility space subject to the lease and extended the expiration of the lease from July 2026 to July 2029. The terms of the Amendment include options for a one-time, five-year extension of the lease and early termination of the lease in July 2026 (subject to an early termination fee), as well as a $0.3 million tenant improvement allowance. Monthly rent payments are fixed and future minimum lease payments under the lease (as amended) are $4.6 million. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of significant accounting policies | |
Use of estimates | Use of estimates The preparation of the Company’s 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 consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, calculating the standalone selling price of products and services 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 as of [ March 24, 2022 |
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 and long-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 or any other-than-temporary losses with respect to its cash equivalents and investments and does not believe it is exposed to any 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: Year Ended December 31, 2021 2020 Customer A 16.7 % 23.2 % Customer B * 12.4 % Customer C * 10.5 % 16.7 % 46.1 % * – less than 10% The following table presents customers that represent 10% or more of the Company’s accounts receivable: Year Ended December 31, 2021 2020 Customer A 19.5 % 41.9 % Customer D 12.6 % * Customer E 10.6 % * Customer F 10.0 % * Customer G * 18.7 % Customer H * 13.4 % Customer I * 10.1 % 52.7 % 84.1 % * – less than 10% The Company relies on third parties for the supply and manufacture of its products as well as logistics. In instances where these parties fail to perform their obligations, the Company may be unable to find alternative suppliers to satisfactorily deliver its products to its customers on time, if at all, which could have a material adverse effect on the Company’s operating results, financial condition and cash flows and damage its customer relationships. There are no significant concentrations around a single third-party supplier or manufacturer for the year ended December 31, 2021 or 2020. |
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 consolidated statements of operations. As of December 31, 2021 and 2020, the Company had zero and $0.1 million, respectively, in deferred offering costs in the 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 consolidated balance sheets and amortized as interest expense on the consolidated statement of operations using the effective interest method, which approximates the straight-line method. As of December 31, 2021 and 2020, debt issuance costs totaled zero and $1.3 million, respectively. During the year ended December 31, 2021 and 2020, the Company recorded $0.4 million and $0.9 million, respectively, in amortization of debt issuance costs within interest expense in the 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 December 31, 2021 and 2020, the Company held cash of $0.3 million and $0.1 million in banks located outside of the U.S., respectively. |
Restricted cash | Restricted cash As of December 31, 2021 and 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 a 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. |
Investments | Investments The Company’s short-term and long-term investments are classified as available-for-sale and recorded at fair value based upon market prices at period end. Unrealized gains and losses are recorded in accumulated other comprehensive income as a separate component of stockholders’ deficit. Realized gains and losses and declines in value of investments determined to be other than temporary are included as a component of interest income in the consolidated statements of operations. The costs of investments for purposes of computing realized and unrealized gains and losses is based on the specific identification method. The Company evaluates its short-term and long-term investments with unrealized losses for other-than-temporary impairment. When assessing investments for other-than-temporary declines in value, the Company considers such factors as, among other things, how significant the decline in value is as a percentage of the original cost, how long the market value of the investment has been less than its original cost, the Company’s ability and intent to retain the investment for a period of time sufficient to allow for any anticipated recovery in fair value and market conditions in general. If any adjustment to fair value reflects a decline in the value of the investment that the Company considers to be other-than-temporary, the Company reduces the investment to fair value through a charge to the consolidated statements of operations. No such adjustments were necessary during the periods presented. The Company’s short-term investments as of December 31, 2021 and 2020 had maturities of less than one year and long-term investments at December 31, 2021 had maturities greater than one year. |
Accounts receivable | Accounts receivable Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts, which represents an estimate of amounts that may not be collectible. The Company performs ongoing credit evaluations of its customers and, if necessary, provides an allowance for doubtful accounts and expected losses. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues collection of the receivable. The Company does not have any off-balance-sheet credit exposure related to customers. As of December 31, 2021 and 2020, the Company recorded zero allowance for doubtful accounts. Additionally, for the years ended December 31, 2021 and 2020, the Company recorded zero provision for bad debts or recoveries. |
Inventory | Inventory Inventory is valued at the lower of cost or net realizable value. Cost is computed using the first-in, first-out method. The Company regularly reviews inventory quantities on-hand for excess and obsolete inventory and, when circumstances indicate, records charges to write down inventories to their estimated net realizable value, after evaluating historical sales, future demand, market conditions and expected product life cycles. Such charges are classified as cost of product revenue in the consolidated statements of operations. Any write-down of inventory to net realizable value creates a new cost basis. |
Property and equipment | Property and equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset, as follows: Estimated Useful Life Manufacturing and laboratory equipment 5- 10 Computer hardware and software 3 years Office furniture and fixtures 5-7 years Leasehold improvements Shorter of Estimated useful lives are periodically assessed to determine if changes are appropriate. Maintenance and repairs are charged to expense as incurred. When assets are retired or otherwise disposed of, the cost of these assets and related accumulated depreciation or amortization are eliminated from the consolidated balance sheet and any resulting gains or losses are included in the consolidated statement of operations in the period of disposal. Costs for capital assets not yet placed into service are capitalized as construction-in-progress and depreciated once placed into service. |
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” (“ASC 350”). Accordingly, certain costs to develop internal-use computer software are capitalized, provided these costs are expected to be recoverable. There was million. The capitalized costs are being amortized on a straight-line basis over the initial subscription term of |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets consist of property and equipment. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized in loss from operations when estimated undiscounted future cash flows expected to result from the use of an asset group are less than its carrying amount. The impairment loss is based on the excess of the carrying value of the impaired asset group over its fair value, determined based on discounted cash flows. The Company did not record any impairment losses on long-lived assets during the years ended December 31, 2021 or 2020. |
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, investments, derivative liability 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. There was no debt outstanding as of December 31, 2021. |
Product warranties | Product warranties The Company offers a one-year limited assurance warranty on System sales, which is included in the selling price. Product warranties provide assurance that the Company’s product functions in accordance with standard specifications. Warranties cover for repairs and replacements when the product does not function in accordance with agreed specifications. The standard assurance warranty does not cover, and no warranty is provided for, parts which by their nature are normally required to be replaced periodically. The accrued warranty cost is based on estimated material, labor and other costs that the Company expects to incur to fulfill the warranty obligation. Estimates are primarily based on historical information, current cost data and future forecast. The Company periodically assesses the adequacy of the warranty accrual and adjusts the amount as necessary. If the historical data used to calculate the adequacy of the warranty accrual are not indicative of future requirements, additional or reduced warranty accrual may be required. The warranty accrual is included in accrued expenses and other current liabilities in the consolidated balance sheets. The following table presents a summary of changes in the amount reserved for warranty cost (in thousands): Year Ended December 31, 2021 2020 Balance, beginning of the period $ 637 $ 848 Warranty provisions — 14 Warranty repairs (39) (225) Balance, end of the year $ 598 $ 637 |
Classification and accretion of redeemable convertible preferred stock | Classification and accretion of redeemable convertible preferred stock Prior to the IPO and the conversion of redeemable convertible preferred stock to Class A and Class B common stock, the Company had classified redeemable convertible preferred stock outside of stockholders’ equity (deficit) because the shares contained certain redemption features that were not solely within the control of the Company. Costs incurred in connection with the issuance of each series of redeemable convertible preferred stock was recorded as a reduction of gross proceeds from issuance. The Company recorded periodic accretion to the carrying values of its outstanding redeemable convertible preferred stock such that the carrying value of the redeemable convertible preferred stock would have been equal to the redemption value at the earliest date of redemption. Adjustments to the carrying values of the redeemable convertible preferred stock to record this accretion at each reporting date were considered deemed dividends, which adjusted retained earnings (or in the absence of retained earnings, additional paid-in capital) and increased or decreased net loss attributable to common stockholders in computing basic and diluted earnings per share. |
Preferred stock warrant liability | Preferred stock warrant liability Prior to the IPO and the conversion of redeemable convertible preferred stock warrant liabilities to Class A common stock warrants, the Company classified warrants for the purchase of shares of its redeemable convertible preferred stock (see Notes 3 and 10) as a liability on its consolidated balance sheets as these warrants were freestanding financial instruments that may have required the Company to transfer assets upon exercise. The warrant liability was initially recorded at fair value on the issuance date of each warrant and was subsequently remeasured to fair value at each reporting date using the Black-Scholes pricing model. Changes in the fair value of the warrant liability were recognized as a component of other income (expense) in the consolidated statements of operations. Changes in the fair value of the preferred stock warrant liability were recognized up until the warrants qualified for equity classification upon IPO. |
Derivative liability | Derivative liability In February 2020, the Company issued convertible notes to several investors (see Note 9) that provided a conversion option whereby upon the closing of a specified financing event 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 of the securities paid by the other investors. This conversion option was determined to be an embedded derivative that required to be bifurcated and accounted for separately from the notes. The derivative liability was initially recorded at fair value upon entering into the agreement. In April 2020, the specified financing event was consummated, as such the notes were converted into shares of Series C1 Preferred Stock (see Note 10), and the derivative liability was extinguished. |
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 Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In order to achieve this core principle, the Company applies the following five steps when recording revenue: (1) identify the contract, or contracts, with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract and (5) recognize revenue when, or as, performance obligations are satisfied. The Company derives revenue from the sale of its products and services through direct sale representatives. The Company’s arrangements are generally noncancelable and nonrefundable after ownership passes to the customer. Product revenue The Company derives product revenue primarily from the sale of its Systems, optional LIMS connection software, which facilitates the transfer of data captured by the System to the customer’s existing LIMS software, and proprietary consumables. Revenue is recognized when control of the products is transferred to the customer. Transfer of control is generally at shipment or delivery, depending on contractual terms, and occurs when title and risk of loss transfers to the customer, which represents the point in time when the customer obtains the use of and substantially all of the benefits of the product. Upon delivery, the System is fully functional for use by the customer. As such, the Company’s performance obligation related to product sales is satisfied at a point in time. The Company’s principal terms of sale are free carrier (“FCA”) shipping point. Service revenue The Company derives service revenue primarily from validation services, service contracts and field service (including installation). The Company’s validation services include validation and documentation services performed utilizing Systems purchased by the customer. Service contracts are around-the-clock maintenance support which can be purchased by the customer after the expiration of the one-year assurance warranty included with each System purchase. Field service revenue primarily consists of services provided by field service engineers to install the System at the customer site and perform two preventative maintenance services during the warranty period. Service revenue is recognized over time using an input method based on time lapsed for service contracts and output method based on milestone achieved for validation services and field service. Performance obligations A performance obligation is a promise in a contract to transfer a distinct product or service to a customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available, and are distinct in the context of the contract, whereby the transfer of the product or service is separately identifiable from other promises in the contract. The Company’s main performance obligations in customer arrangements are Systems, LIMS connection software, consumables, validation services, service contracts, and field service. Payment terms Payment terms for customer orders are typically between 30 to 90 days after the shipment or delivery of the product. For certain products, services and customer types, the Company requires payment before the products or services are delivered to, or performed for, the customer. None of the Company’s contracts contain a significant financing component. Multiple performance obligations with an arrangement The Company’s contracts may include multiple performance obligations when customers purchase a combination of products and services such as System sold together with the LIMS connection software, consumables or services. For these arrangements, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis using the Company’s best estimate of the standalone selling price of each distinct product or service in the contract. The primary methods used to estimate standalone selling prices are based on the prices observed in standalone sales to customers or cost-plus margin depending on the nature of the obligation and available evidence of fair value. Allocation of the transaction price is determined at contract’s inception. 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) variable consideration allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied distinct service that forms part of a single performance obligation. The Company does not have material remaining performance obligations associated with contracts with terms greater than one year. 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 $0.3 million and $0.5 million in contract assets as of December 31, 2021 and 2020, respectively, included in prepaid expenses and other current assets. These balances relate to the BARDA agreement 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 December 31, 2021 or 2020. Deferred revenue was $3.3 million and $4.4 million at December 31, 2021 and 2020, respectively. Revenue recognized during the year ended December 31, 2021 that was included in deferred revenue at the prior year end was $3.8 million. Revenue recognized during the year ended December 31, 2020, that was included in deferred revenue at the prior year end was $1.0 million. 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 reduce the cost share reimbursement rate. Modifications were accounted for prospectively. 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): Year Ended December 31, 2021 2020 Product and service revenue — recurring $ 7,819 $ 3,908 Product and service revenue — non-recurring 13,818 10,175 Non-commercial revenue — non-recurring 1,595 1,994 Total revenue $ 23,232 $ 16,077 The following table presents the Company’s revenue by customer geography (in thousands): Year Ended December 31, 2021 2020 United States $ 12,892 $ 7,304 Germany 1,695 1,920 Switzerland 4,314 4,111 All other countries 4,331 2,742 Total revenue $ 23,232 $ 16,077 |
Contract acquisition costs | Contract acquisition costs The Company incurs and pays commissions on Systems, LIMS connection software, validation services, field service arrangements, and starting in 2021, commissions on consumables and service contracts. The period of the related revenue stream is typically less than one year in duration, and as such, the Company applies the practical expedient to expense the costs in the period in which they were incurred. The Company does not pay commissions on non-commercial revenue with BARDA. |
Shipping and handling fees | Shipping and handling fees Shipping and handling fees billed to customers for product shipments are recorded in product revenue in the consolidated statements of operations. Shipping and handling costs incurred for inventory purchases and product shipments are recorded in cost of product revenue in the consolidated statements of operations. |
Cost of revenue | Cost of revenue Cost of product revenue primarily consists of costs for raw material parts and associated freight, shipping and handling costs, royalties, contract manufacturer costs, salaries and other personnel costs including stock-based compensation expense, depreciation and amortization expense, scrap, warranty cost, inventory reserves, allocated information technology and facility-related costs, overhead and other costs related to those sales recognized as product revenue in the period. Cost of service revenue primarily consists of salaries and other personnel costs including stock-based compensation expense, travel costs, materials consumed when performing installations, validations and other services, allocated information technology and facility-related costs, costs associated with training and other expenses related to service revenue recognized in the period. Cost of non-commercial revenue primarily consists of salaries and other personnel costs including stock-based compensation expense, consulting expense, materials, travel and other costs related to revenue recognized as non-commercial revenue during the period. |
Research and development costs | Research and development costs Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities including, employee-related expenses, such as salaries, bonuses and other personnel costs including stock-based compensation expense, the cost of developing maintaining and improving new and existing products designs, the cost of hardware and software engineering, the cost of research materials and supplies, external costs of outside consultants engaged to conduct research and development services associated with the Company’s technology and products, and information technology and facilities expenses, which include direct and allocated expenses for rent, maintenance of facilities and insurance, as well as related depreciation and amortization. The costs incurred for the development of system software that will be sold are capitalized when technological feasibility has been established. The Company has continued to develop the software associated with its platform and products, and the associated costs have been expensed as incurred, as the nature of improvements did not significantly improve the performance or functionality of the software. |
Advertising costs | Advertising costs Advertising costs are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations. Advertising costs were $0.1 million during both of the years ended December 31, 2021 and 2020. |
Patent costs | Patent costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recovery of the expenditures. Amounts incurred are classified within general and administrative expense in the consolidated statement of operations. |
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 as they occur. The Company has not issued any stock-based awards with performance-based vesting conditions. The Company classifies stock-based compensation expense in its consolidated statement of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model, which uses the following inputs: (i) the fair value per share of the common stock issuable upon exercise of the option, (ii) the expected term of the option, (iii) expected volatility of the price of the common stock, (iv) the risk-free interest rate, and (v) the expected dividend yield. Prior to the IPO, the Company valued its common stock taking into consideration its most recently available valuation of common stock performed by third parties as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant. The exercise price of the option cannot be less than the fair market value of a share of |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. |
Foreign currency translation and transactions | Foreign currency translation and transactions The Company has determined that the functional and reporting currency for its operations in Germany and Switzerland is the U.S. Dollar. Gains and losses arising from currency exchange rate fluctuations on transactions denominated in a currency other than the local functional currency are included in other income. |
Comprehensive loss | Comprehensive loss Comprehensive loss includes net loss as well as other changes in stockholders’ equity (deficit) that result from transactions and economic events other than those with stockholders. For the years ended December 31, 2021 and 2020, comprehensive loss included less than $0.1 million, respectively, of unrealized gains and losses on investments, net of tax. |
Net loss per share attributable to common stockholders | Net loss per share attributable to common stockholders The Company follows the two-class method when computing net income (loss) per share as the Company has issued shares that meet the definition of participating securities. The two-class method determines net income (loss) per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. Basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income (loss) attributable to common stockholders is computed by adjusting net income (loss) attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common shares. For purpose of this calculation, outstanding stock options, redeemable convertible preferred stock and warrants to purchase preferred stock are considered potential dilutive common shares. The Company’s redeemable convertible preferred stock contractually entitles the holders of such shares to participate in dividends but does not contractually require the holders of such shares to participate in losses of the Company. Accordingly, in periods in which the Company reports a net loss attributable to common stockholders such losses are not allocated to such participating securities. In periods in which the Company reports a net loss attributable to common stockholders diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 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. |
Recently adopted and issued accounting pronouncements | Recently adopted accounting pronouncements I n August 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Topic 350) : 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) Leases with a term of 12 months or less may be accounted for similar to existing guidance for operating leases today. The Company has adopted this guidance effective January 1, 2022 and elected the optional transition method that allows for a cumulative-effect adjustment in the period of adoption and did not restate prior periods. The Company applied the transition package of practical expedients allowed by the standard. The Company has completed the assessment of the new standard and is finalizing the new required disclosures. As a result of the Company’s adoption of the new standard, the Company will record right-of-use assets and lease liabilities of approximately $6.0 million and $7.0 million, respectively, for existing operating leases, and finance lease right-of-use assets and lease liabilities In December 2019, the FASB issued ASU 2019-12, Income Taxes (ASC 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”) |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Dec. 31, 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 | Year Ended December 31, 2021 2020 Customer A 16.7 % 23.2 % Customer B * 12.4 % Customer C * 10.5 % 16.7 % 46.1 % * – less than 10% The following table presents customers that represent 10% or more of the Company’s accounts receivable: Year Ended December 31, 2021 2020 Customer A 19.5 % 41.9 % Customer D 12.6 % * Customer E 10.6 % * Customer F 10.0 % * Customer G * 18.7 % Customer H * 13.4 % Customer I * 10.1 % 52.7 % 84.1 % * – less than 10% |
Summary of estimated useful life of assets | Estimated Useful Life Manufacturing and laboratory equipment 5- 10 Computer hardware and software 3 years Office furniture and fixtures 5-7 years Leasehold improvements Shorter of |
Summary of changes in the amount reserved for warranty cost | The following table presents a summary of changes in the amount reserved for warranty cost (in thousands): Year Ended December 31, 2021 2020 Balance, beginning of the period $ 637 $ 848 Warranty provisions — 14 Warranty repairs (39) (225) Balance, end of the year $ 598 $ 637 |
Schedule of disaggregated revenue by nature and geographic location | 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): Year Ended December 31, 2021 2020 Product and service revenue — recurring $ 7,819 $ 3,908 Product and service revenue — non-recurring 13,818 10,175 Non-commercial revenue — non-recurring 1,595 1,994 Total revenue $ 23,232 $ 16,077 The following table presents the Company’s revenue by customer geography (in thousands): Year Ended December 31, 2021 2020 United States $ 12,892 $ 7,304 Germany 1,695 1,920 Switzerland 4,314 4,111 All other countries 4,331 2,742 Total revenue $ 23,232 $ 16,077 |
Fair value of financial asset_2
Fair value of financial assets and liabilities (Tables) | 12 Months Ended |
Dec. 31, 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 December 31, 2021 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 173,755 $ — $ — $ 173,755 Short-term investments 15,110 — — 15,110 Long-term investments 9,966 — — 9,966 $ 198,831 $ — $ — $ 198,831 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 in connection with the Company’s IPO in July 2021: Year Ended December 31, 2021 2020 Fair value of Series A1 preferred stock $ 3.01 $ 0.50 Fair value of Series B1 preferred stock $ 3.26 $ 1.26 Fair value of Series C1 preferred stock $ 3.30 $ 1.23 Remaining contractual term (in years) 6.8 7.3 Risk-free interest rate 1.2 % 0.6 % Expected dividend yield — % — % Expected volatility 42.0 % 40.0 % |
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): Year Ended December 31, 2021 2020 Balance, beginning of period $ 4,117 $ 3,396 Initial fair value of Series C1 preferred stock warrants — 652 Change in fair value of preferred stock warrants 19,643 69 Conversion of preferred stock warrants to common stock warrants (23,760) — Balance, end of period $ — $ 4,117 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments | |
Schedule of short-term and long-term investments by investment type | Short-term and long-term investments by investment type consisted of the following (in thousands): December 31, 2021 Gross Gross Amortized unrealized unrealized Fair cost gains losses value Short-term investments U.S. Government Treasury Bill $ 4,983 $ — $ (2) $ 4,981 U.S. Government Treasury Notes 10,142 (13) 10,129 $ 15,125 $ — $ (15) $ 15,110 Long-term Investments U.S. Government Treasury Notes - Maturity One - Five Years 9,966 — — 9,966 $ 9,966 $ — $ — $ 9,966 December 31, 2020 Gross Gross Amortized unrealized unrealized Fair Short-term investments cost gains losses value U.S. Treasury bonds $ 14,997 $ 1 $ — $ 14,998 $ 14,997 $ 1 $ — $ 14,998 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory | |
Summary of Inventory | Inventory consisted of the following (in thousands): December 31, December 31, 2021 2020 Raw materials $ 10,135 $ 6,754 Work in process 1,235 1,190 Finished goods 4,301 1,021 Total $ 15,671 $ 8,965 |
Prepaid expenses and other cu_2
Prepaid expenses and other current assets (Tables) | 12 Months Ended |
Dec. 31, 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): December 31, December 31, 2021 2020 Prepaid insurance $ 1,622 $ 355 Prepaid commitment fee on notes payable — 275 Contract asset 396 471 Deposits 1,262 1,148 Lease receivables, current portion 231 325 Other 440 546 $ 3,951 $ 3,120 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property and equipment, net | |
Schedule of property and equipment, net | Property and equipment, net consisted of the following (in thousands): December 31, December 31, 2021 2020 Manufacturing and laboratory equipment $ 13,277 $ 12,961 Computer hardware and software 1,742 1,088 Office furniture and fixtures 745 343 Leasehold improvements 3,012 2,996 Construction-in-process 4,313 — 23,089 17,388 Less: Accumulated depreciation (11,785) (10,336) $ 11,304 $ 7,052 |
Accrued expenses and other cu_2
Accrued expenses and other current liabilities (Tables) | 12 Months Ended |
Dec. 31, 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): December 31, December 31, 2021 2020 Accrued employee compensation and benefits expense $ 3,569 $ 3,083 Accrued vendor expenses 5,500 1,685 Accrued warranty expense 598 637 Accrued interest — 330 Deferred rent, current portion 131 118 Accrued taxes 781 688 Other 338 113 $ 10,917 $ 6,654 |
Long-term debt (Tables)
Long-term debt (Tables) | 12 Months Ended |
Dec. 31, 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): December 31, 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) | 12 Months Ended |
Dec. 31, 2021 | |
Redeemable convertible preferred stock. | |
Schedule of preferred stock | 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) | 12 Months Ended |
Dec. 31, 2021 | |
Preferred stock warrant | |
Preferred stock warrants | |
Schedule of warrants to purchase the following classes of preferred stock outstanding | As of December 31, 2020, warrants to purchase the following classes of preferred stock outstanding consisted of the following (in thousands, except for share and per share data): 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) | 12 Months Ended |
Dec. 31, 2021 | |
Common stock and common stock warrant | |
Preferred stock warrants | |
Schedule of warrants to purchase the following classes of preferred stock outstanding | As of December 31, 2021 and 2020, warrants to purchase the Class A common stock outstanding consisted of the following (in thousands, except for share and per share data) December 31, 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 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) | 12 Months Ended |
Dec. 31, 2021 | |
Stock-based compensation | |
Schedule of assumptions used to determine the grant-date fair value of stock options | Year Ended December 31, 2021 2020 Risk-free interest rate 1.02 % 0.36 % Expected term (in years) 6.0 6.0 Expected volatility 44.4 % 42.4 % Expected dividend yield 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 $ 0.91 8.12 $ 4,272 Granted 2,011,479 11.38 Exercised (226,045) 1.80 Expired (36,195) 1.48 Forfeited (530,723) 2.75 Outstanding as of December 31, 2021 4,823,100 $ 5.06 7.62 $ 31,041 Options vested and expected to vest as of December 31, 2021 4,823,100 $ 5.06 7.62 $ 31,041 Options exercisable as of December 31, 2021 2,210,701 $ 1.39 5.89 $ 20,705 |
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 December 31, 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 consolidated statements of operations as follows (in thousands): Year Ended December 31, 2021 2020 Cost of revenue $ 329 $ 47 General and administrative 1,025 378 Sales and marketing 346 58 Research and development 143 50 Total stock-based compensation expense $ 1,843 $ 533 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income taxes | |
Schedule of Company's loss before income tax expense | The components of the Company’s loss before income tax expense are as follows (in thousands): Year Ended December 31, 2021 2020 United States $ (73,643) $ (37,049) Foreign 210 105 Loss before income tax provision $ (73,433) $ (36,944) |
Schedule of components of income tax expense | The components of income tax expense are as follows (in thousands): Year Ended December 31, 2021 2020 Current income tax provision: Federal $ — $ — State — 54 Foreign 91 80 Total current income tax provision 91 134 Deferred income tax benefit: Federal 17,099 (7,455) State 2,923 (282) Foreign — — Total deferred income tax benefit 20,022 (7,737) Change in deferred tax asset valuation allowance (20,022) 7,737 Total provision for income taxes $ 91 $ 134 |
Schedule of effective income tax rate reconciliation | Year Ended December 31, 2021 2020 Federal statutory income tax rate 21.0 % 21.0 % State income taxes, net of federal benefit (3.1) 0.5 Federal and state research and development tax credits 0.5 0.9 Unrecognized tax benefits reserve and interest change (0.1) (0.2) Change in valuation allowance 26.4 (20.8) Permanent differences (0.5) (0.3) Loss on extinguishment of debt — (1.2) Section 382/383 limitation (38.7) — Unrealized loss on value of warrants (5.6) (0.1) Other — (0.2) Effective income tax rate (0.1) % (0.4) % |
Schedule of net deferred tax assets | Net deferred tax assets consisted of the following (in thousands): December 31, December 31, 2021 2020 Deferred tax assets: Net loss carryforwards $ 33,663 $ 52,624 Research and development tax credit carryforwards 3,605 5,425 Research and development capitalized costs 4,041 3,636 Inventory 196 148 Accrued expenses 1,076 644 Other 139 88 Total deferred tax assets 42,720 62,565 Deferred tax liabilities: Depreciation (229) (52) Total deferred tax liabilities (229) (52) Net deferred tax assets 42,491 62,513 Valuation allowance (42,491) (62,513) Net deferred tax assets $ — $ — |
Schedule of changes in the valuation allowance for deferred tax assets | Changes in the valuation allowance for deferred tax assets relates primarily to the decrease in NOL carryforwards and research and development tax credit carryforwards and were as follows (in thousands): December 31, December 31, 2021 2020 Valuation allowance as of beginning of year $ 62,513 $ 54,776 Increases recorded to income tax provision 13,067 8,802 Decreases recorded as a benefit to income tax provision (33,089) (1,065) Valuation allowance as of end of year $ 42,491 $ 62,513 |
Schedule of reconciliation of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): December 31, December 31, 2021 2020 Unrecognized tax benefits as of beginning of year $ 569 $ 532 Additions for tax positions of prior years 54 37 Reductions for tax positions of prior years — — Unrecognized tax benefits as of end of year $ 623 $ 569 |
Net loss per share (Tables)
Net loss per share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Net loss per share | |
Schedule of basic and diluted net loss per share | Basic and diluted net loss per share attributable to common stockholders was calculated as follow (in thousands, except share and per share amounts): Year Ended December 31, 2021 2020 Numerator: Net loss $ (73,524) $ (37,078) Accretion of redeemable convertible preferred stock to redemption value (1,761) (3,745) Cumulative redeemable convertible preferred stock dividends (2,747) (4,398) Net loss attributable to common stockholders—basic and diluted $ (78,032) $ (45,221) Denominator: Weighted average Class A common shares outstanding—basic and diluted 16,568,267 358,582 Weighted average Class B common shares outstanding—basic and diluted 3,215,272 — Total shares for EPS—basic and diluted 19,783,539 358,582 Net loss per share attributable to Class A common stockholders—basic and diluted $ (3.94) $ (126.11) Net loss per share attributable to Class B common stockholders—basic and diluted $ (3.94) $ — |
Schedule of common shares excluded from the computation of diluted net loss per share | Year Ended December 31, 2021 2020 Options to purchase common stock 4,823,100 3,604,581 Warrants to purchase common stock 294,964 55,835 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) — 1,243,827 5,118,064 31,508,549 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and contingencies | |
Schedule of future minimum lease commitments under operating leases | Future minimum lease commitments under operating leases as of December 31, 2021 are as follows (in thousands): Year ending December 31, 2022 $ 1,139 2023 1,169 2024 1,199 2025 1,229 2026 1,044 Thereafter 1,953 Total $ 7,733 |
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 | Dec. 31, 2021USD ($) |
Class of Stock [Line Items] | ||||
Gross proceeds | $ 164,100 | |||
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 | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Nature of the business and basis of presentation | ||
Net losses | $ 73,524 | $ 37,078 |
Accumulated deficit | (315,112) | (241,588) |
Cash and cash equivalents | 178,387 | 30,079 |
Short-term investments | $ 15,110 | $ 14,998 |
Summary of significant accoun_4
Summary of significant accounting policies - Risk of Concentrations of Credit, Significant Customers and Significant Suppliers (Details) - Customers | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Total revenue | Major Customers | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 16.70% | 46.10% |
Total revenue | Customer A | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 16.70% | 23.20% |
Total revenue | Customer B | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 12.40% | |
Total revenue | Customer C | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 10.50% | |
Accounts receivable | Major Customers | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 52.70% | 84.10% |
Accounts receivable | Customer A | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 19.50% | 41.90% |
Accounts receivable | Customer D | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 12.60% | |
Accounts receivable | Customer E | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 10.60% | |
Accounts receivable | Customer F | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 10.00% | |
Accounts receivable | Customer G | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 18.70% | |
Accounts receivable | Customer H | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 13.40% | |
Accounts receivable | Customer I | ||
Concentration Risk [Line Items] | ||
Customer concentration risk percentage | 10.10% |
Summary of significant accoun_5
Summary of significant accounting policies - Deferred Offering Costs (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Summary of significant accounting policies | ||
Deferred offering costs | $ 0 | $ 0.1 |
Summary of significant accoun_6
Summary of significant accounting policies - Debt Issuance Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Summary of significant accounting policies | ||
Debt issuance costs | $ 0 | $ 1.3 |
Amortization of the debt issuance costs | $ 0.4 | $ 0.9 |
Summary of significant accoun_7
Summary of significant accounting policies - Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Summary of significant accounting policies | ||
Cash | $ 0.3 | $ 0.1 |
Guaranteed investment certificates | 0.3 | $ 0.1 |
Software development costs capitalized | 1.3 | |
Software development costs capitalized, net of accumulated depreciation | $ 0.1 | |
Amortization period | 5 years | |
Amortization expense | $ 0.1 |
Summary of significant accoun_8
Summary of significant accounting policies - Accounts receivable (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Summary of significant accounting policies | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Provision for bad debts or recoveries | $ 0 | $ 0 |
Summary of significant accoun_9
Summary of significant accounting policies - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Manufacturing and laboratory equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Manufacturing and laboratory equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Computer hardware and software | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Office furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Office furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Summary of significant accou_10
Summary of significant accounting policies - Fair value measurements (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Summary of significant accounting policies | ||
Debt outstanding | $ 0 | $ 24,810,000 |
Summary of significant accou_11
Summary of significant accounting policies - Product Warranties (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Summary of significant accounting policies | ||
Balance, beginning of the period | $ 637 | $ 848 |
Warranty provisions | 14 | |
Warranty repairs | (39) | (225) |
Balance, end of the year | $ 598 | $ 637 |
Warranty duration | 1 year |
Summary of significant accou_12
Summary of significant accounting policies - Derivative Liability (Details) | Feb. 29, 2020 |
Summary of significant accounting policies | |
Conversion price percentage | 80.00% |
Summary of significant accou_13
Summary of significant accounting policies - Segment Information (Details) | 12 Months Ended |
Dec. 31, 2021segment | |
Summary of significant accounting policies | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Summary of significant accou_14
Summary of significant accounting policies - Revenue Recognition (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2021USD ($)item | Dec. 31, 2020USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Assurance warranty term | 1 year | |
Number of Preventative Maintenance Services In Warranty Period | item | 2 | |
Contract assets | $ 0.3 | $ 0.5 |
Deferred revenue | 3.3 | 4.4 |
Revenue recognized included in deferred revenue in prior period | $ 3.8 | $ 1 |
Minimum | ||
Disaggregation of Revenue [Line Items] | ||
Payment term | 30 days | |
Maximum | ||
Disaggregation of Revenue [Line Items] | ||
Payment term | 90 days |
Summary of significant accou_15
Summary of significant accounting policies - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 23,232 | $ 16,077 |
United states | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | 12,892 | 7,304 |
Germany | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | 1,695 | 1,920 |
Switzerland | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | 4,314 | 4,111 |
All other countries | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | 4,331 | 2,742 |
Product and service revenue - recurring | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | 7,819 | 3,908 |
Product and service revenue - non-recurring | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | 13,818 | 10,175 |
Non-commercial revenue - non-recurring | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 1,595 | $ 1,994 |
Summary of significant accou_16
Summary of significant accounting policies - Advertising Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Summary of significant accounting policies | ||
Advertising costs | $ 0.1 | $ 0.1 |
Summary of significant accou_17
Summary of significant accounting policies - Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Unrealized income (loss) on short-term investments, net of tax | $ (17) | $ 1 |
Maximum | ||
Unrealized income (loss) on short-term investments, net of tax | $ (100) | $ (100) |
Summary of significant accou_18
Summary of significant accounting policies - Recently issued accounting pronouncements (Details) - Cumulative Effect, Period of Adoption, Adjustment - Accounting Standards Update 2016-02 $ in Millions | Jan. 01, 2022USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Operating lease, right-of-use assets | $ 6 |
Operating lease liabilities | 7 |
Finance lease, right-of-use assets | 0.4 |
Finance lease liabilities | 0.4 |
Reversal of deferred rent liabilities | $ 0.9 |
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 | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Cash equivalents | $ 173,755 | $ 23,456 |
Assets | 198,831 | 38,454 |
Liabilities | ||
Preferred stock warrant liability | 4,117 | |
Liabilities | 4,117 | |
Short-term Investments | ||
Assets | ||
Investments | 15,110 | 14,998 |
Long-term investments | ||
Assets | ||
Investments | 9,966 | |
Level 1 | ||
Assets | ||
Cash equivalents | 173,755 | 23,456 |
Assets | 198,831 | 38,454 |
Level 1 | Short-term Investments | ||
Assets | ||
Investments | 15,110 | 14,998 |
Level 1 | Long-term investments | ||
Assets | ||
Investments | $ 9,966 | |
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 | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Fair value of financial assets and liabilities | ||
Asset transferred, L1 to L2 | $ 0 | $ 0 |
Asset transferred, L2 to L1 | 0 | 0 |
Liabilities transferred, L1 to L2 | 0 | 0 |
Liabilities transferred, L2 to L1 | 0 | 0 |
Asset transferred, into L3 | 0 | 0 |
Asset transferred, out of L3 | 0 | 0 |
Liabilities transferred, into L3 | 0 | 0 |
Liabilities transferred, out of L3 | 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) | 12 Months Ended | |
Dec. 31, 2021$ / shares | Dec. 31, 2020$ / shares | |
Remaining contractual term (in years) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock warrant liability, measurement input | 6.8 | 7.3 |
Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock warrant liability, measurement input | 1.2 | 0.6 |
Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock warrant liability, measurement input | 42 | 40 |
Series A1 Redeemable Convertible Preferred Stock | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of preferred stock warrant liability | $ 3.01 | $ 0.50 |
Series B1 Redeemable Convertible Preferred Stock | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of preferred stock warrant liability | 3.26 | 1.26 |
Series C1 Redeemable Convertible Preferred Stock | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of preferred stock warrant liability | $ 3.30 | $ 1.23 |
Fair value of financial asset_6
Fair value of financial assets and liabilities - Rollforward of the Aggregate Fair Values (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 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 | 4,117 | $ 3,396 |
Change in fair value | 19,643 | 69 |
Conversion of preferred stock warrants to common stock warrants | $ (23,760) | |
Balance, end of period | 4,117 | |
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 | $ 652 |
Fair value of financial asset_7
Fair value of financial assets and liabilities (Details) - Convertible Notes - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |
Apr. 30, 2020 | Dec. 31, 2021 | Feb. 29, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Percentage of price of share of shares converted | 80.00% | ||
Probability of completing the financing event upon closing of sale of convertible notes | 100.00% | ||
Value of automatic conversion option as percentage of fair value of capital stock to be issued | 20.00% | ||
Fair value of embedded derivative | $ 2.4 | ||
Series C1 Redeemable Convertible Preferred Stock | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Number of stock issued upon conversion of convertible preferred stock | 10,351,063 | ||
Derivative liability extinguished | $ 2.4 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Short-term investments | $ 15,110 | $ 14,998 |
Short-term Investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 15,125 | 14,997 |
Gross unrealized gains | 1 | |
Gross unrealized losses | (15) | |
Fair value | 15,110 | 14,998 |
Short-term Investments | U.S. Treasury bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 14,997 | |
Gross unrealized gains | 1 | |
Fair value | $ 14,998 | |
Short-term Investments | US Treasury Bill | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 4,983 | |
Gross unrealized losses | (2) | |
Fair value | 4,981 | |
Short-term Investments | US Treasury Notes | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 10,142 | |
Gross unrealized losses | (13) | |
Fair value | 10,129 | |
Long-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 9,966 | |
Fair value | 9,966 | |
Long-term investments | US Treasury Notes | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 9,966 | |
Fair value | $ 9,966 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory | ||
Raw materials | $ 10,135 | $ 6,754 |
Work in process | 1,235 | 1,190 |
Finished goods | 4,301 | 1,021 |
Total | 15,671 | 8,965 |
Inventory adjustments | $ 1,200 | $ 1,000 |
Prepaid expenses and other cu_3
Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Prepaid expenses and other current assets | ||
Prepaid insurance | $ 1,622 | $ 355 |
Prepaid commitment fee on notes payable | 275 | |
Contract asset | 396 | 471 |
Deposits | 1,262 | 1,148 |
Lease receivables, current portion | 231 | 325 |
Other | 440 | 546 |
Prepaid expenses and other current assets | $ 3,951 | $ 3,120 |
Property and equipment, net (De
Property and equipment, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 23,089 | $ 17,388 |
Less: Accumulated depreciation | (11,785) | (10,336) |
Property plant and equipment, net | 11,304 | 7,052 |
Manufacturing and laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 13,277 | 12,961 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 1,742 | 1,088 |
Office furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 745 | 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 | $ 4,313 |
Property and equipment, net - D
Property and equipment, net - Depreciation and amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization expense | $ 1,529 | $ 1,509 |
Amortization expense | 0 | |
Property plant and equipment, gross | 23,089 | 17,388 |
Accumulated depreciation | 11,785 | 10,336 |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Amortization expense | 100 | |
Fully depreciated assets disposed of | 100 | 100 |
Assets held under capital leases | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 400 | 0 |
Accumulated depreciation | $ 0 | |
Capital lease future minimum payment due | 600 | |
Capital lease future minimum payment due, interest | 200 | |
Assets held under capital leases | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | $ 100 |
Accrued expenses and other cu_3
Accrued expenses and other current liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued expenses and other current liabilities | ||
Accrued employee compensation and benefits expense | $ 3,569 | $ 3,083 |
Accrued vendor expenses | 5,500 | 1,685 |
Accrued warranty expense | 598 | 637 |
Accrued interest | 330 | |
Deferred rent, current portion | 131 | 118 |
Accrued taxes | 781 | 688 |
Other | 338 | 113 |
Accrued expenses and other current liabilities | $ 10,917 | $ 6,654 |
Long-term debt - Components of
Long-term debt - Components of Long-term Debt (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Less: Unamortized discount | $ (1,335,000) | |
Long-term debt, net of discount | $ 0 | 24,810,000 |
Notes payable | ||
Debt Instrument [Line Items] | ||
Long-term debt | 25,000,000 | |
Payment in kind interest | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,145,000 |
Long-term debt - Term loans and
Long-term debt - Term loans and convertible notes (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
May 31, 2020 | Apr. 30, 2020 | Feb. 29, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Apr. 30, 2018 | |
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 79,743,000 | $ 49,935,000 | ||||
Value of stock issued upon conversion of convertible preferred stock | 236,077,000 | |||||
Loss on extinguishment of debt | 3,100,000 | 2,910,000 | ||||
Long-term Debt. | 0 | 24,810,000 | ||||
Series C1 Redeemable Convertible Preferred Stock | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 27,200,000 | |||||
2018 Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | $ 18,000,000 | |||||
Debt paid | $ 19,400,000 | |||||
Non-refundable end of term charges paid | 1,300,000 | |||||
Accrued interest paid | 600,000 | |||||
Early termination fee paid | 100,000 | |||||
Write off of debt issuance cost and end of term exit fee | 700,000 | |||||
Early payment and documentation fees | 100,000 | |||||
Interest expenses | 900,000 | |||||
Amortization of debt discount | 200,000 | |||||
Loss on extinguishment of debt | 800,000 | |||||
2020 Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | 60,000,000 | |||||
Accrued interest | 0 | 300,000 | ||||
Unamortized debt discount | 1,300,000 | |||||
Interest expenses | 2,500,000 | 2,200,000 | ||||
Amortization of debt discount | 300,000 | |||||
Facility fees | 800,000 | |||||
Debt issuance costs | 1,500,000 | |||||
Professional fees | 900,000 | |||||
Debt issuance cost allocated to warrant issued | $ 600,000 | |||||
Loss on extinguishment of debt | 3,100,000 | |||||
Prepayment Penalty | 1,800,000 | |||||
Expense to unamortized discounts | 1,100,000 | |||||
Unamortized prepaid facility fees and other charges | 200,000 | |||||
Long-term Debt. | $ 0 | |||||
2020 Term Loan | Series C1 Redeemable Convertible Preferred Stock | ||||||
Debt Instrument [Line Items] | ||||||
Shares issued upon conversion of warrant | 1,195,652 | |||||
Exercise price | $ 1.15 | |||||
2020 Term Loan- Tranche One | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | $ 25,000,000 | |||||
2020 Term Loan- Tranche Two and Three | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | 35,000,000 | |||||
2020 Term Loan- Tranche Two | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | 20,000,000 | |||||
Debt issuance costs | 300,000 | |||||
2020 Term Loan- Tranche Three | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | 15,000,000 | |||||
Debt issuance costs | $ 200,000 | |||||
Convertible Notes | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | $ 9,500,000 | |||||
Interest rate | 1.50% | |||||
Interest expenses | 400,000 | |||||
Amortization of debt discount | $ 300,000 | |||||
Debt | $ 7,100,000 | |||||
Value of stock issued upon conversion of convertible preferred stock | $ 20,000,000 | |||||
Percentage of price of share of shares converted | 80.00% | |||||
Derivative liability | $ 2,400,000 | |||||
Convertible Notes | Series C1 Redeemable Convertible Preferred Stock | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | 9,500,000 | |||||
Debt | $ 9,500,000 | |||||
Number of stock issued upon conversion of convertible preferred stock | 10,351,063 |
Redeemable convertible prefer_3
Redeemable convertible preferred stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Jul. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Apr. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 19, 2021 | Feb. 29, 2020 | Dec. 31, 2019 | |
Redeemable convertible preferred stock | |||||||||
Shares issued | 23,611,208 | ||||||||
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 | 161,455,689 | 10,000,000 | ||||||
Peferred stock , par value (in shares) | $ 0.01 | $ 0.01 | $ 0.01 | ||||||
Preferred stock ,outstanding (in shares) | 0 | 133,021,640 | 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 | 20,301,829 | 23,611,208 | |||||||
Temporary equity share price (in dollars per share) | $ 1.15 | ||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 27,200 | ||||||||
Preferred stock, authorized (in shares) | 57,372,796 | ||||||||
Peferred stock , par value (in shares) | 1.15 | ||||||||
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 | ||||||||
Temporary equity share price (in dollars per share) | 1.15 | ||||||||
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 | ||||||||
Peferred stock , par value (in shares) | $ 1.15 | ||||||||
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 | ||||||||
Issuance costs | $ 1,300 | ||||||||
Peferred stock , par value (in shares) | $ 3.60 | ||||||||
Series D1 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Shares issued | 22,086,725 | 22,086,725 | |||||||
Temporary equity share price (in dollars per share) | $ 3.60 | ||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 79,500 | ||||||||
Peferred stock , par value (in shares) | $ 3.60 | ||||||||
Series D2 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Shares issued | 413,268 | 413,268 | |||||||
Temporary equity share price (in dollars per share) | $ 3.60 | ||||||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ 1,500 | ||||||||
Number of shares exchanged | 2,364,509 | ||||||||
Peferred stock , par value (in shares) | 3.60 | ||||||||
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 | ||||||||
Series B1 Redeemable Convertible Preferred Stock | |||||||||
Redeemable convertible preferred stock | |||||||||
Temporary equity share price (in dollars per share) | 1 | ||||||||
Preferred stock, authorized (in shares) | 61,217,425 | ||||||||
Peferred stock , par value (in shares) | $ 1 | ||||||||
Preferred stock ,outstanding (in shares) | 60,017,425 |
Redeemable convertible prefer_4
Redeemable convertible preferred stock - Preferred Stock (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jul. 19, 2021 | Dec. 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 | 133,021,640 | 78,757,540 | |
Redeemable convertible preferred stock | $ 151,826 | $ 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 |
Redeemable convertible prefer_5
Redeemable convertible preferred stock - Conversion (Details) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021USD ($)item$ / shares | Jul. 19, 2021$ / shares | Dec. 31, 2020$ / shares | |
Redeemable convertible preferred stock | |||
Gross proceeds with common stock | $ | $ 30 | ||
Temporary equity share price (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Number of shares issued on automatic conversion | item | 1 | ||
Minimum | |||
Redeemable convertible preferred stock | |||
Share Price | $ 3 | ||
Maximum | |||
Redeemable convertible preferred stock | |||
Voting power (as a percent) | 10.00% | ||
Series A1 Redeemable Convertible Preferred Stock | |||
Redeemable convertible preferred stock | |||
Temporary equity share price (in dollars per share) | $ 1 | ||
Conversion Price per share | 5 | ||
Series B1 Redeemable Convertible Preferred Stock | |||
Redeemable convertible preferred stock | |||
Temporary equity share price (in dollars per share) | 1 | ||
Conversion Price per share | 5 | ||
Series C1 Redeemable Convertible Preferred Stock | |||
Redeemable convertible preferred stock | |||
Temporary equity share price (in dollars per share) | 1.15 | ||
Conversion Price per share | 5.75 | ||
Series C2 Redeemable Convertible Preferred Stock | |||
Redeemable convertible preferred stock | |||
Temporary equity share price (in dollars per share) | 1.15 | ||
Conversion Price per share | 5.75 | ||
Series D1 Redeemable Convertible Preferred Stock | |||
Redeemable convertible preferred stock | |||
Temporary equity share price (in dollars per share) | 3.60 | ||
Conversion Price per share | 18 | ||
Series D2 Redeemable Convertible Preferred Stock | |||
Redeemable convertible preferred stock | |||
Temporary equity share price (in dollars per share) | 3.60 | ||
Conversion Price per share | $ 18 |
Redeemable convertible prefer_6
Redeemable convertible preferred stock - Dividends (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)installment$ / shares | |
Redeemable convertible preferred stock | |
Number of eligible annual installments | installment | 3 |
Dividend declared | $ | $ 0 |
Series A1 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Dividend rate | $ 0.04 |
Dividend declared | $ | $ 0 |
Series B1 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Dividend rate | $ 0.04 |
Number of eligible annual installments | installment | 3 |
Increase (decrease) in dividend rate | $ 0.10 |
Dividend declared | $ | $ 0 |
Series C1 And C2 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Dividend rate | $ 0.046 |
Series C1 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Number of eligible annual installments | installment | 3 |
Increase (decrease) in dividend rate | $ 0.115 |
Dividend declared | $ | $ 0 |
Redeemable convertible prefer_7
Redeemable convertible preferred stock - Liquidation and Redemption (Details) | 12 Months Ended |
Dec. 31, 2021installmentD$ / shares | |
Redeemable convertible preferred stock | |
Number of Eligible Annual Installments | installment | 3 |
Number of days for written notice | D | 60 |
Term of breach of special redemption right | 1 year |
Ratio of redemption price | 2 |
Series A1 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Distribution to preferred stock | $ 1 |
Series B1 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Liquidation preference per share | $ 1.50 |
Number of Eligible Annual Installments | installment | 3 |
Series C1 And C2 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Liquidation preference per share | $ 1.725 |
Series D1 and D2 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Liquidation preference per share | $ 3.60 |
Series C1 Redeemable Convertible Preferred Stock | |
Redeemable convertible preferred stock | |
Number of Eligible Annual Installments | installment | 3 |
First installment | |
Redeemable convertible preferred stock | |
Ratio of redemption price | 0.33 |
Second installment | |
Redeemable convertible preferred stock | |
Ratio of redemption price | 50 |
Third installment | |
Redeemable convertible preferred stock | |
Ratio of redemption price | 0.17 |
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) | 12 Months Ended | |
Dec. 31, 2021USD ($)Vote$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | |
Common stock and common stock warrants | ||
Cash dividends | $ | $ 0 | $ 0 |
Shares reserved | 20,028,342 | 32,574,029 |
Common Class A | ||
Common stock and common stock warrants | ||
Common stock, authorized (in shares) | 210,000,000 | 35,000,000 |
Common stock, issued (in shares) | 34,564,040 | 612,850 |
Common stock, outstanding (in shares) | 34,564,040 | 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 |
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) - Equity - Common stock and common stock warrant - Common Class A - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Common stock and common stock warrants | ||
Common stock shares issuable upon exercise of warrant | 1,030,944 | 55,835 |
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 |
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 |
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 | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted | 2,011,479 | |
2010 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Additional shares authorized | 382,889 | |
Granted | 0 |
Stock-based compensation - Weig
Stock-based compensation - Weighted Average Basis Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation | ||
Risk-free interest rate | 1.02% | 0.36% |
Expected term (in years) | 6 years | 6 years |
Expected volatility | 44.40% | 42.40% |
Expected dividend yield | 0.00% | 0.00% |
Stock-based compensation - Stoc
Stock-based compensation - Stock Option Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Number of shares | ||
Outstanding as of December 31, 2020 (in shares) | 3,604,584 | |
Granted (in shares) | 2,011,479 | |
Exercised (in shares) | (226,045) | |
Expired (in shares) | (36,195) | |
Forfeited (in shares) | (530,723) | |
Outstanding as of December 30, 2021 (in shares) | 4,823,100 | 3,604,584 |
Options vested and expected to vest as of December 30, 2021 (in shares) | 4,823,100 | |
Options exercisable as of December 30, 2021 (in shares) | 2,210,701 | |
Weighted average exercise price | ||
Outstanding as of December 31, 2020 (in dollars per share) | $ 0.91 | |
Granted (in dollars per share) | 11.38 | |
Exercised (in dollars per share) | 1.80 | |
Expired (in dollars per share) | 1.48 | |
Forfeited (in dollars per share) | 2.75 | |
Outstanding as of September 30, 2021 (in dollars per share) | 5.06 | $ 0.91 |
Options vested and expected to vest as of September 30, 2021 (in dollars per share) | 5.06 | |
Options exercisable as of September 30, 2021 (in dollars per share) | $ 1.39 | |
Weighted average remaining contractual term | ||
Weighted average remaining contractual term (in years) | 7 years 7 months 13 days | 8 years 1 month 13 days |
Options vested and expected to vest (in years) | 7 years 7 months 13 days | |
Options exercisable (in years) | 5 years 10 months 20 days | |
Aggregate intrinsic value | ||
Aggregate intrinsic value | $ 31,041,000 | $ 4,272,000 |
Options vested and expected to vest | 31,041,000 | |
Options exercisable | 20,705,000 | |
Exercised | $ 1,600,000 | $ 0 |
Weighted average grant-date fair value | $ 4.89 | $ 0.55 |
Stock-based compensation - Rest
Stock-based compensation - Restricted Stock (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Feb. 28, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based compensation | |||
Proceeds from issuance of restricted Class A stock award | $ 523,000 | ||
Restricted Stock | |||
Share-based compensation | |||
Vesting Period | 4 years | ||
Proceeds from issuance of restricted Class A stock award | $ 500,000 | ||
Number of shares | |||
Granted (in shares) | 248,903 | 248,903 | |
Unvested as of December 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 | $ 500,000 | $ 0 |
Stock-Based compensation - St_2
Stock-Based compensation - Stock-Based Compensation Expense (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Granted (in shares) | 2,011,479 | ||
Stock-based compensation expense | $ 1,843 | $ 533 | |
Unrecognized compensation expense | $ 8,500 | ||
Weighted average period | 1 year 4 months 24 days | ||
Options to purchase common stock | Employees, Offices and Consultant | 2021 Incentive Award Plan | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Granted (in shares) | 2,011,479 | 1,347,000 | |
Stock-based compensation expense | $ 1,800 | $ 500 | |
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 | 3,774,298 | ||
2021 Incentive Award Plan | Options to purchase common stock | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Percentage at market fair value | 100.00% | ||
Term of awards | 10 years | ||
2021 Incentive Award Plan | Options to purchase common stock | Employees, Offices and Consultant | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Vesting Period | 4 years | ||
2021 Incentive Award Plan | Options to purchase common stock | Board of Directors | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Vesting Period | 3 years | ||
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 | $ 329 | 47 | |
General and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 1,025 | 378 | |
Sales and marketing | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 346 | 58 | |
Research and development | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 143 | $ 50 |
Income taxes - Loss Before Inco
Income taxes - Loss Before Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income taxes | ||
United States | $ (73,643) | $ (37,049) |
Foreign | 210 | 105 |
Loss before income taxes | $ (73,433) | $ (36,944) |
Income taxes - Components of in
Income taxes - Components of income tax expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current income tax provision: | ||
State | $ 54 | |
Foreign | $ 91 | 80 |
Total current income tax provision | 91 | 134 |
Deferred income tax benefit: | ||
Federal | 17,099 | (7,455) |
State | 2,923 | (282) |
Total deferred income tax benefit | 20,022 | (7,737) |
Change in deferred tax asset valuation allowance | (20,022) | 7,737 |
Total provision for income taxes | $ 91 | $ 134 |
Income taxes - Effective Income
Income taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income taxes | ||
Federal statutory income tax rate | 21.00% | 21.00% |
State income taxes, net of federal benefit | (3.10%) | 0.50% |
Federal and state research and development tax credits | 0.50% | 0.90% |
Unrecognized tax benefits reserve and interest change | (0.10%) | (0.20%) |
Change in valuation allowance | 26.40% | (20.80%) |
Permanent differences | (0.50%) | (0.30%) |
Loss on extinguishment of debt | (1.20%) | |
Section 382/383 limitation | (38.70%) | |
Unrealized loss on value of warrants | (5.60%) | (0.10%) |
Other | (0.20%) | |
Effective income tax rate | (0.10%) | (0.40%) |
Income taxes - Net Deferred Tax
Income taxes - Net Deferred Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | |||
Net loss carryforwards | $ 33,663 | $ 52,624 | |
Research and development tax credit carryforwards | 3,605 | 5,425 | |
Research and development capitalized costs | 4,041 | 3,636 | |
Inventory | 196 | 148 | |
Accrued expenses | 1,076 | 644 | |
Other | 139 | 88 | |
Total deferred tax assets | 42,720 | 62,565 | |
Deferred tax liabilities: | |||
Depreciation | (229) | (52) | |
Total deferred tax liabilities | (229) | (52) | |
Net deferred tax asset | 42,491 | 62,513 | |
Valuation allowance | $ (42,491) | $ (62,513) | $ (54,776) |
Income taxes - Valuation Allowa
Income taxes - Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income taxes | ||
Valuation allowance as of beginning of year | $ 62,513 | $ 54,776 |
Increases recorded to income tax provision | 13,067 | 8,802 |
Decreases recorded as a benefit to income tax provision | (33,089) | (1,065) |
Valuation allowance as of end of year | $ 42,491 | $ 62,513 |
Income taxes - Unrecognized Tax
Income taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income taxes | ||
Unrecognized tax benefits as of beginning of year | $ 569 | $ 532 |
Additions for tax positions of prior years | 54 | 37 |
Unrecognized tax benefits as of end of year | $ 623 | $ 569 |
Income taxes - Narrative (Detai
Income taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income taxes | |||
Net operating loss carryforwards, Federal | $ 137,500 | ||
Net operating loss carryforwards, State | 62,700 | ||
Operating loss carryforward not subject to expiry | 124,700 | ||
Interest and penalties | 100 | $ 100 | |
Accrued interest and penalties | 100 | 100 | |
Uncertain tax position | 623 | $ 569 | $ 532 |
Federal | |||
Income taxes | |||
Tax credit carryforwards | 1,100 | ||
Operating loss carryforward not utilized and expected to expire | 121,500 | ||
Federal | Research and development tax credit carryforward | |||
Income taxes | |||
Tax credit carryforward not utilized and expected to expire | 2,400 | ||
State | |||
Income taxes | |||
Tax credit carryforwards | 2,100 | ||
Operating loss carryforward not utilized and expected to expire | $ 58,400 |
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 | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | ||
Net loss | $ (73,524) | $ (37,078) |
Accretion of redeemable convertible preferred stock to redemption value | (1,761) | (3,745) |
Cumulative redeemable convertible preferred stock dividends | (2,747) | (4,398) |
Net loss attributable to common stockholders - basic | (78,032) | (45,221) |
Net loss attributable to common stockholders - diluted | $ (78,032) | $ (45,221) |
Denominator: | ||
Weighted average common shares outstanding - basic | 19,783,539 | 358,582 |
Weighted average common shares outstanding - diluted | 19,783,539 | 358,582 |
Net loss per share attributable to common stockholders - basic | $ (3.94) | $ (126.11) |
Net loss per share attributable to common stockholders - diluted | $ (3.94) | $ (126.11) |
Common Class A | ||
Denominator: | ||
Weighted average common shares outstanding - basic | 16,568,267 | 358,582 |
Weighted average common shares outstanding - diluted | 16,568,267 | 358,582 |
Net loss per share attributable to common stockholders - basic | $ (3.94) | $ (126.11) |
Net loss per share attributable to common stockholders - diluted | $ (3.94) | $ (126.11) |
Common Class B | ||
Denominator: | ||
Weighted average common shares outstanding - basic | 3,215,272 | |
Weighted average common shares outstanding - diluted | 3,215,272 | |
Net loss per share attributable to common stockholders - basic | $ (3.94) | |
Net loss per share attributable to common stockholders - diluted | $ (3.94) |
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 | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common shares from the computation of diluted net loss per share | 5,118,064 | 31,508,549 |
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 | 4,823,100 | 3,604,581 |
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 | 294,964 | 55,835 |
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 | 1,243,827 |
Commitments and contingencies -
Commitments and contingencies - Lease Agreements (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2013 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | |
Commitments and contingencies | ||||
Renewal term | 5 years | 5 years | ||
Option to extend | false | |||
Tenant improvement allowance | $ 0.7 | |||
Asset Retirement Obligations, Noncurrent | $ 0.2 | |||
Rent expense | $ 0.7 | $ 0.4 | ||
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 | Dec. 31, 2021USD ($) |
Year ending December 31, | |
2022 | $ 1,139 |
2023 | 1,169 |
2024 | 1,199 |
2025 | 1,229 |
2026 | 1,044 |
Thereafter | 1,953 |
Total | $ 7,733 |
Commitments and contingencies_3
Commitments and contingencies - Loan Exit Fee, Supply Agreement and Software Subscription (Details) - USD ($) $ in Millions | Dec. 31, 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 | $ 0.1 | ||
Supply agreement | |||
Accrued supply agreement amount | 0.9 | ||
Minimum payments supply arrangements | 0.9 | ||
Accrued supply agreement amount | 0.1 | ||
Software subscription | |||
Long-term Purchase Commitment [Line Items] | |||
Obligation | 1.1 | ||
Accrued liability | 0.1 | 0 | |
Supply agreement | |||
Accrued supply agreement amount | $ 0.1 | $ 0 |
Benefit plans (Details)
Benefit plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Benefit plans | ||
Contributions made | $ 0.3 | $ 0.2 |
Subsequent events (Details)
Subsequent events (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Oct. 31, 2013 |
Subsequent events | ||||
Renewal term | 5 years | 5 years | ||
Tenant improvement allowance | $ 700 | |||
Lease payments for furniture and equipment | $ 600 | |||
Future minimum lease payments | $ 7,733 | |||
Subsequent events | ||||
Subsequent events | ||||
Renewal term | 5 years | |||
Tenant improvement allowance | $ 300 | |||
Future minimum lease payments | $ 4,600 |