Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Sonendo, Inc. | |
Entity Central Index Key | 0001407973 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 72,837,868 | |
Entity File Number | 001-40988 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-5041718 | |
Entity Address, Address Line One | 26061 Merit Circle | |
Entity Address, Address Line Two | Suite 102 | |
Entity Address, City or Town | Laguna Hills | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92653 | |
City Area Code | 949 | |
Local Phone Number | 766-3636 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Trading Symbol | SONX |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 15,703 | $ 14,009 |
Short-term investments | 8,533 | 32,773 |
Accounts receivable, net | 4,528 | 4,790 |
Inventory | 11,798 | 11,074 |
Prepaid expenses and other current assets | 1,025 | 1,969 |
Current assets of discontinued operations | 927 | 656 |
Total current assets | 42,514 | 65,271 |
Property and equipment, net | 766 | 461 |
Operating lease right-of-use assets | 2,899 | 2,703 |
Other assets | 124 | 128 |
Non-current assets of discontinued operations | 9,597 | |
Total assets | 46,303 | 78,160 |
Current liabilities: | ||
Accounts payable | 931 | 1,142 |
Accrued compensation | 1,550 | 2,413 |
Other accrued expenses | 1,874 | 3,072 |
Operating lease liabilities | 983 | 1,250 |
Current portion of term loan | 10,800 | 24,900 |
Other current liabilities | 1,592 | 1,844 |
Current liabilities of discontinued operations | 700 | |
Total current liabilities | 17,730 | 35,321 |
Operating lease liabilities, net of current | 1,765 | 1,423 |
Term loan, net of current | 8,511 | 12,467 |
Other liabilities | 428 | 530 |
Total liabilities | 28,434 | 49,741 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; authorized -10,000,000 shares; issued and outstanding - none | ||
Common stock, $0.001 par value; authorized - 500,000,000 shares; issued and outstanding- 72,834,586 shares as of June 30, 2024 and 63,547,467 shares as of December 31, 2023 | 73 | 64 |
Additional paid-in-capital | 461,938 | 458,357 |
Accumulated other comprehensive (loss) gain | (2) | 11 |
Accumulated deficit | (444,140) | (430,013) |
Total stockholders' equity | 17,869 | 28,419 |
Total liabilities and stockholders' equity | $ 46,303 | $ 78,160 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 72,834,586 | 63,547,467 |
Common stock, shares outstanding | 72,834,586 | 63,547,467 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue, net | $ 8,314 | $ 8,763 | $ 15,361 | $ 17,441 |
Cost of sales | 5,198 | 9,248 | 10,244 | 15,948 |
Gross profit (loss) | 3,116 | (485) | 5,117 | 1,493 |
Operating expenses: | ||||
Selling and marketing | 4,072 | 7,693 | 9,216 | 15,674 |
General and administrative | 4,163 | 6,416 | 9,080 | 12,549 |
Research and development | 1,568 | 2,764 | 3,757 | 5,691 |
Total operating expenses | 9,803 | 16,873 | 22,053 | 33,914 |
Operation loss | (6,687) | (17,358) | (16,936) | (32,421) |
Interest and financing costs, net | (759) | (739) | (2,699) | (1,318) |
Loss before income tax expense | (7,446) | (18,097) | (19,635) | (33,739) |
Loss from continuing operations, net of tax | (7,446) | (18,097) | (19,635) | (33,739) |
Income from discontinued operations, net of tax | 81 | 407 | 5,508 | 678 |
Net loss | (7,365) | (17,690) | (14,127) | (33,061) |
Other comprehensive income (net of tax): | ||||
Unrealized (loss) gain on short-term investments | (1) | (25) | (13) | 31 |
Comprehensive loss | $ (7,366) | $ (17,715) | $ (14,140) | $ (33,030) |
Net loss per share from continuing operations - basic | $ (0.08) | $ (0.19) | $ (0.21) | $ (0.36) |
Net loss per share from continuing operations - diluted | (0.08) | (0.19) | (0.21) | (0.36) |
Net income per share from discontinued operations - basic | 0.06 | 0.01 | ||
Net income per share from discontinued operations - diluted | 0.06 | 0.01 | ||
Net loss per share - basic | (0.08) | (0.19) | (0.15) | (0.35) |
Net loss per share - diluted | $ (0.08) | $ (0.19) | $ (0.15) | $ (0.35) |
Weighted-average shares outstanding - basic | 95,429,233 | 93,684,289 | 95,085,847 | 93,538,676 |
Weighted-average shares outstanding - diluted | 95,429,233 | 93,684,289 | 95,085,847 | 93,538,676 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance, Shares at Dec. 31, 2022 | 49,974,281 | ||||
Beginning balance at Dec. 31, 2022 | $ 81,955 | $ 50 | $ 451,060 | $ (61) | $ (369,094) |
Employee stock plans, Shares | 216,105 | ||||
Stock-based compensation | 1,942 | 1,942 | |||
Exercised of pre-funded warrants | 1 | $ 1 | |||
Exercised of pre-funded warrants, Shares | 1,062,080 | ||||
Unrealized (loss) gain on short-term investments | 56 | 56 | |||
Net loss | (15,371) | (15,371) | |||
Ending balance, Shares at Mar. 31, 2023 | 51,252,466 | ||||
Ending balance at Mar. 31, 2023 | 68,583 | $ 51 | 453,002 | (5) | (384,465) |
Beginning balance, Shares at Dec. 31, 2022 | 49,974,281 | ||||
Beginning balance at Dec. 31, 2022 | 81,955 | $ 50 | 451,060 | (61) | (369,094) |
Unrealized (loss) gain on short-term investments | 31 | ||||
Net loss | (33,061) | ||||
Ending balance, Shares at Jun. 30, 2023 | 52,659,684 | ||||
Ending balance at Jun. 30, 2023 | 53,044 | $ 53 | 455,176 | (30) | (402,155) |
Beginning balance, Shares at Mar. 31, 2023 | 51,252,466 | ||||
Beginning balance at Mar. 31, 2023 | 68,583 | $ 51 | 453,002 | (5) | (384,465) |
Employee stock plans | (117) | $ (1) | (116) | ||
Employee stock plans, Shares | 698,016 | ||||
Stock-based compensation | 2,059 | 2,059 | |||
Exercised of pre-funded warrants | $ 1 | (1) | |||
Exercised of pre-funded warrants, Shares | 709,202 | ||||
Unrealized (loss) gain on short-term investments | (25) | (25) | |||
Net loss | (17,690) | (17,690) | |||
Ending balance, Shares at Jun. 30, 2023 | 52,659,684 | ||||
Ending balance at Jun. 30, 2023 | 53,044 | $ 53 | 455,176 | (30) | (402,155) |
Beginning balance, Shares at Dec. 31, 2023 | 63,547,467 | ||||
Beginning balance at Dec. 31, 2023 | 28,419 | $ 64 | 458,357 | 11 | (430,013) |
Employee stock plans | (4) | (4) | |||
Employee stock plans, Shares | 790,524 | ||||
Stock-based compensation | 2,890 | 2,890 | |||
Exercised of pre-funded warrants | $ 6 | (6) | |||
Exercised of pre-funded warrants, Shares | 6,111,882 | ||||
Unrealized (loss) gain on short-term investments | (12) | (12) | |||
Net loss | (6,762) | (6,762) | |||
Ending balance, Shares at Mar. 31, 2024 | 70,449,873 | ||||
Ending balance at Mar. 31, 2024 | 24,531 | $ 70 | 461,237 | (1) | (436,775) |
Beginning balance, Shares at Dec. 31, 2023 | 63,547,467 | ||||
Beginning balance at Dec. 31, 2023 | 28,419 | $ 64 | 458,357 | 11 | (430,013) |
Unrealized (loss) gain on short-term investments | (13) | ||||
Net loss | (14,127) | ||||
Ending balance, Shares at Jun. 30, 2024 | 72,834,586 | ||||
Ending balance at Jun. 30, 2024 | 17,869 | $ 73 | 461,938 | (2) | (444,140) |
Beginning balance, Shares at Mar. 31, 2024 | 70,449,873 | ||||
Beginning balance at Mar. 31, 2024 | 24,531 | $ 70 | 461,237 | (1) | (436,775) |
Employee stock plans | (1) | $ (1) | |||
Employee stock plans, Shares | 291,098 | ||||
Stock-based compensation | 703 | 703 | |||
Exercised of pre-funded warrants | $ 2 | (2) | |||
Exercised of pre-funded warrants, Shares | 2,093,615 | ||||
Unrealized (loss) gain on short-term investments | (1) | (1) | |||
Net loss | (7,365) | (7,365) | |||
Ending balance, Shares at Jun. 30, 2024 | 72,834,586 | ||||
Ending balance at Jun. 30, 2024 | $ 17,869 | $ 73 | $ 461,938 | $ (2) | $ (444,140) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (14,127) | $ (33,061) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 137 | 710 |
Amortization intangible assets | 51 | 331 |
Amortization of right-of-use lease assets | 602 | 628 |
Excess and obsolete inventory provisions | 241 | 2,917 |
Impairment of long-lived assets | 161 | |
Stock-based compensation | 3,593 | 4,001 |
Amortization of debt issuance costs | 1,444 | 297 |
Accretion of available for sale securities, net | (353) | (1,272) |
Gain on sale of discontinued operations | (5,703) | |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 554 | (510) |
Inventory | (1,398) | (616) |
Prepaid expenses and other assets | 1,716 | 6,543 |
Accounts payable | (245) | (3,346) |
Other accrued expenses and other liabilities | (3,041) | (2,056) |
Deferred revenue | 169 | 19 |
Accrued compensation | (1,208) | (926) |
Net cash used in operating activities | (17,407) | (26,341) |
Cash flows from investing activities: | ||
Purchases of available-for-sale securities | (2,118) | (30,733) |
Proceeds from maturities of available-for-sale securities | 26,698 | 52,500 |
Purchases of property and equipment | (161) | (627) |
Proceeds from sale of discontinued operations, net | 14,204 | |
Net cash provided by investing activities | 38,623 | 21,140 |
Financing activities: | ||
Principal repayments on term loan | (19,500) | |
Tax paid on vested stock awards under employee stock plan | (4) | |
Issuance of stock under employee stock plans | 117 | |
Proceeds from exercise of pre-funded warrants | 1 | |
Principal repayments on finance lease | (18) | (15) |
Net cash provided by (used in) financing activities | (19,522) | 103 |
Net decrease in cash and cash equivalents | 1,694 | (5,098) |
Cash and cash equivalents at beginning of period | 14,009 | 17,665 |
Cash and cash equivalents at end of period | 15,703 | 12,567 |
Cash paid for: | ||
Interest | 2,129 | 2,828 |
Supplemental schedule of non-cash investing and financing activities: | ||
Operating lease right-of-use assets obtained in exchange for lease liabilities | $ 858 | $ 1,792 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||
Net Income (Loss) | $ (7,365) | $ (6,762) | $ (17,690) | $ (15,371) | $ (14,127) | $ (33,061) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | 1. Organization and Basis of Presentation Description of Business Sonendo, Inc. (the “Company” or “we” and “our”) was incorporated in June 2006 pursuant to the laws of the State of Delaware under the name Dentatek Corporation. In March 2011, the Company changed its name to Sonendo, Inc. The Company is a medical technology company that has developed and is commercializing the GentleWave System to treat tooth decay. The Company’s principal market is the United States (“U.S.”). The Company’s products include the GentleWave System, which is cleared by the U.S. Food and Drug Administration (the “FDA”) for sale in the U.S. and approved by Health Canada in Canada, along with the system’s sterilized, single-use procedure instruments (“PIs”). Basis of Presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to Form 10-Q and Article 10 of SEC Regulation S-X on a consistent basis with the Company’s annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, considered necessary for a fair statement of the Company’s financial information. Accordingly, the accompanying unaudited condensed consolidated financial statements do not include all of the information and notes required by GAAP for complete financial statements. The condensed consolidated balance sheet as of December 31, 2023 included herein was derived from the audited financial statements as of that date. The results of operations included in these condensed consolidated financial statements are not necessarily indicative of the results of operations to be expected for the year, any other interim period, or for any other future annual or interim period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed, consolidated, or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the SEC on March 11, 2024. As discussed in Note 3, “Discontinued Operations”, o n March 1, 2024, the Company divested its software segment by selling substantially all assets and liabilities of TDO Software, Inc, its wholly owned subsidiary. The sale met the criteria to be accounted for as a discontinued operation as required by Accounting Standards Codification (“ASC”) 205-20. Accordingly, the financial results of the software business are reported as discontinued operations in the accompanying unaudited Condensed C onsolidated Statements of Operations and Comprehensive Loss for all periods presented. The Company's Condensed Consolidated Statements of Cash Flows include the financial results of the software business for the six months ended June 30, 2024 and 2023. All amounts and disclosure included in the Notes to condensed consolidated financial statements reflect only the Company's continuing operations unless otherwise noted. Liquidity and Going Concern On September 27, 2022, the Company completed a private placement (the “Private Placement”), issuing an aggregate of approximately 23.0 million shares of its common stock at a purchase price of $ 0.95 per share and pre-funded warrants to purchase an aggregate of 43.3 million shares of common stock at a purchase price of $ 0.949 per pre-funded warrant. The pre-funded warrants have an exercise price of $ 0.001 per share of common stock, are immediately exercisable and will remain exercisable until exercised in full. The aggregate net proceeds from the Private Placement, after deducting placement agent fees and other offering expenses, were $ 59.0 million. See Note 6, Stockholders’ Equity, for additional information. As of June 30, 2024, the Company had cash and cash equivalents and short-term investments of $ 24.2 million and $ 20.5 million in principal outstanding under its term loan facility. The Company has a limited operating history, and the revenue and income potential of the Company’s business and market are unproven. The Company has experienced net losses and negative cash flows from operations since its inception and as of June 30, 2024 had an accumulated deficit of $ 444.1 million . During the six months ended June 30, 2024, the Company incurred net losses of $ 19.6 million , used $ 17.4 million of cash and cash equivalents in its continuing operations, and recognized a gain of $ 5.7 million from sale of discontinued operations. The Company will continue to incur significant costs and expenses related to its ongoing operations until it gains greater market acceptance of its products and achieves a level of revenues adequate to support its operations. The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. The Company’s ability to continue as a going concern depends on its ability to continue to commercialize its products, achieve and maintain profitable operations, as well as the adherence to conditions of the outstanding term loan as amended in March 2024 (see Note 10). Without additional financing, the Company will have insufficient liquidity to achieve further commercialization of our products and maintain compliance with our loan covenants. Due to these conditions, there is substantial doubt about the Company’s ability to continue as a going concern and, therefore, it may be unable to realize its assets and discharge its liabilities in the normal course of business. The Company will require additional financing in order to fund its future expected negative cash flows. Due to its failure to comply with the continued listing standards set forth in the NYSE’s Listed Company Manual, our common stock was suspended from trading on the NYSE effective at the opening of business Eastern Standard Time on November 22, 2023. The Company commenced trading on the OTCQX on the same day. In April 2024, the Company withdrew its request to appeal and the NYSE and our common stock has been delisted from the NYSE, which may negatively impact the Company’s stockholders and the trading price and liquidity of its common stock. Over-the-counter markets are more limited than the NYSE, and it is likely that there will be significantly less liquidity in the trading of the Company’s common stock. The delisting of the Co mpany’s common stock from the NYSE could have material adverse effects on its business, financial condition and results of operations. On June 4, 2024, the Company received notice from OTC that the Company’s common stock no longer met the Standards for Continued Qualification for the OTCQX per the OTCQX Rules for U.S. Companies section 3.2.b.1 because the Company’s stock bid price closed below $ 0.10 for more than 30 consecutive calendar days. The Company has a cure period of 180 calendar days to regain compliance, which expires December 2, 2024. If the Company’s bid price does not stay at or above the $ 0.10 minimum for ten consecutive trading days during the cure period, then the Company’s common stock will be moved from OTCQX to the OTC Pink market. On June 10, 2024, the Company’s shareholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s issued shares of common stock, at a specific ratio, ranging from 1:10 to 1:200 , at the discretion of the Company’s board of directors at any time prior to the Company’s 2025 annual meeting of stockholders, with the exact ratio to be determined by the Company’s board of directors without further approval or authorization of the Company’s stockholders. The Company’s Board of Directors is evaluating the merits and timing to effect a reverse stock split. The OTCQX Rules also requires the Company to have a market capitalization of at least $ 5 million for at least one of every 30 consecutive calendar days. The Company has active plans to mitigate these conditions. Specifically, the Company has been taking steps and plans to further reduce negative cash flow through additional operating expense reductions. The Company is also actively exploring financing options, including a combination of debt, equity, and non-dilutive sources. Additionally, as detailed in Note 3 and Note 10 , in March 2024, the Company closed on the sale of TDO Software, Inc. (“TDO”) and renegotiated its covenant requirements with its lender, among other terms, which resulted in the Company remitting $ 15 million of principal payments on its outstanding borrowings. Its plans are subject to inherent risks and uncertainties and there can be no assurance that its plans can be effectively implemented and, therefore, that the conditions can be effectively mitigated. Effects of the Macroeconomic Environment The Company’s unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2024 reflect the Company’s estimates of the impact of the macroeconomic environment, including the impact of inflation and higher interest rates. The duration and the scope of these conditions cannot be predicted; therefore, the extent to which these conditions will directly or indirectly impact the Company’s business, results of operations and financial condition, is uncertain. The Company is not aware of any specific event or circumstance that would require an update to its estimates, judgments and assumptions or a revision of the carrying value of the Company’s assets or liabilities as of the date of this filing. Operating Segments The Company previously had two operating and reportable segments: Product and Software. Following the divestiture of the software business on March 1, 2024, there were no substantial assets or operations remaining of the software segment. The software segment was reported as discontinued operations as of June 30, 2024, and is presented as such for all periods in this report. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to avail itself of this exemption and, therefore, for new or revised accounting standards applicable to public companies, the Company will be subject to an extended transition period until those standards would otherwise apply to private companies. |
Summary Accounting Policies and
Summary Accounting Policies and Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary Accounting Policies and Recent Accounting Pronouncements | 2. Summary Accounting Policies and Recent Accounting Pronouncements The accounting policies followed by the Company are set forth in Part II, Item 8, Note 2, Summary of Accounting Policies , of the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make informed estimates, judgements and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and disclosures in the accompanying notes, including estimates of probable losses and expenses, as of the date of the accompanying unaudited condensed consolidated financial statements. Management considers many factors in selecting appropriate financial accounting policies and in developing the estimates and assumptions that are used in the preparation of these unaudited condensed consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including the expected business and operational changes, the sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Actual results could differ materially from the estimates and assumptions used in the preparation of the accompanying unaudited condensed consolidated financial statements under different assumptions or conditions. Inventory Inventory consists of finished products, work-in-process and raw materials and is valued at the lower of cost or net realizable value. Cost may include materials, labor and manufacturing overhead. Cost is determined by the first in, first out inventory method. The carrying value of inventory is reviewed for potential impairment whenever indicators suggest that the cost of inventory exceeds the carrying value and management adjusts the inventory to its net realizable value. The Company also periodically evaluates inventory for estimated losses from excess quantities and obsolescence and writes down the cost of inventory to net realizable value at the time such determinations are made. Net realizable value is determined using the estimated selling price, in the ordinary course of business, less estimated costs of completion and disposal. Revenue Recognition Contracts with Customers The Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. Specifically, the Company applies the following five core principles to recognize revenue: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when, or as, the Company satisfies a performance obligation. Revenue recorded from continuing operations is generated from sales of the GentleWave Console and related PIs and accessories and services on its GentleWave Console. The Company’s products are sold primarily in the United States and Canada directly to customers through its field sales force. Performance Obligations The Company’s performance obligations from continuing operations primarily arise from the manufacture and delivery of the GentleWave System, related PIs and accessories, and to a lesser extent, performance of service contracts on its GentleWave Consoles. Payment terms are typically on open credit terms consistent with industry practice and do not have significant financing components. Consideration may be variable based on volume. The Company considers the individual deliverables in its product offering as separate performance obligations and assesses whether each promised good or service is distinct. The total contract transaction price is determined based on the consideration expected to be received, based on the stated value in contractual arrangements or the estimated cash to be collected in no-contracted arrangements, and is allocated to the identified performance obligations based upon the relative standalone selling prices of the performance obligations. The stand-alone selling price is based on an observable price offered to other comparable customers. The Company estimates the standalone selling price using the market assessment approach considering market conditions and entity-specific factors including, but not limited to, features and functionality of the products and services, geographies, type of customer and market conditions. The Company regularly reviews and updates standalone selling prices as necessary. The consideration the Company receives in exchange for its goods or services is only recognized when it is probable that a significant reversal will not occur. The consideration to which the Company expects to be entitled includes a stated list price, less various forms of variable consideration. The Company estimates related variable consideration at the point of sale, including discounts, product returns, refunds, and other similar obligations. Revenue is recognized over time when the customer simultaneously receives and consumes the benefits provided by the Company’s performance. Revenue is recognized at a point in time if the criteria for recognizing revenue over time are not met, and the Company has transferred control of the goods to the customer. Product revenue is recognized at a point in time when the Company has transferred control to the customer, which is generally when title of the goods transfers to the customer. Sales of extended service contracts are recorded as deferred revenue until such time as the standard warranty expires, which is generally up to two years from the date of sale. Service contract revenue is recognized on a straight-line basis over time consistent with the life of the related service contract in proportion to the costs incurred in fulfilling performance obligations under the service contract. The Company generally does not experience significant returns. If necessary, a provision is recorded for estimated sales returns and allowances and is deducted from gross product revenue to arrive at net product revenue in the period the related revenue is recorded. These estimates are based on historical sales returns and allowances and other known factors. Actual returns and claims in any future period are inherently uncertain and thus may differ from these estimates. If actual or expected future returns and claims are significantly greater or lower than the reserves established, a reduction or increase to revenue will be recorded in the period in which such a determination is made. All non-income government-assessed taxes (sales and use taxes) collected from the Company’s customers and remitted to governmental agencies are recorded in accrued expenses until they are remitted to the government agency. The Company has adopted the practical expedient permitting the direct expensing of costs incurred to obtain contracts where the amortization of such costs would occur over one year or less, and it applied to substantially all the Company’s contracts. Contract liabilities The Company recognizes a contract liability when a customer pays for goods or services for which the Company has not yet transferred control. The balances of the Company’s contract liabilities are as follows: June 30, December 31, 2024 2023 (in thousands) Total contract liabilities - extended service contracts $ 1,089 $ 920 Less: long-term portion 243 302 Contract liabilities – current $ 846 $ 618 Contract liabilities are included within other current liabilities and other long-term liabilities in the accompanying unaudited condensed consolidated balance sheets. Revenue recognized during the six months ended June 30, 2024 and 2023 that was included in the contract liability balance as of December 31, 2023 and 2022 was $ 0.4 million and $ 0.8 million , respectively. Disaggregation of revenue The Company disaggregates revenue from contracts with customers by the timing of when goods and services are transferred, which depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected. The following table provides information regarding disaggregated revenues and the timing of when goods and services are transferred: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Product revenue recognized at a point in time $ 7,941 $ 8,617 $ 14,671 $ 17,141 Service revenue recognized over time 373 146 690 300 Total revenue $ 8,314 $ 8,763 $ 15,361 $ 17,441 No individual customer accounted for more than 10% of sales for the three and six months ended June 30 , 2024 and 2023. Warranty Reserve The Company provides a standard warranty on its GentleWave Systems for a specified period of time. For the six months ended June 30, 2024 and 2023, GentleWave Systems sold were covered by the warranty for a period of up to two years from the date of sale. Estimated warranty costs are recorded as a liability at the time of delivery with a corresponding provision to cost of sales. Warranty accruals are estimated based on the current product costs, the Company’s historical experience, management’s expectations of future conditions and standard maintenance schedules. The Company evaluates this reserve on a regular basis and makes adjustments as necessary. The following table provides a reconciliation of the change in estimated warranty liabilities for the six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Balance at beginning of period $ 1,042 $ 1,757 $ 1,269 $ 1,930 Provision for warranties issued 243 205 443 400 Changes in estimate of pre-existing warranty ( 112 ) — ( 112 ) — Warranty costs incurred ( 419 ) ( 383 ) ( 846 ) ( 751 ) Balance at end of period $ 754 $ 1,579 $ 754 $ 1,579 Current portion $ 705 $ 1,302 Non-current portion 49 277 Total $ 754 $ 1,579 The warranty liabilities, current and non-current, are included in other current liabilities and other liabilities, respectively, on the unaudited condensed consolidated balance sheets. Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASU”). ASUs not listed below were assessed and determined not to be applicable or are expected to have minimal impact on the Company’s unaudited condensed consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments require disclosure of specific categories in the rate reconciliation and provides additional information for reconciling items that meet a quantitative threshold and further disaggregation of income taxes paid for individually significant jurisdictions. The ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not expect the adoption to have a material impact on its Consolidated Financial Statements. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 3. Discontinued Operations On March 1, 2024, the Company entered into an Asset Purchase Agreement by and among TDO, Valsoft Corporation Inc., a Quebec corporation, and Aspire USA LLC, a Delaware limited liability company and affiliate of Valsoft (collectively “Valsoft”), pursuant to which TDO agreed to sell to Valsoft substantially all the assets and liabilities relating to the Company’s software segment. As consideration for the transaction, Valsoft agreed to pay TDO approximately $ 16.0 million, with $ 15.0 million paid on March 1, 2024 and $ 1.0 million due approximately 12 months post-closing. In connection with the transaction, Valsoft agreed to make offers of employment to certain employees of the Business on terms that are comparable to those currently in effect for such employees. The Asset Purchase Agreement contains certain representations, warranties and covenants of each of TDO and Valsoft. Each of TDO and the Valsoft has agreed to indemnify the other for certain losses arising out of breaches of representations and covenants and for certain losses arising out of retained liabilities or assumed liabilities relating to the TDO business, as applicable, subject to customary limitations. The divestiture met the criteria to be accounted for as a discontinued operation as of March 31, 2024. Accordingly, the operating results of the discontinued operations for the three and six months ended June 30, 2024 and 2023, respectively, are presented in the Condensed Consolidated Statements of Operations and Comprehensive Loss within income from discontinued operations as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) (in thousands) Revenue $ 89 $ 2,280 $ 1,478 $ 4,326 Cost of sales 1 697 511 1,375 Gross profit 88 1,583 967 2,951 Operating expenses: General and administrative 7 447 524 856 Selling and marketing — 195 162 338 Research and development — 534 476 1,101 Income (loss) from discontinued operations, net of tax 81 407 ( 195 ) 656 Other income — — — 22 Gain on sale of discontinued operations, net of tax — — 5,703 — Net income from discontinued operations $ 81 $ 407 $ 5,508 $ 678 Software is licensed via delivery to the customer or via a service arrangement under which cloud-based access is provided on a subscription basis (software-as-a-service). When a fixed up-front license fee is received in exchange for the delivery of software, revenue is recognized at the point in time when the delivery of the software has occurred. When software is licensed on a subscription basis, revenue is recognized over the respective license period. The following table presented assets and liabilities of discontinued operations as of June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 (in thousands) Current assets: $ 927 $ 656 Non-current assets: Intangible assets, net — 661 Goodwill — 8,454 Other — 482 Total assets of discontinued operations $ 927 $ 10,253 Current liabilities: Accounts payable $ — $ 34 Accrued expenses — 194 Accrued compensation — 345 Operating lease liabilities — 127 Total liabilities of discontinued operations $ — $ 700 Depreciation and amortization of long-lived assets, stock-based compensation expense and capital expenditures of discontinued operations were not material for each of the three and six months ended June 30 , 2024 and 2023. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Inventory Inventory consisted of the following: June 30, December 31, 2024 2023 (in thousands) Raw materials $ 6,184 $ 6,450 Work in process 245 278 Finished goods 5,369 4,346 Total inventory $ 11,798 $ 11,074 The balance of the reserve of excess and obsolete inventory was $ 0.9 million for each of the periods ending June 30, 2024 and December 31, 2023. During the three months ended June 30, 2024, the Company recorded a reserve for excess and obsolete inventory of $ 0.2 million related to phasing out the legacy GentleWave Console ("Gen3") and legacy molar and anterior pre-molar procedure instruments. During the three months ended June 30, 2023, the Company recorded a reserve for excess and obsolete inventory of $ 1.7 million related to reduced sales volumes of legacy Gen3, and a charge of $ 1.2 million related to phasing out the legacy molar and anterior pre-molar procedure instruments as the Company moved to the CleanFlow procedure instruments, of which $ 0.6 million was due to excess and obsolete inventory. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 5. Fair Value of Financial Instruments The Company applies fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The Company’s financial instruments consist principally of cash, cash equivalents, short-term investments, accounts receivable, accounts payable, operating lease liabilities, warrant liabilities and a term loan. Fair value is measured as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three levels: Level 1 – Observable inputs such as unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities the Company has the ability to access. Level 2 – Inputs (other than quoted prices included within Level 1) that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3 – Unobservable inputs that are significant to the fair value measurement and reflect the reporting entity’s use of significant management judgment and assumptions when there is little or no market data. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation. These include the Black-Scholes option-pricing model which uses inputs such as expected volatility, risk-free interest rate and expected term to determine fair market valuation. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification at each reporting date. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value measurement hierarchy during the periods presented. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, and certain accrued expenses approximate fair value due to the short-term nature of these items. Accordingly, the Company estimates that the recorded amounts approximate fair market value. The following table provides the assets and liabilities measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such value at June 30, 2024 and December 31, 2023: June 30, 2024 Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (in thousands) Assets: Cash equivalents: Money market funds $ 9,564 $ 9,564 $ — $ — Corporate bonds 1,514 — 1,514 — U.S. treasury securities 3,741 3,741 — — Total cash equivalents at fair value 14,819 13,305 1,514 — Short-term investments: U.S. treasury securities 2,976 2,976 — — Commercial paper and corporate bonds 5,557 — 5,557 — Total short-term investments at fair value 8,533 2,976 5,557 — Total assets at fair value $ 23,352 $ 16,281 $ 7,071 $ — June 30, 2024 Fair Cost Amounts Recognized in Accumulated Other Comprehensive Loss Unrealized Gains Unrealized Losses (in thousands) Available-for-sale securities: U.S. treasury securities $ 2,976 $ 2,976 $ — $ — Commercial paper and corporate bonds 5,557 5,559 — ( 2 ) Total available-for-sale securities at fair value $ 8,533 $ 8,535 $ — $ ( 2 ) December 31, 2023 Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (in thousands) Assets: Cash equivalents: Money market funds $ 10,761 $ 10,761 $ — $ — Corporate Bonds 1,827 — 1,827 — Total cash equivalents at fair value 12,588 10,761 1,827 — Short-term investments: U.S. treasury securities 14,826 14,826 — — Commercial paper and corporate bonds 13,204 — 13,204 — U.S. government agency bonds 4,743 — 4,743 — Total short-term investments at fair value 32,773 14,826 17,947 — Total assets at fair value $ 45,361 $ 25,587 $ 19,774 $ — December 31, 2023 Fair Cost Amounts Recognized in Accumulated Other Comprehensive Loss Unrealized Gains Unrealized Losses (in thousands) Available-for-sale securities: U.S. Treasury securities $ 14,826 $ 14,820 $ 6 $ — Commercial paper and corporate bonds 13,204 13,197 9 ( 2 ) U.S. government agency bonds 4,743 4,745 — ( 2 ) Total available-for-sale securities at fair value $ 32,773 $ 32,762 $ 15 $ ( 4 ) Money market funds and U.S. Treasury securities are highly liquid investments and are actively traded. The pricing information on these investment instruments is readily available and can be independently validated as of the measurement date. This approach results in the classification of these securities as Level 1 of the fair value hierarchy. Commercial paper, U.S. government agency bonds and corporate bonds are measured at fair value using Level 2 inputs. The Company reviews trading activity and pricing for these investments as of each measurement date. When sufficient quoted pricing for identical securities is not available, the Company uses market pricing and other observable market inputs for similar securities obtained from third party data providers. These inputs represent quoted prices for similar assets in active markets or these inputs have been derived from observable market data. This approach results in the classification of these securities as Level 2 of the fair value hierarchy. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Stockholders' Equity | 6. Stockholders’ Equity Warrants In April 2022, the Company amended its term loan and the warrants previously issued to Perceptive Credit Holdings III, LP (“Perceptive”) and certain of its affiliates to purchase an aggregate of 304,105 shares of its common stock. Such warrants were amended solely to reduce the exercise price of the warrants to $ 12.00 per share. Warrants issued and outstanding at June 30 , 2024 and December 31, 2023 included 19,179 warrants with exercise price of $ 10.95 per share and 304,105 warrants with exercise price of $ 12.00 per share in each period. These warrants expire between June 2024 and August 2031 . On September 27, 2022, the Company completed the Private Placement, issuing an aggregate of approximately 23.0 million shares of its common stock at a purchase price of $ 0.95 per share and pre-funded warrants to purchase an aggregate of 43.3 million shares of common stock at a purchase price of $ 0.949 per pre-funded warrant to certain institutional investors and accredited investors (the “Purchasers”). The pre-funded warrants have an exercise price of $ 0.001 per share of common stock, are immediately exercisable and will remain exercisable until exercised in full. The aggregate net proceeds from the Private Placement, after deducting placement agent fees and other offering expenses, were $ 59.0 million. The pre-funded warrants include a provision whereby the exercisability of the warrants may be limited if, upon exercise, the warrant holder or any of its affiliates would beneficially own more than 9.99 % of the Company’s common stock. The threshold is subject to the Purchasers’ rights under the pre-funded warrant to increase or decrease such percentage to any other percentage not in excess of 19.99 % upon at least 61 days’ prior notice from the Purchasers to the Company. As of June 30, 2024, approximately 8.2 million shares have been issued pursuant to the exercise of pre-funded warrants and 22.8 million shares underlying the pre-funded warrants remain outstanding. The pre-funded warrants are classified as equity and are accounted for as a component of additional paid-in capital at the time of issuance. The pre-funded warrants are included in the calculation of basic and diluted loss per share. Pursuant to the terms and conditions of the purchase agreements entered into by the Purchasers, the Company was obligated to file a registration statement with the SEC registering the resale by the Purchasers of the shares of common stock issued to them in the Private Placement and the shares of common stock to be issued to them upon exercise of the pre-funded warrants issued to them in the Private Placement within 45 days of the closing of the Private Placement. On November 4, 2022, the Company filed a registration statement on Form S-3 (File No. 333-268174), as required under the purchase agreements, and the registration statement was declared effective by the SEC on November 16, 2022. |
Stock Based Compensation
Stock Based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Based Compensation | 7. Stock Based Compensation Stock-based Compensation Expenses The following tables present the Company’s stock-based compensation for stock-settled awards by type (i.e., stock options and restricted stock units (“RSUs”)) granted under the Company’s incentive plans, and rights to purchase shares of common stock issued under the Company’s Employee Stock Purchase Plan (“ESPP”) and financial statement lines included in the accompanying unaudited condensed consolidated statement of operations and comprehensive loss for the three and six months ended June 30: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 (in thousands) Options $ 257 $ 757 $ 647 $ 1,588 RSUs 446 1,229 2,946 2,295 ESPP — 73 — 118 Total stock-based compensation expense $ 703 $ 2,059 $ 3,593 $ 4,001 Three months ended June 30, 2024 2023 Continuing operations Discontinued operations Total Continuing operations Discontinued operations Total (in thousands) Cost of sales $ 8 $ — $ 8 $ 79 $ 12 $ 91 Selling and marketing 68 — 68 589 7 596 General and administrative 601 — 601 1,165 19 1,184 Research and development 26 — 26 178 10 188 Total stock-based compensation expense $ 703 $ — $ 703 $ 2,011 $ 48 $ 2,059 Six months ended June 30, 2024 2023 Continuing operations Discontinued operations Total Continuing operations Discontinued operations Total (in thousands) Cost of sales $ 310 $ 79 $ 389 $ 218 $ 21 $ 239 Selling and marketing 791 59 850 1,148 12 1,160 General and administrative 1,602 140 1,742 2,146 36 2,182 Research and development 521 91 612 402 18 420 Total stock-based compensation expense $ 3,224 $ 369 $ 3,593 $ 3,914 $ 87 $ 4,001 During the six months ended June 30, 2024, the Company immediately vested 457,093 outstanding RSUs granted to certain non-executive employees in the continuing operations and recognized $ 1.6 million unamortized compensation expenses associated with these RSUs, with approximately $ 0.3 million expenses recorded in cost of sales, $ 0.2 million in selling and marketing, $ 0.6 million in general and administrative and $ 0.4 million in research and development. During the six months ended June 30, 2024, the Company immediately vested 132,394 outstanding RSUs granted to certain non-executive employees in the discontinued operations and recognized $ 0.3 million unamortized compensation expenses associated with these RSUs, as presented in the table above. Compensation cost related to unvested stock options and RSUs will generally be amortized on a straight-line basis over the remaining average service period. T he following table presents the unamortized compensation cost and weighted average service period of all unvested outstanding awards as of June 30, 2024. Unamortized Compensation Costs Weighted Average Service Period (in thousands) (years) Options $ 1,029 0.59 RSUs 3,869 1.78 Total unamortized compensation cost $ 4,898 Plan Activities T he following table summarizes stock option activity under the Company’s incentive plans: Number Weighted Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value (in years) (in thousands) Options outstanding, December 31, 2023 2,383,641 $ 2.86 $ — Forfeited/Expired ( 646,470 ) $ 2.63 Options outstanding, June 30, 2024 1,737,171 $ 2.94 5.6 $ — Options vested and exercisable, June 30, 2024 1,597,645 $ 2.79 5.5 $ — There were no options granted during the six months ended June 30, 2024. The weighted-average grant-date fair value of options granted during the six months ende d June 30, 2023 wa s $ 0.83 . The following table summarizes the non-vested stock options that were outstanding as of June 30, 2024 and December 31, 2023: Number of Shares Weighted Non-vested Options, December 31, 2023 461,287 $ 5.33 Non-vested Options, June 30, 2024 139,526 $ 8.81 The total fair value of shares vested during the six months ended June 30, 2024 and 2023 was $ 1.6 million and $ 0.7 million , respectively. Certain stock option grants under the 2017 Stock Incentive Plan (the “2017 Plan”) allow the recipient to exercise the options prior to the options becoming fully vested. Under the 2017 Plan, the Company retains the right to repurchase shares of its common shares that have been issued upon early exercise of options at the original issue price. During the six months ended June 30, 2024, the Company did not repurchase any shares. There was not a material number of shares of common stock subject to repurchase as of June 30, 2024. Cash received for the early exercise of unvested stock options is initially recorded as a liability and released to equity over the vesting period. There were no early exercised stock options during the six months ended June 30, 2024 and 2023. T he following table summarizes RSU activity under the Company’s incentive plans: Number Weighted RSUs outstanding, December 31, 2023 3,342,621 $ 2.60 Granted 963,941 $ 0.09 Vested ( 1,117,092 ) $ 2.93 Forfeited ( 602,168 ) $ 2.46 RSUs outstanding, June 30, 2024 2,587,302 $ 1.55 During the six months ended June 30 , 2024, vested RSUs included a total of 589,487 aforementioned immediately vested outstanding RSUs. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Leases | 8. Leases The Company leases office space under operating leases with expirations ranging from March 2025 to March 2028, some of which include rent escalations or an option to extend the lease for up to three years per renewal. The exercise of lease renewal options is at the sole discretion of the Company. During the six months ended June 30, 2024 , the Company has not entered into any new leases that would entitle the Company to significant rights or create additional obligations. The Company determines whether a contract is or contains a lease at the inception of the contract. A contract will be deemed to be or contain a lease if the contract conveys the right to control and direct the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment. The Company has elected the practical expedient to not separate its lease component from non-lease component for its real estate leases. The Company has elected the practical expedient not to apply the lease recognition requirements to short-term leases with an initial term of 12 months or less. The Company uses either its incremental borrowing rate or the implicit rate in the lease agreement as the basis to calculate the present value of future lease payments at lease commencement. The incremental borrowing rate represents the rate the Company would have to pay to borrow funds on a collateralized basis over a similar term and in a similar economic environment. Future minimum lease payments under these leases are as follows: Lease Amounts (in thousands) 2024 (remaining six months) $ 532 2025 1,008 2026 938 2027 480 2028 122 Total future minimum lease payments 3,080 Less: Imputed Interest ( 332 ) Present value of operating lease liabilities $ 2,748 Less: Current portion 983 Long-term operating lease liabilities $ 1,765 Weighted average remaining lease term in years 2.98 Weighted average discount rate 8.19 % Variable operating lease expenses consist primarily of real estate taxes and insurance. The components of lease expense and related cash flows were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Rent expense $ 316 $ 381 $ 672 $ 767 Variable lease costs 1 32 1 64 Total $ 317 $ 413 $ 673 $ 831 Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Cost of sales $ 50 $ 68 $ 130 $ 138 General and administrative 267 345 543 693 Total $ 317 $ 413 $ 673 $ 831 Cash paid for operating leases $ 328 $ 382 $ 698 $ 758 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business, including without limitation, actions with respect to intellectual property, employment, regulatory, product liability and contractual matters. In connection with these proceedings or matters, the Company regularly assesses the probability and amount (or range) of possible issues based on the developments in these proceedings or matters. A liability is recorded in the accompanying unaudited condensed consolidated financial statements if it is determined that it is probable that a loss has been incurred, and that the amount (or range) of the loss can be reasonably estimated. The Company’s management does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. |
Term Loan
Term Loan | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Term Loan | 10. Term Loan Perceptive loan On January 13, 2023, the Company entered into Amendment No. 2 (the “Second Amendment”) to the Amended and Restated Credit Agreement and Guaranty by and among the Company, the Subsidiary Guarantors party thereto, the Lenders party thereto and Perceptive (the “Amended Perceptive Loan Agreement”) to replace the existing benchmark rate from the one-month LIBOR with a one-month Secured Overnight Financing Rate (“SOFR”). All other terms remain unchanged on the original agreement. For the six months ended June 30, 2024 and 2023 , the interest rate for amounts borrowed under the Amended Perceptive Loan Agreement was the greater of the one-month SOFR and 2.00 % plus the applicable margin of 9.25 %. On March 1, 2024, the Company entered into Amendment No. 3 (the “Third Amendment”) to the Amended Perceptive Loan Agreement. Pursuant to the Third Amendment, the Company made a one-time $ 15.0 million principal repayment on March 1, 2024, and made an amortization payment of $ 1.8 million on the outstanding principal on March 31, 2024 and agreed to make monthly amortization payments on the outstanding principal each in the amount of $ 0.9 million on each payment date commencing on April 30, 2024 . Accordingly, $ 1.0 million of the unamortized debt issuance costs were expensed in connection with the Third Amendment. For the six months ended June 30, 2024 and 2023, the effective interest rate of the Amended Perceptive L oan, was 21.22 % and 17.23 %, respectively. As of June 30, 2024 and December 31, 2023, the fair value of the Amended Perceptive Loan approxim ates its carrying amount. Pursuant to the Third Amendment, future principal repayments and the net carrying value of the Perceptive Loan as of June 30, 2024, are as follows: Principal (in thousands) Remaining 6 months of 2024 $ 5,400 2025 10,800 2026 4,300 Total principal payment 20,500 Debt discounts ( 1,189 ) Net carrying value $ 19,311 The Company is permitted to make voluntary prepayments, subject to a scaled prepayment premium that ranges from 7.0 % to 1.0 % of the aggregate principal amount outstanding on such prepayment date for prepayments made after August 23, 2022 and before August 23, 2025. No prepayment premium is required for payments made after August 23, 2025. The Amended Perceptive Loan Agreement contains events of default, including, without limitation, upon: (i) failure to make a payment pursuant to the terms of the agreement; (ii) violation of certain covenants; (iii) payment or other defaults on other indebtedness; (iv) material adverse change in the business or change in control; (v) insolvency; (vi) significant judgments; (vii) incorrectness of representations and warranties; (viii) regulatory matters; and (ix) failure by us to maintain a valid and perfected lien on the collateral securing the borrowing. Based on the Amended Perceptive Loan Agreement, the Company has granted a security interest in substantially all of its assets. The Amended Perceptive Loan Agreement includes financial covenants that require the Company to (i) maintain, at all times, a minimum aggregate balance of $ 3.0 million in cash in one or more controlled accounts, and (ii) pursuant to the Third Amendment, satisfy certain minimum revenue thresholds, measured for the consecutive 12-month periods ending on each calendar quarter-end until June 30, 2026 as follows: For 12-month Period Ending Revenue (in thousands) June 30, 2024 $ 35,500 September 30, 2024 $ 33,000 December 31, 2024 $ 31,500 March 31, 2025 $ 31,000 June 30, 2025 $ 33,000 September 30, 2025 $ 35,935 December 31, 2025 $ 40,160 March 31, 2026 $ 44,950 June 30, 2026 $ 51,500 Pursuant to the Third Amendment, the lender also waived the covenant requiring the absence of any “going concern” or like qualification or exception or any qualification or exception as to the scope of the audit, solely with respect to the fiscal year ending on December 31, 2023 . Failure to satisfy any covenants would constitute an event of default under the Amended Perceptive Loan Agreement. In the event of an event of default, the lender may terminate its commitments and declare all amounts outstanding under the Amended Perceptive Loan Agreement immediately due and payable, together with accrued interest and all fees and other obligations. The amount of such repayment will include payment of any prepayment premium applicable due to the time of such payment. In addition, upon the occurrence and during the continuance of any event of default, the applicable margin will increase by 3.00 % per annum to 12.25 %. Total revenue generated from continuing and discontinued operations for the 12-months period ended June 30 , 2024 was $ 38.9 million, and the cash and cash equivalents and short term investment balance was $ 24.2 million as of June 30, 2024. As such, the Company was in compliance with all financial covenants and conditions under the Amended Perceptive Loan Agreement as of June 30 , 2024. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company maintains a full valuation allowance against its net deferred tax assets as of June 30, 2024 based on the current assessment that it is not more likely than not these future benefits will be realized before expiration. No material income tax expense or benefit has been recorded given the valuation allowance position and projected taxable losses in the jurisdictions where the Company files income tax returns. The Company has not experienced any significant increases or decreases to its unrecognized tax benefits since December 31, 2023 and does not expect any within the next 12 months. The Company monitors changes to the tax laws in the states it conducts business and files corporate income tax returns. Utilization of the net operating loss carryforwards may be subject to substantial annual limitation due to ownership change limitations that may have occurred or that could occur in the future, as required by Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), as well as similar state provisions. These ownership changes may limit the amount of net operating loss carryforwards that can be utilized annually to offset future taxable income and tax, respectively. In general, an “ownership change,” as defined by Section 382 of the Code, results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percentage points of the outstanding stock of a company by certain stockholders or public groups. The Company has not completed an analysis regarding the limitation of net operating loss and R&D credit carryforwards as of June 30, 2024. The Company is subject to U.S. federal and various states income taxes. The federal returns for tax y ears 2021 through 2023 remain open to examination and the state returns remain subject to examination for tax years 2020 through 2023 . Carryforward attributes that were generated in years where the statute of limitations is closed may still be adjusted upon examination by the Internal Revenue Service or other respective tax authorities. All other state jurisdictions remain open to examination. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | 12. Segment Information The Company previously operated and reported its results in two business segments, Product and Software. Software segment assets included goodwill and intangible assets, which were derecognized in connection with the divestiture of the software business on March 1, 2024. Following the divestiture, there were no substantial assets or operations of the software segment. The software segment was reported as discontinued operations as of June 30, 2024, and is presented as such for all periods in this report. For more information, see Note 3 “Discontinued Operations.” |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands, except shares and per share data) (in thousands, except shares and per share data) Numerator: Loss from continuing operations, net of tax $ ( 7,446 ) $ ( 18,097 ) $ ( 19,635 ) $ ( 33,739 ) Income from discontinued operations, net of tax 81 407 5508 678 Net loss $ ( 7,365 ) $ ( 17,690 ) $ ( 14,127 ) $ ( 33,061 ) Denominator: Weighted-average shares outstanding – basic and diluted 95,429,233 93,684,289 95,085,847 93,538,676 Net loss per share – basic and diluted $ ( 0.08 ) $ ( 0.19 ) $ ( 0.15 ) $ ( 0.35 ) The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would be anti-dilutive: Six Months Ended June 30, 2024 2023 Stock options 1,737,171 2,767,267 RSUs 2,587,302 5,258,808 Warrants 331,503 331,503 Total 4,655,976 8,357,578 |
Summary Accounting Policies a_2
Summary Accounting Policies and Recent Accounting Pronouncements (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make informed estimates, judgements and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and disclosures in the accompanying notes, including estimates of probable losses and expenses, as of the date of the accompanying unaudited condensed consolidated financial statements. Management considers many factors in selecting appropriate financial accounting policies and in developing the estimates and assumptions that are used in the preparation of these unaudited condensed consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including the expected business and operational changes, the sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Actual results could differ materially from the estimates and assumptions used in the preparation of the accompanying unaudited condensed consolidated financial statements under different assumptions or conditions. |
Inventory | Inventory Inventory consists of finished products, work-in-process and raw materials and is valued at the lower of cost or net realizable value. Cost may include materials, labor and manufacturing overhead. Cost is determined by the first in, first out inventory method. The carrying value of inventory is reviewed for potential impairment whenever indicators suggest that the cost of inventory exceeds the carrying value and management adjusts the inventory to its net realizable value. The Company also periodically evaluates inventory for estimated losses from excess quantities and obsolescence and writes down the cost of inventory to net realizable value at the time such determinations are made. Net realizable value is determined using the estimated selling price, in the ordinary course of business, less estimated costs of completion and disposal. |
Revenue Recognition | Revenue Recognition Contracts with Customers The Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. Specifically, the Company applies the following five core principles to recognize revenue: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when, or as, the Company satisfies a performance obligation. Revenue recorded from continuing operations is generated from sales of the GentleWave Console and related PIs and accessories and services on its GentleWave Console. The Company’s products are sold primarily in the United States and Canada directly to customers through its field sales force. Performance Obligations The Company’s performance obligations from continuing operations primarily arise from the manufacture and delivery of the GentleWave System, related PIs and accessories, and to a lesser extent, performance of service contracts on its GentleWave Consoles. Payment terms are typically on open credit terms consistent with industry practice and do not have significant financing components. Consideration may be variable based on volume. The Company considers the individual deliverables in its product offering as separate performance obligations and assesses whether each promised good or service is distinct. The total contract transaction price is determined based on the consideration expected to be received, based on the stated value in contractual arrangements or the estimated cash to be collected in no-contracted arrangements, and is allocated to the identified performance obligations based upon the relative standalone selling prices of the performance obligations. The stand-alone selling price is based on an observable price offered to other comparable customers. The Company estimates the standalone selling price using the market assessment approach considering market conditions and entity-specific factors including, but not limited to, features and functionality of the products and services, geographies, type of customer and market conditions. The Company regularly reviews and updates standalone selling prices as necessary. The consideration the Company receives in exchange for its goods or services is only recognized when it is probable that a significant reversal will not occur. The consideration to which the Company expects to be entitled includes a stated list price, less various forms of variable consideration. The Company estimates related variable consideration at the point of sale, including discounts, product returns, refunds, and other similar obligations. Revenue is recognized over time when the customer simultaneously receives and consumes the benefits provided by the Company’s performance. Revenue is recognized at a point in time if the criteria for recognizing revenue over time are not met, and the Company has transferred control of the goods to the customer. Product revenue is recognized at a point in time when the Company has transferred control to the customer, which is generally when title of the goods transfers to the customer. Sales of extended service contracts are recorded as deferred revenue until such time as the standard warranty expires, which is generally up to two years from the date of sale. Service contract revenue is recognized on a straight-line basis over time consistent with the life of the related service contract in proportion to the costs incurred in fulfilling performance obligations under the service contract. The Company generally does not experience significant returns. If necessary, a provision is recorded for estimated sales returns and allowances and is deducted from gross product revenue to arrive at net product revenue in the period the related revenue is recorded. These estimates are based on historical sales returns and allowances and other known factors. Actual returns and claims in any future period are inherently uncertain and thus may differ from these estimates. If actual or expected future returns and claims are significantly greater or lower than the reserves established, a reduction or increase to revenue will be recorded in the period in which such a determination is made. All non-income government-assessed taxes (sales and use taxes) collected from the Company’s customers and remitted to governmental agencies are recorded in accrued expenses until they are remitted to the government agency. The Company has adopted the practical expedient permitting the direct expensing of costs incurred to obtain contracts where the amortization of such costs would occur over one year or less, and it applied to substantially all the Company’s contracts. Contract liabilities The Company recognizes a contract liability when a customer pays for goods or services for which the Company has not yet transferred control. The balances of the Company’s contract liabilities are as follows: June 30, December 31, 2024 2023 (in thousands) Total contract liabilities - extended service contracts $ 1,089 $ 920 Less: long-term portion 243 302 Contract liabilities – current $ 846 $ 618 Contract liabilities are included within other current liabilities and other long-term liabilities in the accompanying unaudited condensed consolidated balance sheets. Revenue recognized during the six months ended June 30, 2024 and 2023 that was included in the contract liability balance as of December 31, 2023 and 2022 was $ 0.4 million and $ 0.8 million , respectively. Disaggregation of revenue The Company disaggregates revenue from contracts with customers by the timing of when goods and services are transferred, which depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected. The following table provides information regarding disaggregated revenues and the timing of when goods and services are transferred: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Product revenue recognized at a point in time $ 7,941 $ 8,617 $ 14,671 $ 17,141 Service revenue recognized over time 373 146 690 300 Total revenue $ 8,314 $ 8,763 $ 15,361 $ 17,441 No individual customer accounted for more than 10% of sales for the three and six months ended June 30 , 2024 and 2023. |
Warranty Reserve | Warranty Reserve The Company provides a standard warranty on its GentleWave Systems for a specified period of time. For the six months ended June 30, 2024 and 2023, GentleWave Systems sold were covered by the warranty for a period of up to two years from the date of sale. Estimated warranty costs are recorded as a liability at the time of delivery with a corresponding provision to cost of sales. Warranty accruals are estimated based on the current product costs, the Company’s historical experience, management’s expectations of future conditions and standard maintenance schedules. The Company evaluates this reserve on a regular basis and makes adjustments as necessary. The following table provides a reconciliation of the change in estimated warranty liabilities for the six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Balance at beginning of period $ 1,042 $ 1,757 $ 1,269 $ 1,930 Provision for warranties issued 243 205 443 400 Changes in estimate of pre-existing warranty ( 112 ) — ( 112 ) — Warranty costs incurred ( 419 ) ( 383 ) ( 846 ) ( 751 ) Balance at end of period $ 754 $ 1,579 $ 754 $ 1,579 Current portion $ 705 $ 1,302 Non-current portion 49 277 Total $ 754 $ 1,579 The warranty liabilities, current and non-current, are included in other current liabilities and other liabilities, respectively, on the unaudited condensed consolidated balance sheets. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASU”). ASUs not listed below were assessed and determined not to be applicable or are expected to have minimal impact on the Company’s unaudited condensed consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments require disclosure of specific categories in the rate reconciliation and provides additional information for reconciling items that meet a quantitative threshold and further disaggregation of income taxes paid for individually significant jurisdictions. The ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not expect the adoption to have a material impact on its Consolidated Financial Statements. |
Summary Accounting Policies a_3
Summary Accounting Policies and Recent Accounting Pronouncements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary of Balances of Contract Liabilities | The Company recognizes a contract liability when a customer pays for goods or services for which the Company has not yet transferred control. The balances of the Company’s contract liabilities are as follows: June 30, December 31, 2024 2023 (in thousands) Total contract liabilities - extended service contracts $ 1,089 $ 920 Less: long-term portion 243 302 Contract liabilities – current $ 846 $ 618 |
Schedule of Revenues Disaggregated by Segment and Timing of Goods and Services Transferred | The following table provides information regarding disaggregated revenues and the timing of when goods and services are transferred: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Product revenue recognized at a point in time $ 7,941 $ 8,617 $ 14,671 $ 17,141 Service revenue recognized over time 373 146 690 300 Total revenue $ 8,314 $ 8,763 $ 15,361 $ 17,441 No individual customer accounted for more than 10% of sales for the three and six months ended June 30 , 2024 and 2023. |
Schedule of Reconciliation of Change in Estimated Warranty Liabilities | The following table provides a reconciliation of the change in estimated warranty liabilities for the six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Balance at beginning of period $ 1,042 $ 1,757 $ 1,269 $ 1,930 Provision for warranties issued 243 205 443 400 Changes in estimate of pre-existing warranty ( 112 ) — ( 112 ) — Warranty costs incurred ( 419 ) ( 383 ) ( 846 ) ( 751 ) Balance at end of period $ 754 $ 1,579 $ 754 $ 1,579 Current portion $ 705 $ 1,302 Non-current portion 49 277 Total $ 754 $ 1,579 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary Of Operations and Comprehensive Loss And Balance Sheet Of Discontinued Operations | The divestiture met the criteria to be accounted for as a discontinued operation as of March 31, 2024. Accordingly, the operating results of the discontinued operations for the three and six months ended June 30, 2024 and 2023, respectively, are presented in the Condensed Consolidated Statements of Operations and Comprehensive Loss within income from discontinued operations as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) (in thousands) Revenue $ 89 $ 2,280 $ 1,478 $ 4,326 Cost of sales 1 697 511 1,375 Gross profit 88 1,583 967 2,951 Operating expenses: General and administrative 7 447 524 856 Selling and marketing — 195 162 338 Research and development — 534 476 1,101 Income (loss) from discontinued operations, net of tax 81 407 ( 195 ) 656 Other income — — — 22 Gain on sale of discontinued operations, net of tax — — 5,703 — Net income from discontinued operations $ 81 $ 407 $ 5,508 $ 678 The following table presented assets and liabilities of discontinued operations as of June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 (in thousands) Current assets: $ 927 $ 656 Non-current assets: Intangible assets, net — 661 Goodwill — 8,454 Other — 482 Total assets of discontinued operations $ 927 $ 10,253 Current liabilities: Accounts payable $ — $ 34 Accrued expenses — 194 Accrued compensation — 345 Operating lease liabilities — 127 Total liabilities of discontinued operations $ — $ 700 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Inventory | Inventory consisted of the following: June 30, December 31, 2024 2023 (in thousands) Raw materials $ 6,184 $ 6,450 Work in process 245 278 Finished goods 5,369 4,346 Total inventory $ 11,798 $ 11,074 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table provides the assets and liabilities measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such value at June 30, 2024 and December 31, 2023: June 30, 2024 Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (in thousands) Assets: Cash equivalents: Money market funds $ 9,564 $ 9,564 $ — $ — Corporate bonds 1,514 — 1,514 — U.S. treasury securities 3,741 3,741 — — Total cash equivalents at fair value 14,819 13,305 1,514 — Short-term investments: U.S. treasury securities 2,976 2,976 — — Commercial paper and corporate bonds 5,557 — 5,557 — Total short-term investments at fair value 8,533 2,976 5,557 — Total assets at fair value $ 23,352 $ 16,281 $ 7,071 $ — December 31, 2023 Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (in thousands) Assets: Cash equivalents: Money market funds $ 10,761 $ 10,761 $ — $ — Corporate Bonds 1,827 — 1,827 — Total cash equivalents at fair value 12,588 10,761 1,827 — Short-term investments: U.S. treasury securities 14,826 14,826 — — Commercial paper and corporate bonds 13,204 — 13,204 — U.S. government agency bonds 4,743 — 4,743 — Total short-term investments at fair value 32,773 14,826 17,947 — Total assets at fair value $ 45,361 $ 25,587 $ 19,774 $ — |
Summary of Short-Term Investments | June 30, 2024 Fair Cost Amounts Recognized in Accumulated Other Comprehensive Loss Unrealized Gains Unrealized Losses (in thousands) Available-for-sale securities: U.S. treasury securities $ 2,976 $ 2,976 $ — $ — Commercial paper and corporate bonds 5,557 5,559 — ( 2 ) Total available-for-sale securities at fair value $ 8,533 $ 8,535 $ — $ ( 2 ) December 31, 2023 Fair Cost Amounts Recognized in Accumulated Other Comprehensive Loss Unrealized Gains Unrealized Losses (in thousands) Available-for-sale securities: U.S. Treasury securities $ 14,826 $ 14,820 $ 6 $ — Commercial paper and corporate bonds 13,204 13,197 9 ( 2 ) U.S. government agency bonds 4,743 4,745 — ( 2 ) Total available-for-sale securities at fair value $ 32,773 $ 32,762 $ 15 $ ( 4 ) |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | The following tables present the Company’s stock-based compensation for stock-settled awards by type (i.e., stock options and restricted stock units (“RSUs”)) granted under the Company’s incentive plans, and rights to purchase shares of common stock issued under the Company’s Employee Stock Purchase Plan (“ESPP”) and financial statement lines included in the accompanying unaudited condensed consolidated statement of operations and comprehensive loss for the three and six months ended June 30: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 (in thousands) Options $ 257 $ 757 $ 647 $ 1,588 RSUs 446 1,229 2,946 2,295 ESPP — 73 — 118 Total stock-based compensation expense $ 703 $ 2,059 $ 3,593 $ 4,001 Three months ended June 30, 2024 2023 Continuing operations Discontinued operations Total Continuing operations Discontinued operations Total (in thousands) Cost of sales $ 8 $ — $ 8 $ 79 $ 12 $ 91 Selling and marketing 68 — 68 589 7 596 General and administrative 601 — 601 1,165 19 1,184 Research and development 26 — 26 178 10 188 Total stock-based compensation expense $ 703 $ — $ 703 $ 2,011 $ 48 $ 2,059 Six months ended June 30, 2024 2023 Continuing operations Discontinued operations Total Continuing operations Discontinued operations Total (in thousands) Cost of sales $ 310 $ 79 $ 389 $ 218 $ 21 $ 239 Selling and marketing 791 59 850 1,148 12 1,160 General and administrative 1,602 140 1,742 2,146 36 2,182 Research and development 521 91 612 402 18 420 Total stock-based compensation expense $ 3,224 $ 369 $ 3,593 $ 3,914 $ 87 $ 4,001 |
Schedule of Unamortized Compensation Cost and Weighted Average Service Period of Unvested Outstanding Awards | T he following table presents the unamortized compensation cost and weighted average service period of all unvested outstanding awards as of June 30, 2024. Unamortized Compensation Costs Weighted Average Service Period (in thousands) (years) Options $ 1,029 0.59 RSUs 3,869 1.78 Total unamortized compensation cost $ 4,898 |
Summary of Stock Option Activity under Incentive Plans | T he following table summarizes stock option activity under the Company’s incentive plans: Number Weighted Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value (in years) (in thousands) Options outstanding, December 31, 2023 2,383,641 $ 2.86 $ — Forfeited/Expired ( 646,470 ) $ 2.63 Options outstanding, June 30, 2024 1,737,171 $ 2.94 5.6 $ — Options vested and exercisable, June 30, 2024 1,597,645 $ 2.79 5.5 $ — |
Summary of Non Vested Stock Options | The following table summarizes the non-vested stock options that were outstanding as of June 30, 2024 and December 31, 2023: Number of Shares Weighted Non-vested Options, December 31, 2023 461,287 $ 5.33 Non-vested Options, June 30, 2024 139,526 $ 8.81 |
Summary of RSU Activity under Incentive Plans | T he following table summarizes RSU activity under the Company’s incentive plans: Number Weighted RSUs outstanding, December 31, 2023 3,342,621 $ 2.60 Granted 963,941 $ 0.09 Vested ( 1,117,092 ) $ 2.93 Forfeited ( 602,168 ) $ 2.46 RSUs outstanding, June 30, 2024 2,587,302 $ 1.55 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Summary of Future Minimum Lease Payments | Future minimum lease payments under these leases are as follows: Lease Amounts (in thousands) 2024 (remaining six months) $ 532 2025 1,008 2026 938 2027 480 2028 122 Total future minimum lease payments 3,080 Less: Imputed Interest ( 332 ) Present value of operating lease liabilities $ 2,748 Less: Current portion 983 Long-term operating lease liabilities $ 1,765 Weighted average remaining lease term in years 2.98 Weighted average discount rate 8.19 % |
Components of Lease Expense and Related Cash Flows | The components of lease expense and related cash flows were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Rent expense $ 316 $ 381 $ 672 $ 767 Variable lease costs 1 32 1 64 Total $ 317 $ 413 $ 673 $ 831 Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Cost of sales $ 50 $ 68 $ 130 $ 138 General and administrative 267 345 543 693 Total $ 317 $ 413 $ 673 $ 831 Cash paid for operating leases $ 328 $ 382 $ 698 $ 758 |
Term Loan (Tables)
Term Loan (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Future Principal Repayments of Term Loan | Pursuant to the Third Amendment, future principal repayments and the net carrying value of the Perceptive Loan as of June 30, 2024, are as follows: Principal (in thousands) Remaining 6 months of 2024 $ 5,400 2025 10,800 2026 4,300 Total principal payment 20,500 Debt discounts ( 1,189 ) Net carrying value $ 19,311 |
Schedule of Future Minimum Revenue Thresholds | The Amended Perceptive Loan Agreement includes financial covenants that require the Company to (i) maintain, at all times, a minimum aggregate balance of $ 3.0 million in cash in one or more controlled accounts, and (ii) pursuant to the Third Amendment, satisfy certain minimum revenue thresholds, measured for the consecutive 12-month periods ending on each calendar quarter-end until June 30, 2026 as follows: For 12-month Period Ending Revenue (in thousands) June 30, 2024 $ 35,500 September 30, 2024 $ 33,000 December 31, 2024 $ 31,500 March 31, 2025 $ 31,000 June 30, 2025 $ 33,000 September 30, 2025 $ 35,935 December 31, 2025 $ 40,160 March 31, 2026 $ 44,950 June 30, 2026 $ 51,500 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands, except shares and per share data) (in thousands, except shares and per share data) Numerator: Loss from continuing operations, net of tax $ ( 7,446 ) $ ( 18,097 ) $ ( 19,635 ) $ ( 33,739 ) Income from discontinued operations, net of tax 81 407 5508 678 Net loss $ ( 7,365 ) $ ( 17,690 ) $ ( 14,127 ) $ ( 33,061 ) Denominator: Weighted-average shares outstanding – basic and diluted 95,429,233 93,684,289 95,085,847 93,538,676 Net loss per share – basic and diluted $ ( 0.08 ) $ ( 0.19 ) $ ( 0.15 ) $ ( 0.35 ) |
Summary of Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss Per Share | The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would be anti-dilutive: Six Months Ended June 30, 2024 2023 Stock options 1,737,171 2,767,267 RSUs 2,587,302 5,258,808 Warrants 331,503 331,503 Total 4,655,976 8,357,578 |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands, shares in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 10, 2024 | Sep. 27, 2022 USD ($) $ / shares shares | Jun. 30, 2024 USD ($) $ / shares | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) Segment $ / shares | Jun. 30, 2023 USD ($) | Jun. 04, 2024 USD ($) $ / shares | Dec. 31, 2023 USD ($) $ / shares | |
Organization And Basis Of Presentation [Line Items] | ||||||||
Warrant exercise price per share | $ / shares | $ 10.95 | $ 10.95 | $ 12 | |||||
Cash and cash equivalents and short-term investments | $ 24,200 | $ 24,200 | ||||||
Cash and cash equivalents | 15,703 | 15,703 | $ 14,009 | |||||
Accumulated deficit | (444,140) | (444,140) | $ (430,013) | |||||
Net loss | (7,446) | $ (18,097) | (19,635) | $ (33,739) | ||||
Cash and cash equivalents used in operations | 17,407 | $ 26,341 | ||||||
Gain on sale of discontinued operations, net of tax | 5,703 | |||||||
Principal payments on outstanding borrowings | 15,000 | $ 15,000 | ||||||
Operating and Reportable segments | Segment | 2 | |||||||
Minimum market capitalization | $ 5,000 | |||||||
Stock bid price | $ / shares | $ 0.1 | |||||||
Term Loan | ||||||||
Organization And Basis Of Presentation [Line Items] | ||||||||
Principal outstanding | 20,500 | $ 20,500 | ||||||
Private Placement | ||||||||
Organization And Basis Of Presentation [Line Items] | ||||||||
Common stock shares issued | shares | 23 | |||||||
Public offering price per share | $ / shares | $ 0.95 | |||||||
Proceeds from issuance of common stock net of underwriting discounts and commissions and other offering expenses | $ 59,000 | |||||||
Prefunded Warrants | ||||||||
Organization And Basis Of Presentation [Line Items] | ||||||||
Common stock shares issued | shares | 43.3 | |||||||
Public offering price per share | $ / shares | $ 0.949 | |||||||
Warrant exercise price per share | $ / shares | $ 0.001 | |||||||
Software | ||||||||
Organization And Basis Of Presentation [Line Items] | ||||||||
Substantial assets | $ 0 | 0 | ||||||
Substantial operations | $ 0 | |||||||
Minimum | ||||||||
Organization And Basis Of Presentation [Line Items] | ||||||||
Reverse stock split ratio | 0.1 | |||||||
Maximum | ||||||||
Organization And Basis Of Presentation [Line Items] | ||||||||
Reverse stock split ratio | 0.005 |
Summary Accounting Policies a_4
Summary Accounting Policies and Recent Accounting Pronouncements - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 Customer | Jun. 30, 2023 Customer | Jun. 30, 2024 USD ($) Customer | Jun. 30, 2023 USD ($) Customer | |
Summary Of Accounting Policies [Line Items] | ||||
Revenue, practical expedient, incremental cost of obtaining contract [true false] | true | |||
Revenue recognized | $ | $ 0.4 | $ 0.8 | ||
Customer Concentration Risk | Sales | ||||
Summary Of Accounting Policies [Line Items] | ||||
Number of customer accounted for sales | Customer | 0 | 0 | 0 | 0 |
GentleWave Systems | Maximum | ||||
Summary Of Accounting Policies [Line Items] | ||||
Standard product warranty period | 2 years | 2 years |
Summary Accounting Policies a_5
Summary Accounting Policies and Recent Accounting Pronouncements - Summary of Balances of Contract Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Summary Of Accounting Policies [Line Items] | ||
Less: long-term portion | $ 243 | $ 302 |
Contract liabilities – current | 846 | 618 |
Extended Service Contracts | ||
Summary Of Accounting Policies [Line Items] | ||
Total contract liabilities | $ 1,089 | $ 920 |
Summary Accounting Policies a_6
Summary Accounting Policies and Recent Accounting Pronouncements - Schedule of Revenues Disaggregated by Segment and Timing of Goods and Services Transferred (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Summary Of Accounting Policies [Line Items] | ||||
Total revenue | $ 8,314 | $ 8,763 | $ 15,361 | $ 17,441 |
Product | Point in Time | ||||
Summary Of Accounting Policies [Line Items] | ||||
Total revenue | 7,941 | 8,617 | 14,671 | 17,141 |
Product | Over Time | ||||
Summary Of Accounting Policies [Line Items] | ||||
Total revenue | $ 373 | $ 146 | $ 690 | $ 300 |
Summary Accounting Policies a_7
Summary Accounting Policies and Recent Accounting Pronouncements - Schedule of Reconciliation of Change in Estimated Warranty (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Accounting Policies [Abstract] | ||||
Balance at beginning of period | $ 1,042 | $ 1,757 | $ 1,269 | $ 1,930 |
Provision for warranties issued | 243 | 205 | 443 | 400 |
Changes in estimate of pre-existing warranty | (112) | (112) | ||
Warranty costs incurred | (419) | (383) | (846) | (751) |
Balance at end of period | 754 | 1,579 | 754 | 1,579 |
Current portion | 705 | 1,302 | 705 | 1,302 |
Non-current portion | 49 | 277 | 49 | 277 |
Total | $ 754 | $ 1,579 | $ 754 | $ 1,579 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) - Disposed of by Sale - TDO Software, Inc. $ in Millions | Mar. 01, 2024 USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Sale consideration | $ 16 |
Sale consideration amount received | 15 |
Sale consideration due | $ 1 |
Balance amount receivable period | 12 months |
Discontinued Operations - Summa
Discontinued Operations - Summary Of Statements of Operations and Comprehensive Loss From Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Revenue | $ 89 | $ 2,280 | $ 1,478 | $ 4,326 |
Cost of sales | 1 | 697 | 511 | 1,375 |
Gross profit | 88 | 1,583 | 967 | 2,951 |
General and administrative | 7 | 447 | 524 | 856 |
Selling and marketing | 195 | 162 | 338 | |
Research and development | 534 | 476 | 1,101 | |
Income (loss) from discontinued operations, net of tax | 81 | 407 | (195) | 656 |
Other income | 22 | |||
Gain on sale of discontinued operations, net of tax | 5,703 | |||
Net income from discontinued operations | $ 81 | $ 407 | $ 5,508 | $ 678 |
Discontinued Operations - Sum_2
Discontinued Operations - Summary Of Assets And Liabilities Of Discontinued Operations (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Current assets | $ 927 | $ 656 |
Non-current assets: | ||
Intangible assets, net | 661 | |
Goodwill | 8,454 | |
Other | 482 | |
Total assets of discontinued operations | $ 927 | 10,253 |
Current liabilities: | ||
Accounts payable | 34 | |
Accrued expenses | 194 | |
Accrued compensation | 345 | |
Operating lease liabilities | 127 | |
Total liabilities of discontinued operations | $ 700 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 6,184 | $ 6,450 |
Work in process | 245 | 278 |
Finished goods | 5,369 | 4,346 |
Total inventory | $ 11,798 | $ 11,074 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Reserve for excess and obsolete inventory | $ 0.9 | $ 1.7 | $ 0.9 |
Charge related to phasing out legacy procedure instruments | $ 0.2 | 1.2 | |
Excess and obsolete inventory | $ 0.6 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Assets: | ||
Total assets at fair value | $ 8,533 | $ 32,773 |
Investment, Type [Extensible Enumeration] | Short-Term Investments | Short-Term Investments |
U.S. Treasury Securities | ||
Assets: | ||
Total assets at fair value | $ 2,976 | $ 14,826 |
Commercial Paper and Corporate Bonds | ||
Assets: | ||
Total assets at fair value | 5,557 | 13,204 |
U.S. Government Agency Bonds | ||
Assets: | ||
Total assets at fair value | 4,743 | |
Fair Value Measurements Recurring Basis | ||
Assets: | ||
Total cash equivalents at fair value | 14,819 | 12,588 |
Total assets at fair value | 23,352 | 45,361 |
Fair Value Measurements Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents at fair value | 13,305 | 10,761 |
Total assets at fair value | 16,281 | 25,587 |
Fair Value Measurements Recurring Basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents at fair value | 1,514 | 1,827 |
Total assets at fair value | 7,071 | 19,774 |
Fair Value Measurements Recurring Basis | Short-Term Investments | ||
Assets: | ||
Total assets at fair value | 8,533 | 32,773 |
Fair Value Measurements Recurring Basis | Short-Term Investments | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total assets at fair value | 2,976 | 14,826 |
Fair Value Measurements Recurring Basis | Short-Term Investments | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total assets at fair value | 5,557 | 17,947 |
Fair Value Measurements Recurring Basis | Money Market Funds | ||
Assets: | ||
Total cash equivalents at fair value | 9,564 | 10,761 |
Fair Value Measurements Recurring Basis | Money Market Funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents at fair value | 9,564 | 10,761 |
Fair Value Measurements Recurring Basis | Corporate Bonds | ||
Assets: | ||
Total cash equivalents at fair value | 1,514 | 1,827 |
Fair Value Measurements Recurring Basis | Corporate Bonds | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents at fair value | 1,514 | 1,827 |
Fair Value Measurements Recurring Basis | U.S. Treasury Securities | ||
Assets: | ||
Total cash equivalents at fair value | 3,741 | |
Total assets at fair value | 14,826 | |
Fair Value Measurements Recurring Basis | U.S. Treasury Securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents at fair value | 3,741 | |
Total assets at fair value | 2,976 | 14,826 |
Fair Value Measurements Recurring Basis | Commercial Paper and Corporate Bonds | ||
Assets: | ||
Total assets at fair value | 5,557 | 13,204 |
Fair Value Measurements Recurring Basis | Commercial Paper and Corporate Bonds | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total assets at fair value | $ 5,557 | 13,204 |
Fair Value Measurements Recurring Basis | U.S. Government Agency Bonds | ||
Assets: | ||
Total cash equivalents at fair value | 4,743 | |
Fair Value Measurements Recurring Basis | U.S. Government Agency Bonds | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents at fair value | $ 4,743 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Summary of Short-Term Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Available-for-sale securities: | ||
Fair Value | $ 8,533 | $ 32,773 |
Cost Basis | 8,535 | 32,762 |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Gains | 15 | |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Losses | (2) | (4) |
U.S. Treasury Securities | ||
Available-for-sale securities: | ||
Fair Value | 2,976 | 14,826 |
Cost Basis | 2,976 | 14,820 |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Gains | 6 | |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Losses | 0 | |
Commercial Paper and Corporate Bonds | ||
Available-for-sale securities: | ||
Fair Value | 5,557 | 13,204 |
Cost Basis | 5,559 | 13,197 |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Gains | 9 | |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Losses | $ (2) | (2) |
U.S. Government Agency Bonds | ||
Available-for-sale securities: | ||
Fair Value | 4,743 | |
Cost Basis | 4,745 | |
Amounts Recognized in Accumulated Other Comprehensive Loss, Unrealized Losses | $ (2) |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |||
Sep. 27, 2022 | Jun. 30, 2024 | Dec. 31, 2023 | Apr. 30, 2022 | |
Class Of Stock [Line Items] | ||||
Number of warrants issued | 19,179 | 304,105 | ||
Warrant exercise price per share | $ 10.95 | $ 12 | ||
Number of warrants outstanding | 19,179 | 304,105 | ||
Minimum | ||||
Class Of Stock [Line Items] | ||||
Warrants expiration date | 2024-06 | |||
Maximum | ||||
Class Of Stock [Line Items] | ||||
Warrants expiration date | 2031-08 | |||
Term Loan | Perceptive Credit Holdings III, LP | ||||
Class Of Stock [Line Items] | ||||
Warrant exercise price per share | $ 12 | |||
Term Loan | Perceptive Credit Holdings III, LP | Common Stock | ||||
Class Of Stock [Line Items] | ||||
Number of warrants issued | 304,105 | |||
Private Placement | ||||
Class Of Stock [Line Items] | ||||
Common stock shares issued | 23,000,000 | |||
Price per share | $ 0.95 | |||
Proceeds from the issuance of common stock, net of issuance costs | $ 59 | |||
Prefunded Warrants | ||||
Class Of Stock [Line Items] | ||||
Number of warrants issued | 8,200,000 | |||
Warrant exercise price per share | $ 0.001 | |||
Number of warrants outstanding | 22,800,000 | |||
Common stock shares issued | 43,300,000 | |||
Price per share | $ 0.949 | |||
Percentage of exercisability of warrants | 9.99% | |||
Threshold percentage of warrants | 19.99% |
Stock Based Compensation - Sche
Stock Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 703 | $ 2,059 | $ 3,593 | $ 4,001 |
Continuing operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 703 | 2,011 | 3,224 | 3,914 |
Discontinued operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 48 | 369 | 87 | |
Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 257 | 757 | 647 | 1,588 |
RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 446 | 1,229 | 2,946 | 2,295 |
ESPP | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 73 | 118 | ||
Cost of Sales | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 8 | 91 | 389 | 239 |
Cost of Sales | Continuing operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 8 | 79 | 310 | 218 |
Cost of Sales | Discontinued operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 12 | 79 | 21 | |
Selling and marketing | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 68 | 596 | 850 | 1,160 |
Selling and marketing | Continuing operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 68 | 589 | 791 | 1,148 |
Selling and marketing | Discontinued operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 7 | 59 | 12 | |
General and administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 601 | 1,184 | 1,742 | 2,182 |
General and administrative | Continuing operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 601 | 1,165 | 1,602 | 2,146 |
General and administrative | Discontinued operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 19 | 140 | 36 | |
Research and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 26 | 188 | 612 | 420 |
Research and Development | Continuing operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 26 | 178 | 521 | 402 |
Research and Development | Discontinued operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 10 | $ 91 | $ 18 |
Stock Based Compensation - Sc_2
Stock Based Compensation - Schedule of Unamortized Compensation Cost and Weighted Average Service Period of Unvested Outstanding Awards (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unamortized Compensation Costs | $ 4,898 |
Options | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unamortized Compensation Costs | $ 1,029 |
Weighted Average Service Period | 7 months 2 days |
RSUs | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unamortized Compensation Costs | $ 3,869 |
Weighted Average Service Period | 1 year 9 months 10 days |
Stock Based Compensation - Summ
Stock Based Compensation - Summary of Stock Option Activity under Incentive Plans (Details) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Number of Shares, Options Outstanding, Beginning Balance | shares | 2,383,641 |
Number of Shares, Forfeited/Expired | shares | (646,470) |
Number of Shares, Options Outstanding, Ending Balance | shares | 1,737,171 |
Number of Shares, Options vested and exercisable at June 30, 2024 | shares | 1,597,645 |
Weighted Average Exercise Price Per Share, Options Outstanding, Beginning Balance | $ / shares | $ 2.86 |
Weighted Average Exercise Price Per Share, Forfeited/Expired | $ / shares | 2.63 |
Weighted Average Exercise Price Per Share, Ending Balance | $ / shares | 2.94 |
Weighted Average Exercise Price Vested and exercisable at June 30, 2024 | $ / shares | $ 2.79 |
Weighted-Average Remaining Contractual Life (Years) Outstanding at June 30, 2024 | 5 years 7 months 6 days |
Weighted-Average Remaining Contractual Life (in years) Options vested and exercisable, June 30, 2024 | 5 years 6 months |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of shares, options granted (shares) | 0 | |||
Fair value of shares vested | $ 1,600 | $ 700 | ||
Weighted-average grant-date fair value of options granted | $ 0.83 | |||
Unamortized compensation expense | $ 4,898 | 4,898 | ||
Compensation cost recognized | 703 | $ 2,059 | 3,593 | $ 4,001 |
Cost of Sales | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 8 | 91 | 389 | 239 |
Selling and marketing | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 68 | 596 | 850 | 1,160 |
General and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 601 | 1,184 | 1,742 | 2,182 |
Research and Development | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 26 | 188 | 612 | 420 |
Continuing operations | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 703 | 2,011 | 3,224 | 3,914 |
Continuing operations | Cost of Sales | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 8 | 79 | 310 | 218 |
Continuing operations | Selling and marketing | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 68 | 589 | 791 | 1,148 |
Continuing operations | General and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 601 | 1,165 | 1,602 | 2,146 |
Continuing operations | Research and Development | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 26 | 178 | 521 | 402 |
Discontinued operations | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 48 | 369 | 87 | |
Discontinued operations | Cost of Sales | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 12 | 79 | 21 | |
Discontinued operations | Selling and marketing | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 7 | 59 | 12 | |
Discontinued operations | General and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 19 | 140 | 36 | |
Discontinued operations | Research and Development | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Compensation cost recognized | 10 | $ 91 | 18 | |
RSUs | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of shares vested | 1,117,092 | |||
Number of shares vested | 589,487 | |||
Unamortized compensation expense | 3,869 | $ 3,869 | ||
Compensation cost recognized | 446 | $ 1,229 | $ 2,946 | $ 2,295 |
RSUs | Continuing operations | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of shares vested | 457,093 | |||
Unamortized compensation expense | 1,600 | $ 1,600 | ||
RSUs | Continuing operations | Cost of Sales | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unamortized compensation expense | 300 | 300 | ||
RSUs | Continuing operations | Selling and marketing | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unamortized compensation expense | 200 | 200 | ||
RSUs | Continuing operations | General and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unamortized compensation expense | 600 | 600 | ||
RSUs | Continuing operations | Research and Development | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unamortized compensation expense | 400 | $ 400 | ||
RSUs | Discontinued operations | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of shares vested | 132,394 | |||
Unamortized compensation expense | $ 300 | $ 300 |
Stock Based Compensation - Su_2
Stock Based Compensation - Summary of Non Vested Options (Details) - Options | Jun. 30, 2024 $ / shares shares |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Shares, Non-vested Options, December 31, 2023 | shares | 461,287 |
Number of Shares, Non-vested Options, June 30, 2024 | shares | 139,526 |
Weighted Average Grant Date Fair Value, Non-vested Options, December 31, 2023 | $ / shares | $ 5.33 |
Weighted Average Grant Date Fair Value, Non-vested Options,June 30, 2024 | $ / shares | $ 8.81 |
Stock Based Compensation - Su_3
Stock Based Compensation - Summary of RSU Activity under Incentive Plans (Details) - RSUs | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Shares, RSUs outstanding, Beginning Balance | shares | 3,342,621 |
Number of Shares, Granted | shares | 963,941 |
Number of Shares, Vested | shares | (1,117,092) |
Number of Shares, Forfeited | shares | (602,168) |
Number of Shares, RSUs outstanding, Ending Balance | shares | 2,587,302 |
Weighted Average Grant Date Fair Value, RSUs outstanding, Beginning Balance | $ / shares | $ 2.6 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 0.09 |
Weighted Average Exercise Date Fair Value, Exercised | $ / shares | 2.93 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 2.46 |
Weighted Average Grant Date Fair Value, RSUs outstanding, Ending Balance | $ / shares | $ 1.55 |
Leases - Additional Information
Leases - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Operating lease description | The Company leases office space under operating leases with expirations ranging from March 2025 to March 2028, some of which include rent escalations or an option to extend the lease for up to three years per renewal. The exercise of lease renewal options is at the sole discretion of the Company. |
Operating lease renewal term | 3 years |
Lessee, Operating Lease, Existence of Option to Extend [true false] | true |
Operating lease, not yet commenced, description | the Company has not entered into any new leases that would entitle the Company to significant rights or create additional obligations. |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
2024 (remaining six months) | $ 532 | |
2025 | 1,008 | |
2026 | 938 | |
2027 | 480 | |
2028 | 122 | |
Total future minimum lease payments | 3,080 | |
Less: Imputed Interest | (332) | |
Present value of operating lease liabilities | 2,748 | |
Less: Current portion | 983 | $ 1,250 |
Long-term operating lease liabilities | $ 1,765 | $ 1,423 |
Weighted average remaining lease term in years | 2 years 11 months 23 days | |
Weighted average discount rate | 8.19% |
Leases - Components of Lease Ex
Leases - Components of Lease Expense and Related Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Lessee, Lease, Description [Line Items] | ||||
Rent expense | $ 316 | $ 381 | $ 672 | $ 767 |
Variable lease costs | 1 | 32 | 1 | 64 |
Lease costs | 317 | 413 | 673 | 831 |
Cash paid for operating leases | 328 | 382 | 698 | 758 |
Cost of Sales | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease costs | 50 | 68 | 130 | 138 |
General and administrative | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease costs | $ 267 | $ 345 | $ 543 | $ 693 |
Term Loan - Additional Informat
Term Loan - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Mar. 01, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||||
Number of warrants issued | 19,179 | 19,179 | 304,105 | ||
Purchase price per share of warrant | $ 10.95 | $ 10.95 | $ 12 | ||
Principal repayment | $ 19,500 | ||||
Revenue | $ 38,900 | ||||
Cash and cash equivalents and short-term investments | 24,200 | 24,200 | |||
Amended Perceptive Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Aggregate minimum cash balance | $ 3,000 | $ 3,000 | |||
Amended Perceptive Loan Agreement | Prepayments Made After August 23, 2025 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument prepayment premium percentage | 0% | 0% | |||
Third Amendment | |||||
Debt Instrument [Line Items] | |||||
Debt instrument covenant description | Pursuant to the Third Amendment, the lender also waived the covenant requiring the absence of any “going concern” or like qualification or exception or any qualification or exception as to the scope of the audit, solely with respect to the fiscal year ending on December 31, 2023.Failure to satisfy any covenants would constitute an event of default under the Amended Perceptive Loan Agreement. In the event of an event of default, the lender may terminate its commitments and declare all amounts outstanding under the Amended Perceptive Loan Agreement immediately due and payable, together with accrued interest and all fees and other obligations. The amount of such repayment will include payment of any prepayment premium applicable due to the time of such payment. In addition, upon the occurrence and during the continuance of any event of default, the applicable margin will increase by 3.00% per annum to 12.25%. | ||||
Principal repayment | $ 15,000 | ||||
Amortization payment | $ 1,800 | ||||
Frequency of periodic payments | monthly | ||||
Debt instrument periodic payment | $ 900 | ||||
Payment commencement date | Apr. 30, 2024 | ||||
Unamortized debt issuance cost expensed | $ 1,000 | ||||
Minimum | Amended Perceptive Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate percentage | 3% | 3% | |||
Minimum | Amended Perceptive Loan Agreement | Prepayments Made After August 23, 2022 and Before August 23, 2025 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument prepayment premium percentage | 1% | 1% | |||
Maximum | Amended Perceptive Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate percentage | 12.25% | 12.25% | |||
Maximum | Amended Perceptive Loan Agreement | Prepayments Made After August 23, 2022 and Before August 23, 2025 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument prepayment premium percentage | 7% | 7% | |||
SOFR Plus 2% | Minimum | Amended Perceptive Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Additional interest rate on borrowing | 2% | 2% | |||
Interest rate margin on borrowings | 9.25% | 9.25% | |||
Perceptive Credit Holdings III, LP | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate percentage | 21.22% | 17.23% | 21.22% |
Term Loan - Schedule of Future
Term Loan - Schedule of Future Principal Repayments of Term Loan (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Remaining 6 months of 2024 | $ 5,400 |
2025 | 10,800 |
2026 | 4,300 |
Total | 20,500 |
Debt discounts | (1,189) |
Net carrying value | $ 19,311 |
Term Loan - Schedule of Futur_2
Term Loan - Schedule of Future Minimum Revenue Threshold (Details) - Third Amendment - USD ($) $ in Thousands | 12 Months Ended | ||||||||
Jun. 30, 2026 | Mar. 31, 2026 | Dec. 31, 2025 | Sep. 30, 2025 | Jun. 30, 2025 | Mar. 31, 2025 | Dec. 31, 2024 | Sep. 30, 2024 | Jun. 30, 2024 | |
Debt Instrument [Line Items] | |||||||||
Minimum Revenue Thresholds Amount | $ 35,500 | ||||||||
Forecast | |||||||||
Debt Instrument [Line Items] | |||||||||
Minimum Revenue Thresholds Amount | $ 51,500 | $ 44,950 | $ 40,160 | $ 35,935 | $ 33,000 | $ 31,000 | $ 31,500 | $ 33,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Internal Revenue Code | R&D credit carryforwards | |
Income Tax Contingency [Line Items] | |
Ownership change percentage | 50% |
Federal | |
Income Tax Contingency [Line Items] | |
Open tax year | 2021 2022 2023 |
State | |
Income Tax Contingency [Line Items] | |
Open tax year | 2020 2021 2022 2023 |
Segment Information - Additiona
Segment Information - Additional Information (Details) - Software $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Segment Reporting Information [Line Items] | |
Substantial assets | $ 0 |
Substantial operations | $ 0 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator: | ||||||
Loss from continuing operations, net of tax | $ (7,446) | $ (18,097) | $ (19,635) | $ (33,739) | ||
Income from discontinued operations, net of tax | 81 | 407 | 5,508 | 678 | ||
Net loss | $ (7,365) | $ (6,762) | $ (17,690) | $ (15,371) | $ (14,127) | $ (33,061) |
Denominator: | ||||||
Weighted-average shares outstanding - basic | 95,429,233 | 93,684,289 | 95,085,847 | 93,538,676 | ||
Weighted-average shares outstanding - diluted | 95,429,233 | 93,684,289 | 95,085,847 | 93,538,676 | ||
Net loss per share - basic | $ (0.08) | $ (0.19) | $ (0.15) | $ (0.35) | ||
Net loss per share - diluted | $ (0.08) | $ (0.19) | $ (0.15) | $ (0.35) |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 4,655,976 | 8,357,578 |
Employee Stock Option | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 1,737,171 | 2,767,267 |
RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 2,587,302 | 5,258,808 |
Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 331,503 | 331,503 |