Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 31, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38613 | |
Entity Registrant Name | Bionano Genomics, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-1756290 | |
Entity Address, Address Line One | 9540 Towne Centre Drive, Suite 100 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 888-7600 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 289,184,109 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001411690 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | BNGO | |
Security Exchange Name | NASDAQ | |
Warrant | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase Common Stock | |
Trading Symbol | BNGOW | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 140,736 | $ 38,449 |
Investments | 185,333 | 0 |
Accounts receivable, net of allowance for doubtful accounts of, 2,015,000 and 2,119,000 as of September 30, 2021 and December 31, 2020, respectively | 2,996 | 2,775 |
Inventory, net | 9,020 | 3,316 |
Prepaid expenses and other current assets | 3,962 | 2,250 |
Total current assets | 342,047 | 46,790 |
Property and equipment, net | 8,554 | 4,910 |
Intangible assets, net | 1,238 | 1,475 |
Goodwill | 7,173 | 7,173 |
Other long-term assets | 645 | 103 |
Total assets | 359,657 | 60,451 |
Current liabilities: | ||
Accounts payable | 7,875 | 2,930 |
Accrued expenses | 9,416 | 5,599 |
Contract liabilities | 411 | 416 |
Total current liabilities | 17,702 | 8,945 |
Long-term debt | 0 | 16,326 |
Long-term contract liabilities | 158 | 98 |
Other non-current liabilities | 232 | 0 |
Total liabilities | 18,092 | 25,369 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized and no shares issued or outstanding as of September 30, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.0001 par value, 400,000,000 shares authorized at September 30, 2021 and December 31, 2020; 281,441,000 and 189,953,000 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively | 28 | 19 |
Additional paid-in capital | 534,823 | 178,747 |
Accumulated deficit | (193,170) | (143,684) |
Accumulated other comprehensive loss | (116) | 0 |
Total stockholders’ equity | 341,565 | 35,082 |
Total liabilities and stockholders’ equity | $ 359,657 | $ 60,451 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,015 | $ 2,119 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 281,441,000 | 189,953,000 |
Common stock, shares outstanding (in shares) | 281,441,000 | 189,953,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue: | ||||
Total revenue | $ 4,655 | $ 2,196 | $ 11,679 | $ 4,513 |
Cost of revenue: | ||||
Total cost of revenue | 3,501 | 1,460 | 8,044 | 2,919 |
Operating expenses: | ||||
Research and development | 6,505 | 2,304 | 13,270 | 7,379 |
Selling, general and administrative | 15,327 | 8,659 | 38,683 | 21,640 |
Total operating expenses | 21,832 | 10,963 | 51,953 | 29,019 |
Loss from operations | (20,678) | (10,227) | (48,318) | (27,425) |
Other income (expense): | ||||
Interest income (expense) | 27 | (589) | (721) | (1,911) |
Gain on forgiveness of PPP Loan | 0 | 0 | 1,775 | 0 |
Loss on debt extinguishment | 0 | 0 | (2,076) | 0 |
Other income (expense) | (67) | 54 | (96) | 0 |
Total other income (expense) | (40) | (535) | (1,118) | (1,911) |
Loss before income taxes | (20,718) | (10,762) | (49,436) | (29,336) |
Provision for income taxes | (35) | (30) | (50) | (40) |
Net loss | $ (20,753) | $ (10,792) | $ (49,486) | $ (29,376) |
Net loss per share, basic (in dollars per share) | $ (0.07) | $ (0.08) | $ (0.18) | $ (0.34) |
Net loss per share, diluted (in dollars per share) | $ (0.07) | $ (0.08) | $ (0.18) | $ (0.34) |
Weighted-average common shares outstanding, basic (in shares) | 280,173 | 132,942 | 274,392 | 86,632 |
Weighted-average common shares outstanding, diluted (in shares) | 280,173 | 132,942 | 274,392 | 86,632 |
Product revenue | ||||
Revenue: | ||||
Total revenue | $ 3,300 | $ 1,580 | $ 7,845 | $ 3,503 |
Cost of revenue: | ||||
Total cost of revenue | 2,340 | 1,136 | 5,723 | 2,426 |
Service and other revenue | ||||
Revenue: | ||||
Total revenue | 1,355 | 616 | 3,834 | 1,010 |
Cost of revenue: | ||||
Total cost of revenue | $ 1,161 | $ 324 | $ 2,321 | $ 493 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Statement) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Loss | $ (20,753) | $ (10,792) | $ (49,486) | $ (29,376) |
Unrealized (loss) on investment securities | (116) | 0 | (116) | 0 |
Comprehensive Loss | $ (20,869) | $ (10,792) | $ (49,602) | $ (29,376) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders’ Equity (Deficit) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Beginning Balance (in shares) at Dec. 31, 2019 | 34,274 | ||||
Beginning Balance at Dec. 31, 2019 | $ 3,614 | $ 3 | $ 106,188 | $ (102,577) | |
Equity | |||||
Stock-based compensation expense | 328 | 328 | |||
Issue stock for warrant exercises (in shares) | 3,478 | ||||
Issue stock for warrant exercises | 2,355 | 2,355 | |||
Net loss | (10,510) | (10,510) | |||
Ending Balance (in shares) at Mar. 31, 2020 | 37,752 | ||||
Ending Balance at Mar. 31, 2020 | (4,213) | $ 3 | 108,871 | (113,087) | |
Beginning Balance (in shares) at Dec. 31, 2019 | 34,274 | ||||
Beginning Balance at Dec. 31, 2019 | 3,614 | $ 3 | 106,188 | (102,577) | |
Equity | |||||
Net loss | (29,376) | ||||
Comprehensive Loss | 0 | ||||
Ending Balance (in shares) at Sep. 30, 2020 | 148,348 | ||||
Ending Balance at Sep. 30, 2020 | 14,676 | $ 15 | 146,614 | (131,953) | |
Beginning Balance (in shares) at Mar. 31, 2020 | 37,752 | ||||
Beginning Balance at Mar. 31, 2020 | (4,213) | $ 3 | 108,871 | (113,087) | |
Equity | |||||
Stock-based compensation expense | 328 | 328 | |||
Issue common stock, net of issuance costs (in shares) | 16,896 | ||||
Issue common stock, net of issuance costs | 16,366 | $ 2 | 16,364 | ||
Issue stock for employee stock purchase plan (in shares) | 44 | ||||
Issue stock for employee stock purchase plan | 21 | 21 | |||
Issue stock for covenant waiver (in shares) | 873 | ||||
Issue stock for covenant waiver | 300 | 300 | |||
Issue stock for warrant exercises (in shares) | 36,410 | ||||
Issue stock for warrant exercises | 1,109 | $ 4 | 1,105 | ||
Net loss | (8,074) | (8,074) | |||
Ending Balance (in shares) at Jun. 30, 2020 | 91,975 | ||||
Ending Balance at Jun. 30, 2020 | 5,837 | $ 9 | 126,989 | (121,161) | |
Equity | |||||
Stock-based compensation expense | 447 | 447 | |||
Issue stock for warrant exercises (in shares) | 50,205 | ||||
Issue stock for warrant exercises | 15,083 | $ 5 | 15,078 | ||
Issue stock for acquisition (in shares) | 6,168 | ||||
Issue stock for acquisition | 4,101 | $ 1 | 4,100 | ||
Net loss | (10,792) | (10,792) | |||
Comprehensive Loss | 0 | ||||
Ending Balance (in shares) at Sep. 30, 2020 | 148,348 | ||||
Ending Balance at Sep. 30, 2020 | 14,676 | $ 15 | 146,614 | (131,953) | |
Beginning Balance (in shares) at Dec. 31, 2020 | 189,953 | ||||
Beginning Balance at Dec. 31, 2020 | 35,082 | $ 19 | 178,747 | (143,684) | |
Equity | |||||
Stock option exercises (in shares) | 102 | ||||
Stock option exercises | 333 | 333 | |||
Stock-based compensation expense | 371 | 371 | |||
Issue common stock, net of issuance costs (in shares) | 78,000 | ||||
Issue common stock, net of issuance costs | 327,486 | $ 8 | 327,478 | ||
Issue stock for warrant exercises (in shares) | 10,739 | ||||
Issue stock for warrant exercises | 9,393 | $ 1 | 9,392 | ||
Net loss | (9,947) | (9,947) | |||
Ending Balance (in shares) at Mar. 31, 2021 | 278,794 | ||||
Ending Balance at Mar. 31, 2021 | 362,718 | $ 28 | 516,321 | (153,631) | |
Beginning Balance (in shares) at Dec. 31, 2020 | 189,953 | ||||
Beginning Balance at Dec. 31, 2020 | $ 35,082 | $ 19 | 178,747 | (143,684) | |
Equity | |||||
Stock option exercises (in shares) | 371 | ||||
Net loss | $ (49,486) | ||||
Comprehensive Loss | (116) | ||||
Ending Balance (in shares) at Sep. 30, 2021 | 281,441 | ||||
Ending Balance at Sep. 30, 2021 | 341,565 | $ 28 | 534,823 | (193,170) | $ (116) |
Beginning Balance (in shares) at Mar. 31, 2021 | 278,794 | ||||
Beginning Balance at Mar. 31, 2021 | 362,718 | $ 28 | 516,321 | (153,631) | |
Equity | |||||
Stock option exercises (in shares) | 60 | ||||
Stock option exercises | 89 | 89 | |||
Stock-based compensation expense | 1,758 | 1,758 | |||
Issue stock for employee stock purchase plan (in shares) | 150 | ||||
Issue stock for employee stock purchase plan | 65 | 65 | |||
Issue stock for warrant exercises (in shares) | 50 | ||||
Issue stock for warrant exercises | 22 | 22 | |||
Net loss | (18,786) | (18,786) | |||
Ending Balance (in shares) at Jun. 30, 2021 | 279,054 | ||||
Ending Balance at Jun. 30, 2021 | 345,866 | $ 28 | 518,255 | (172,417) | |
Equity | |||||
Stock option exercises (in shares) | 209 | ||||
Stock option exercises | 242 | 242 | |||
Stock-based compensation expense | 2,788 | 2,788 | |||
Issue common stock, net of issuance costs (in shares) | 2,178 | ||||
Issue common stock, net of issuance costs | 13,537 | 13,537 | |||
Issue stock for warrant exercises | 1 | 1 | |||
Net loss | (20,753) | (20,753) | |||
Comprehensive Loss | (116) | (116) | |||
Ending Balance (in shares) at Sep. 30, 2021 | 281,441 | ||||
Ending Balance at Sep. 30, 2021 | $ 341,565 | $ 28 | $ 534,823 | $ (193,170) | $ (116) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net loss | $ (49,486) | $ (29,376) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation and amortization expense | 1,490 | 909 |
Non-cash interest | 178 | 952 |
Stock-based compensation | 4,917 | 1,103 |
Provision for bad debt expense | 0 | 1,334 |
Gain on forgiveness of PPP Loan | (1,775) | 0 |
Loss on debt extinguishment | 2,076 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (336) | 1,709 |
Inventory | (10,346) | (3,612) |
Prepaid expenses and other current assets | (2,072) | (566) |
Accounts payable | 4,945 | 925 |
Accrued expenses and contract liabilities | 4,104 | 412 |
Net cash used in operating activities | (46,305) | (26,210) |
Investing Activities: | ||
Lineagen acquisition, net of cash acquired | 0 | (2,450) |
Purchases of property and equipment | (344) | 0 |
Purchase of available for sale securities | (205,334) | 0 |
Sale of available for sale securities | 20,000 | 0 |
Sale of property and equipment | 126 | 0 |
Net cash used in investing activities | (185,552) | (2,450) |
Financing activities: | ||
Repayment of term-loan debt | (17,010) | (5,000) |
Proceeds from PPP Loan | 0 | 1,775 |
Proceeds from borrowing from line of credit | 0 | 761 |
Repayments of borrowing from line of credit | 0 | (2,258) |
Proceeds from sale of common stock | 342,712 | 17,963 |
Offering expenses on sale of common stock | (1,704) | (1,597) |
Proceeds from sale of common stock under employee stock purchase plan | 65 | 21 |
Proceeds from warrant and option exercises | 10,081 | 18,551 |
Net cash provided by financing activities | 334,144 | 30,216 |
Net increase in cash and cash equivalents | 102,287 | 1,556 |
Cash and cash equivalents at beginning of period | 38,449 | 17,311 |
Cash and cash equivalents at end of period | 140,736 | 18,867 |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 490 | 991 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Fair value of common stock issued related to Lineagen acquisition | 0 | 4,100 |
Transfer of instruments and servers from property and equipment into inventory | 544 | 134 |
Transfer of instruments and servers from inventory to property and equipment | 5,074 | 2,618 |
Gain on forgiveness of PPP Loan | 1,775 | 0 |
Stock issued for services | 15 | 0 |
Issue common stock for covenant waiver | 116 | 300 |
Warrant exercise pursuant to cashless exercise | $ 129 | $ 0 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Description of Business Bionano Genomics, Inc. (collectively, with its consolidated subsidiaries, the “Company”) is a provider of genome analysis solutions that can enable researchers and clinicians to reveal answers to challenging questions in biology and medicine. The Company’s mission is to transform the way the world sees the genome through optical genome mapping (“OGM”) solutions, diagnostic services and software. The Company offers OGM solutions for applications across basic, translational and clinical research. Through its Lineagen, Inc. (“Lineagen”) business, the Company also provides diagnostic testing for patients with clinical presentations consistent with autism spectrum disorder and other neurodevelopmental disabilities. Through its BioDiscovery, Inc. (“BioDiscovery”) business, the Company also offers an industry-leading, platform-agnostic software solution, which integrates next-generation sequencing and microarray data designed to provide analysis, visualization, interpretation and reporting of copy number variants, single-nucleotide variants and absence of heterozygosity across the genome in one consolidated view. Basis of Presentation The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim reporting purposes. The condensed consolidated financial statements are unaudited. The unaudited condensed consolidated financial statements reflect, in the opinion of the Company’s management, all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of financial position, results of operations, changes in equity, and comprehensive loss and cash flows for each period presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). All intercompany transactions and balances have been eliminated. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. Liquidity As of September 30, 2021, the Company had approximately $140.7 million in cash and cash equivalents, $185.3 million in available-for-sale investment securities, and working capital of $324.3 million as a result of common stock offerings executed in the quarters ended December 31, 2020, March 31, 2021, and September 30, 2021. In February 2021, we applied for forgiveness of our Paycheck Protection Program Loan of approximately $1.8 million (“the PPP Loan”) , and in March 2021, the PPP Loan, including all accrued interest, was forgiven in full. During the previous quarter ended June 30, 2021, the outstanding term loan with Innovatus (as defined below) was paid in full, including all accrued interest, an end of term fee, and a prepayment fee for a total of $17.0 million. The Company believes its available cash balance will be sufficient to fund operations, obligations as they become due and capital investments for at least the next twelve months. However, the Company expects to continue to incur net losses for the foreseeable future. The Company plans to continue to fund its losses from operations and capital funding needs through a combination of equity offerings, debt financings or other sources, including potential collaborations, licenses and other similar arrangements. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, potentially harming the Company’s business. COVID-19 The Company is subject to additional risks and uncertainties as a result of the continued spread of COVID-19 and uncertain market conditions, which could continue to have a material impact on the Company’s business and financial results. The Company closely monitors and complies with various applicable guidelines and legal requirements in the jurisdictions in which it operates, which may continue to result in reduced business operations in response to new or existing stay-at-home orders, travel restrictions and other social distancing measures. The Company’s manufacturing partners, suppliers, and customers, have implemented similar operational restrictions. Despite reporting an increase in revenue for the three and nine months ended September 30, 2021 when compared to the same period in 2020, the Company believes travel restrictions and overall reduced activity had a continued negative impact on the Company’s third quarter 2021 financial results. Given the continued evolution of the COVID-19 pandemic and the related complexities and uncertainties associated with the additional variants, the future effects of COVID-19 are unknown and the Company’s financial results may continue to be negatively affected in the future. There may be long-term negative effects of the COVID-19 pandemic, even after it has subsided. Specifically, product demand may be reduced due to an economic recession, a decrease in corporate capital expenditures, prolonged unemployment, reduction in consumer confidence, or any similar negative economic condition. These negative effects could have a material impact on the Company’s operations, business, earnings, and liquidity. Significant Accounting Policies During the three and nine months ended September 30, 2021, there were no changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, other than the accounting policy indicated below. Fair Value Measurements The Company measures certain financial assets and liabilities at fair value on a recurring basis. Fair value is the price the Company would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date. ASC 820, “Fair Value Measurements and Disclosures”, defines and establishes a framework for measuring fair value and expands disclosures about fair value measurements. In accordance with ASC 820, the Company has categorized its financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the company has the ability to access at the measurement date. Level 2 – Assets and liabilities whose values are based on quoted prices for similar attributes in active markets; quoted prices in markets where trading occurs infrequently; and inputs other than quoted prices that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. Investment Securities All investments have been classified as “available-for-sale” and are carried at fair value as determined based upon quoted market prices or pricing models for similar securities at period end. Investments with contractual maturities less than 12 months at the balance sheet date are considered short-term investments. Investments with contractual maturities beyond one year are also classified as short-term due to the Company’s ability to liquidate the investment for use in operations within the next 12 months. Realized gains and losses on investment securities are included in earnings and are derived using the specific identification method for determining the cost of securities sold. The Company has not realized any significant gains or losses on sales of available-for-sale investment securities during any of the periods presented. As all the Company’s investment holdings are in the form of debt securities, unrealized gains and losses that are determined to be temporary in nature are reported as a component of accumulated other comprehensive income (loss). A decline in the fair value of any security below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. Interest income is recognized when earned, as are the amortization of purchase premiums and accretion of purchase discounts on investment securities. Recently Issued But Not Yet Adopted Accounting Pronouncements In February 2015, the FASB issued Accounting Standards Update (“ASU”) 2016-2, Leases (Topic 842) , which amends the accounting guidance for leases and increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and requires disclosures of key information about leasing arrangements. ASU 2016-2 initially mandated a modified retrospective transition method, however, in July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which amends ASU 2016-2, permitting entities the option to adopt this standard prospectively with a cumulative-effect adjustment to opening equity in the year of adoption and include required disclosures for prior periods but will not restate prior periods. The Company anticipates implementing the accounting guidance for leases using the alternative method beginning with the annual reporting period ending December 31, 2021 and interim reporting periods in 2022. The Company is in the process of evaluating the impact of adoption of the lease accounting guidance on the consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of credit Losses on Financial Instruments (ASU 2016-13) , which amends the impairment model by requiring entities to use a forward looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. The standard is effective for the company beginning in the first quarter of 2023, with early adoption permitted. The Company is currently evaluating the expected impact of ASU 2016-13 on its financial statements. In May 2021, the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges for Freestanding Equity-Classified Written Call Options to clarify the accounting for modifications or exchanges of equity- classified warrants.The standard is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company is in the process of evaluating the expected impact of ASU 2021-04 |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common shares and common share equivalents outstanding for the period. Common stock equivalents are only included when their effect is dilutive. The Company’s potentially dilutive securities which include warrants, outstanding stock options, and Restricted Stock Units (“RSUs”) under the Company’s equity incentive plan have been excluded from the computation of diluted net loss per share as they would be anti-dilutive to the net loss per share. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding. Potentially dilutive securities not included in the calculation of diluted net loss per share attributable to common stockholders because to do so would be anti-dilutive are as follows (in common stock equivalent shares): September 30, September 30, Stock options 10,661,000 5,331,000 Warrants 4,361,000 29,709,000 RSUs 820,000 — Total 15,842,000 35,040,000 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Revenue by Source Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Instruments $ 1,468,000 $ 724,000 $ 3,507,000 $ 1,487,000 Consumables 1,832,000 856,000 4,338,000 2,016,000 Total product revenue 3,300,000 1,580,000 7,845,000 3,503,000 Service and other 1,355,000 616,000 3,834,000 1,010,000 Total revenue $ 4,655,000 $ 2,196,000 $ 11,679,000 $ 4,513,000 Revenue by Geographic Location Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 $ % $ % $ % $ % North America $ 2,557,000 55 % $ 874,000 40 % $ 6,419,000 55 % $ 2,388,000 53 % EMEIA 1,234,000 27 % 1,204,000 55 % 3,762,000 32 % 1,908,000 42 % Asia Pacific 864,000 18 % 118,000 5 % 1,498,000 13 % 217,000 5 % Total $ 4,655,000 100 % $ 2,196,000 100 % $ 11,679,000 100 % $ 4,513,000 100 % The table above provides revenue from contracts with customers by source and geographic region (based on the customer’s billing address) on a disaggregated basis. North America consists of the United States and Canada. EMEIA consists of Europe, the Middle East, India and Africa. Asia Pacific includes China, Japan, South Korea, Singapore and Australia. For the three months ended September 30, 2021 and 2020, the United States represented 44.2% and 40.0% of total revenue, respectively. Additionally, for the three months ended September 30, 2021, China and Canada represented 17.9% and 10.8% of total revenue, respectively. For the three months ended September 30, 2020, no countries other than the United States represented greater than 10% of revenue. For the nine months ended September 30, 2021 and 2020, the United States represented 50.0% and 51.0% of total revenue, respectively. No other countries represented greater than 10% of revenue during the nine months ended September 30, 2021 and 2020. Remaining Performance Obligations As of September 30, 2021, the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied was $569,000. These remaining performance obligations primarily relate to extended warranty and support and maintenance obligations. The Company expects to recognize approximately 30.7% of this amount as revenue during the remainder of 2021, 49.9% in 2022, and 19.5% in 2023 and thereafter. Warranty revenue is included in Service and other revenue. The Company recognized revenue of $79,000 and $66,000 during the three months ended September 30, 2021 and 2020, respectively, and revenue of $326,000 and $299,000 during the nine months ended September 30, 2021 and 2020, respectively, which was included in the contract liability balance at the end of the previous year. |
Balance Sheet Account Details
Balance Sheet Account Details | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Account Details | Balance Sheet Account Details Accounts Receivable September 30, December 31, Accounts receivable, net: Accounts receivable, trade $ 5,011,000 $ 4,894,000 Less allowance for doubtful accounts (2,015,000) (2,119,000) $ 2,996,000 $ 2,775,000 The Company extends credit to its customers in the normal course of business. For diagnostic testing services, receivables are based on either contractual rates with third-party payors, plus the amounts expected to be collected for any patient-responsibility portion, or for non-contracted arrangements, using the amounts expected to be collected from third-party payors and/or the patient-customer based on historical collection experience. The Company does not perform credit evaluations and therefore subsequent adjustments to the amount expected to be collected are recorded to revenue. The balance of our Lineagen accounts receivable balance as of September 30, 2021 was $680,000. For optical genome mapping (“OGM”) products and services, credit is extended based upon an evaluation of each customer’s credit history, financial condition, and other factors. Estimates of allowances for doubtful accounts are determined by evaluating individual customer circumstances, historical payment patterns, length of time past due, and economic and other factors. Bad debt expense is recorded as necessary to maintain an appropriate level of allowance for doubtful accounts in selling, general and administrative expense. During the three and nine months ended September 30, 2021, the Company recorded a recovery of bad debt expense of $(10,000) and $(50,000), respectively, which is included in selling, general and administrative expenses. Amounts are charged to the allowance for doubtful accounts when collection efforts have been exhausted and are deemed uncollectible. Concentrations Accounts receivable is subject to concentration risk whenever a customer has a balance that meets or exceeds 10.0% of the Company’s total accounts receivable balance. As of September 30, 2021, no customers met or exceeded 10% of the Company’s total accounts receivable balance. As of December 31, 2020, two customer balances represented 27.4% of the Company’s total accounts receivable balance. Inventory Inventory is stated at the lower of cost or net realizable value, on a first-in, first-out basis. Inventory includes raw materials and finished goods that may be used in the research and development process and such items are expensed as consumed or expired. Provisions for slow-moving, excess, and obsolete inventories are estimated based on product life cycles, historical experience, and usage forecasts. The components of inventories are as follows: September 30, December 31, Inventory: Raw materials $ 1,024,000 $ 2,283,000 Finished goods 7,996,000 1,033,000 $ 9,020,000 $ 3,316,000 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Paycheck Protection Program On April 17, 2020, the Company received the PPP Loan proceeds of approximately $1.8 million pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) administered by the U.S. Small Business Administration (the “SBA”). The PPP Loan accrued interest at a rate of 1.00% per annum, and is subject to the standard terms and conditions applicable to loans administered by the SBA under the CARES Act. In February 2021, the Company applied for forgiveness of the PPP Loan, and in March 2021, the PPP Loan, including all accrued interest, was forgiven in full. A gain on forgiveness of Paycheck Protection Program loan of $1.8 million was recognized during the nine months ended September 30, 2021. Innovatus LSA In March 2019, the Company entered into a Loan and Security Agreement (the “LSA”) by and among Innovatus Life Sciences Lending Fund I, LP, a Delaware limited partnership (“Innovatus”), as collateral agent and the lenders listed on Schedule 1.1 thereto, including East West Bank. The LSA provided a first term loan of $17.5 million, a second term loan of $2.5 million and a third term loan of $5.0 million (collectively, the “Term Loans”) if the Company satisfied certain funding conditions. Interest on the Term Loans is due on the first of each month at a rate of 10.25% per annum in cash or a discounted rate of 7.25% in cash with 3.0% of the 10.25% per annum rate added to the principal of the loan and subject to accruing interest through the end of the interest only payment period, which ends March 1, 2022. At inception, the Company elected to pay interest in cash at a rate of 7.25% per annum and have 3.0% per annum of the interest added back to the outstanding principal. As of May 14, 2021 (the effective date of the loan payoff), the effective interest rate, including debt issuance costs, for the Term Loans was 16.7%. The LSA provided for prepayment fees of 3.0% of the outstanding balance of the loan if the loan is repaid on or prior to March 14, 2020, 2.0% of the amount prepaid if the prepayment occurs after March 14, 2020 but prior to March 14, 2021, 1.0% of the amount prepaid after March 14, 2021 but prior to March 14, 2022 and 0% of the amount prepaid if the prepayment occurs thereafter. In addition, upon the final repayment of the total amounts borrowed, the Company is required to pay an end of term fee of $0.8 million. This end of term fee was being recognized as interest expense over the term of the LSA. As of September 30, 2021, the outstanding term loan with Innovatus was paid in full, including all accrued interest, the end of term fee, and a prepayment fee for a total of $17.0 million. The LSA also provides for a revolving line of credit in an amount not to exceed $5.0 million (the “Revolver”), which was terminated effectively upon payment in full of the above term loan. Summary of Debt Obligations The Company had no debt as of September 30, 2021.The carrying value of the Company’s debt as of December 31, 2020 was as follows: December 31, Term Loans $ 15,981,000 PPP Loan 1,775,000 Total principal 17,756,000 Less unamortized debt issuance costs (1,430,000) Total carrying value of debt $ 16,326,000 |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stockholders’ Equity and Stock-Based Compensation | Stockholders’ Equity and Stock-Based Compensation Follow-on Public Offerings On January 12, 2021, the Company completed an underwritten public offering of 33,368,851 shares of common stock, including 4,352,458 shares of common stock sold pursuant to the underwriters’ exercise in full of their option to purchase additional shares. The price to the public in the offering was $3.05 per share and the underwriters purchased the shares from the Company pursuant to the underwriting agreement at a price of $2.867 per share. The gross proceeds were approximately $101.8 million before deducting underwriting discounts and commissions and other offering expenses of $293,000. On January 25, 2021, the Company completed an underwritten public offering of 38,333,352 shares of common stock, including 5,000,002 shares of common stock sold pursuant to the underwriters’ exercise in full of their option to purchase additional shares. The price to the public in the offering was $6.00 per share and the underwriters purchased the shares from the Company pursuant to the underwriting agreement at a price of $5.64 per share. The gross proceeds were approximately $230.0 million before deducting underwriting discounts and commissions and other offering expenses of $435,000. Shelf Registration Statements; Ladenburg and Cowen At-the-Market Facilities In August 2020, the Company filed a shelf registration statement on Form S-3 with the SEC covering the offering, issuance and sale of up to $125.0 million of the Company’s securities, including up to $40.0 million of common stock pursuant to an At Market Issuance Sales Agreement, with Ladenburg Thalmann & Co. Inc. acting as sales agent (the “Ladenburg ATM”). During October through December 2020, the Company sold 27,025,384 shares of common stock under the Ladenburg ATM at an average share price of $0.82, and received gross proceeds of approximately $22.1 million before deducting offering costs of $573,000. In January 2021, the Company sold an additional 6,298,152 shares of common stock under the ATM at an average share price of $2.68, and received gross proceeds of approximately $16.9 million before deducting offering costs of $422,000. The Company terminated the Ladenburg ATM in March 2021. On January 19, 2021, the Company filed an automatically effective shelf registration statement on Form S-3 with the SEC as a “well-known seasoned issuer,” allowing for the Company to issue an indeterminate number or amount of its securities from time to time in one or more offerings. On March 23, 2021, the Company entered into a Sales Agreement with Cowen and Company, LLC (“Cowen”) which provides for the sale, in the Company’s sole discretion, of shares of common stock having an aggregate offering price of up to $350.0 million through or to Cowen, acting as sales agent or principal (the “Cowen ATM”) . The Company agreed to pay Cowen a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Cowen with customary indemnification and contribution rights. In August and September 2021, the Company sold 2,256,000 shares of common stock under the Cowen ATM at an average share price of $6.15 per share, and received gross proceeds of approximately $13.9 million before deducting offering costs of $0.6 million. Stock Warrants A summary of the Company’s warrant activity during the nine months ended September 30, 2021 was as follows: Shares of Stock under Warrants Weighted- Weighted- Aggregate Outstanding at January 1, 2021 15,174,000 $ 2.34 3.76 $ 26,841,000 Granted — Exercised (10,789,000) 0.89 58,175,000 Canceled (24,000) 3.29 Outstanding at September 30, 2021 4,361,000 $ 5.95 2.02 $ 1,651,000 Stock Options A summary of the Company’s stock option activity during the nine months ended September 30, 2021 was as follows: Shares of Stock under Stock Options Weighted- Weighted- Aggregate Outstanding at January 1, 2021 5,290,000 $ 1.91 8.7 $ 10,178,000 Granted 6,544,000 7.11 Exercised (371,000) 1.49 $ 2,187,000 Canceled (802,000) 4.35 Outstanding at September 30, 2021 10,661,000 $ 4.94 9.01 $ 17,822,000 Vested and exercisable at September 30, 2021 3,035,000 $ 3.31 8.11 $ 9,326,000 For the three months ended September 30, 2021 and 2020, the weighted-average grant date fair value of stock options granted was $3.64 and $0.35 per share, respectively. For the nine months ended September 30, 2021 and 2020, the weighted-average grant date fair value of stock options granted was $4.78 and $0.43 per share, respectively. Stock-Based Compensation The Company recognized stock-based compensation expense for the periods presented as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Research and development $ 745,000 $ 122,000 $ 1,209,000 $ 255,000 General and administrative 2,043,000 325,000 3,708,000 848,000 Total stock-based compensation expense $ 2,788,000 $ 447,000 $ 4,917,000 $ 1,103,000 The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants during the periods presented were as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Risk-free interest rate 0.9 % 0.4 % 1.1 % 0.8 % Expected volatility 71.4 % 77.9 % 78.3 % 74.8 % Expected term (in years) 6.0 5.5 6.0 5.9 Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 % Restricted Stock Units On May 12, 2021, the compensation committee of the Company’s board of directors granted 580,000 RSUs to R. Erik Holmlin, Ph.D., the Company’s President and Chief Executive Officer (the “Holmlin Grant”), and 240,000 RSUs to Mark Oldakowski, the Company’s Chief Operating Officer (the “Oldakowski Grant”), in each case with an effective grant date and vesting commencement date of May 12, 2021. 290,000 RSUs under the Holmlin Grant are subject to time-based vesting, with 50% of the shares vesting on each of the first and second anniversaries of the vesting commencement date, subject to continued service through the vesting date, and 18 months vesting acceleration upon a termination without cause or resignation with good reason. 290,000 RSUs under the Holmlin Grant are subject to vesting upon the satisfaction of certain specified revenue targets within four years following the vesting commencement date. If Dr. Holmlin’s employment with the Company is terminated without cause or he resigns with good reason, then the shares will continue to be eligible for vesting upon satisfaction of the revenue targets within a period that is the shorter of 18 months following termination or four years following the vesting commencement date. The RSUs comprising the Oldakowski Grant are subject to time-based vesting, with 50% of the shares vesting on each of the first and second anniversaries of the vesting commencement date, subject to continued service through the vesting date. |
Litigation
Litigation | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation From time to time, the Company may be subject to potential liabilities under various claims and legal actions that are pending or may be asserted. These matters arise in the ordinary course and conduct of the business. The Company regularly assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in the financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on the Company’s assessment, it currently does not have any material loss exposure as it is not a defendant in any claims or legal actions. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is subject to taxation in the United States, United Kingdom and various state jurisdictions. The Company computes its quarterly income tax provision by using a forecasted annual effective tax rate and adjusts for any discrete items arising during the quarter. The primary difference between the effective tax rate and the federal statutory tax rate relates to the full valuation allowance on the Company’s U.S. net operating losses. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of Lineagen On August 21, 2020, the Company, Alta Merger Sub, Inc., a wholly owned subsidiary of the Company (“Merger Sub”), Lineagen, a Delaware corporation, and Michael S. Paul, Ph.D., solely in his capacity as exclusive agent and attorney-in-fact of the security-holders of Lineagen, entered into an Agreement and Plan of Merger (the “Merger Agreement”). Pursuant to the terms and conditions of the Merger Agreement, Merger Sub merged with and into Lineagen whereupon the separate corporate existence of Merger Sub ceased, with Lineagen continuing as the surviving corporation of the Merger as a wholly owned subsidiary of the Company. Lineagen’s expertise in development, commercialization and reimbursement of laboratory-developed tests provides a platform for accelerating sales growth for the Company’s Saphyr system. The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and Lineagen as if the companies had been combined as of January 1, 2019. The unaudited pro forma financial information is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved as if the acquisition had taken place as of January 1, 2019. Three Months Ended September 30, Nine Months Ended September 30, (Unaudited) 2020 2020 Revenue $ 3,018,000 $ 7,948,000 Net loss (10,087,000) (30,375,000) Basic and diluted net loss per share $ (0.07) $ (0.33) Acquisition of BioDiscovery On October 8, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which the Company agreed to acquire BioDiscovery, Inc (“Biodiscovery”). Under the terms of the Merger Agreement,, Bionano purchased 100% of the outstanding shares of BioDiscovery on October 18, 2021. Pursuant to the Merger Agreement, the Company paid upfront consideration consisting of a combination of approximately $50 million in cash and $40 million in shares of Company common stock. The upfront consideration is subject to adjustment for, among other things, cash, unpaid indebtedness, unpaid transaction expenses and working capital relative to a target. Approximately $27 million worth of shares of Company common stock issued as upfront consideration pursuant to the Merger Agreement are subject to vesting based on continued service, subject to the terms and conditions of a stock restriction agreement. Under the Merger Agreement, the Company has also agreed to pay a milestone payment of $10 million in cash based on the achievement of certain commercial milestones. The Merger Agreement has a customary post-closing purchase price adjustment mechanism. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value MeasurementsThe Company holds investment securities that consist of highly liquid, investment grade debt securities. The Company determines the fair value of its investment securities based upon one or more valuations reported by its investment accounting and reporting service provider. The investment service provider values the securities using a hierarchical security pricing model that relies primarily on valuations provided by an industry-recognized valuation service. Such valuations may be based on trade prices in active markets for identical assets or liabilities (Level 1 inputs) or valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curves, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, and broker and dealer quotes, as well as other relevant economic measures. The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis in the Unaudited Consolidated Balance Sheets: September 30, 2021 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Assets: Commercial Paper $ 97,939,000 $ — $ 97,939,000 $ — Corporate Notes/Bonds $ 87,394,000 $ — $ 87,394,000 $ — Total Investments: $ 185,333,000 $ — $ 185,333,000 $ — Money Market Funds $ 114,331,000 $ 114,331,000 $ — $ — Money Market Funds are classified as cash equivalents on the balance sheet. The Company did not hold any investments as of December 31, 2020. As of September 30, 2021, the Company held 44 securities in an unrealized loss position. None of the Company’s available-for-sale investment securities were in a material unrealized loss position at September 30, 2021. As such, the Company has not recognized any impairment in its financial statements related to its available-for-sale investment securities. As of September 30, 2021, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities: Commercial Paper Corporate Notes/Bonds Amortized Cost Unrealized gains (losses) Amortized Cost Unrealized gains (losses) Less than 1 year $ 97,957,000 $ (18,000) $ 12,234,000 $ (7,000) Due after one year through five years — — 75,258,000 (91,000) Total $ 97,957,000 $ (18,000) $ 87,492,000 $ (98,000) Included in interest income for the three-month period ended September 30, 2021 was interest income related to the Company’s available for sale securities of $13,000. All interest income related to the available for sale securities in 2021 related to three-month period ended September 30, 2021. All available-for-sale securities are classified as current assets, even if the maturity when acquired by the Company is greater than one year due to the ability to liquidate within the next 12 months. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim reporting purposes. The condensed consolidated financial statements are unaudited. The unaudited condensed consolidated financial statements reflect, in the opinion of the Company’s management, all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of financial position, results of operations, changes in equity, and comprehensive loss and cash flows for each period presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). All intercompany transactions and balances have been eliminated. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. |
Liquidity | Liquidity As of September 30, 2021, the Company had approximately $140.7 million in cash and cash equivalents, $185.3 million in available-for-sale investment securities, and working capital of $324.3 million as a result of common stock offerings executed in the quarters ended December 31, 2020, March 31, 2021, and September 30, 2021. In February 2021, we applied for forgiveness of our Paycheck Protection Program Loan of approximately $1.8 million (“the PPP Loan”) , and in March 2021, the PPP Loan, including all accrued interest, was forgiven in full. During the previous quarter ended June 30, 2021, the outstanding term loan with Innovatus (as defined below) was paid in full, including all accrued interest, an end of term fee, and a prepayment fee for a total of $17.0 million. |
Fair Value Measurements | Fair Value Measurements The Company measures certain financial assets and liabilities at fair value on a recurring basis. Fair value is the price the Company would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date. ASC 820, “Fair Value Measurements and Disclosures”, defines and establishes a framework for measuring fair value and expands disclosures about fair value measurements. In accordance with ASC 820, the Company has categorized its financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the company has the ability to access at the measurement date. Level 2 – Assets and liabilities whose values are based on quoted prices for similar attributes in active markets; quoted prices in markets where trading occurs infrequently; and inputs other than quoted prices that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. |
Investment securities | Investment Securities All investments have been classified as “available-for-sale” and are carried at fair value as determined based upon quoted market prices or pricing models for similar securities at period end. Investments with contractual maturities less than 12 months at the balance sheet date are considered short-term investments. Investments with contractual maturities beyond one year are also classified as short-term due to the Company’s ability to liquidate the investment for use in operations within the next 12 months. Realized gains and losses on investment securities are included in earnings and are derived using the specific identification method for determining the cost of securities sold. The Company has not realized any significant gains or losses on sales of available-for-sale investment securities during any of the periods presented. As all the Company’s investment holdings are in the form of debt securities, unrealized gains and losses that are determined to be temporary in nature are reported as a component of accumulated other comprehensive income (loss). A decline in the fair value of any security below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. Interest income is recognized when earned, as are the amortization of purchase premiums and accretion of purchase discounts on investment securities. |
Recently Issued But Not Yet Adopted Accounting Pronouncements | Recently Issued But Not Yet Adopted Accounting Pronouncements In February 2015, the FASB issued Accounting Standards Update (“ASU”) 2016-2, Leases (Topic 842) , which amends the accounting guidance for leases and increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and requires disclosures of key information about leasing arrangements. ASU 2016-2 initially mandated a modified retrospective transition method, however, in July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which amends ASU 2016-2, permitting entities the option to adopt this standard prospectively with a cumulative-effect adjustment to opening equity in the year of adoption and include required disclosures for prior periods but will not restate prior periods. The Company anticipates implementing the accounting guidance for leases using the alternative method beginning with the annual reporting period ending December 31, 2021 and interim reporting periods in 2022. The Company is in the process of evaluating the impact of adoption of the lease accounting guidance on the consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of credit Losses on Financial Instruments (ASU 2016-13) , which amends the impairment model by requiring entities to use a forward looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. The standard is effective for the company beginning in the first quarter of 2023, with early adoption permitted. The Company is currently evaluating the expected impact of ASU 2016-13 on its financial statements. In May 2021, the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges for Freestanding Equity-Classified Written Call Options to clarify the accounting for modifications or exchanges of equity- classified warrants.The standard is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company is in the process of evaluating the expected impact of ASU 2021-04 |
Net Loss Per Share | Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common shares and common share equivalents outstanding for the period. Common stock equivalents are only included when their effect is dilutive. The Company’s potentially dilutive securities which include warrants, outstanding stock options, and Restricted Stock Units (“RSUs”) under the Company’s equity incentive plan have been excluded from the computation of diluted net loss per share as they would be anti-dilutive to the net loss per share. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Net Loss Per Share Attributable to Common Stockholders | Potentially dilutive securities not included in the calculation of diluted net loss per share attributable to common stockholders because to do so would be anti-dilutive are as follows (in common stock equivalent shares): September 30, September 30, Stock options 10,661,000 5,331,000 Warrants 4,361,000 29,709,000 RSUs 820,000 — Total 15,842,000 35,040,000 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue Recognition | Revenue by Source Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Instruments $ 1,468,000 $ 724,000 $ 3,507,000 $ 1,487,000 Consumables 1,832,000 856,000 4,338,000 2,016,000 Total product revenue 3,300,000 1,580,000 7,845,000 3,503,000 Service and other 1,355,000 616,000 3,834,000 1,010,000 Total revenue $ 4,655,000 $ 2,196,000 $ 11,679,000 $ 4,513,000 Revenue by Geographic Location Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 $ % $ % $ % $ % North America $ 2,557,000 55 % $ 874,000 40 % $ 6,419,000 55 % $ 2,388,000 53 % EMEIA 1,234,000 27 % 1,204,000 55 % 3,762,000 32 % 1,908,000 42 % Asia Pacific 864,000 18 % 118,000 5 % 1,498,000 13 % 217,000 5 % Total $ 4,655,000 100 % $ 2,196,000 100 % $ 11,679,000 100 % $ 4,513,000 100 % |
Balance Sheet Account Details (
Balance Sheet Account Details (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable | September 30, December 31, Accounts receivable, net: Accounts receivable, trade $ 5,011,000 $ 4,894,000 Less allowance for doubtful accounts (2,015,000) (2,119,000) $ 2,996,000 $ 2,775,000 |
Schedule of Components of Inventories | The components of inventories are as follows: September 30, December 31, Inventory: Raw materials $ 1,024,000 $ 2,283,000 Finished goods 7,996,000 1,033,000 $ 9,020,000 $ 3,316,000 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The carrying value of the Company’s debt as of December 31, 2020 was as follows: December 31, Term Loans $ 15,981,000 PPP Loan 1,775,000 Total principal 17,756,000 Less unamortized debt issuance costs (1,430,000) Total carrying value of debt $ 16,326,000 |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Warrant Activity | A summary of the Company’s warrant activity during the nine months ended September 30, 2021 was as follows: Shares of Stock under Warrants Weighted- Weighted- Aggregate Outstanding at January 1, 2021 15,174,000 $ 2.34 3.76 $ 26,841,000 Granted — Exercised (10,789,000) 0.89 58,175,000 Canceled (24,000) 3.29 Outstanding at September 30, 2021 4,361,000 $ 5.95 2.02 $ 1,651,000 |
Summary of Stock Option Activity | A summary of the Company’s stock option activity during the nine months ended September 30, 2021 was as follows: Shares of Stock under Stock Options Weighted- Weighted- Aggregate Outstanding at January 1, 2021 5,290,000 $ 1.91 8.7 $ 10,178,000 Granted 6,544,000 7.11 Exercised (371,000) 1.49 $ 2,187,000 Canceled (802,000) 4.35 Outstanding at September 30, 2021 10,661,000 $ 4.94 9.01 $ 17,822,000 Vested and exercisable at September 30, 2021 3,035,000 $ 3.31 8.11 $ 9,326,000 |
Summary of Recognized Stock-Based Compensation Expense | The Company recognized stock-based compensation expense for the periods presented as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Research and development $ 745,000 $ 122,000 $ 1,209,000 $ 255,000 General and administrative 2,043,000 325,000 3,708,000 848,000 Total stock-based compensation expense $ 2,788,000 $ 447,000 $ 4,917,000 $ 1,103,000 |
Schedule of Weighted-Average Assumptions in Black -Scholes Option Pricing Model | The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants during the periods presented were as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Risk-free interest rate 0.9 % 0.4 % 1.1 % 0.8 % Expected volatility 71.4 % 77.9 % 78.3 % 74.8 % Expected term (in years) 6.0 5.5 6.0 5.9 Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 % |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information | The unaudited pro forma financial information is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved as if the acquisition had taken place as of January 1, 2019. Three Months Ended September 30, Nine Months Ended September 30, (Unaudited) 2020 2020 Revenue $ 3,018,000 $ 7,948,000 Net loss (10,087,000) (30,375,000) Basic and diluted net loss per share $ (0.07) $ (0.33) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis in the Unaudited Consolidated Balance Sheets: September 30, 2021 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Assets: Commercial Paper $ 97,939,000 $ — $ 97,939,000 $ — Corporate Notes/Bonds $ 87,394,000 $ — $ 87,394,000 $ — Total Investments: $ 185,333,000 $ — $ 185,333,000 $ — Money Market Funds $ 114,331,000 $ 114,331,000 $ — $ — |
Marketable Securities | As of September 30, 2021, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities: Commercial Paper Corporate Notes/Bonds Amortized Cost Unrealized gains (losses) Amortized Cost Unrealized gains (losses) Less than 1 year $ 97,957,000 $ (18,000) $ 12,234,000 $ (7,000) Due after one year through five years — — 75,258,000 (91,000) Total $ 97,957,000 $ (18,000) $ 87,492,000 $ (98,000) |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||
Cash and cash equivalents | $ 140,736 | $ 140,736 | $ 38,449 | |||
Investments | 185,333 | 185,333 | $ 0 | |||
Working capital | 324,300 | 324,300 | ||||
Gain on forgiveness of PPP Loan | $ 1,800 | $ 0 | $ 0 | 1,775 | $ 0 | |
Repayments of debt | $ 17,010 | $ 5,000 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 15,842 | 35,040 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 10,661 | 5,331 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 4,361 | 29,709 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 820 | 0 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Source and Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 4,655 | $ 2,196 | $ 11,679 | $ 4,513 |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 2,557 | 874 | 6,419 | 2,388 |
EMEIA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,234 | 1,204 | 3,762 | 1,908 |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 864 | $ 118 | $ 1,498 | $ 217 |
Revenue from Contract with Customer | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 100.00% | 100.00% | 100.00% | 100.00% |
Revenue from Contract with Customer | Geographic Concentration Risk | North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 55.00% | 40.00% | 55.00% | 53.00% |
Revenue from Contract with Customer | Geographic Concentration Risk | EMEIA | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 27.00% | 55.00% | 32.00% | 42.00% |
Revenue from Contract with Customer | Geographic Concentration Risk | Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 18.00% | 5.00% | 13.00% | 5.00% |
Product revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 3,300 | $ 1,580 | $ 7,845 | $ 3,503 |
Instruments | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,468 | 724 | 3,507 | 1,487 |
Consumables | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,832 | 856 | 4,338 | 2,016 |
Service and other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,355 | $ 616 | $ 3,834 | $ 1,010 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - Geographic Concentration Risk - Revenue Benchmark | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 44.20% | 40.00% | 50.00% | 51.00% |
China | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 17.90% | |||
CANADA | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 10.80% |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation | $ 569 | $ 569 | ||
Revenue recognized | $ 79 | $ 66 | $ 326 | $ 299 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation, percentage | 30.70% | 30.70% | ||
Timing of satisfaction of remaining performance obligation | 3 months | 3 months | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation, percentage | 49.90% | 49.90% | ||
Timing of satisfaction of remaining performance obligation | 1 year | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation, percentage | 19.50% | 19.50% | ||
Timing of satisfaction of remaining performance obligation | 1 year | 1 year |
Balance Sheet Account Details -
Balance Sheet Account Details - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts receivable, trade | $ 5,011 | $ 4,894 |
Less allowance for doubtful accounts | (2,015) | (2,119) |
Accounts receivable, net | $ 2,996 | $ 2,775 |
Balance Sheet Account Details_2
Balance Sheet Account Details - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Product Information [Line Items] | |||
Accounts receivable | $ 2,996 | $ 2,996 | $ 2,775 |
Recovery of bad debt expense | (10) | (50) | |
Lineagen | |||
Product Information [Line Items] | |||
Accounts receivable | $ 680 | $ 680 | |
Two Customers | Accounts Receivable | Customer Concentration Risk | |||
Product Information [Line Items] | |||
Concentration risk percentage | 27.40% |
Balance Sheet Account Details_3
Balance Sheet Account Details - Schedule of Components of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 1,024 | $ 2,283 |
Finished goods | 7,996 | 1,033 |
Inventory, net | $ 9,020 | $ 3,316 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Apr. 17, 2020 | Mar. 31, 2021 | Mar. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | May 14, 2021 |
Debt Instrument [Line Items] | ||||||||
Gain on forgiveness of PPP Loan | $ 1,800,000 | $ 0 | $ 0 | $ 1,775,000 | $ 0 | |||
Repayments of debt | 17,010,000 | $ 5,000,000 | ||||||
Loan Under Paycheck Protection Program | Unsecured Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | $ 1,800,000 | |||||||
Gain on forgiveness of PPP Loan | $ 1,800,000 | |||||||
Term A-1 Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan face value | $ 17,500,000 | |||||||
Term A-2 Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan face value | 2,500,000 | |||||||
Innovatus Term 3 Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan face value | $ 5,000,000 | |||||||
Innovatus LSA | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash rate | 10.25% | |||||||
Discounted cash rate | 7.25% | |||||||
Effective interest rate | 16.70% | |||||||
End of term fee | $ 800,000 | |||||||
Innovatus LSA | Period One | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment fee percentage | 3.00% | |||||||
Innovatus LSA | Period Two | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment fee percentage | 2.00% | |||||||
Innovatus LSA | Period Three | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment fee percentage | 1.00% | |||||||
Innovatus LSA | Period Four | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment fee percentage | 0.00% | |||||||
Innovatus LSA | PIK | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash rate | 3.00% | |||||||
Revolver | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan facility available | $ 5,000,000 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
Total principal | $ 17,756 |
Less unamortized debt issuance costs | (1,430) |
Total carrying value of debt | 16,326 |
Term Loans | |
Debt Instrument [Line Items] | |
Total principal | 15,981 |
PPP Loan | |
Debt Instrument [Line Items] | |
Total principal | $ 1,775 |
Stockholders_ Equity and Stoc_3
Stockholders’ Equity and Stock-Based Compensation - Narrative (Details) - USD ($) | May 12, 2021 | Mar. 23, 2021 | Jan. 25, 2021 | Jan. 12, 2021 | Jan. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Aug. 31, 2020 |
Class of Stock [Line Items] | ||||||||
Number of shares issued (in shares) | 38,333,352 | 33,368,851 | 6,298,152 | 2,256,000 | 27,025,384 | |||
Average share price (in dollars per share) | $ 6 | $ 3.05 | $ 2.68 | $ 6.15 | $ 0.82 | |||
Gross proceeds | $ 230,000,000 | $ 101,800,000 | $ 16,900,000 | $ 13,900,000 | $ 22,100,000 | |||
Offering costs | $ 435,000 | $ 293,000 | $ 422,000 | $ 600,000 | $ 573,000 | |||
Authorized amount of stock to be issued | $ 125,000,000 | |||||||
RSUs | R. Erik Holmlin | ||||||||
Class of Stock [Line Items] | ||||||||
Units granted (in shares) | 580,000 | |||||||
RSUs | R. Erik Holmlin | Time-Based Vesting | ||||||||
Class of Stock [Line Items] | ||||||||
Units granted (in shares) | 290,000 | |||||||
Percentage of shares vesting on the first and second anniversary | 50.00% | |||||||
Vesting period, termination of employment | 18 months | |||||||
RSUs | R. Erik Holmlin | Performance Satisfaction Vesting | ||||||||
Class of Stock [Line Items] | ||||||||
Units granted (in shares) | 290,000 | |||||||
RSUs | R. Erik Holmlin | Performance Satisfaction Vesting | Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Vesting period, termination of employment | 4 years | |||||||
RSUs | R. Erik Holmlin | Performance Satisfaction Vesting | Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Vesting period, termination of employment | 18 months | |||||||
RSUs | Mark Oldakowski | ||||||||
Class of Stock [Line Items] | ||||||||
Units granted (in shares) | 240,000 | |||||||
RSUs | Mark Oldakowski | Time-Based Vesting | ||||||||
Class of Stock [Line Items] | ||||||||
Percentage of shares vesting on the first and second anniversary | 50.00% | |||||||
Cowen | ||||||||
Class of Stock [Line Items] | ||||||||
Aggregate offering price | $ 350,000,000 | |||||||
Commission fee | 3.00% | |||||||
Over-Allotment Option | ||||||||
Class of Stock [Line Items] | ||||||||
Number of shares issued (in shares) | 5,000,002 | 4,352,458 | ||||||
Average share price (in dollars per share) | $ 5.64 | $ 2.867 | ||||||
Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Authorized amount of stock to be issued | $ 40,000,000 |
Stockholders_ Equity and Stoc_4
Stockholders’ Equity and Stock-Based Compensation - Warrant Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Shares of Stock under Warrants | ||
Beginning balance (in shares) | 15,174 | |
Granted (in shares) | 0 | |
Exercised (in shares) | (10,789) | |
Canceled (in shares) | (24) | |
Ending balance (in shares) | 4,361 | 15,174 |
Weighted- Average Exercise Price | ||
Beginning balance (in USD per share) | $ 2.34 | |
Exercised (in USD per share) | 0.89 | |
Cancelled (in dollars per share) | 3.29 | |
Ending balance (in USD per share) | $ 5.95 | $ 2.34 |
Weighted- Average Remaining Contractual Term | ||
Balance | 2 years 7 days | 3 years 9 months 3 days |
Aggregate Intrinsic Value | ||
Beginning balance | $ 26,841 | |
Exercised | 58,175 | |
Ending balance | $ 1,651 | $ 26,841 |
Stockholders_ Equity and Stoc_5
Stockholders’ Equity and Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Shares of Stock under Stock Options | |||||
Beginning balance (in shares) | 5,290 | ||||
Granted (in shares) | 6,544 | ||||
Exercised (in shares) | (371) | ||||
Canceled (in shares) | (802) | ||||
Ending balance (in shares) | 10,661 | 10,661 | 5,290 | ||
Vested and exercisable (in shares) | 3,035 | 3,035 | |||
Weighted- Average Exercise Price | |||||
Beginning balance (in USD per share) | $ 1.91 | ||||
Granted (in USD per share) | 7.11 | ||||
Exercised (in USD per share) | 1.49 | ||||
Canceled (in USD per share) | 4.35 | ||||
Ending balance (in USD per share) | $ 4.94 | 4.94 | $ 1.91 | ||
Vested and exercisable (in USD per share) | $ 3.31 | $ 3.31 | |||
Weighted- Average Remaining Contractual Term | |||||
Outstanding (in years) | 9 years 3 days | 8 years 8 months 12 days | |||
Vested and exercisable (in years) | 8 years 1 month 9 days | ||||
Aggregate Intrinsic Value | |||||
Beginning balance | $ 10,178 | ||||
Exercised | 2,187 | ||||
Ending balance | $ 17,822 | 17,822 | $ 10,178 | ||
Vested and exercisable | $ 9,326 | $ 9,326 | |||
Weighted-average grant date fair value (in USD per share) | $ 3.64 | $ 0.35 | $ 4.78 | $ 0.43 |
Stockholders_ Equity and Stoc_6
Stockholders’ Equity and Stock-Based Compensation - Recognized Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
General and administrative | $ 2,788 | $ 447 | $ 4,917 | $ 1,103 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
General and administrative | 745 | 122 | 1,209 | 255 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
General and administrative | $ 2,043 | $ 325 | $ 3,708 | $ 848 |
Stockholders_ Equity and Stoc_7
Stockholders’ Equity and Stock-Based Compensation - Assumptions (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | ||||
Risk-free interest rate | 0.90% | 0.40% | 1.10% | 0.80% |
Expected volatility | 71.40% | 77.90% | 78.30% | 74.80% |
Expected term (in years) | 6 years | 5 years 6 months | 6 years | 5 years 10 months 24 days |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - Lineagen - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Business Acquisition [Line Items] | ||
Revenue | $ 3,018 | $ 7,948 |
Net loss | $ (10,087) | $ (30,375) |
Basic net loss per share (in dollars per share) | $ (0.07) | $ (0.33) |
Diluted net loss per share (in dollars per share) | $ (0.07) | $ (0.33) |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - BioDiscovery - Subsequent Event $ in Millions | Oct. 08, 2021USD ($) |
Business Acquisition [Line Items] | |
Acquired shares purchased (in shares) | 100.00% |
Consideration transferred, cash | $ 50 |
Consideration transferred, value of shares | 40 |
Consideration transferred, value of shares subject to vesting | 27 |
Business Acquisition, Milestone Payment | $ 10 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities (Details) - Fair Value, Recurring $ in Thousands | Sep. 30, 2021USD ($) |
Total Investments | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | $ 185,333 |
Total Investments | Commercial Paper | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 97,939 |
Total Investments | Corporate Notes/Bonds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 87,394 |
Money Market Funds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 114,331 |
Level 1 | Total Investments | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 1 | Total Investments | Commercial Paper | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 1 | Total Investments | Corporate Notes/Bonds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 1 | Money Market Funds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 114,331 |
Level 2 | Total Investments | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 185,333 |
Level 2 | Total Investments | Commercial Paper | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 97,939 |
Level 2 | Total Investments | Corporate Notes/Bonds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 87,394 |
Level 2 | Money Market Funds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 3 | Total Investments | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 3 | Total Investments | Commercial Paper | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 3 | Total Investments | Corporate Notes/Bonds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | 0 |
Level 3 | Money Market Funds | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2021USD ($)security | |
Fair Value Disclosures [Abstract] | |
Number of securities in an unrealized loss position | security | 44 |
Interest income | $ | $ 13 |
Fair Value Measurements - Amort
Fair Value Measurements - Amortized Cost and Unrealized Gains (Losses) (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Commercial Paper | |
Amortized Cost | |
Less than 1 year | $ 97,957 |
Due after one year through five years | 0 |
Total | 97,957 |
Unrealized gains (losses) | |
Less than 1 year | (18) |
Due after one year through five years | 0 |
Total | (18) |
Corporate Notes/Bonds | |
Amortized Cost | |
Less than 1 year | 12,234 |
Due after one year through five years | 75,258 |
Total | 87,492 |
Unrealized gains (losses) | |
Less than 1 year | (7) |
Due after one year through five years | (91) |
Total | $ (98) |