Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 28, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
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 | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 289,697,045 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
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 | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 24,048 | $ 24,571 |
Investments | 192,420 | 226,041 |
Accounts receivable, net of allowance for doubtful accounts of $463,000 and $690,000 as of March 31, 2022 and December 31, 2021, respectively | 5,514 | 4,934 |
Inventory | 16,268 | 12,387 |
Prepaid expenses and other current assets | 4,110 | 4,481 |
Total current assets | 242,360 | 272,414 |
Property and equipment, net | 12,661 | 10,318 |
Operating lease right-of-use assets | 6,817 | 6,691 |
Finance lease right-of-use assets, related party | 3,897 | 3,926 |
Intangible assets, net | 25,424 | 26,842 |
Goodwill | 56,254 | 56,160 |
Other long-term assets | 798 | 749 |
Total assets | 348,211 | 377,100 |
Current liabilities: | ||
Accounts payable | 6,590 | 9,696 |
Accrued expenses | 8,936 | 9,694 |
Contract liabilities | 1,107 | 684 |
Operating lease liability | 1,730 | 1,467 |
Finance lease liability, related party | 296 | 299 |
Total current liabilities | 18,659 | 21,840 |
Operating lease liability, net of current portion | 5,451 | 5,288 |
Finance lease liability, net of current portion, related party | 3,638 | 3,642 |
Contingent consideration | 9,145 | 9,066 |
Long-term contract liabilities | 133 | 146 |
Total liabilities | 37,026 | 39,982 |
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 March 31, 2022 and December 31, 2021 | 0 | 0 |
Common stock, $0.0001 par value, 400,000,000 shares authorized at March 31, 2022 and December 31, 2021; 289,688,000 and 289,602,000 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 29 | 29 |
Additional paid-in capital | 558,864 | 553,747 |
Accumulated deficit | (246,071) | (216,119) |
Accumulated other comprehensive loss | (1,637) | (539) |
Total stockholders’ equity | 311,185 | 337,118 |
Total liabilities and stockholders’ equity | $ 348,211 | $ 377,100 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 463 | $ 690 |
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) | 289,688,000 | 289,602,000 |
Common stock, shares outstanding (in shares) | 289,688,000 | 289,602,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue: | ||
Total revenue | $ 5,696 | $ 3,168 |
Cost of revenue: | ||
Total cost of revenue | 4,835 | 2,125 |
Operating expenses: | ||
Research and development | 10,527 | 2,678 |
Selling, general and administrative | 20,277 | 9,528 |
Total operating expenses | 30,804 | 12,206 |
Loss from operations | (29,943) | (11,163) |
Other income (expense): | ||
Interest income | 110 | 65 |
Interest expense | (77) | (603) |
Gain on forgiveness of PPP Loan | 0 | 1,775 |
Other income (expense) | (33) | (15) |
Total other income (expense) | 0 | 1,222 |
Loss before income taxes | (29,943) | (9,941) |
Benefit (provision) for income taxes | (9) | (6) |
Net loss | $ (29,952) | $ (9,947) |
Net loss per share, basic (in dollars per share) | $ (0.11) | $ (0.04) |
Net loss per share, diluted (in dollars per share) | $ (0.11) | $ (0.04) |
Weighted-average common shares outstanding, basic (in shares) | 284,613 | 263,939 |
Weighted-average common shares outstanding, diluted (in shares) | 284,613 | 263,939 |
Product revenue | ||
Revenue: | ||
Total revenue | $ 3,116 | $ 2,049 |
Cost of revenue: | ||
Total cost of revenue | 3,576 | 1,513 |
Service and other revenue | ||
Revenue: | ||
Total revenue | 2,580 | 1,119 |
Cost of revenue: | ||
Total cost of revenue | $ 1,259 | $ 612 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Statement) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net Loss | $ (29,952) | $ (9,947) |
Unrealized (loss) on investment securities | (1,098) | 0 |
Comprehensive Loss | $ (31,050) | $ (9,947) |
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, 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) | |||
Other comprehensive loss | 0 | ||||
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, 2021 | 289,602 | ||||
Beginning Balance at Dec. 31, 2021 | $ 337,118 | $ 29 | 553,747 | (216,119) | $ (539) |
Equity | |||||
Stock option exercises (in shares) | 21 | 21 | |||
Stock option exercises | $ 15 | 15 | |||
Stock-based compensation expense | 5,102 | 5,102 | |||
Issuance of common stock due to the vesting of restricted stock units, net of shares withheld to cover taxes (in shares) | 65 | ||||
Net loss | (29,952) | (29,952) | |||
Other comprehensive loss | (1,098) | (1,098) | |||
Ending Balance (in shares) at Mar. 31, 2022 | 289,688 | ||||
Ending Balance at Mar. 31, 2022 | $ 311,185 | $ 29 | $ 558,864 | $ (246,071) | $ (1,637) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating activities: | ||
Net loss | $ (29,952) | $ (9,947) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation and amortization expense | 2,210 | 448 |
Amortization of financing lease right-of-use asset | 29 | 0 |
Amortization of interest on securities | 299 | 0 |
Non-cash lease expense | 299 | 0 |
Non-cash interest expense | 0 | 315 |
Stock-based compensation | 5,102 | 371 |
Change in fair value of contingent consideration | 79 | 0 |
Gain on forgiveness of PPP Loan | 0 | (1,775) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (640) | 783 |
Inventory | (5,938) | (961) |
Prepaid expenses and other current assets | (371) | (1,049) |
Accounts payable | (3,168) | (1,045) |
Accrued expenses and contract liabilities | (443) | (1,044) |
Net cash used in operating activities | (32,494) | (13,904) |
Investing Activities: | ||
BioDiscovery acquisition, return of purchase consideration from escrow | 694 | 0 |
Purchases of property and equipment | (150) | (24) |
Purchase of available for sale securities | (14,954) | 0 |
Sale and maturity of available for sale securities | 47,179 | 0 |
Construction in progress | (832) | 0 |
Sale of property and equipment | 27 | 0 |
Net cash provided by / (used in) investing activities | 31,964 | (24) |
Financing activities: | ||
Principal payments of financing lease liability | (8) | 0 |
Proceeds from sale of common stock | 0 | 328,635 |
Offering expenses on sale of common stock | 0 | (825) |
Proceeds from warrant and option exercises | 15 | 9,726 |
Net cash provided by financing activities | 7 | 337,536 |
Net increase in cash and cash equivalents | (523) | 323,608 |
Cash and cash equivalents at beginning of period | 24,571 | 38,449 |
Cash and cash equivalents at end of period | 24,048 | 362,057 |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 70 | 287 |
Cash paid for operating lease liabilities | 217 | 206 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Transfer of instruments and servers from inventory to property and equipment, net | 2,056 | 1,240 |
Operating Lease Liabilities resulting from obtaining right-of-use assets | 513 | 2,013 |
Offering costs in accounts payable | 0 | 324 |
Warrant exercise pursuant to cashless exercise | $ 0 | $ 129 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
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, LLC. (“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, 2021. Liquidity As of March 31, 2022, the Company had approximately $24.0 million in cash and cash equivalents, $192.4 million in available for sale investment securities, and working capital of $223.7 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, the Company applied for forgiveness of its 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. The Company believes its available cash, cash equivalents, and available for sale securities will be sufficient to fund operations, obligations as they become due and capital investments for at least the next 12 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. If restrictions related to COVID-19 persist, the Company could see additional supply chain disruptions that impact its ability to produce its products and may cause the Company to make strategic determinations regarding, among other things, the cost and quality of the components and supplies it acquires. The Company may also see negative effects on study enrollment in its ongoing or future studies. At various times throughout the pandemic, the Company has been unable to visit certain customer sites to support installation or service of its OGM systems. The Company’s manufacturing partners, suppliers, and customers, have implemented similar operational reductions. Despite reporting an increase in revenue for the three months ended March 31, 2022 when compared to the same period in 2021, the Company experienced supply chain constraints that negatively impacted the Company’s first quarter 2022 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. During the three months ended March 31, 2022, the Company experienced supply chain challenges, which it largely attributes to the COVID-19 pandemic. While the COVID-19 pandemic did not prevent the Company from operating its business during the three months ended March 31, 2022, it experienced increased cost to secure certain component parts in its products and to produce its products at its contract manufacturers. 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. Further, the travel restrictions on the Company’s business have limited its ability to support its global and domestic operations, including providing installation and training and customer service, which has and may continue to slow the pace of its commercial strategy, sales and marketing efforts. These negative effects could have a material impact on the Company’s operations, business, earnings, and liquidity. Significant Accounting Policies During the three months ended March 31, 2022, 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, 2021. Recently Issued But Not Yet Adopted Accounting Pronouncements 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. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update 2016-02, “Leases (Topic 842)” (“ASC 842”) which requires lessees to recognize leases on the balance sheet and disclose key information about leasing arrangements. ASC 842 establishes a right-of-use model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. ASC 842 also requires disclosures to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The standard was adopted on January 1, 2021, as the Company lost its status as an Emerging Growth Company effective December 31, 2021, and therefore was required to adopt the standard for the year ending December 31, 2021, using the modified retrospective method. Under this transition method, the Company recognized and measured leases that existed at the adoption date in the consolidated balance sheet as of January 1, 2021. In connection with the adoption of ASC 842, the Company elected the package of practical expedients requiring no reassessment of whether any expired or existing contracts contain leases, the lease classification of any expired or existing leases, or initial direct costs for any existing leases. The Company also made accounting policy elections not to apply the recognition requirements under ASC 842 to any short-term leases and to account for each separate lease and associated non-lease components as a single lease component for all the Company’s leases. The adoption of this new accounting standard resulted in increased qualitative and quantitative disclosures regarding the amount, timing, and uncertainty of cash flows arising from leases. For further details, see Note 7, Commitments and Contingencies. The adoption of the new standard did not materially impact the Company’s consolidated results of operations. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2022 | |
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 share equivalents are only included when their effect is dilutive. Pre-funded warrants from the Company’s follow-on offering have been treated as if they were common shares outstanding on the date of issuance. The Company’s potentially dilutive securities which include outstanding warrants to purchase stock and outstanding stock options under the Company’s equity incentive plans have been excluded from the computation of diluted net loss per share as they would be anti-dilutive to the net loss per share. Restricted stock is treated as outstanding for accounting purposes. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. 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): March 31, March 31, Stock options 21,531,000 5,126,000 Unvested restricted stock 4,257,000 Warrants 4,356,000 4,411,000 RSUs 296,000 — PSUs 290,000 — Total 30,730,000 9,537,000 |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Revenue by Source Three Months Ended March 31, 2022 2021 Instruments $ 1,596,000 $ 882,000 Consumables 1,520,000 1,167,000 Total product revenue 3,116,000 2,049,000 Service and other 2,580,000 1,119,000 Total revenue $ 5,696,000 $ 3,168,000 Revenue by Geographic Location Three Months Ended March 31, 2022 2021 $ % $ % Americas $ 3,328,000 58 % $ 1,498,000 47 % EMEIA 1,739,000 31 % 1,587,000 50 % Asia Pacific 629,000 11 % 83,000 3 % Total $ 5,696,000 100 % $ 3,168,000 100 % 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. Americas consists of North America and South America. 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 March 31, 2022 and 2021, the United States represented 45.0% and 44.8% of total revenue, respectively. No other countries represented greater than 10% of revenue during the three months ended March 31, 2022 and 2021. Remaining Performance Obligations As of March 31, 2022, the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied was approximately $1.2 million. These remaining performance obligations primarily relate to extended warranty and support and maintenance obligations. The Company expects to recognize approximately 75.8% of this amount as revenue during the remainder of 2022, 20.9% in 2023, and 3.3% in 2024 and thereafter. Warranty revenue is included in service and other revenue. The Company recognized revenue of approximately $0.3 million and $0.2 million during the three months ended March 31, 2022 and 2021, respectively, which was included in the contract liability balance at the end of the previous year. |
Balance Sheet Account Details
Balance Sheet Account Details | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Account Details | Balance Sheet Account Details Accounts Receivable March 31, December 31, Accounts receivable, net: Accounts receivable, trade $ 5,977,000 $ 5,624,000 Less allowance for doubtful accounts (463,000) (690,000) $ 5,514,000 $ 4,934,000 Inventory The components of inventories are as follows: March 31, December 31, Inventory: Raw materials $ 1,139,000 $ 745,000 Finished goods 15,129,000 11,642,000 $ 16,268,000 $ 12,387,000 Intangible Assets Intangible assets that are subject to amortization consisted of the following for the periods presented: March 31, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trade name $ 1,630,000 $ (290,000) $ 1,340,000 $ 1,630,000 $ (210,000) $ 1,420,000 Customer relationships 3,950,000 (576,000) 3,374,000 3,950,000 (378,000) 3,572,000 Developed technology 22,800,000 (2,090,000) 20,710,000 22,800,000 (950,000) 21,850,000 Intangibles, net $ 28,380,000 $ (2,956,000) $ 25,424,000 $ 28,380,000 $ (1,538,000) $ 26,842,000 Accrued Expenses Accrued expenses consist of the following: March 31, December 31, Compensation expenses $ 3,946,000 $ 4,529,000 Goods received not invoiced 1,238,000 1,073,000 Customer deposits 979,000 826,000 Taxes payable 685,000 677,000 Insurance 389,000 1,011,000 Professional fees and royalties 218,000 288,000 Warranty liabilities 175,000 175,000 Other 1,306,000 1,115,000 Total $ 8,936,000 $ 9,694,000 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
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”). 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 three months ended March 31, 2021. Innovatus Loan and Security Agreement In May 2021, the outstanding term loan with Innovatus (“Innovatus LSA”) was paid in full, including all accrued interest, the end of term fee, and a prepayment fee for a total of approximately $17.0 million. Interest expense recognized during the three months ended March 31, 2021 totaled approximately $0.6 million. |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
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 and January 25, 2021, the Company completed an underwritten public offering of 33.4 million and 38.3 million shares of common stock, respectively. The price to the public in the offerings on January 12, 2021 and January 15, 2021 was $3.05 and $6.00 per share, respectively. The net proceeds to the Company from the offerings, after deducting the underwriting discounts and commissions and other offering expenses, were $101.5 million and $229.6 million, respectively. 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 million of the Company’s securities, including up to $40 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 2020 through January 2021, the Company sold approximately 27.0 million shares of common stock under the Ladenburg ATM and received net proceeds of $38.0 million after deducting aggregate offering costs. 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 approximately 2.3 million 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. There were no sales of common stock under the Cowen ATM from January 1, 2022 to March 31, 2022 . Stock Warrants A summary of the Company’s warrant activity during the three months ended March 31, 2022 was as follows: Shares of Stock under Warrants Weighted- Weighted- Aggregate Outstanding at January 1, 2022 4,356,000 $ 5.96 1.76 $ 785,000 Granted — — — — Exercised — — — — Canceled — — — — Outstanding at March 31, 2022 4,356,000 $ 5.96 1.76 $ 785,000 Stock Options A summary of the Company’s stock option activity during the three months ended March 31, 2022 was as follows: Shares of Stock under Stock Options Weighted- Weighted- Aggregate Outstanding at January 1, 2022 12,765,000 $ 4.97 8.9 $ 7,891,000 Granted 9,691,000 2.19 — — Exercised (21,000) 0.79 — 32,000 Canceled (904,000) 5.73 — — Outstanding at March 31, 2022 21,531,000 $ 3.69 9.11 $ 10,131,000 Vested and exercisable at March 31, 2022 4,018,000 $ 3.66 7.88 $ 3,972,000 For the three months ended March 31, 2022, the weighted-average grant date fair value of stock options granted was $1.39 per share. Stock-Based Compensation The Company recognized stock-based compensation expense for the periods presented as follows: Three Months Ended 2022 2021 Research and development $ 3,328,000 $ 81,000 General and administrative 1,774,000 290,000 Total stock-based compensation expense $ 5,102,000 $ 371,000 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 2022 2021 Risk-free interest rate 1.9 % 0.7 % Expected volatility 70.1 % 79.3 % Expected term (in years) 6.0 6.1 Expected dividend yield 0.0 % 0.0 % Restricted Stock Restricted Stock A restricted stock award in the amount of 5.0 million shares with a grant date fair value of $5.20 a share was granted as part of the acquisition of BioDiscovery. One-third of the Restricted Shares will vest on October 18, 2022 and one-twelfth of the Restricted Shares shall vest every three months following October 18, 2022, subject to continuous service of a key employee. The weighted average remaining contractual term for the restricted stock is 2.6 years as of March 31, 2022. The fair value of the restricted stock award is based on the market value of common stock as of the date of grant and is amortized to expense over the respective vesting period or the service period. Restricted Stock Units and Performance Stock Units The following table summarizes restricted share unit (“RSU”) activity during the three months ended March 31, 2022: Stock Units Weighted- Average Grant Date Fair Value per Share Outstanding at January 1, 2022 361,000 $ 4.74 Granted — — Released (65,000) 4.74 Forfeited — — Outstanding at March 31, 2022 296,000 $ 4.74 The total intrinsic value of the RSUs that vested was $0.3 million during the three months ended March 31, 2022, determined as of the date of vesting. The weighted average remaining contractual term for the RSUs is 1.1 years as of March 31, 2022. The following table summarizes performance share unit (“PSU”) activity during the quarter ended March 31, 2022: Stock Units Weighted- Average Grant Date Fair Value per Share Outstanding at January 1, 2021 290,000 $ 4.74 Granted — — Released — — Forfeited — — Outstanding at March 31, 2022 290,000 $ 4.74 The weighted average remaining contractual term for the PSUs is 3.1 years as of March 31, 2022. Executive Option Grants On February 15, 2022, the compensation committee of the Company’s board of directors granted various executive officers stock options to purchase an aggregate of 4.3 million shares of common stock at an exercise price of $2.18 a share, in each case with an effective grant date and vesting commencement date of February 15, 2022 (the “Grant Date”). These stock option grants were issued from the 2018 Stock Plan. The shares subject to the option shall vest monthly over 48 months beginning on the one-month anniversary of the Grant Date, such that the option shall be fully vested and exercisable on the four-year anniversary of the Grant Date. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company discounts its lease payments using its incremental borrowing rate as of the commencement of the lease. The Company has determined a weighted-average discount rate of 7.1% as of March 31, 2022 and December 31, 2021. The operating lease right-of-use asset and operating lease liability as of March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Operating lease right-of-use assets $ 6,817,000 $ 6,691,000 Operating lease liability Current 1,730,000 1,467,000 Non-current 5,451,000 5,288,000 Total operating lease liability $ 7,181,000 $ 6,755,000 For the three months ended March 31, 2022, the Company recorded $0.5 million in expense related to operating leases, including amortized tenant improvement allowances. For the three months ended March 31, 2021, the Company recorded $0.2 million in expense related to operating leases, including amortized tenant improvement allowances. The finance lease right-of-use asset and finance lease liability as of March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Finance lease right-of-use assets $ 3,897,000 $ 3,926,000 Finance lease liability Current 296,000 299,000 Non-current 3,638,000 3,642,000 Total finance lease liability $ 3,934,000 $ 3,941,000 For the three months ended March 31, 2022, the Company recorded $0.1 million in expense related to its finance lease. The Company did not hold a finance lease as of March 31, 2021. The future minimum payments under non-cancellable operating and finance leases as of March 31, 2022, are as follows: Operating Leases Finance Lease Remainder of 2022 $ 1,538,000 $ 236,000 2023 2,149,000 322,000 2024 2,219,000 330,000 2025 2,305,000 338,000 2026 232,000 347,000 Thereafter — 5,949,000 Total future lease payments 8,443,000 7,522,000 Less: imputed interest (1,262,000) (3,588,000) Total lease liabilities $ 7,181,000 $ 3,934,000 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. Contingent Consideration |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions BioDiscovery Acquisition In October 2021, the Company completed the acquisition of BioDiscovery, LLC, for a combination of approximately $52.3 million in cash, $40.0 million in shares of Company common stock, and $10.0 million in cash payable based on the achievement of certain milestones. Of the $40.0 million in shares of Company common stock, approximately $26.0 million is subject to vesting based on continuous service. See Note 6 to our condensed consolidated financial statements for a discussion of the restricted stock vesting terms and accounting treatment. The purchase price allocation for the acquisition of BioDiscovery is preliminary and subject to revision as additional information about the fair value of assets and liabilities becomes available. As permitted under ASC 805, the Company is allowed a measurement period, which may not exceed one year, in which to complete its accounting for the acquisition. During the first quarter of 2022, the Company recorded an increase to the value of acquired contract liabilities in the amount of $94,000, with the offset recorded to goodwill. The purchase price is still subject to adjustment for the final determination of deferred and current tax assets and liabilities. The following is the purchase price for the acquisition of BioDiscovery: Cash $ 52,291,000 Estimated fair value of milestone consideration $ 9,000,000 Return of cash to buyer from escrow $ (694,000) Shares of common stock issued as consideration 2,723,000 Stock price per share on closing date $ 5.20 Value of estimated common stock consideration $ 14,159,000 Total purchase price $ 74,756,000 The total purchase price was allocated to BioDiscovery’s tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess recorded as goodwill, as follows: Cash and cash equivalents $ 3,205,000 Accounts receivable 1,782,000 Right-of-use assets 3,987,000 Other assets 213,000 Intangible assets 26,800,000 Goodwill 49,081,000 Accounts payable and other accrued liabilities (193,000) Right-of-use liabilities (short-term and long-term) (3,987,000) Deferred tax liability (5,777,000) Contract liabilities (355,000) Net assets acquired $ 74,756,000 The acquisition date fair values of identifiable intangible assets acquired are as follows: Customer relationships $ 3,000,000 Developed technology 22,800,000 Tradename 1,000,000 Fair value of identifiable intangible assets $ 26,800,000 The Company uses the income approach to derive the fair value of the identified intangible assets acquired. This approach calculates fair value by estimating future cash flows attributable to the assets and then discounting these cash flows to a present value using a risk-adjusted discount rate. The developed technology, customer relationships and trade name intangibles are both being amortized on a straight-line basis over their estimated useful lives of five years. Straight-line amortization was determined to be materially consistent with the pattern of expected use of the intangible assets. As the Company began integrating BioDiscovery’s operations with its existing operations during the fourth quarter of 2021, it is not practical or meaningful to distinguish BioDiscovery’s expenses or net income or loss from that of the combined operations. Pro forma Financial Information The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and BioDiscovery as if the companies had been combined as of the beginning of the year prior to the acquisition. These amounts have been calculated after applying the Company’s accounting policies and adjusting the results of BioDiscovery to reflect the additional amortization that would have been charged assuming the fair value adjustments to intangible assets had been applied at the beginning of the year prior to the acquisition. The following 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 acquisitions had taken place as of January 1, 2020. Three Months Ended March 31, 2021 Revenue $ 4,154,000 Net loss (11,159,000) Basic and diluted net loss per share $ (0.04) |
Investments and Fair Value Meas
Investments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Investments and Fair Value Measurements | Investments and 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 as of March 31, 2022 and December 31, 2021: March 31, 2022 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Assets: Commercial Paper $ 75,642,000 $ — $ 75,642,000 $ — Corporate Notes/Bonds 116,778,000 — 116,778,000 — Total Investments: $ 192,420,000 $ — $ 192,420,000 $ — Money Market Funds $ 7,700,000 $ 7,700,000 $ — $ — Liabilities: Contingent consideration $ 9,145,000 $ — $ — $ 9,145,000 December 31, 2021 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Assets: Commercial Paper $ 100,860,000 $ — $ 100,860,000 $ — Corporate Notes/Bonds 125,181,000 — 125,181,000 — Total Investments: $ 226,041,000 $ — $ 226,041,000 $ — Money Market Funds $ 11,126,000 $ 11,126,000 $ — $ — Liabilities: Contingent consideration $ 9,066,000 $ 9,066,000 Money Market Funds are classified as cash equivalents on the balance sheet. As of March 31, 2022 and December 31, 2021, the Company held 51 and 57 securities in an unrealized loss position, respectively. None of the Company’s available for sale investment securities were in a material unrealized loss position at March 31, 2022 or December 31, 2021. As such, the Company has not recognized any impairment in its financial statements related to its available for sale investment securities. The fair value of the contingent consideration liability is reassessed on a quarterly basis using the income approach. Assumptions used to estimate the acquisition date fair value of the contingent consideration include the probability of achieving certain milestones and a discount rate of 3%. The fair value measurement of the contingent consideration is based on significant inputs not observed in the market (Level 3 inputs). The Company determined the fair value of the milestone consideration using a scenario-based technique, as the trigger for payment is event driven. The outcome of the milestone consideration is binary, meaning the milestone is either achieved or not achieved, and the only other variable factor is the timing of when the milestone is achieved. The Company determined it is highly likely that the milestone will be achieved and therefore used a 95% probability factor which is applied to the $10.0 million milestone consideration. The change in fair value of the contingent consideration during the three month period ended March 31, 2022 was due to the passage of time. Changes in estimated fair value of contingent consideration liability in the three months ended March 31, 2022 is as follows: Contingent Consideration Liability (Level 3 Measurement) Balance as of January 1, 2021 $ 9,066,000 Liability recorded as a result of current period acquisition — Change in estimated fair value, recorded in selling, general and administrative expenses 79,000.00 Cash payments — Balance as of March 31, 2022 $ 9,145,000 As of March 31, 2022, 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 $ 75,922,000 $ (280,000) $ 54,179,000 $ (370,000) Due after one year through five years — — 63,956,000 (987,000) Total $ 75,922,000 $ (280,000) $ 118,135,000 $ (1,357,000) As of December 31, 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 loss Amortized Cost Unrealized loss Less than 1 year $ 100,929,000 $ (69,000) $ 41,173,000 $ (61,000) Due after one year through five years — — 84,478,000 (409,000) Total $ 100,929,000 $ (69,000) $ 125,651,000 $ (470,000) Included in interest income for the three-month period ended March 31, 2022 was interest income related to the Company’s available for sale securities of $0.1 million. 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. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party TransactionsThrough the acquisition of BioDiscovery in October 2021, the Company inherited a building lease with a landlord owned by BioDiscovery’s former Director and Chief Executive Officer, who is now the Company’s Chief Informatics Officer. The Company recorded $0.1 million in finance lease costs related to this lease for the three-month period ended March 31, 2022. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
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, 2021. |
Liquidity | Liquidity As of March 31, 2022, the Company had approximately $24.0 million in cash and cash equivalents, $192.4 million in available for sale investment securities, and working capital of $223.7 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, the Company applied for forgiveness of its 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. The Company believes its available cash, cash equivalents, and available for sale securities will be sufficient to fund operations, obligations as they become due and capital investments for at least the next 12 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. |
Recently Issued But Not Yet Adopted and Recently Adopted Accounting Pronouncements | Recently Issued But Not Yet Adopted Accounting Pronouncements 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. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update 2016-02, “Leases (Topic 842)” (“ASC 842”) which requires lessees to recognize leases on the balance sheet and disclose key information about leasing arrangements. ASC 842 establishes a right-of-use model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. ASC 842 also requires disclosures to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The standard was adopted on January 1, 2021, as the Company lost its status as an Emerging Growth Company effective December 31, 2021, and therefore was required to adopt the standard for the year ending December 31, 2021, using the modified retrospective method. Under this transition method, the Company recognized and measured leases that existed at the adoption date in the consolidated balance sheet as of January 1, 2021. In connection with the adoption of ASC 842, the Company elected the package of practical expedients requiring no reassessment of whether any expired or existing contracts contain leases, the lease classification of any expired or existing leases, or initial direct costs for any existing leases. The Company also made accounting policy elections not to apply the recognition requirements under ASC 842 to any short-term leases and to account for each separate lease and associated non-lease components as a single lease component for all the Company’s leases. The adoption of this new accounting standard resulted in increased qualitative and quantitative disclosures regarding the amount, timing, and uncertainty of cash flows arising from leases. For further details, see Note 7, Commitments and Contingencies. The adoption of the new standard did not materially impact the Company’s consolidated results of operations. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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): March 31, March 31, Stock options 21,531,000 5,126,000 Unvested restricted stock 4,257,000 Warrants 4,356,000 4,411,000 RSUs 296,000 — PSUs 290,000 — Total 30,730,000 9,537,000 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue Recognition | Revenue by Source Three Months Ended March 31, 2022 2021 Instruments $ 1,596,000 $ 882,000 Consumables 1,520,000 1,167,000 Total product revenue 3,116,000 2,049,000 Service and other 2,580,000 1,119,000 Total revenue $ 5,696,000 $ 3,168,000 Revenue by Geographic Location Three Months Ended March 31, 2022 2021 $ % $ % Americas $ 3,328,000 58 % $ 1,498,000 47 % EMEIA 1,739,000 31 % 1,587,000 50 % Asia Pacific 629,000 11 % 83,000 3 % Total $ 5,696,000 100 % $ 3,168,000 100 % |
Balance Sheet Account Details (
Balance Sheet Account Details (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable | March 31, December 31, Accounts receivable, net: Accounts receivable, trade $ 5,977,000 $ 5,624,000 Less allowance for doubtful accounts (463,000) (690,000) $ 5,514,000 $ 4,934,000 |
Schedule of Components of Inventories | The components of inventories are as follows: March 31, December 31, Inventory: Raw materials $ 1,139,000 $ 745,000 Finished goods 15,129,000 11,642,000 $ 16,268,000 $ 12,387,000 |
Schedule of Finite-Lived Intangible Assets | Intangible Assets Intangible assets that are subject to amortization consisted of the following for the periods presented: March 31, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trade name $ 1,630,000 $ (290,000) $ 1,340,000 $ 1,630,000 $ (210,000) $ 1,420,000 Customer relationships 3,950,000 (576,000) 3,374,000 3,950,000 (378,000) 3,572,000 Developed technology 22,800,000 (2,090,000) 20,710,000 22,800,000 (950,000) 21,850,000 Intangibles, net $ 28,380,000 $ (2,956,000) $ 25,424,000 $ 28,380,000 $ (1,538,000) $ 26,842,000 |
Schedule of Accrued Liabilities | Accrued expenses consist of the following: March 31, December 31, Compensation expenses $ 3,946,000 $ 4,529,000 Goods received not invoiced 1,238,000 1,073,000 Customer deposits 979,000 826,000 Taxes payable 685,000 677,000 Insurance 389,000 1,011,000 Professional fees and royalties 218,000 288,000 Warranty liabilities 175,000 175,000 Other 1,306,000 1,115,000 Total $ 8,936,000 $ 9,694,000 |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Warrant Activity | A summary of the Company’s warrant activity during the three months ended March 31, 2022 was as follows: Shares of Stock under Warrants Weighted- Weighted- Aggregate Outstanding at January 1, 2022 4,356,000 $ 5.96 1.76 $ 785,000 Granted — — — — Exercised — — — — Canceled — — — — Outstanding at March 31, 2022 4,356,000 $ 5.96 1.76 $ 785,000 |
Summary of Stock Option Activity | A summary of the Company’s stock option activity during the three months ended March 31, 2022 was as follows: Shares of Stock under Stock Options Weighted- Weighted- Aggregate Outstanding at January 1, 2022 12,765,000 $ 4.97 8.9 $ 7,891,000 Granted 9,691,000 2.19 — — Exercised (21,000) 0.79 — 32,000 Canceled (904,000) 5.73 — — Outstanding at March 31, 2022 21,531,000 $ 3.69 9.11 $ 10,131,000 Vested and exercisable at March 31, 2022 4,018,000 $ 3.66 7.88 $ 3,972,000 |
Summary of Recognized Stock-Based Compensation Expense | The Company recognized stock-based compensation expense for the periods presented as follows: Three Months Ended 2022 2021 Research and development $ 3,328,000 $ 81,000 General and administrative 1,774,000 290,000 Total stock-based compensation expense $ 5,102,000 $ 371,000 |
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 2022 2021 Risk-free interest rate 1.9 % 0.7 % Expected volatility 70.1 % 79.3 % Expected term (in years) 6.0 6.1 Expected dividend yield 0.0 % 0.0 % |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | The following table summarizes restricted share unit (“RSU”) activity during the three months ended March 31, 2022: Stock Units Weighted- Average Grant Date Fair Value per Share Outstanding at January 1, 2022 361,000 $ 4.74 Granted — — Released (65,000) 4.74 Forfeited — — Outstanding at March 31, 2022 296,000 $ 4.74 The total intrinsic value of the RSUs that vested was $0.3 million during the three months ended March 31, 2022, determined as of the date of vesting. The weighted average remaining contractual term for the RSUs is 1.1 years as of March 31, 2022. The following table summarizes performance share unit (“PSU”) activity during the quarter ended March 31, 2022: Stock Units Weighted- Average Grant Date Fair Value per Share Outstanding at January 1, 2021 290,000 $ 4.74 Granted — — Released — — Forfeited — — Outstanding at March 31, 2022 290,000 $ 4.74 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lessee, Operating Lease, Disclosure Information | The operating lease right-of-use asset and operating lease liability as of March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Operating lease right-of-use assets $ 6,817,000 $ 6,691,000 Operating lease liability Current 1,730,000 1,467,000 Non-current 5,451,000 5,288,000 Total operating lease liability $ 7,181,000 $ 6,755,000 |
Lessee, Finance Lease, Disclosure Information | The finance lease right-of-use asset and finance lease liability as of March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Finance lease right-of-use assets $ 3,897,000 $ 3,926,000 Finance lease liability Current 296,000 299,000 Non-current 3,638,000 3,642,000 Total finance lease liability $ 3,934,000 $ 3,941,000 |
Lessee, Operating Lease, Liability, Maturity | The future minimum payments under non-cancellable operating and finance leases as of March 31, 2022, are as follows: Operating Leases Finance Lease Remainder of 2022 $ 1,538,000 $ 236,000 2023 2,149,000 322,000 2024 2,219,000 330,000 2025 2,305,000 338,000 2026 232,000 347,000 Thereafter — 5,949,000 Total future lease payments 8,443,000 7,522,000 Less: imputed interest (1,262,000) (3,588,000) Total lease liabilities $ 7,181,000 $ 3,934,000 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions | The following is the purchase price for the acquisition of BioDiscovery: Cash $ 52,291,000 Estimated fair value of milestone consideration $ 9,000,000 Return of cash to buyer from escrow $ (694,000) Shares of common stock issued as consideration 2,723,000 Stock price per share on closing date $ 5.20 Value of estimated common stock consideration $ 14,159,000 Total purchase price $ 74,756,000 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The total purchase price was allocated to BioDiscovery’s tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess recorded as goodwill, as follows: Cash and cash equivalents $ 3,205,000 Accounts receivable 1,782,000 Right-of-use assets 3,987,000 Other assets 213,000 Intangible assets 26,800,000 Goodwill 49,081,000 Accounts payable and other accrued liabilities (193,000) Right-of-use liabilities (short-term and long-term) (3,987,000) Deferred tax liability (5,777,000) Contract liabilities (355,000) Net assets acquired $ 74,756,000 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The acquisition date fair values of identifiable intangible assets acquired are as follows: Customer relationships $ 3,000,000 Developed technology 22,800,000 Tradename 1,000,000 Fair value of identifiable intangible assets $ 26,800,000 |
Business Acquisition, Pro Forma Information | The following 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 acquisitions had taken place as of January 1, 2020. Three Months Ended March 31, 2021 Revenue $ 4,154,000 Net loss (11,159,000) Basic and diluted net loss per share $ (0.04) |
Investments and Fair Value Me_2
Investments and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
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 as of March 31, 2022 and December 31, 2021: March 31, 2022 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Assets: Commercial Paper $ 75,642,000 $ — $ 75,642,000 $ — Corporate Notes/Bonds 116,778,000 — 116,778,000 — Total Investments: $ 192,420,000 $ — $ 192,420,000 $ — Money Market Funds $ 7,700,000 $ 7,700,000 $ — $ — Liabilities: Contingent consideration $ 9,145,000 $ — $ — $ 9,145,000 December 31, 2021 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Assets: Commercial Paper $ 100,860,000 $ — $ 100,860,000 $ — Corporate Notes/Bonds 125,181,000 — 125,181,000 — Total Investments: $ 226,041,000 $ — $ 226,041,000 $ — Money Market Funds $ 11,126,000 $ 11,126,000 $ — $ — Liabilities: Contingent consideration $ 9,066,000 $ 9,066,000 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | Changes in estimated fair value of contingent consideration liability in the three months ended March 31, 2022 is as follows: Contingent Consideration Liability (Level 3 Measurement) Balance as of January 1, 2021 $ 9,066,000 Liability recorded as a result of current period acquisition — Change in estimated fair value, recorded in selling, general and administrative expenses 79,000.00 Cash payments — Balance as of March 31, 2022 $ 9,145,000 |
Marketable Securities | As of March 31, 2022, 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 $ 75,922,000 $ (280,000) $ 54,179,000 $ (370,000) Due after one year through five years — — 63,956,000 (987,000) Total $ 75,922,000 $ (280,000) $ 118,135,000 $ (1,357,000) As of December 31, 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 loss Amortized Cost Unrealized loss Less than 1 year $ 100,929,000 $ (69,000) $ 41,173,000 $ (61,000) Due after one year through five years — — 84,478,000 (409,000) Total $ 100,929,000 $ (69,000) $ 125,651,000 $ (470,000) |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Cash and cash equivalents | $ 24,048 | $ 24,571 | |
Investments | 192,420 | $ 226,041 | |
Working capital | 223,700 | ||
Gain on forgiveness of PPP Loan | $ 0 | $ 1,775 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 30,730 | 9,537 |
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) | 21,531 | 5,126 |
Unvested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 4,257 | |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 4,356 | 4,411 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 296 | 0 |
PSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 290 | 0 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Source and Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 5,696 | $ 3,168 |
Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 3,328 | 1,498 |
EMEIA | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,739 | 1,587 |
Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 629 | $ 83 |
Revenue from Contract with Customer | Geographic Concentration Risk | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk percentage | 100.00% | 100.00% |
Revenue from Contract with Customer | Geographic Concentration Risk | Americas | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk percentage | 58.00% | 47.00% |
Revenue from Contract with Customer | Geographic Concentration Risk | EMEIA | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk percentage | 31.00% | 50.00% |
Revenue from Contract with Customer | Geographic Concentration Risk | Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk percentage | 11.00% | 3.00% |
Product revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 3,116 | $ 2,049 |
Instruments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,596 | 882 |
Consumables | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,520 | 1,167 |
Service and other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 2,580 | $ 1,119 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Geographic Concentration Risk | Revenue Benchmark | United States | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk percentage | 45.00% | 44.80% |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Performance obligation | $ 1,200 | |
Revenue recognized | $ 300 | $ 200 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Performance obligation, percentage | 75.80% | |
Timing of satisfaction of remaining performance obligation | 9 months | |
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 | 20.90% | |
Timing of satisfaction of remaining performance obligation | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Performance obligation, percentage | 3.30% | |
Timing of satisfaction of remaining performance obligation | 1 year |
Balance Sheet Account Details -
Balance Sheet Account Details - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts receivable, trade | $ 5,977 | $ 5,624 |
Less allowance for doubtful accounts | (463) | (690) |
Accounts receivable, net | $ 5,514 | $ 4,934 |
Balance Sheet Account Details_2
Balance Sheet Account Details - Schedule of Components of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 1,139 | $ 745 |
Finished goods | 15,129 | 11,642 |
Inventory, net | $ 16,268 | $ 12,387 |
Balance Sheet Account Details_3
Balance Sheet Account Details - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 28,380 | $ 28,380 |
Accumulated Amortization | (2,956) | (1,538) |
Net Carrying Amount | 25,424 | 26,842 |
Tradename | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,630 | 1,630 |
Accumulated Amortization | (290) | (210) |
Net Carrying Amount | 1,340 | 1,420 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,950 | 3,950 |
Accumulated Amortization | (576) | (378) |
Net Carrying Amount | 3,374 | 3,572 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 22,800 | 22,800 |
Accumulated Amortization | (2,090) | (950) |
Net Carrying Amount | $ 20,710 | $ 21,850 |
Balance Sheet Account Details_4
Balance Sheet Account Details - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Compensation expenses | $ 3,946 | $ 4,529 |
Goods received not invoiced | 1,238 | 1,073 |
Customer deposits | 979 | 826 |
Taxes payable | 685 | 677 |
Insurance | 389 | 1,011 |
Professional fees and royalties | 218 | 288 |
Warranty liabilities | 175 | 175 |
Other | 1,306 | 1,115 |
Accrued expenses | $ 8,936 | $ 9,694 |
Debt - (Details)
Debt - (Details) - USD ($) $ in Thousands | Apr. 17, 2020 | May 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 |
Debt Instrument [Line Items] | ||||
Gain on forgiveness of PPP Loan | $ 0 | $ 1,775 | ||
Interest expense | $ 77 | 603 | ||
Loan Under Paycheck Protection Program | Unsecured Loan | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | $ 1,800 | |||
Gain on forgiveness of PPP Loan | $ 1,800 | |||
Innovatus LSA | ||||
Debt Instrument [Line Items] | ||||
Repayments of debt | $ 17,000 |
Stockholders_ Equity and Stoc_3
Stockholders’ Equity and Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 15, 2022 | Mar. 23, 2021 | Jan. 25, 2021 | Jan. 12, 2021 | Oct. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2022 | Jan. 31, 2021 | Aug. 31, 2020 |
Class of Stock [Line Items] | |||||||||
Number of shares issued (in shares) | 38,300,000 | 33,400,000 | 2,300,000 | 27,000,000 | |||||
Average share price (in dollars per share) | $ 6 | $ 3.05 | $ 6.15 | ||||||
Net proceeds | $ 229.6 | $ 101.5 | $ 13.9 | $ 38 | |||||
Authorized amount of stock to be issued | $ 125 | ||||||||
Offering costs | $ 0.6 | ||||||||
Weighted-average grant date fair value (in USD per share) | $ 1.39 | ||||||||
Granted (in shares) | 9,691,000 | ||||||||
Granted (in USD per share) | $ 2.19 | ||||||||
Common Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Authorized amount of stock to be issued | $ 40 | ||||||||
Executive Officer | |||||||||
Class of Stock [Line Items] | |||||||||
Granted (in shares) | 4,300,000 | ||||||||
Granted (in USD per share) | $ 2.18 | ||||||||
RSUs | |||||||||
Class of Stock [Line Items] | |||||||||
Units granted (in shares) | 0 | ||||||||
Granted (in dollars per share) | $ 0 | ||||||||
Total intrinsic value | $ 0.3 | ||||||||
Weighted average remaining contractual term | 1 year 1 month 6 days | ||||||||
Restricted Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Vesting period | 2 years 7 months 6 days | ||||||||
Restricted Stock | BioDiscovery | |||||||||
Class of Stock [Line Items] | |||||||||
Units granted (in shares) | 5,000,000 | ||||||||
Granted (in dollars per share) | $ 5.20 | ||||||||
Option | Executive Officer | |||||||||
Class of Stock [Line Items] | |||||||||
Vesting period | 48 months | ||||||||
PSUs | |||||||||
Class of Stock [Line Items] | |||||||||
Units granted (in shares) | 0 | ||||||||
Granted (in dollars per share) | $ 0 | ||||||||
Weighted average remaining contractual term | 3 years 1 month 6 days | ||||||||
Cowen | |||||||||
Class of Stock [Line Items] | |||||||||
Aggregate offering price | $ 350 | ||||||||
Commission fee | 3.00% |
Stockholders_ Equity and Stoc_4
Stockholders’ Equity and Stock-Based Compensation - Warrant Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Shares of Stock under Warrants | ||
Beginning balance (in shares) | 4,356 | |
Granted (in shares) | 0 | |
Exercised (in shares) | 0 | |
Canceled (in shares) | 0 | |
Ending balance (in shares) | 4,356 | 4,356 |
Weighted- Average Exercise Price | ||
Beginning balance (in USD per share) | $ 5.96 | |
Exercised (in USD per share) | 0 | |
Cancelled (in dollars per share) | 0 | |
Ending balance (in USD per share) | $ 5.96 | $ 5.96 |
Weighted- Average Remaining Contractual Term | ||
Balance | 1 year 9 months 3 days | 1 year 9 months 3 days |
Aggregate Intrinsic Value | ||
Beginning balance | $ 785 | |
Exercised | 0 | |
Ending balance | $ 785 | $ 785 |
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 | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Shares of Stock under Stock Options | ||
Beginning balance (in shares) | 12,765 | |
Granted (in shares) | 9,691 | |
Exercised (in shares) | (21) | |
Canceled (in shares) | (904) | |
Ending balance (in shares) | 21,531 | 12,765 |
Vested and exercisable (in shares) | 4,018 | |
Weighted- Average Exercise Price | ||
Beginning balance (in USD per share) | $ 4.97 | |
Granted (in USD per share) | 2.19 | |
Exercised (in USD per share) | 0.79 | |
Canceled (in USD per share) | 5.73 | |
Ending balance (in USD per share) | 3.69 | $ 4.97 |
Vested and exercisable (in USD per share) | $ 3.66 | |
Weighted- Average Remaining Contractual Term | ||
Outstanding (in years) | 9 years 1 month 9 days | 8 years 10 months 24 days |
Vested and exercisable (in years) | 7 years 10 months 17 days | |
Aggregate Intrinsic Value | ||
Beginning balance | $ 7,891 | |
Exercised | 32 | |
Ending balance | 10,131 | $ 7,891 |
Vested and exercisable | $ 3,972 | |
Weighted-average grant date fair value (in USD per share) | $ 1.39 |
Stockholders_ Equity and Stoc_6
Stockholders’ Equity and Stock-Based Compensation - Recognized Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
General and administrative | $ 5,102 | $ 371 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
General and administrative | 3,328 | 81 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
General and administrative | $ 1,774 | $ 290 |
Stockholders_ Equity and Stoc_7
Stockholders’ Equity and Stock-Based Compensation - Assumptions (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | ||
Risk-free interest rate | 1.90% | 0.70% |
Expected volatility | 70.10% | 79.30% |
Expected term (in years) | 6 years | 6 years 1 month 6 days |
Expected dividend yield | 0.00% | 0.00% |
Stockholders_ Equity and Stoc_8
Stockholders’ Equity and Stock-Based Compensation - Restricted Stock and Performance Stock Activity (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
RSUs | |
Stock Units | |
Beginning balance (in shares) | shares | 361 |
Units granted (in shares) | shares | 0 |
Released (in shares) | shares | (65) |
Forfeited (in shares) | shares | 0 |
Ending balance (in shares) | shares | 296 |
Weighted- Average Grant Date Fair Value per Share | |
Beginning balance (in dollars per share) | $ / shares | $ 4.74 |
Granted (in dollars per share) | $ / shares | 0 |
Released (in dollars per share) | $ / shares | 4.74 |
Forfeited (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 4.74 |
PSUs | |
Stock Units | |
Beginning balance (in shares) | shares | 290 |
Units granted (in shares) | shares | 0 |
Released (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Ending balance (in shares) | shares | 290 |
Weighted- Average Grant Date Fair Value per Share | |
Beginning balance (in dollars per share) | $ / shares | $ 4.74 |
Granted (in dollars per share) | $ / shares | 0 |
Released (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 4.74 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Operating Leased Assets [Line Items] | |||
Estimated incremental borrowing rate | 7.10% | 7.10% | |
Operating lease expense | $ 0.5 | $ 0.2 | |
Affiliated Entity | |||
Operating Leased Assets [Line Items] | |||
Total finance lease costs | $ 0.1 |
Commitments and Contingencies_2
Commitments and Contingencies - Operating Lease Right of Use Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease right-of-use assets | $ 6,817 | $ 6,691 |
Operating lease liability | 1,730 | 1,467 |
Operating lease liability, net of current portion | 5,451 | 5,288 |
Total operating lease liability | $ 7,181 | $ 6,755 |
Commitments and Contingencies_3
Commitments and Contingencies - Finance Lease Right of Use Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Finance lease right-of-use assets, related party | $ 3,897 | $ 3,926 |
Finance lease liability, related party | 296 | 299 |
Finance lease liability, net of current portion, related party | 3,638 | 3,642 |
Total finance lease liability | $ 3,934 | $ 3,941 |
Commitments and Contingencies_4
Commitments and Contingencies - Summary of Undiscounted Future Non-Cancellable Lease Payments Under Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
Remainder of 2022 | $ 1,538 | |
2023 | 2,149 | |
2024 | 2,219 | |
2025 | 2,305 | |
2026 | 232 | |
Thereafter | 0 | |
Total future lease payments | 8,443 | |
Less: imputed interest | (1,262) | |
Total lease liabilities | 7,181 | $ 6,755 |
Finance Lease | ||
Remainder of 2022 | 236 | |
2023 | 322 | |
2024 | 330 | |
2025 | 338 | |
2026 | 347 | |
Thereafter | 5,949 | |
Total future lease payments | 7,522 | |
Less: imputed interest | (3,588) | |
Total lease liabilities | $ 3,934 | $ 3,941 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - BioDiscovery - USD ($) $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended |
Oct. 31, 2021 | Mar. 31, 2022 | |
Business Acquisition [Line Items] | ||
Cash consideration transferred in acquisition | $ 52,291 | |
Consideration transferred, common stock (in shares) | 40 | |
Value of shares subject to vesting | $ 26,000 | |
Milestone payment payable | $ 10,000 | |
Increase in acquired contract liabilities | $ 94 | |
Intangible assets useful life | 5 years |
Acquisitions - Acquisition Purc
Acquisitions - Acquisition Purchase Price (Details) - BioDiscovery $ / shares in Units, shares in Thousands, $ in Thousands | 1 Months Ended |
Oct. 31, 2021USD ($)$ / sharesshares | |
Business Acquisition [Line Items] | |
Cash | $ 52,291 |
Estimated fair value of milestone consideration | 9,000 |
Return of cash to buyer from escrow | $ (694) |
Shares of common stock issued as consideration (in shares) | shares | 2,723 |
Stock price per share on Effective Date (in dollars per share) | $ / shares | $ 5.20 |
Value of estimated common stock consideration | $ 14,159 |
Total purchase price | $ 74,756 |
Acquisitions - Fair Value of Ta
Acquisitions - Fair Value of Tangible and Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Oct. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 56,254 | $ 56,160 | |
BioDiscovery | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 3,205 | ||
Accounts receivable | 1,782 | ||
Right-of-use assets | 3,987 | ||
Other assets | 213 | ||
Intangible assets | 26,800 | ||
Goodwill | 49,081 | ||
Accounts payable and other accrued liabilities | (193) | ||
Right-of-use liabilities (short-term and long-term) | (3,987) | ||
Deferred tax liability | (5,777) | ||
Contract liabilities | (355) | ||
Net assets acquired | $ 74,756 |
Acquisitions - Identifiable Int
Acquisitions - Identifiable Intangible Assets (Details) - BioDiscovery $ in Thousands | Oct. 31, 2021USD ($) |
Business Acquisition [Line Items] | |
Intangible assets | $ 26,800 |
Customer relationships | |
Business Acquisition [Line Items] | |
Intangible assets | 3,000 |
Developed technology | |
Business Acquisition [Line Items] | |
Intangible assets | 22,800 |
Tradename | |
Business Acquisition [Line Items] | |
Intangible assets | $ 1,000 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - BioDiscovery $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Revenue | $ | $ 4,154 |
Net loss | $ | $ (11,159) |
Basic net loss per share (in dollars per share) | $ / shares | $ (0.04) |
Diluted net loss per share (in dollars per share) | $ / shares | $ (0.04) |
Investments and Fair Value Me_3
Investments and Fair Value Measurements - Financial Assets and Liabilities (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | $ 9,145 | $ 9,066 |
Total Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 192,420 | 226,041 |
Total Investments | Commercial Paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 75,642 | 100,860 |
Total Investments | Corporate Notes/Bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 116,778 | 125,181 |
Money Market Funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 7,700 | 11,126 |
Level 1 | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 0 | |
Level 1 | Total Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 1 | Total Investments | Commercial Paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 1 | Total Investments | Corporate Notes/Bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 1 | Money Market Funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 7,700 | 11,126 |
Level 2 | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 0 | |
Level 2 | Total Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 192,420 | 226,041 |
Level 2 | Total Investments | Commercial Paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 75,642 | 100,860 |
Level 2 | Total Investments | Corporate Notes/Bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 116,778 | 125,181 |
Level 2 | Money Market Funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 3 | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 9,145 | 9,066 |
Level 3 | Total Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 3 | Total Investments | Commercial Paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 3 | Total Investments | Corporate Notes/Bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Level 3 | Money Market Funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | $ 0 | $ 0 |
Investments and Fair Value Me_4
Investments and Fair Value Measurements - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | |
Oct. 31, 2021USD ($) | Mar. 31, 2022USD ($)tranche | Dec. 31, 2021tranche | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Number of securities in an unrealized loss position | tranche | 51 | 57 | |
Interest income | $ 0.1 | ||
BioDiscovery | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Milestone payment | $ 10 | ||
Contingent consideration | Measurement Input, Discount Rate | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Measurement input | 0.03 |
Investments and Fair Value Me_5
Investments and Fair Value Measurements - Contingent Consideration Liability (Details) - Contingent consideration $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Beginning balance | $ 9,066 |
Liability recorded as a result of current period acquisition | 0 |
Change in estimated fair value, recorded in selling, general and administrative expenses | 79 |
Cash payments | 0 |
Ending balance | $ 9,145 |
Investments and Fair Value Me_6
Investments and Fair Value Measurements - Amortized Cost and Unrealized Gains (Losses) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Commercial Paper | ||
Amortized Cost | ||
Less than 1 year | $ 75,922 | $ 100,929 |
Due after one year through five years | 0 | 0 |
Total | 75,922 | 100,929 |
Unrealized gains (losses) | ||
Less than 1 year | (280) | (69) |
Due after one year through five years | 0 | 0 |
Total | (280) | (69) |
Corporate Notes/Bonds | ||
Amortized Cost | ||
Less than 1 year | 54,179 | 41,173 |
Due after one year through five years | 63,956 | 84,478 |
Total | 118,135 | 125,651 |
Unrealized gains (losses) | ||
Less than 1 year | (370) | (61) |
Due after one year through five years | (987) | (409) |
Total | $ (1,357) | $ (470) |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Affiliated Entity | |
Related Party Transaction [Line Items] | |
Total finance lease costs | $ 0.1 |