Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 02, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Personalis, Inc. | |
Entity Central Index Key | 0001527753 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Common Stock, Shares Outstanding | 38,932,805 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-38943 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-5411038 | |
Entity Address, Address Line One | 1330 O’Brien Drive | |
Entity Address, City or Town | Menlo Park | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94025 | |
City Area Code | 650 | |
Local Phone Number | 752-1300 | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, par value $0.0001 | |
Trading Symbol | PSNL | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 133,245 | $ 55,046 |
Short-term investments | 72,818 | 73,243 |
Accounts receivable, net | 5,903 | 3,300 |
Inventory and other deferred costs | 6,268 | 4,606 |
Prepaid expenses and other current assets | 5,359 | 3,383 |
Total current assets | 223,593 | 139,578 |
Property and equipment, net | 12,735 | 14,106 |
Operating lease right-of-use assets | 10,632 | 1,845 |
Other long-term assets | 1,852 | 1,762 |
Total assets | 248,812 | 157,291 |
Current liabilities | ||
Accounts payable | 6,514 | 7,337 |
Accrued and other current liabilities | 8,797 | 6,648 |
Contract liabilities | 20,593 | 35,977 |
Total current liabilities | 35,904 | 49,962 |
Long-term operating lease liabilities | 8,897 | 639 |
Other long-term liabilities | 471 | |
Total liabilities | 45,272 | 50,601 |
Commitments and Contingencies (Note 12) | ||
Stockholders’ equity | ||
Common stock, $0.0001 par value — 200,000,000 shares authorized; 38,790,189 and 31,243,029 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively | 4 | 3 |
Additional paid-in capital | 372,027 | 247,282 |
Accumulated other comprehensive income (loss) | 37 | (6) |
Accumulated deficit | (168,528) | (140,589) |
Total stockholders’ equity | 203,540 | 106,690 |
Total liabilities and stockholders’ equity | $ 248,812 | $ 157,291 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares, issued | 38,790,189 | 31,243,029 |
Common stock, shares, outstanding | 38,790,189 | 31,243,029 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenues | $ 19,816 | $ 17,153 | $ 58,472 | $ 47,053 |
Costs and expenses | ||||
Costs of revenues | 14,483 | 11,524 | 44,428 | 31,538 |
Research and development | 7,193 | 5,303 | 20,048 | 15,045 |
Selling, general and administrative | 7,793 | 6,056 | 22,772 | 15,692 |
Total costs and expenses | 29,469 | 22,883 | 87,248 | 62,275 |
Loss from operations | (9,653) | (5,730) | (28,776) | (15,222) |
Interest income | 117 | 756 | 873 | 1,040 |
Interest expense | (204) | (2) | (1,133) | |
Loss on debt extinguishment | (1,704) | (1,704) | ||
Other income (expense), net | (4) | (2) | 5 | (1,415) |
Loss before income taxes | (9,540) | (6,884) | (27,900) | (18,434) |
Provision for income taxes | (5) | (1) | (39) | (5) |
Net loss | $ (9,545) | $ (6,885) | $ (27,939) | $ (18,439) |
Net loss per share, basic and diluted | $ (0.27) | $ (0.22) | $ (0.85) | $ (1.35) |
Weighted-average shares outstanding, basic and diluted | 35,460,092 | 31,133,683 | 32,845,583 | 13,613,444 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (9,545) | $ (6,885) | $ (27,939) | $ (18,439) |
Other comprehensive (loss) income, net of tax | ||||
Foreign currency translation adjustment | 6 | (2) | (2) | (2) |
Change in unrealized (loss) gain on available-for-sale debt securities | (75) | (12) | 45 | (12) |
Comprehensive loss | $ (9,614) | $ (6,899) | $ (27,896) | $ (18,453) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS EQUITY (DEFICIT) (unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Redeemable Convertible Preferred Stock |
Redeemable convertible preferred stock, beginning balance at Dec. 31, 2018 | $ 89,404 | $ 89,404 | ||||
Redeemable convertible preferred stock, beginning balance, shares at Dec. 31, 2018 | 18,474,742 | 18,474,742 | ||||
Beginning balance at Dec. 31, 2018 | $ (106,388) | $ 1 | $ 9,131 | $ (15) | $ (115,505) | |
Beginning balance, shares at Dec. 31, 2018 | 3,085,307 | |||||
Issuance of common stock warrants | 572 | 572 | ||||
Elimination of fractional shares upon reverse stock split (see Note 8) | $ (1) | 1 | ||||
Redeemable convertible preferred stock, Elimination of fractional shares upon reverse stock split (see Note8) | (39) | |||||
Elimination of fractional shares upon reverse stock split (see Note 8), shares | (34) | |||||
Exercise of common stock warrants | 8 | 8 | ||||
Exercise of common stock warrants, shares | 207,712 | |||||
Conversion of Series A, B and C redeemable convertible preferred stock to common stock | 89,404 | $ 2 | 89,402 | |||
Redeemable convertible preferred stock, Conversion of Series A, B and C redeemable convertible preferred stock to common stock, shares | (18,474,703) | |||||
Redeemable convertible preferred stock, Conversion of Series A, B and C redeemable convertible preferred stock to common stock | $ (89,404) | |||||
Conversion of Series A, B and C redeemable convertible preferred stock to common stock, shares | 18,474,703 | |||||
Conversion of redeemable convertible preferred stock warrants to common stock warrants | 2,086 | 2,086 | ||||
Proceeds from initial public/follow-on offering, net of expenses | 139,828 | $ 1 | 139,827 | |||
Proceeds from initial public/follow-on offering, net of expenses, shares | 9,109,725 | |||||
Proceeds from exercise of stock options | 678 | 678 | ||||
Proceeds from exercise of stock options, shares | 265,230 | |||||
Stock-based compensation | 3,657 | 3,657 | ||||
Foreign currency translation adjustment | (2) | (2) | ||||
Unrealized gain (loss) on available-for-sale debt securities | (12) | (12) | ||||
Net loss | (18,439) | (18,439) | ||||
Ending balance at Sep. 30, 2019 | 111,392 | $ 3 | 245,362 | (29) | (133,944) | |
Ending balance, shares at Sep. 30, 2019 | 31,142,643 | |||||
Beginning balance at Jun. 30, 2019 | 117,018 | $ 3 | 244,089 | (15) | (127,059) | |
Beginning balance, shares at Jun. 30, 2019 | 31,121,605 | |||||
Costs related to initial public offering | (197) | (197) | ||||
Proceeds from exercise of stock options | 68 | 68 | ||||
Proceeds from exercise of stock options, shares | 21,038 | |||||
Stock-based compensation | 1,402 | 1,402 | ||||
Foreign currency translation adjustment | (2) | (2) | ||||
Unrealized gain (loss) on available-for-sale debt securities | (12) | (12) | ||||
Net loss | (6,885) | (6,885) | ||||
Ending balance at Sep. 30, 2019 | 111,392 | $ 3 | 245,362 | (29) | (133,944) | |
Ending balance, shares at Sep. 30, 2019 | 31,142,643 | |||||
Beginning balance at Dec. 31, 2019 | 106,690 | $ 3 | 247,282 | (6) | (140,589) | |
Beginning balance, shares at Dec. 31, 2019 | 31,243,029 | |||||
Exercise of common stock warrants, shares | 79,772 | |||||
Proceeds from initial public/follow-on offering, net of expenses | 117,065 | $ 1 | 117,064 | |||
Proceeds from initial public/follow-on offering, net of expenses, shares | 6,578,947 | |||||
Proceeds from exercise of stock options | 2,289 | 2,289 | ||||
Proceeds from exercise of stock options, shares | 740,630 | |||||
Proceeds from Employee Stock Purchase Plan purchases | 631 | 631 | ||||
Proceeds from Employee Stock Purchase Plan purchases, shares | 71,480 | |||||
Restricted stock units released, shares | 76,331 | |||||
Stock-based compensation | 4,761 | 4,761 | ||||
Foreign currency translation adjustment | (2) | (2) | ||||
Unrealized gain (loss) on available-for-sale debt securities | 45 | 45 | ||||
Net loss | (27,939) | (27,939) | ||||
Ending balance at Sep. 30, 2020 | 203,540 | $ 4 | 372,027 | 37 | (168,528) | |
Ending balance, shares at Sep. 30, 2020 | 38,790,189 | |||||
Beginning balance at Jun. 30, 2020 | 93,123 | $ 3 | 251,997 | 106 | (158,983) | |
Beginning balance, shares at Jun. 30, 2020 | 31,872,122 | |||||
Exercise of common stock warrants, shares | 79,772 | |||||
Proceeds from initial public/follow-on offering, net of expenses | 117,065 | $ 1 | 117,064 | |||
Proceeds from initial public/follow-on offering, net of expenses, shares | 6,578,947 | |||||
Proceeds from exercise of stock options | 1,276 | 1,276 | ||||
Proceeds from exercise of stock options, shares | 226,637 | |||||
Restricted stock units released, shares | 32,711 | |||||
Stock-based compensation | 1,690 | 1,690 | ||||
Foreign currency translation adjustment | 6 | 6 | ||||
Unrealized gain (loss) on available-for-sale debt securities | (75) | (75) | ||||
Net loss | (9,545) | (9,545) | ||||
Ending balance at Sep. 30, 2020 | $ 203,540 | $ 4 | $ 372,027 | $ 37 | $ (168,528) | |
Ending balance, shares at Sep. 30, 2020 | 38,790,189 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (27,939) | $ (18,439) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 4,279 | 3,382 |
Noncash operating lease cost | 1,048 | 673 |
Stock-based compensation expense | 4,761 | 3,657 |
Loss on debt extinguishment | 1,704 | |
Change in fair value of convertible preferred stock warrant liability | 1,403 | |
Accretion of noncash interest and debt reduction | 156 | |
Other | 63 | 73 |
Changes in operating assets and liabilities | ||
Accounts receivable | (2,603) | (75) |
Inventory and other deferred costs | (1,662) | (1,173) |
Prepaid expenses and other current assets | (2,065) | (3,410) |
Accounts payable | (1,628) | 474 |
Accrued and other current liabilities | 1,174 | 988 |
Contract liabilities | (15,383) | (9,170) |
Operating lease liabilities | (637) | (717) |
Other long-term liabilities | 471 | |
Net cash used in operating activities | (40,121) | (20,474) |
Cash flows from investing activities: | ||
Purchases of available-for-sale debt securities | (80,104) | (40,262) |
Proceeds from maturities of available-for-sale debt securities | 80,510 | |
Purchases of property and equipment | (2,409) | (6,469) |
Net cash used in investing activities | (2,003) | (46,731) |
Cash flows from financing activities: | ||
Proceeds from public offerings, net of underwriting discounts and commissions | 117,500 | 144,025 |
Payments of costs related to public offerings | (93) | (3,950) |
Proceeds from borrowings | 20,000 | |
Payments of borrowing costs | (490) | |
Repayments under borrowing arrangements | (25,000) | |
Debt extinguishment costs | (794) | |
Proceeds from exercise of common stock warrants | 8 | |
Proceeds from exercise or settlement of equity awards | 2,920 | 678 |
Net cash provided by financing activities | 120,327 | 134,477 |
Effect of exchange rates on cash flows and cash equivalents | (4) | (3) |
Net change in cash and cash equivalents | 78,199 | 67,269 |
Cash and cash equivalents, beginning of period | 55,046 | 19,744 |
Cash and cash equivalents, end of period | $ 133,245 | $ 87,013 |
Company and Nature of Business
Company and Nature of Business | 9 Months Ended |
Sep. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Company and Nature of Business | Note 1. Company and Nature of Business Personalis, Inc. (the “Company”) was incorporated in Delaware on February 21, 2011 and began operations in September 2011. The Company formed a wholly owned subsidiary, Personalis (UK) Ltd., in August 2013. The Company is a growing cancer genomics company transforming the development of next-generation therapies by providing more comprehensive molecular data about each patient’s cancer and immune response. The Company provides sequencing and data analysis services to support the development of cancer therapies. The Company also provides sequencing and data analysis services to support population sequencing initiatives, which accounts for the majority of revenues. Cancer genomic services are sold primarily to pharmaceutical companies, biopharmaceutical companies, universities, non-profits, and government entities, while services for population sequencing initiatives are sold primarily to government entities. The principal markets for the Company’s services are the United States and Europe. In June 2020, the Company announced a partnership with a clinical genomics and life sciences company headquartered in China as a means to expand business operations into China. The Company operates and manages its business as one reportable operating segment, which is the sale of sequencing and data analysis services. The Company has incurred losses to date and expects to incur additional losses for the foreseeable future. The Company continues to invest the majority of its resources in the development and growth of its business, including investments in product development and sales and marketing efforts. The Company’s activities have been financed to date primarily through the sale of equity securities and cash from operations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. The condensed consolidated financial statements include the accounts of Personalis, Inc. and its wholly owned subsidiary, Personalis (UK) Ltd. All intercompany balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year ending December 31, 2020. The Company began presenting “Long-term operating lease liabilities” and “Operating lease liabilities” separately in the condensed consolidated balance sheets and condensed consolidated statements of cash flows, respectively, in its Quarterly Report on Form 10-Q for the prior interim period. Amounts reported in previous periods were reclassified to conform to the current presentation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The estimates include, but are not limited to, useful lives assigned to long-lived assets, the valuation of common and convertible redeemable preferred stock and related warrants and options, the valuation of stock-based awards, and provisions for income taxes and contingencies. Actual results could differ from these estimates, and such differences could be material to the Company’s condensed consolidated financial position and results of operations. Initial Public Offering On June 24, 2019, the Company completed an IPO in which it issued and sold 9,109,725 shares of its common stock at a public offering price of $17.00 per share. The Company received net proceeds of $139.8 million after deducting underwriting discounts, commissions, and offering expenses. Offering expenses were $4.2 million and consisted of fees and expenses incurred in connection with the sale of the Company’s common stock in the IPO, including legal, accounting, printing, and other IPO-related costs, all of which were paid by December 31, 2019. A warrant to purchase 188,643 shares of the Company’s common stock was exercised prior to completion of the Company’s IPO. In addition, in connection with the IPO, all shares of the Company’s then-outstanding redeemable convertible preferred stock were automatically converted into 18,474,703 shares of the Company’s common stock, and all then-outstanding warrants to purchase the Company’s convertible preferred stock were automatically converted into warrants to purchase 84,585 shares of the Company’s common stock, all of which were exercised as of September 30, 2020 (see Note 10). Follow-On Offering On August 14, 2020, the Company completed a follow-on offering in which it issued and sold 6,578,947 shares of its common stock at a public offering price of $19.00 per share. The Company received net proceeds of $117.5 million after deducting underwriting discounts and commissions. The Company also incurred $0.4 million of offering expenses, including legal, accounting, printing and other offering-related costs, of which $0.1 million was paid by September 30, 2020. Concentration of Credit Risk and Other Risks and Uncertainties The Company is subject to credit risk from its portfolio of cash and cash equivalents. The Company’s cash and cash equivalents are deposited with high-quality financial institutions. Deposits at these institutions may, at times, exceed federally insured limits. Management believes these financial institutions are financially sound and, accordingly, that minimal credit risk exists. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company also invests in investment‑grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy are as follows: preservation of principal; liquidity of investments sufficient to meet cash flow requirements; avoidance of inappropriate concentration and credit risk; competitive after‑tax rate of returns; and fiduciary control of cash and investments. Under its investment policy, the Company limits the amounts invested in such securities by credit rating, maturity, investment type, and issuer. As a result, management believes that these financial instruments do not expose the Company to any significant concentrations of credit risk. The Company purchases various reagents and sequencing materials from sole source suppliers. Any extended interruption in the supply of these materials could result in the Company’s inability to secure sufficient materials to conduct business and meet customer demand. The Company routinely assesses the creditworthiness of its customers and does not require collateral. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company maintains an allowance for doubtful accounts, which was $0.1 million as of September 30, 2020 and December 31, 2019. During the three and nine months ended September 30, 2019, bad debt expense was $0.1 million. The Company had no bad debt expense in 2020. Significant customers are those that represent more than 10% of the Company’s total revenues or accounts receivable balance at each respective balance sheet date. For each significant customer, revenue as a percentage of total revenues and accounts receivable as a percentage of total accounts receivable are as follows: Revenues Accounts Receivable Three Months Ended September 30, Nine Months Ended September 30, September 30, 2020 December 31, 2019 2020 2019 2020 2019 VA MVP 71% 75% 75% 63% 12% 19% Pfizer Inc. * 11% * 17% 35% 23% Merck & Co., Inc. * * * * 10% * Indivumed GmbH * * * * * 30% * Less than 10% of revenues or accounts receivable Revenue Recognition The Company applies the revenue recognition guidance in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“Topic 606”). Revenue Recognition The revenue guidance provides a five-step framework through which revenue is recognized when control of promised goods or services is transferred to a customer at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To determine revenue recognition for arrangements that the Company concludes are within the scope of Topic 606, management performs the following five steps: (i) identifies the contract(s) with a customer; (ii) identifies the performance obligations in the contract(s); (iii) determines the transaction price, including whether there are any constraints on variable consideration; (iv) allocates the transaction price to the performance obligations; and (v) recognizes revenue when (or as) the Company satisfies a performance obligation. At contract inception, once a contract is determined to be within the scope of the new revenue standard, the Company assesses whether individual goods or services promised within each contract are distinct and, therefore, represent separate performance obligations. The Company derives revenues from sequencing and data analysis services to support the development of personalized cancer vaccines and other next-generation cancer immunotherapies, as well as to support population sequencing initiatives. The Company’s contracts are in the form of a combination of signed agreements, statements of work, and/or purchase orders. Under Topic 606, the Company accounts for a contract with a customer when there is approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and it is probable that the Company will collect substantially all of the consideration to which it will be entitled. The sequencing and data analysis services are the only distinct services that meet the definition of a performance obligation and are accounted for as one performance obligation under Topic 606. The Company recognizes revenue from such services at the point in time when control of the test results is transferred to the customer. The Company has elected to exclude all sales and value added taxes from the measurement of the transaction price. Sequencing and data analysis services are based on a fixed price per test. Payment terms and conditions vary by contract and customer. The Company’s standard payment terms are less than 90 days from the invoice date. In instances where the timing of the Company’s revenue recognition differs from the timing of its invoicing, the Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised services to the customer will be one year or less. After assessing each of its revenue-generating arrangements to determine whether a significant financing component exists, the Company concluded that a significant financing component does not exist in any of its arrangements. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s services and to provide payment protection for the Company. Practical Expedients and Exemptions As a practical expedient, the Company recognizes the incremental costs of obtaining contracts, such as sales commissions, as an expense when incurred since the amortization period of the asset the Company otherwise would have recognized is one year or less. Sales commissions are recorded within selling, general and administrative expenses in the condensed consolidated statements of operations. Costs of Revenues Costs of revenues primarily consist of production materials, personnel costs (e.g., salaries, bonuses, benefit, and stock-based compensation), costs of consumables and laboratory supplies, information technology (“IT”) and facility costs, and depreciation and service maintenance contracts on capitalized equipment. Stock-Based Compensation For options granted to employees, non-employees, and directors, stock-based compensation is measured at grant date based on the fair value of the award. The Company determines the grant-date fair value of the options using the Black-Scholes option-pricing model, except for certain performance-based awards for which an alternative valuation method may be used. The Company determines the fair value of restricted stock unit awards using the closing market price of the Company’s common stock on the date of grant. The grant-date fair value of awards is amortized over the employees’ requisite service period on a straight-line basis, or the non-employees’ vesting period as the goods are received or services rendered. Forfeitures are accounted for as they occur. Additionally, the Company’s 2019 Employee Stock Purchase Plan is deemed to be a compensatory plan and therefore is included in stock-based compensation expense. Inputs used in Black-Scholes option-pricing models to measure fair value of options are summarized as follows: Expected Term. The expected term is calculated using the simplified method, which is available if there is insufficient historical data about exercise patterns and post-vesting employment termination behavior. The simplified method is based on the vesting period and the contractual term for each grant, or for each vesting tranche for awards with graded vesting. The midpoint of the vesting date and the maximum contractual expiration date is used as the expected term under this method. For awards with multiple vesting tranches, the times from grant until the midpoints for each of the tranches may be averaged to provide an overall expected term. Expected Volatility. The Company used an average historical stock price volatility of a peer group of publicly traded companies to be representative of its expected future stock price volatility, as the Company did not have sufficient trading history for its common stock. For purposes of identifying these peer companies, the Company considered the industry, stage of development, size, and financial leverage of potential comparable companies. For each grant, the Company measured historical volatility over a period equivalent to the expected term. Risk-Free Interest Rate. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury zero-coupon issues with remaining terms equivalent to the expected term of a stock award. Expected Dividend Rate. The Company has not paid and does not anticipate paying any dividends in the near future. Accordingly, the Company has estimated the dividend yield to be Net Loss per Share Attributable to Common Stockholders Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, without consideration of potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock and potentially dilutive securities outstanding for the period. For purposes of the diluted net loss per share calculation, the redeemable convertible preferred stock, convertible preferred stock warrants, common stock warrants, common stock subject to repurchase, and equity awards are considered to be potentially dilutive securities. Basic and diluted net loss attributable to common stockholders per share is presented in conformity with the two-class method required for participating securities as the redeemable convertible preferred stock is considered a participating security. The Company’s participating securities do not have a contractual obligation to share in the Company’s losses. As such, the net loss is attributed entirely to common stockholders. Because the Company has reported a net loss for the reporting periods presented, the diluted net loss per common share is the same as basic net loss per common share for those periods. Cash and Cash Equivalents Cash equivalents consist of highly liquid investments with maturities at the time of purchase of three months or less. Cash equivalents include bank demand deposits and money market accounts that invest primarily in cash, U.S. Treasury bills, notes, and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. Cash equivalents also include commercial paper and U.S. agency bonds, which are marketable debt securities recorded at fair value and accounted for in the same manner as other marketable debt securities described below. Short-term Investments The Company’s investments in marketable debt securities are classified as available-for-sale and recorded at fair value. Investments with original maturities of greater than three months and remaining maturities of less than one year are classified as short-term investments. Investments with maturities beyond one year may be classified as short-term based on their highly liquid nature and because such marketable securities represent the investment of cash that is available for current operations. Short-term investments primarily consist of U.S. agency bonds, commercial paper, corporate bonds, asset-backed securities, and U.S. treasuries. Unrealized gains and losses are included in accumulated other comprehensive income (loss) in stockholders’ equity. Any discount or premium arising at purchase is accreted or amortized to interest income or expense. Realized gains and losses and declines in fair value, if any, judged to be other than temporary are reported in other income (expense), net. When securities are sold, any associated unrealized gain or loss initially recorded as a separate component of stockholders’ equity is reclassified out of stockholders’ equity on a specific-identification basis and recorded in earnings for the period. The Company periodically evaluates whether declines in fair values of its investments below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as the Company’s ability and intent to hold the marketable security until a forecasted recovery occurs. Factors considered include quoted market prices, recent financial results and operating trends, implied values from any recent transactions or offers of investee securities, credit quality of debt instrument issuers, other publicly available information that may affect the value of the marketable security, duration and severity of the decline in value, and management’s strategy and intentions for holding the marketable security. To date, the Company has not recorded any impairment charges on its marketable securities related to other-than-temporary declines in market value. Fair Value Measurements Financial assets and liabilities are recorded at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. Observable inputs reflect market data obtained from independent sources while unobservable inputs reflect market assumptions made by the reporting entity. The three-level hierarchy for the inputs to valuation techniques used to measure fair value is briefly summarized as follows: Level 1 — Unadjusted quoted prices in active markets that are accessible to the reporting entity at the measurement date for identical assets and liabilities. Level 2 — Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following: • Quoted prices for similar assets and liabilities in active markets. • Quoted prices for identical or similar assets or liabilities in markets that are not active. • Observable inputs other than quoted prices that are used in the valuation of the asset or liabilities (e.g., interest rate and yield curve quotes at commonly quoted intervals). • Inputs that are derived principally from or are corroborated by observable market data by correlation or other means. Level 3 — Unobservable inputs for the assets or liabilities (i.e., supported by little or no market activity). Level 3 inputs include management’s own assumptions about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk). This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Inventory and Other Deferred Costs Inventory, consisting of supplies used in the Company’s genomic analysis contracts, are valued at the lower of cost or net realizable value. Cost is determined using actual costs, on a first-in, first-out basis. Other deferred costs relate to work in process for costs incurred on genomic analysis contracts that have not been completed or recognized as revenues. Other deferred costs represent materials used in sequencing services, labor, and overhead allocations. Leases The Company categorizes leases with contractual terms longer than twelve months as either operating or finance leases. Finance leases are generally those leases that allow the Company to substantially utilize or pay for the entire asset over its estimated life. All other leases are categorized as operating leases. As of September 30, 2020, the Company had no finance leases. Certain lease contracts include obligations to pay for other services, such as maintenance. The Company elected to account for these other services as a component of the lease (i.e., the Company elected the practical expedient not to separate lease and non-lease components). Lease liabilities are recognized at the present value of the fixed lease payments, reduced by landlord incentives, using a discount rate based on the Company’s current borrowing rate at the lease commencement date, adjusted for various factors including level of collateralization and term (the “incremental borrowing rate”), unless the rate implicit in the lease is readily determinable. The current portion of lease liabilities is included in “Accrued and other current liabilities.” Lease assets are recognized based on the initial present value of the fixed lease payments, reduced by landlord incentives, plus any direct costs from executing the leases or lease prepayments reclassified from “Other long-term assets” upon lease commencement. Lease assets are presented as “Operating lease right-of-use assets” as a long-term asset. Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life or the lease term. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease. The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from leases with a term of 12 months or less. Lease payments are recognized as an expense on a straight-line basis over the lease term. Recent Accounting Pronouncements New Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, 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. The accounting update also made minor changes to the impairment model for available-for-sale debt securities. In November 2019, the FASB delayed the effective date for Topic 326 as applicable to smaller reporting companies to the first quarter of 2023. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements and related disclosures. The Company will apply the new guidance by means of a cumulative-effect adjustment to the opening retained earnings as of the beginning of the first reporting period in which the guidance is effective. JOBS Act Accounting Election The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has irrevocably elected not to avail itself of this exemption from new or revised accounting standards, and therefore, the Company will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | Note 3. Revenues The following table presents the Company’s revenues disaggregated by customer type (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 VA MVP $ 14,092 $ 12,912 $ 43,598 $ 29,791 All other customers 5,724 4,241 14,874 17,262 Total $ 19,816 $ 17,153 $ 58,472 $ 47,053 Revenues from countries outside of the United States, based on the billing addresses of customers, represented approximately 7% and 1% of the Company’s revenues for the three months ended September 30, 2020 and 2019, respectively, and approximately 5% and 1% for the nine months ended September 30, 2020 and 2019, respectively. Contract Assets and Liabilities Contract assets as of September 30, 2020 were immaterial. The Company had no contract assets as of December 31, 2019. The Company’s contract liabilities consist of customer deposits in excess of revenues recognized and are presented as current liabilities in the condensed consolidated balance sheets. The balance of contract liabilities was $20.6 million and $36.0 million as of September 30, 2020 and December 31, 2019, respectively. Revenues recognized for the three months ended September 30, 2020 and 2019 that were included in the contract liability balance at the beginning of each reporting period were $10.6 million and $10.7 million, respectively. Revenues recognized for the nine months ended September 30, 2020 and 2019 that were included in the contract liability balance at the beginning of each period were $31.7 million and $25.2 million, respectively. Revenues allocated to remaining performance obligations represent contracted revenues that have not yet been recognized (“contracted not recognized revenues”), which include VA MVP contract liabilities and amounts that will be invoiced and recognized as revenues in future periods. Contracted not recognized revenues were $56.0 million as of September 30, 2020, which the Company expects to recognize as revenues within approximately four quarters. The Company has elected the optional exemption that allows for the exclusion of contracts with an original expected duration of one year or less. |
Balance Sheet Details
Balance Sheet Details | 9 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | Note 4. Balance Sheet Details Inventory and other deferred costs consist of the following (in thousands): September 30, December 31, 2020 2019 Raw materials $ 2,635 $ 1,424 Other deferred costs 3,633 3,182 Total inventory and other deferred costs $ 6,268 $ 4,606 Property and equipment. Depreciation and amortization expense for the three months ended September 30, 2020 and 2019 was $1.5 million and $1.2 million, respectively, and for the nine months ended September 30, 2020 and 2019 was $4.3 million and $3.4 million, respectively. Accumulated depreciation and amortization was $13.1 million and $9.1 million as of September 30, 2020 and December 31, 2019, respectively. Accrued and other current liabilities consist of the following (in thousands): September 30, December 31, 2020 2019 Accrued compensation $ 5,432 $ 4,147 Operating lease liabilities 2,302 1,361 Accrued liabilities 343 689 Accrued taxes 46 210 Other current liabilities 674 241 Total accrued and other current liabilities $ 8,797 $ 6,648 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5. Fair Value Measurements The following tables show the Company’s financial assets and liabilities measured at fair value on a recurring basis and the level of inputs used in such measurements as of September 30, 2020 and December 31, 2019 (in thousands): As of September 30, 2020 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Fair Value Level Assets Cash and cash equivalents: Cash $ 2,494 $ — $ — $ 2,494 Money market funds 102,532 — — 102,532 Level 1 Commercial paper 26,520 — (1 ) 26,519 Level 2 U.S. agency securities 1,700 — — 1,700 Level 2 Total cash and cash equivalents 133,246 — (1 ) 133,245 Short-term investments: Commercial paper 3,899 — — 3,899 Level 2 Corporate debt securities 7,972 9 — 7,981 Level 2 U.S. agency securities 60,895 47 (4 ) 60,938 Level 2 Total short-term investments 72,766 56 (4 ) 72,818 Total assets measured at fair value $ 206,012 $ 56 $ (5 ) $ 206,063 As of December 31, 2019 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Fair Value Level Assets Cash and cash equivalents: Cash $ 1,271 $ — $ — $ 1,271 Money market funds 12,495 — — 12,495 Level 1 Commercial paper 41,281 — (1 ) 41,280 Level 2 Total cash and cash equivalents 55,047 — (1 ) 55,046 Short-term investments: Commercial paper 17,898 — (6 ) 17,892 Level 2 U.S. government securities 4,011 — — 4,011 Level 2 Corporate debt securities 13,953 1 (6 ) 13,948 Level 2 U.S. agency securities 32,776 20 (2 ) 32,794 Level 2 Asset-backed securities 4,598 — — 4,598 Level 2 Total short-term investments 73,236 21 (14 ) 73,243 Total assets measured at fair value $ 128,283 $ 21 $ (15 ) $ 128,289 There have been no realized gains or losses on sales of marketable securities for the periods presented. No security has been in an unrealized loss position for 12 months or greater. The Company determined that it did have the ability and intent to hold all marketable securities that have been in a continuous loss position until maturity or recovery. As of September 30, 2020, the Company does not consider any of its marketable debt securities to be other-than-temporarily impaired. The Company’s marketable debt securities at September 30, 2020 have maturities due in one year or less, except for debt securities with an aggregate cost basis and fair value of $12.0 million that have maturities ranging from 19 to 24 months. The Black-Scholes option-pricing model was used to estimate the fair value of the redeemable convertible preferred stock warrants at the date of issuance and at each subsequent consolidated balance sheet date. The fair value of the redeemable convertible preferred stock warrants was also estimated at the time of conversion to common stock warrants (see Note 10). Under this option-pricing model, redeemable convertible preferred stock warrants were valued by creating a series of call options with exercise prices based on the liquidation preferences and conversion terms of each equity class. The values of the redeemable convertible preferred stock and common stock are inferred by analyzing these options. The fair value of each redeemable convertible preferred stock warrant was estimated using the Black-Scholes option-pricing model with the assumptions described below. Upon conversion to common stock warrants in the second quarter of 2019 (see Note 10), no further fair value measurements were made. Therefore, there is no activity with respect to periods after the second quarter of 2019. For the periods indicated, the Company has limited historical volatility information available, and the expected volatility was based on actual volatility for comparable public companies projected over the expected terms of the warrants. The Company did not apply a forfeiture rate to the warrants as there is not enough historical information available to estimate such a rate. The risk-free interest rate was based on the U.S. Treasury yield curve over the expected term of the warrants. Period Ended June 24, 2019 Expected term (in years) 5.01 - 5.26 Volatility 57.20% - 57.24% Risk-free interest rate 1.75% Dividend yield –% The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): Warrant Liability Balance — December 31, 2018 $ 683 Change in fair value 1,403 Reclassification of warrant liability to additional paid-in capital on conversion (2,086 ) Balance — September 30, 2019 $ — |
Borrowings
Borrowings | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 6. Borrowings There were no amounts outstanding under financing arrangements as of September 30, 2020 or December 31, 2019. Revolving Loan In June 2017, the Company entered into a $10.0 million revolving loan and security agreement (the “Revolving Loan”) with TriplePoint Capital LLC (“TriplePoint”). The Company borrowed $5.0 million under the Revolving Loan. Borrowings under the Revolving Loan bear an interest rate of prime, plus 6.75%. The Revolving Loan also has a 5.5% end of term loan payment on the highest outstanding principal amount. The Revolving Loan requires monthly interest-only payments until the maturity date. The Revolving Loan’s original maturity date was December 31, 2018, and in December 2018 the maturity date was further extended until March 22, 2019. Upon determining that the change in cash flows between the previous and current credit facility was not greater than 10%, the Company accounted for the transaction as a debt modification. In connection with the Revolving Loan, the Company issued to TriplePoint a warrant to purchase up to 62,096 shares of the Company’s Series C redeemable convertible preferred stock at an exercise price of $8.052 per share, which was exercised during the Company’s third quarter ended September 30, 2020 (see Note 10). The estimated fair value of the warrant upon draw down of $0.1 million was based on the Black-Scholes option-pricing model. The Company recorded the fair value of the warrant at issuance as a reduction in the debt-carrying value and as a warrant liability. The debt-carrying value reduction was accreted using the effective interest method as additional interest expense over the contractual period of 1.5 years for the Revolving Loan. The Revolving Loan had an effective interest rate of 19.22% per year. The Revolving Loan interest expense for the three and nine months ended September 30, 2019 was $0 and $0.2 million, respectively. On March 22, 2019, this Revolving Loan was repaid in full. Growth Capital Loan On March 22, 2019, the Company entered into a growth capital loan (the “Growth Capital Loan”) with TriplePoint to provide for a $20.0 million growth capital loan facility and had drawn down the full $20.0 million available under the facility. The Company used $5.1 million of the Growth Capital Loan to repay, in its entirety, all amounts outstanding under the Revolving Loan. Borrowings under the Growth Capital Loan bore interest at a floating rate of prime rate plus 5.00% for borrowings up to $15.0 million and the prime rate plus 6.50% for borrowing greater than $15.0 million. Under the agreement, the Company was required to make monthly interest-only payments through April 1, 2020 and was required to make 36 equal monthly payments of principal, plus accrued interest, from April 1, 2020 through March 1, 2023, when all unpaid principal and interest was to become due and payable. The agreement allowed voluntarily prepayment of all, but not part, of the outstanding principal at any time prior to the maturity date, subject to a prepayment fee of 1.00% of the outstanding balance if prepaid in months one through 12 of the loan term. In addition to the final payment, the Company paid an amount equal to 2.75% of each principal amount drawn under the Growth Capital Loan facility. In connection with the Growth Capital Loan, the Company issued a warrant to purchase 65,502 shares of common stock to TriplePoint at an exercise price of $9.16 per share, which was exercised during the Company’s third quarter ended September 30, 2020 (see Note 11). The Company recorded the issuance-date fair value of the warrant of $0.6 million and fees paid to TriplePoint of $0.3 million as a debt discount, which was amortized over the term of the Growth Capital Loan using the effective interest rate method. Upon issuance, the Growth Capital Loan had an effective interest rate of 15.23% per year. Interest expense for the three and nine months ended September 30, 2019 was $0.3 million and $1.0 million, respectively. On August 14, 2019, the Company paid off the Growth Capital Loan in its entirety. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases | Note 7. Leases In February 2015, the Company entered into a noncancelable operating lease for approximately 31,280 square feet of space used for its current laboratory and corporate headquarters. In April 2020, the Company extended the lease term. The lease expires on November 30, 2027 and includes an option to extend the term for a period of three years with rent payments equal to then current fair market rental for the space. The Company determined the extension option is not reasonably certain to be exercised. The lease contains a leasehold improvement incentive and escalating rent payments. In August 2019, the Company entered into a noncancelable operating lease for a co-located data center space. The lease expires on August 31, 2022 and includes an option to extend the term for a period of three years immediately following the expiration of the term with rent payments to be negotiated upon such a renewal. The Company determined the extension option is not reasonably certain to be exercised. In April 2020, the lease was modified to increase the data center space available for the Company’s use for the remainder of the lease term. Operating lease cost for the three months ended September 30, 2020 and 2019 was $0.6 million and $0.3 million, respectively, and for the nine months ended September 30, 2020 and 2019 was $1.6 million and $0.8 million, respectively. As of September 30, 2020, the Company’s operating leases had a weighted-average remaining lease term of 6.6 years and a weighted-average discount rate of 10.7%. The Company’s discount rates are based on estimates of its incremental borrowing rate, as the discount rates implicit in the Company’s leases cannot be readily determined. Future lease payments under operating leases as of September 30, 2020 were as follows (in thousands): Amount 2020 (remaining three months) $ 505 2021 2,558 2022 2,194 2023 2,046 2024 2,113 2025 and thereafter 6,560 Total future minimum lease payments 15,976 Less: imputed interest (4,777 ) Present value of future minimum lease payments 11,199 Less: current portion of operating lease liability (2,302 ) Long-term operating lease liabilities $ 8,897 Cash paid for operating lease liabilities, included in cash flows from operating activities in the condensed consolidated statement of cash flows, for the nine months ended September 30, 2020 and 2019, was $1.2 million and $0.8 million, respectively. Right-of-use assets obtained in exchange for new operating lease liabilities during the nine months ended September 30, 2020 and 2019 were $9.8 million and $2.8 million, respectively, including the impact of adopting ASU 2016-02, Leases (Topic 842) in the first quarter of 2019. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | Note 8. Redeemable Convertible Preferred Stock Series A redeemable convertible preferred stock, Series B redeemable convertible preferred stock and Series C redeemable convertible preferred stock (collectively the “Redeemable Convertible Preferred Stock”) outstanding consisted of the following as of December 31, 2018 and as of immediately prior to the automatic conversion of the Redeemable Convertible Preferred Stock into common stock: December 31, 2018 Shares Authorized Shares Issued and Outstanding Aggregate Liquidation Preference Net Carrying Value (in thousands) Series A 31,250,000 7,812,497 $ 20,500 $ 20,261 Series B 19,288,150 4,799,548 22,078 22,047 Series C 24,700,000 5,862,697 47,206 47,096 Total redeemable convertible preferred stock 75,238,150 18,474,742 $ 89,784 $ 89,404 Immediately prior to the closing of the Company’s IPO, all shares of the Company’s then-outstanding Redeemable Convertible Preferred Stock, as shown in the table above, automatically converted on a one-for-one basis into an aggregate of 18,474,703 shares of common stock. The Company’s June 2019 reverse stock split was effected on a holder-by-holder basis with no fractional shares issued, which resulted in 39 fewer shares of common stock issued as compared to the amounts shown in the above table. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 9. Stock-Based Compensation 2011 Equity Incentive Plan In 2011, the Company established its 2011 Equity Incentive Plan (the “2011 Plan”) that provided for the granting of stock options to employees and nonemployees of the Company. Under the 2011 Plan, the Company had the ability to issue incentive stock options (“ISOs”), nonstatutory stock options (“NSOs”), stock appreciation rights, restricted stock awards, and restricted stock unit awards (“RSUs”). Options under the 2011 Plan could be granted for periods of up to 10 years. The ISOs could be granted at a price per share not less than the fair value at the date of grant. For stock option grants issued prior to December 31, 2015, the Company allowed employees to exercise options granted under the 2011 Plan prior to vesting (early exercise of stock options). The unvested shares are subject to the Company’s repurchase rights at the original purchase price. Initially, the proceeds were recorded as an accrued liability from the early exercise of stock options and reclassified to common stock as the Company’s repurchase rights lapse. There were no unvested shares subject to the Company’s repurchase rights as of September 30, 2020 and December 31, 2019. 2019 Equity Incentive Plan The Company’s board of directors adopted and the Company’s stockholders approved the 2019 Equity Incentive Plan (the “2019 Plan”) in May 2019 and June 2019, respectively. The 2019 Plan became effective in June 2019 in connection with the Company’s IPO, and no further grants will be made under the 2011 Plan. Shares reserved and remaining available for issuance under the 2011 Plan were added to the 2019 Plan reserve upon its effectiveness. The 2019 Plan provides for the grant of ISOs, NSOs, stock appreciation rights, restricted stock awards, RSUs, performance-based stock awards, and other forms of equity compensation. Additionally, the 2019 Plan provides for the grant of performance cash awards. ISOs may be granted only to the Company’s employees and to any of the Company’s parent or subsidiary corporation’s employees. All other awards may be granted to employees, including officers, and to non-employee directors and consultants of the Company and any of the Company’s affiliates. The exercise price of a stock option generally cannot be less than 100% of the fair market value of the Company’s common stock on the date of grant. Options under the 2019 Plan may be granted for periods of up to 10 years. 2020 Inducement Plan The Compensation Committee of the Company’s board of directors adopted the 2020 Inducement Plan (the “Inducement Plan”) in May 2020, which became effective upon adoption. The Inducement Plan was adopted without stockholder approval, as permitted by the Nasdaq Stock Market rules. The Inducement Plan provides for the grant of equity-based awards, including NSOs, stock appreciation rights, restricted stock awards, RSUs, performance-based stock awards, and other forms of equity compensation, and its terms are substantially similar to the stockholder-approved 2019 Plan. In accordance with relevant Nasdaq Listing Rules, awards under the Inducement Plan may only be made to individuals not previously employees or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals entry into employment with the Company. 2019 Employee Stock Purchase Plan The Company’s board of directors adopted and the Company’s stockholders approved the 2019 Employee Stock Purchase Plan (the “ESPP”) in May 2019 and June 2019, respectively. Subject to any plan limitations, the ESPP allows eligible employees to contribute, normally through payroll deductions, up to 15 of their earnings for the purchase of the Company’s common stock at a discounted price per share. The price at which common stock is purchased under the ESPP is equal to 85% of the fair market value of the Company’s common stock on the first or last day of the offering period, whichever is lower. The ESPP provides for separate six-month offering periods beginning on May 1 and November 1 of each year. Shares of common stock available for issuance under the Company’s equity incentive plans at September 30, 2020 and December 31, 2019 were as follows: September 30, December 31, 2020 2019 Reserved for issuance upon exercise of options outstanding under the 2011 Plan 3,548,764 4,474,057 Reserved for issuance upon exercise or settlement of awards outstanding under the 2019 Plan 2,239,610 377,378 Reserved and available for issuance under the 2019 Plan (1) 2,200,594 2,392,343 Reserved for issuance upon exercise or settlement of awards outstanding under the Inducement Plan 199,300 — Reserved and available for issuance under the Inducement Plan 800,700 — Reserved and available for issuance under the ESPP (2) 413,266 172,316 Total number of shares reserved 9,402,234 7,416,094 (1) (2) Stock Option Activity A summary of the Company’s stock option activity (excluding performance-based stock option activity summarized further below) under the 2011 Plan, 2019 Plan, and Inducement Plan for the nine months ended September 30, 2020 is as follows: Outstanding Options (in thousands, except share and per share data) Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Balance—December 31, 2019 4,731,435 $ 4.94 6.60 $ 29,730 Options granted 1,157,641 9.21 Options exercised (740,630 ) 3.09 Options cancelled (228,982 ) 7.86 Balance—September 30, 2020 4,919,464 $ 6.09 6.74 $ 76,681 Options vested and exercisable as of September 30, 2020 2,793,499 $ 3.92 5.14 $ 49,591 Options granted to new hires generally vest over a four-year period, with 25% vesting at the end of one year and the remaining vesting monthly thereafter. Options granted as merit awards generally vest monthly over a three- or four-year period. The aggregate intrinsic value of unexercised stock options is calculated as the difference between the closing price of the Company’s common stock of $21.67 on September 30, 2020 and the exercise prices of the underlying stock options. Out-of-the money stock options are excluded from the aggregate intrinsic value. The weighted-average grant date fair value of options granted was $11.71 and $8.81 per share for the three months ended September 30, 2020 and 2019, respectively, and $5.40 and $8.19 per share for the nine months ended September 30, 2020 and 2019, respectively. As of September 30, 2020, the unrecognized stock-based compensation cost of unvested options was $11.4 million, which is expected to be recognized over a weighted-average period of 2.6 years. Valuation of Stock Options The Company estimated the fair value of stock options using the Black-Scholes option-pricing model. The fair value of stock options is recognized on a straight-line basis over the requisite service periods of the awards. The fair value of stock options was estimated using the following weighted-average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected term (in years) 5.77 - 6.08 6.00 - 6.08 5.50 - 6.08 5.00 - 6.87 Volatility 67.78 - 68.15% 62.28 - 63.08% 61.74 - 68.18% 56.20 - 63.08% Risk-free interest rate 0.37 - 0.39% 1.53 - 1.73% 0.36 - 1.66% 1.53 - 2.52% Dividend yield –% –% –% –% Performance-Based Stock Option Activity Pursuant to the 2019 Plan, in March 2020, the Company’s board of directors granted the Company’s Chief Executive Officer a performance-based stock option (“PSO”) to purchase 421,000 shares of common stock. The PSO is subject to the Chief Executive Officer’s continued service to the Company through the date of vesting and, if the performance condition is not met within 10 years from the date of grant, the PSO will be canceled. The shares subject to the PSO will vest in full if the Company’s average market capitalization is equal to or greater than $1 billion over a 30 calendar day period. Upon a change in control, the vesting of the shares subject to the PSO will accelerate on a pro rata basis based on the price per share in such change in control transaction multiplied by the price per share at such time divided by $1 billion, with up to 100% of the shares eligible for such accelerated vesting. A summary of the Company’s performance-based stock option activity under the 2019 Plan for the nine months ended September 30, 2020 is as follows: Outstanding Performance-Based Options (in thousands, except share and per share data) Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Balance—December 31, 2019 — $ — — $ — Options granted 421,000 5.10 Options exercised — Options cancelled — Balance—September 30, 2020 421,000 $ 5.10 9.46 $ 6,976 Options vested and exercisable as of September 30, 2020 — $ — — $ — The aggregate intrinsic value of unexercised stock options is calculated as the difference between the closing price of the Company’s common stock of $21.67 on September 30, 2020 and the exercise price of the underlying stock options. As of September 30, 2020, the unrecognized stock-based compensation cost of unvested performance-based options was $1.2 million, which is expected to be recognized over a period of 4.0 years. Subsequent to the quarterly period ended September 30, 2020 covered by this Quarterly Report, the Company’s average market capitalization was equal to or greater than $1 billion over a 30 calendar day period and the PSO vested in full. The full amount of unrecognized stock-based compensation cost of $1.2 million will be recognized in the Company’s quarterly period ended December 31, 2020. Valuation of Performance-Based Stock Options The Company estimated the fair value of the PSO using a Monte Carlo Model and the following assumptions and estimates: 2020 Performance period (in years) 10.00 Derived service period (in years) 4.55 Volatility 63.60% Risk-free interest rate 1.02% Dividend yield –% Estimated fair value (per share) $ 3.31 Restricted Stock Units Activity A summary of the Company’s RSU activity under the 2019 Plan and Inducement Plan for the nine months ended September 30, 2020 is as follows: Unvested Restricted Stock Units (in thousands, except share and per share data) Number of Shares Weighted- Average Grant Date Fair Value Aggregate Fair Value Balance—December 31, 2019 120,000 $ 8.86 $ 1,308 RSUs granted 619,990 9.08 RSUs vested (76,331 ) 6.37 1,287 RSUs cancelled (16,449 ) 6.50 Balance—September 30, 2020 647,210 $ 9.42 $ 14,025 The Company granted RSUs to employees to receive shares of the Company’s common stock. The RSUs awarded are subject to each individual’s continued service to the Company through each applicable vesting date. RSUs granted to new hires generally vest annually over a four-year period. RSUs granted as merit awards generally vest semi-annually over a three-year period, or in some cases quarterly over a three-year period. The Company accounted for the fair value of the RSUs using the closing market price of the Company’s common stock on the date of grant. The aggregate fair value of unvested RSUs is calculated using the closing price of the Company’s common stock of $21.67 on September 30, 2020. As of September 30, 2020, the unrecognized stock-based compensation cost of unvested RSUs was $5.7 million, which is expected to be recognized over a weighted-average period of 3.0 years. The Company's default tax withholding method for RSUs is the sell-to-cover method, in which shares with a market value equivalent to the tax withholding obligation are sold on behalf of the holder of the RSUs upon vesting and settlement to cover the tax withholding liability and the cash proceeds from such sales are remitted by the Company to taxing authorities. ESPP Activity and Valuation During the nine months ended September 30, 2020, 71,480 shares of common stock were purchased under the ESPP. The following assumptions were used to calculate the stock-based compensation for each stock purchase right granted under the ESPP: an expected term of 0.5 years, expected volatility of 102.1%, a risk-free interest rate of 0.1%, and a zero dividend yield. Stock-Based Compensation Expense The following is a summary of stock-based compensation expense by award type (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Stock options $ 957 $ 1,190 $ 3,219 $ 3,165 Performance-based stock options 77 — 166 280 RSUs 462 — 885 — ESPP 194 212 491 212 Total stock-based compensation expense $ 1,690 $ 1,402 $ 4,761 $ 3,657 The following is a summary of stock-based compensation expense by function (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Costs of revenues $ 254 $ 149 $ 606 $ 339 Research and development 511 290 1,164 647 Selling, general and administrative 925 963 2,991 2,671 Total stock-based compensation expense $ 1,690 $ 1,402 $ 4,761 $ 3,657 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock Warrants | 9 Months Ended |
Sep. 30, 2020 | |
Convertible Preferred Stock Warrants [Abstract] | |
Redeemable Convertible Preferred Stock Warrants | Note 10. Redeemable Convertible Preferred Stock Warrants In September 2014, in connection with a loan, the Company issued a warrant to purchase 22,489 shares of its Series B redeemable convertible preferred stock at an exercise price of $4.60 per share. In June 2017, as additional consideration for the Revolving Loan (see Note 6), the Company issued a warrant to purchase up to 62,096 shares of its Series C redeemable convertible preferred stock at an exercise price of $8.052. The estimated fair value of the Series C convertible preferred stock warrant on the date of issuance of $0.1 million was recorded as a debt reduction. As of the issuance date, the fair value of the Series C convertible preferred stock warrant was calculated using the Black-Scholes option-pricing model and was based on a contractual term of seven years, a risk-free interest rate of 1.97%, expected volatility of 64.33%, and 0% expected dividend yield. At initial recognition, the convertible preferred stock warrants were recorded at their estimated fair values and were subject to remeasurement at each consolidated balance sheet date, with changes in fair value recognized as a component of net income. As of December 31, 2018, the fair values of the convertible preferred stock warrants were calculated to be $0.7 million. Immediately prior to the closing of the Company’s IPO, the redeemable convertible preferred stock warrants automatically converted to common stock warrants. As a result of the automatic conversion of the redeemable convertible preferred stock warrants to common stock warrants, the Company revalued the redeemable convertible preferred stock warrants as of the completion of the IPO and reclassified the outstanding preferred stock warrant liability balance to additional paid-in capital with no further remeasurements as the common stock warrants are now deemed permanent equity. The fair value transferred to additional paid-in capital was $2.1 million. Subsequent to the conversion to a common stock warrant and before the end of the Company’s second quarter ended June 30, 2019, the warrant for 22,489 shares was exercised. As a result, the Company issued 19,069 shares of common stock as the warrant allowed for a net share settlement. Separately, the warrant for 62,096 shares issued in June 2017 was exercised during the Company’s third quarter ended September 30, 2020. As a result, the Company issued 40,357 shares of common stock as the warrant allowed for a net share settlement. |
Common Stock Warrants
Common Stock Warrants | 9 Months Ended |
Sep. 30, 2020 | |
Common Stock Warrants [Abstract] | |
Common Stock Warrants | Note 11. Common Stock Warrants In connection with the sale of Series A redeemable convertible preferred stock in August 2011, the Company issued a warrant to purchase 188,643 shares of common stock to an investor who purchased Series A redeemable convertible preferred stock in August 2011 at an exercise price of $0.04 per share. The Company recorded the issuance-date fair value of the warrant of $0.1 million in equity as the warrant met all criteria for equity classification. The common stock warrant was exercised in June 2019 prior to the Company’s IPO and is no longer outstanding. In connection with the Growth Capital Loan agreement (see Note 6), the Company issued a warrant to purchase 65,502 shares of common stock to the lender at an exercise price of $9.16 per share. The Company recorded the issuance-date fair value of the warrant of $0.6 million in equity as the warrant met all criteria for equity classification. The warrant was exercised during the Company’s third quarter ended September 30, 2020. As a result, the Company issued 39,415 shares of common stock as the warrant allowed for a net share settlement. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 12 . Commitments and Contingencies Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. Accruals for litigation and contingencies are reflected in the condensed consolidated financial statements based on management’s assessment, including the advice of legal counsel, of the expected outcome of litigation or other dispute resolution proceedings and/or the expected resolution of contingencies. Liabilities for estimated losses are accrued if the potential losses from any claims or legal proceedings are considered probable and the amounts can be reasonably estimated. Significant judgment is required in both the determination of probability of loss and the determination as to whether the amount can be reasonably estimated. Accruals are based only on information available at the time of the assessment due to the uncertain nature of such matters. As additional information becomes available, management reassesses potential liabilities related to pending claims and litigation and may revise its previous estimates, which could materially affect the Company’s consolidated results of operations in a given period. As of September 30, 2020, the Company was not involved in any material legal proceedings. Indemnification In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss per Share Attributable to Common Stockholders | Note 13. Net Loss per Share Attributable to Common Stockholders Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period. Because the Company reported a net loss for all periods presented, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share for those periods presented because the potentially dilutive shares would have been antidilutive if included in the calculation. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Numerator: Net loss attributable to common stockholders $ (9,545 ) $ (6,885 ) $ (27,939 ) $ (18,439 ) Denominator: Weighted-average shares outstanding 35,460,092 31,134,009 32,845,583 13,614,087 Less: weighted-average shares subject to repurchase — (326 ) — (643 ) Weighted-average shares outstanding used in computing net loss per share attributable to common stockholders—basic and diluted 35,460,092 31,133,683 32,845,583 13,613,444 Net loss per share attributable to common stockholders—basic and diluted $ (0.27 ) $ (0.22 ) $ (0.85 ) $ (1.35 ) The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Common stock warrants — 127,598 — 127,598 Options to purchase common stock 5,340,464 4,678,176 5,340,464 4,678,176 Unvested restricted stock units 647,210 — 647,210 — Employee stock purchase plan 91,816 55,110 91,816 55,110 Unvested early exercised common stock options — 78 — 78 Total 6,079,490 4,860,962 6,079,490 4,860,962 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. The condensed consolidated financial statements include the accounts of Personalis, Inc. and its wholly owned subsidiary, Personalis (UK) Ltd. All intercompany balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year ending December 31, 2020. The Company began presenting “Long-term operating lease liabilities” and “Operating lease liabilities” separately in the condensed consolidated balance sheets and condensed consolidated statements of cash flows, respectively, in its Quarterly Report on Form 10-Q for the prior interim period. Amounts reported in previous periods were reclassified to conform to the current presentation. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The estimates include, but are not limited to, useful lives assigned to long-lived assets, the valuation of common and convertible redeemable preferred stock and related warrants and options, the valuation of stock-based awards, and provisions for income taxes and contingencies. Actual results could differ from these estimates, and such differences could be material to the Company’s condensed consolidated financial position and results of operations. |
Initial Public Offering | Initial Public Offering On June 24, 2019, the Company completed an IPO in which it issued and sold 9,109,725 shares of its common stock at a public offering price of $17.00 per share. The Company received net proceeds of $139.8 million after deducting underwriting discounts, commissions, and offering expenses. Offering expenses were $4.2 million and consisted of fees and expenses incurred in connection with the sale of the Company’s common stock in the IPO, including legal, accounting, printing, and other IPO-related costs, all of which were paid by December 31, 2019. A warrant to purchase 188,643 shares of the Company’s common stock was exercised prior to completion of the Company’s IPO. In addition, in connection with the IPO, all shares of the Company’s then-outstanding redeemable convertible preferred stock were automatically converted into 18,474,703 shares of the Company’s common stock, and all then-outstanding warrants to purchase the Company’s convertible preferred stock were automatically converted into warrants to purchase 84,585 shares of the Company’s common stock, all of which were exercised as of September 30, 2020 (see Note 10). |
Follow On Offering | Follow-On Offering On August 14, 2020, the Company completed a follow-on offering in which it issued and sold 6,578,947 shares of its common stock at a public offering price of $19.00 per share. The Company received net proceeds of $117.5 million after deducting underwriting discounts and commissions. The Company also incurred $0.4 million of offering expenses, including legal, accounting, printing and other offering-related costs, of which $0.1 million was paid by September 30, 2020. |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties The Company is subject to credit risk from its portfolio of cash and cash equivalents. The Company’s cash and cash equivalents are deposited with high-quality financial institutions. Deposits at these institutions may, at times, exceed federally insured limits. Management believes these financial institutions are financially sound and, accordingly, that minimal credit risk exists. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company also invests in investment‑grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy are as follows: preservation of principal; liquidity of investments sufficient to meet cash flow requirements; avoidance of inappropriate concentration and credit risk; competitive after‑tax rate of returns; and fiduciary control of cash and investments. Under its investment policy, the Company limits the amounts invested in such securities by credit rating, maturity, investment type, and issuer. As a result, management believes that these financial instruments do not expose the Company to any significant concentrations of credit risk. The Company purchases various reagents and sequencing materials from sole source suppliers. Any extended interruption in the supply of these materials could result in the Company’s inability to secure sufficient materials to conduct business and meet customer demand. The Company routinely assesses the creditworthiness of its customers and does not require collateral. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company maintains an allowance for doubtful accounts, which was $0.1 million as of September 30, 2020 and December 31, 2019. During the three and nine months ended September 30, 2019, bad debt expense was $0.1 million. The Company had no bad debt expense in 2020. Significant customers are those that represent more than 10% of the Company’s total revenues or accounts receivable balance at each respective balance sheet date. For each significant customer, revenue as a percentage of total revenues and accounts receivable as a percentage of total accounts receivable are as follows: Revenues Accounts Receivable Three Months Ended September 30, Nine Months Ended September 30, September 30, 2020 December 31, 2019 2020 2019 2020 2019 VA MVP 71% 75% 75% 63% 12% 19% Pfizer Inc. * 11% * 17% 35% 23% Merck & Co., Inc. * * * * 10% * Indivumed GmbH * * * * * 30% * Less than 10% of revenues or accounts receivable |
Revenue Recognition | Revenue Recognition The Company applies the revenue recognition guidance in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“Topic 606”). Revenue Recognition The revenue guidance provides a five-step framework through which revenue is recognized when control of promised goods or services is transferred to a customer at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To determine revenue recognition for arrangements that the Company concludes are within the scope of Topic 606, management performs the following five steps: (i) identifies the contract(s) with a customer; (ii) identifies the performance obligations in the contract(s); (iii) determines the transaction price, including whether there are any constraints on variable consideration; (iv) allocates the transaction price to the performance obligations; and (v) recognizes revenue when (or as) the Company satisfies a performance obligation. At contract inception, once a contract is determined to be within the scope of the new revenue standard, the Company assesses whether individual goods or services promised within each contract are distinct and, therefore, represent separate performance obligations. The Company derives revenues from sequencing and data analysis services to support the development of personalized cancer vaccines and other next-generation cancer immunotherapies, as well as to support population sequencing initiatives. The Company’s contracts are in the form of a combination of signed agreements, statements of work, and/or purchase orders. Under Topic 606, the Company accounts for a contract with a customer when there is approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and it is probable that the Company will collect substantially all of the consideration to which it will be entitled. The sequencing and data analysis services are the only distinct services that meet the definition of a performance obligation and are accounted for as one performance obligation under Topic 606. The Company recognizes revenue from such services at the point in time when control of the test results is transferred to the customer. The Company has elected to exclude all sales and value added taxes from the measurement of the transaction price. Sequencing and data analysis services are based on a fixed price per test. Payment terms and conditions vary by contract and customer. The Company’s standard payment terms are less than 90 days from the invoice date. In instances where the timing of the Company’s revenue recognition differs from the timing of its invoicing, the Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised services to the customer will be one year or less. After assessing each of its revenue-generating arrangements to determine whether a significant financing component exists, the Company concluded that a significant financing component does not exist in any of its arrangements. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s services and to provide payment protection for the Company. Practical Expedients and Exemptions As a practical expedient, the Company recognizes the incremental costs of obtaining contracts, such as sales commissions, as an expense when incurred since the amortization period of the asset the Company otherwise would have recognized is one year or less. Sales commissions are recorded within selling, general and administrative expenses in the condensed consolidated statements of operations. |
Costs of Revenues | Costs of Revenues Costs of revenues primarily consist of production materials, personnel costs (e.g., salaries, bonuses, benefit, and stock-based compensation), costs of consumables and laboratory supplies, information technology (“IT”) and facility costs, and depreciation and service maintenance contracts on capitalized equipment. |
Stock-Based Compensation | Stock-Based Compensation For options granted to employees, non-employees, and directors, stock-based compensation is measured at grant date based on the fair value of the award. The Company determines the grant-date fair value of the options using the Black-Scholes option-pricing model, except for certain performance-based awards for which an alternative valuation method may be used. The Company determines the fair value of restricted stock unit awards using the closing market price of the Company’s common stock on the date of grant. The grant-date fair value of awards is amortized over the employees’ requisite service period on a straight-line basis, or the non-employees’ vesting period as the goods are received or services rendered. Forfeitures are accounted for as they occur. Additionally, the Company’s 2019 Employee Stock Purchase Plan is deemed to be a compensatory plan and therefore is included in stock-based compensation expense. Inputs used in Black-Scholes option-pricing models to measure fair value of options are summarized as follows: Expected Term. The expected term is calculated using the simplified method, which is available if there is insufficient historical data about exercise patterns and post-vesting employment termination behavior. The simplified method is based on the vesting period and the contractual term for each grant, or for each vesting tranche for awards with graded vesting. The midpoint of the vesting date and the maximum contractual expiration date is used as the expected term under this method. For awards with multiple vesting tranches, the times from grant until the midpoints for each of the tranches may be averaged to provide an overall expected term. Expected Volatility. The Company used an average historical stock price volatility of a peer group of publicly traded companies to be representative of its expected future stock price volatility, as the Company did not have sufficient trading history for its common stock. For purposes of identifying these peer companies, the Company considered the industry, stage of development, size, and financial leverage of potential comparable companies. For each grant, the Company measured historical volatility over a period equivalent to the expected term. Risk-Free Interest Rate. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury zero-coupon issues with remaining terms equivalent to the expected term of a stock award. Expected Dividend Rate. The Company has not paid and does not anticipate paying any dividends in the near future. Accordingly, the Company has estimated the dividend yield to be |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, without consideration of potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock and potentially dilutive securities outstanding for the period. For purposes of the diluted net loss per share calculation, the redeemable convertible preferred stock, convertible preferred stock warrants, common stock warrants, common stock subject to repurchase, and equity awards are considered to be potentially dilutive securities. Basic and diluted net loss attributable to common stockholders per share is presented in conformity with the two-class method required for participating securities as the redeemable convertible preferred stock is considered a participating security. The Company’s participating securities do not have a contractual obligation to share in the Company’s losses. As such, the net loss is attributed entirely to common stockholders. Because the Company has reported a net loss for the reporting periods presented, the diluted net loss per common share is the same as basic net loss per common share for those periods. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents consist of highly liquid investments with maturities at the time of purchase of three months or less. Cash equivalents include bank demand deposits and money market accounts that invest primarily in cash, U.S. Treasury bills, notes, and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. Cash equivalents also include commercial paper and U.S. agency bonds, which are marketable debt securities recorded at fair value and accounted for in the same manner as other marketable debt securities described below. |
Short-term Investments | Short-term Investments The Company’s investments in marketable debt securities are classified as available-for-sale and recorded at fair value. Investments with original maturities of greater than three months and remaining maturities of less than one year are classified as short-term investments. Investments with maturities beyond one year may be classified as short-term based on their highly liquid nature and because such marketable securities represent the investment of cash that is available for current operations. Short-term investments primarily consist of U.S. agency bonds, commercial paper, corporate bonds, asset-backed securities, and U.S. treasuries. Unrealized gains and losses are included in accumulated other comprehensive income (loss) in stockholders’ equity. Any discount or premium arising at purchase is accreted or amortized to interest income or expense. Realized gains and losses and declines in fair value, if any, judged to be other than temporary are reported in other income (expense), net. When securities are sold, any associated unrealized gain or loss initially recorded as a separate component of stockholders’ equity is reclassified out of stockholders’ equity on a specific-identification basis and recorded in earnings for the period. The Company periodically evaluates whether declines in fair values of its investments below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as the Company’s ability and intent to hold the marketable security until a forecasted recovery occurs. Factors considered include quoted market prices, recent financial results and operating trends, implied values from any recent transactions or offers of investee securities, credit quality of debt instrument issuers, other publicly available information that may affect the value of the marketable security, duration and severity of the decline in value, and management’s strategy and intentions for holding the marketable security. To date, the Company has not recorded any impairment charges on its marketable securities related to other-than-temporary declines in market value. |
Fair Value Measurements | Fair Value Measurements Financial assets and liabilities are recorded at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. Observable inputs reflect market data obtained from independent sources while unobservable inputs reflect market assumptions made by the reporting entity. The three-level hierarchy for the inputs to valuation techniques used to measure fair value is briefly summarized as follows: Level 1 — Unadjusted quoted prices in active markets that are accessible to the reporting entity at the measurement date for identical assets and liabilities. Level 2 — Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following: • Quoted prices for similar assets and liabilities in active markets. • Quoted prices for identical or similar assets or liabilities in markets that are not active. • Observable inputs other than quoted prices that are used in the valuation of the asset or liabilities (e.g., interest rate and yield curve quotes at commonly quoted intervals). • Inputs that are derived principally from or are corroborated by observable market data by correlation or other means. Level 3 — Unobservable inputs for the assets or liabilities (i.e., supported by little or no market activity). Level 3 inputs include management’s own assumptions about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk). This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. |
Inventory and Other Deferred Costs | Inventory and Other Deferred Costs Inventory, consisting of supplies used in the Company’s genomic analysis contracts, are valued at the lower of cost or net realizable value. Cost is determined using actual costs, on a first-in, first-out basis. Other deferred costs relate to work in process for costs incurred on genomic analysis contracts that have not been completed or recognized as revenues. Other deferred costs represent materials used in sequencing services, labor, and overhead allocations. |
Leases | Leases The Company categorizes leases with contractual terms longer than twelve months as either operating or finance leases. Finance leases are generally those leases that allow the Company to substantially utilize or pay for the entire asset over its estimated life. All other leases are categorized as operating leases. As of September 30, 2020, the Company had no finance leases. Certain lease contracts include obligations to pay for other services, such as maintenance. The Company elected to account for these other services as a component of the lease (i.e., the Company elected the practical expedient not to separate lease and non-lease components). Lease liabilities are recognized at the present value of the fixed lease payments, reduced by landlord incentives, using a discount rate based on the Company’s current borrowing rate at the lease commencement date, adjusted for various factors including level of collateralization and term (the “incremental borrowing rate”), unless the rate implicit in the lease is readily determinable. The current portion of lease liabilities is included in “Accrued and other current liabilities.” Lease assets are recognized based on the initial present value of the fixed lease payments, reduced by landlord incentives, plus any direct costs from executing the leases or lease prepayments reclassified from “Other long-term assets” upon lease commencement. Lease assets are presented as “Operating lease right-of-use assets” as a long-term asset. Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life or the lease term. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease. The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from leases with a term of 12 months or less. Lease payments are recognized as an expense on a straight-line basis over the lease term. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements New Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, 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. The accounting update also made minor changes to the impairment model for available-for-sale debt securities. In November 2019, the FASB delayed the effective date for Topic 326 as applicable to smaller reporting companies to the first quarter of 2023. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements and related disclosures. The Company will apply the new guidance by means of a cumulative-effect adjustment to the opening retained earnings as of the beginning of the first reporting period in which the guidance is effective. |
JOBS Act Accounting Election | JOBS Act Accounting Election The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has irrevocably elected not to avail itself of this exemption from new or revised accounting standards, and therefore, the Company will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Percentage of Revenues and Accounts Receivables from Customers | For each significant customer, revenue as a percentage of total revenues and accounts receivable as a percentage of total accounts receivable are as follows: Revenues Accounts Receivable Three Months Ended September 30, Nine Months Ended September 30, September 30, 2020 December 31, 2019 2020 2019 2020 2019 VA MVP 71% 75% 75% 63% 12% 19% Pfizer Inc. * 11% * 17% 35% 23% Merck & Co., Inc. * * * * 10% * Indivumed GmbH * * * * * 30% * Less than 10% of revenues or accounts receivable |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Disaggregation Of Revenue [Abstract] | |
Schedule of Revenues Disaggregated by Customer Type | The following table presents the Company’s revenues disaggregated by customer type (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 VA MVP $ 14,092 $ 12,912 $ 43,598 $ 29,791 All other customers 5,724 4,241 14,874 17,262 Total $ 19,816 $ 17,153 $ 58,472 $ 47,053 |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Inventory and Other Deferred Costs | Inventory and other deferred costs consist of the following (in thousands): September 30, December 31, 2020 2019 Raw materials $ 2,635 $ 1,424 Other deferred costs 3,633 3,182 Total inventory and other deferred costs $ 6,268 $ 4,606 |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following (in thousands): September 30, December 31, 2020 2019 Accrued compensation $ 5,432 $ 4,147 Operating lease liabilities 2,302 1,361 Accrued liabilities 343 689 Accrued taxes 46 210 Other current liabilities 674 241 Total accrued and other current liabilities $ 8,797 $ 6,648 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis and Level of Inputs used in such Measurements | The following tables show the Company’s financial assets and liabilities measured at fair value on a recurring basis and the level of inputs used in such measurements as of September 30, 2020 and December 31, 2019 (in thousands): As of September 30, 2020 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Fair Value Level Assets Cash and cash equivalents: Cash $ 2,494 $ — $ — $ 2,494 Money market funds 102,532 — — 102,532 Level 1 Commercial paper 26,520 — (1 ) 26,519 Level 2 U.S. agency securities 1,700 — — 1,700 Level 2 Total cash and cash equivalents 133,246 — (1 ) 133,245 Short-term investments: Commercial paper 3,899 — — 3,899 Level 2 Corporate debt securities 7,972 9 — 7,981 Level 2 U.S. agency securities 60,895 47 (4 ) 60,938 Level 2 Total short-term investments 72,766 56 (4 ) 72,818 Total assets measured at fair value $ 206,012 $ 56 $ (5 ) $ 206,063 As of December 31, 2019 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Fair Value Level Assets Cash and cash equivalents: Cash $ 1,271 $ — $ — $ 1,271 Money market funds 12,495 — — 12,495 Level 1 Commercial paper 41,281 — (1 ) 41,280 Level 2 Total cash and cash equivalents 55,047 — (1 ) 55,046 Short-term investments: Commercial paper 17,898 — (6 ) 17,892 Level 2 U.S. government securities 4,011 — — 4,011 Level 2 Corporate debt securities 13,953 1 (6 ) 13,948 Level 2 U.S. agency securities 32,776 20 (2 ) 32,794 Level 2 Asset-backed securities 4,598 — — 4,598 Level 2 Total short-term investments 73,236 21 (14 ) 73,243 Total assets measured at fair value $ 128,283 $ 21 $ (15 ) $ 128,289 |
Schedule of Risk-free Interest Rate Based on U.S. Treasury Yield Curve Over Expected Term of Warrants | The risk-free interest rate was based on the U.S. Treasury yield curve over the expected term of the warrants. Period Ended June 24, 2019 Expected term (in years) 5.01 - 5.26 Volatility 57.20% - 57.24% Risk-free interest rate 1.75% Dividend yield –% |
Summary of Changes in Fair Value of Level 3 Financial Instruments | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): Warrant Liability Balance — December 31, 2018 $ 683 Change in fair value 1,403 Reclassification of warrant liability to additional paid-in capital on conversion (2,086 ) Balance — September 30, 2019 $ — |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments | As of September 30, 2020, the Company’s operating leases had a weighted-average remaining lease term of 6.6 years and a weighted-average discount rate of 10.7%. The Company’s discount rates are based on estimates of its incremental borrowing rate, as the discount rates implicit in the Company’s leases cannot be readily determined. Future lease payments under operating leases as of September 30, 2020 were as follows (in thousands): Amount 2020 (remaining three months) $ 505 2021 2,558 2022 2,194 2023 2,046 2024 2,113 2025 and thereafter 6,560 Total future minimum lease payments 15,976 Less: imputed interest (4,777 ) Present value of future minimum lease payments 11,199 Less: current portion of operating lease liability (2,302 ) Long-term operating lease liabilities $ 8,897 |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Summary of Redeemable Convertible Preferred Stock Outstanding | Series A redeemable convertible preferred stock, Series B redeemable convertible preferred stock and Series C redeemable convertible preferred stock (collectively the “Redeemable Convertible Preferred Stock”) outstanding consisted of the following as of December 31, 2018 and as of immediately prior to the automatic conversion of the Redeemable Convertible Preferred Stock into common stock: December 31, 2018 Shares Authorized Shares Issued and Outstanding Aggregate Liquidation Preference Net Carrying Value (in thousands) Series A 31,250,000 7,812,497 $ 20,500 $ 20,261 Series B 19,288,150 4,799,548 22,078 22,047 Series C 24,700,000 5,862,697 47,206 47,096 Total redeemable convertible preferred stock 75,238,150 18,474,742 $ 89,784 $ 89,404 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Shares of Common Stock Available for Issuance | Shares of common stock available for issuance under the Company’s equity incentive plans at September 30, 2020 and December 31, 2019 were as follows: September 30, December 31, 2020 2019 Reserved for issuance upon exercise of options outstanding under the 2011 Plan 3,548,764 4,474,057 Reserved for issuance upon exercise or settlement of awards outstanding under the 2019 Plan 2,239,610 377,378 Reserved and available for issuance under the 2019 Plan (1) 2,200,594 2,392,343 Reserved for issuance upon exercise or settlement of awards outstanding under the Inducement Plan 199,300 — Reserved and available for issuance under the Inducement Plan 800,700 — Reserved and available for issuance under the ESPP (2) 413,266 172,316 Total number of shares reserved 9,402,234 7,416,094 (1) (2) |
Summary of Stock Option Activity | A summary of the Company’s stock option activity (excluding performance-based stock option activity summarized further below) under the 2011 Plan, 2019 Plan, and Inducement Plan for the nine months ended September 30, 2020 is as follows: Outstanding Options (in thousands, except share and per share data) Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Balance—December 31, 2019 4,731,435 $ 4.94 6.60 $ 29,730 Options granted 1,157,641 9.21 Options exercised (740,630 ) 3.09 Options cancelled (228,982 ) 7.86 Balance—September 30, 2020 4,919,464 $ 6.09 6.74 $ 76,681 Options vested and exercisable as of September 30, 2020 2,793,499 $ 3.92 5.14 $ 49,591 |
Summary of Weighted-average Assumptions Used in Determination of Fair Value of Stock Options | The fair value of stock options was estimated using the following weighted-average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected term (in years) 5.77 - 6.08 6.00 - 6.08 5.50 - 6.08 5.00 - 6.87 Volatility 67.78 - 68.15% 62.28 - 63.08% 61.74 - 68.18% 56.20 - 63.08% Risk-free interest rate 0.37 - 0.39% 1.53 - 1.73% 0.36 - 1.66% 1.53 - 2.52% Dividend yield –% –% –% –% |
Summary of Restricted Stock Units Activity | A summary of the Company’s RSU activity under the 2019 Plan and Inducement Plan for the nine months ended September 30, 2020 is as follows: Unvested Restricted Stock Units (in thousands, except share and per share data) Number of Shares Weighted- Average Grant Date Fair Value Aggregate Fair Value Balance—December 31, 2019 120,000 $ 8.86 $ 1,308 RSUs granted 619,990 9.08 RSUs vested (76,331 ) 6.37 1,287 RSUs cancelled (16,449 ) 6.50 Balance—September 30, 2020 647,210 $ 9.42 $ 14,025 |
Stock Based Compensation Expense by Award Type and Function | The following is a summary of stock-based compensation expense by award type (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Stock options $ 957 $ 1,190 $ 3,219 $ 3,165 Performance-based stock options 77 — 166 280 RSUs 462 — 885 — ESPP 194 212 491 212 Total stock-based compensation expense $ 1,690 $ 1,402 $ 4,761 $ 3,657 The following is a summary of stock-based compensation expense by function (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Costs of revenues $ 254 $ 149 $ 606 $ 339 Research and development 511 290 1,164 647 Selling, general and administrative 925 963 2,991 2,671 Total stock-based compensation expense $ 1,690 $ 1,402 $ 4,761 $ 3,657 |
Performance-Based Stock Option | 2019 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock Option Activity | A summary of the Company’s performance-based stock option activity under the 2019 Plan for the nine months ended September 30, 2020 is as follows: Outstanding Performance-Based Options (in thousands, except share and per share data) Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Balance—December 31, 2019 — $ — — $ — Options granted 421,000 5.10 Options exercised — Options cancelled — Balance—September 30, 2020 421,000 $ 5.10 9.46 $ 6,976 Options vested and exercisable as of September 30, 2020 — $ — — $ — |
Summary of Weighted-average Assumptions Used in Determination of Fair Value of Stock Options | The Company estimated the fair value of the PSO using a Monte Carlo Model and the following assumptions and estimates: 2020 Performance period (in years) 10.00 Derived service period (in years) 4.55 Volatility 63.60% Risk-free interest rate 1.02% Dividend yield –% Estimated fair value (per share) $ 3.31 |
Net Loss per Share Attributab_2
Net Loss per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss per Share | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Numerator: Net loss attributable to common stockholders $ (9,545 ) $ (6,885 ) $ (27,939 ) $ (18,439 ) Denominator: Weighted-average shares outstanding 35,460,092 31,134,009 32,845,583 13,614,087 Less: weighted-average shares subject to repurchase — (326 ) — (643 ) Weighted-average shares outstanding used in computing net loss per share attributable to common stockholders—basic and diluted 35,460,092 31,133,683 32,845,583 13,613,444 Net loss per share attributable to common stockholders—basic and diluted $ (0.27 ) $ (0.22 ) $ (0.85 ) $ (1.35 ) |
Schedule of Dilutive Securities Excluded from Computation of Diluted Net Loss per Share | The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Common stock warrants — 127,598 — 127,598 Options to purchase common stock 5,340,464 4,678,176 5,340,464 4,678,176 Unvested restricted stock units 647,210 — 647,210 — Employee stock purchase plan 91,816 55,110 91,816 55,110 Unvested early exercised common stock options — 78 — 78 Total 6,079,490 4,860,962 6,079,490 4,860,962 |
Company and Nature of Business
Company and Nature of Business - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2020Segment | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of reportable segments | 1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | Sep. 30, 2020 | Aug. 14, 2020 | Jun. 24, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Offering expenses | $ 4,200,000 | |||||||
Conversion from convertible warrants | 188,643 | |||||||
Payments of Stock Issuance Costs | $ 93,000 | $ 3,950,000 | ||||||
Allowance for doubtful accounts | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 | ||||
Bad debt expense | $ 0 | $ 100,000 | $ 100,000 | |||||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | ||||
Dividends | $ 0 | |||||||
Minimum | ASU 2014-09 | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Standard payment terms | 90 days | |||||||
Maximum | ASU 2014-09 | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Period between payment by customer and transfer of promised services | 1 year | |||||||
Recognition period of incremental costs | 1 year | |||||||
IPO | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Number of shares issued | 9,109,725 | |||||||
Shares issued price per share | $ 17 | |||||||
Proceeds from issuance of common stock after deducting underwriting discounts, commissions and offering expenses upon completion of initial public offering | $ 139,800,000 | |||||||
Conversion from convertible preferred stock | 18,474,703 | |||||||
IPO | Convertible Preferred Stock | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Conversion from convertible warrants to purchase common stock | 84,585 | |||||||
Follow - On Offering | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Number of shares issued | 6,578,947 | |||||||
Shares issued price per share | $ 19 | |||||||
Proceeds from Issuance or Sale of Equity | $ 117,500,000 | |||||||
Offering expenses incurred | $ 400,000 | |||||||
Payments of Stock Issuance Costs | $ 100,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Percentage of Revenues and Accounts Receivables from Customers (Details) - Customer Concentration Risk | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
VA MVP | Revenues | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 71.00% | 75.00% | 75.00% | 63.00% | |
VA MVP | Accounts Receivable | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 12.00% | 19.00% | |||
Pfizer Inc. | Revenues | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 11.00% | 17.00% | |||
Pfizer Inc. | Accounts Receivable | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 35.00% | 23.00% | |||
Merck & Co., Inc. | Accounts Receivable | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 10.00% | ||||
Indivumed GmbH | Accounts Receivable | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 30.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Percentage of Revenues and Accounts Receivables from Customers (Parenthetical) (Details) | 9 Months Ended |
Sep. 30, 2020 | |
Minimum | Accounts Receivable | Customer Concentration Risk | |
Summary Of Significant Accounting Policies [Line Items] | |
Concentration risk, percentage | 10.00% |
Revenues - Schedule of Revenues
Revenues - Schedule of Revenues Disaggregated by Customer Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 19,816 | $ 17,153 | $ 58,472 | $ 47,053 |
VA MVP | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 14,092 | 12,912 | 43,598 | 29,791 |
All Other Customers | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 5,724 | $ 4,241 | $ 14,874 | $ 17,262 |
Revenues - Additional Informati
Revenues - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | |||||
Contract assets | $ 0 | ||||
Contract liabilities | $ 20,600,000 | $ 20,600,000 | $ 36,000,000 | ||
Contract liability, revenue recognized | $ 10,600,000 | $ 10,700,000 | $ 31,700,000 | $ 25,200,000 | |
Customer Concentration Risk | Revenues | Maximum | Outside of United States | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue | 7.00% | 1.00% | 5.00% | 1.00% |
Revenues - Additional Informa_2
Revenues - Additional Information (Details 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-10-01 $ in Millions | Sep. 30, 2020USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 56 |
Remaining performance obligation, expected time of satisfaction | 12 months |
Maximum | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, optional exemption, remaining duration | 1 year |
Balance Sheet Details - Schedul
Balance Sheet Details - Schedule of Inventory and Other Deferred Costs (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Inventory And Other Deferred Costs [Abstract] | ||
Raw materials | $ 2,635 | $ 1,424 |
Other deferred costs | 3,633 | 3,182 |
Total inventory and other deferred costs | $ 6,268 | $ 4,606 |
Balance Sheet Details - Additio
Balance Sheet Details - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||||
Depreciation and amortization expense | $ 1,500 | $ 1,200 | $ 4,279 | $ 3,382 | |
Accumulated depreciation and amortization | $ 13,100 | $ 13,100 | $ 9,100 |
Balance Sheet Details - Sched_2
Balance Sheet Details - Schedule of Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Payables And Accruals [Abstract] | ||
Accrued compensation | $ 5,432 | $ 4,147 |
Operating lease liabilities | 2,302 | 1,361 |
Accrued liabilities | 343 | 689 |
Accrued taxes | 46 | 210 |
Other current liabilities | 674 | 241 |
Total accrued and other current liabilities | $ 8,797 | $ 6,648 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis and Level of Inputs used in such Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Assets | ||
Cash and cash equivalents, Adjusted Cost | $ 133,245 | $ 55,046 |
Fair Value Measurements Recurring | ||
Assets | ||
Cash and cash equivalents, Adjusted Cost | 133,246 | 55,047 |
Cash and cash equivalents, Unrealized Losses | (1) | (1) |
Cash and cash equivalents, Fair Value | 133,245 | 55,046 |
Assets, Adjusted Cost | 206,012 | 128,283 |
Assets, Unrealized Gains | 56 | 21 |
Assets, Unrealized Losses | (5) | (15) |
Assets, Fair Value | 206,063 | 128,289 |
Fair Value Measurements Recurring | Short-term Investments | ||
Assets | ||
Investments, Adjusted Cost | 72,766 | 73,236 |
Investments, Unrealized Gains | 56 | 21 |
Investments, Unrealized Losses | (4) | (14) |
Investments, Fair Value | 72,818 | 73,243 |
Fair Value Measurements Recurring | Cash | ||
Assets | ||
Cash and cash equivalents, Adjusted Cost | 2,494 | 1,271 |
Cash and cash equivalents, Fair Value | 2,494 | 1,271 |
Fair Value Measurements Recurring | Level 1 | Money Market Funds | ||
Assets | ||
Cash and cash equivalents, Adjusted Cost | 102,532 | 12,495 |
Cash and cash equivalents, Fair Value | 102,532 | 12,495 |
Fair Value Measurements Recurring | Level 2 | Commercial Paper | ||
Assets | ||
Cash and cash equivalents, Adjusted Cost | 26,520 | 41,281 |
Cash and cash equivalents, Unrealized Losses | (1) | (1) |
Cash and cash equivalents, Fair Value | 26,519 | 41,280 |
Fair Value Measurements Recurring | Level 2 | Commercial Paper | Short-term Investments | ||
Assets | ||
Investments, Adjusted Cost | 3,899 | 17,898 |
Investments, Unrealized Losses | (6) | |
Investments, Fair Value | 3,899 | 17,892 |
Fair Value Measurements Recurring | Level 2 | U.S. Agency Securities | ||
Assets | ||
Cash and cash equivalents, Adjusted Cost | 1,700 | |
Cash and cash equivalents, Fair Value | 1,700 | |
Fair Value Measurements Recurring | Level 2 | U.S. Agency Securities | Short-term Investments | ||
Assets | ||
Investments, Adjusted Cost | 60,895 | 32,776 |
Investments, Unrealized Gains | 47 | 20 |
Investments, Unrealized Losses | (4) | (2) |
Investments, Fair Value | 60,938 | 32,794 |
Fair Value Measurements Recurring | Level 2 | Corporate Debt Securities | Short-term Investments | ||
Assets | ||
Investments, Adjusted Cost | 7,972 | 13,953 |
Investments, Unrealized Gains | 9 | 1 |
Investments, Unrealized Losses | (6) | |
Investments, Fair Value | $ 7,981 | 13,948 |
Fair Value Measurements Recurring | Level 2 | U.S. Government Securities | Short-term Investments | ||
Assets | ||
Investments, Adjusted Cost | 4,011 | |
Investments, Fair Value | 4,011 | |
Fair Value Measurements Recurring | Level 2 | Asset-backed Securities | Short-term Investments | ||
Assets | ||
Investments, Adjusted Cost | 4,598 | |
Investments, Fair Value | $ 4,598 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Realized gains or losses on sales of marketable securities | $ 0 |
Unrealized loss position for 12 months or greater on security | $ 0 |
Minimum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Long-term marketable debt securities maturity period | 19 months |
Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Long-term marketable debt securities maturity period | 24 months |
Long-term Investments | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Debt securities, aggregate cost basis | $ 12,000,000 |
Debt securities, fair value | $ 12,000,000 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Risk-free Interest Rate Based on U.S. Treasury Yield Curve Over Expected Term of Warrants (Details) | Jun. 24, 2019 |
Minimum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Expected term (in years) | 5 years 3 days |
Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Expected term (in years) | 5 years 3 months 3 days |
Volatility | Minimum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Warrants measurement input | 57.20 |
Volatility | Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Warrants measurement input | 57.24 |
Risk-free Interest Rate | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Warrants measurement input | 1.75 |
Dividend Yield | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Warrants measurement input | 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Fair Value of Level 3 Financial Instruments (Details) - Level 3 - Warrant Liability $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |
Balance | $ 683 |
Change in fair value | 1,403 |
Reclassification of warrant liability to additional paid-in capital on conversion | (2,086) |
Balance | $ 0 |
Borrowings - Additional Informa
Borrowings - Additional Information (Details) - USD ($) | Mar. 22, 2019 | Jun. 30, 2017 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Jun. 30, 2019 | Jun. 24, 2019 |
Debt Disclosure [Line Items] | ||||||||
Amounts outstanding under financing arrangements | $ 0 | $ 0 | ||||||
Warrant issued to purchase stock | 188,643 | |||||||
Revolving Loan | Series C Redeemable Convertible Preferred Stock | ||||||||
Debt Disclosure [Line Items] | ||||||||
Warrant issued to purchase stock | 62,096 | |||||||
Warrant exercise price per share | $ 8.052 | |||||||
TriplePoint Capital LLC | ||||||||
Debt Disclosure [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000,000 | |||||||
Line of credit outstanding | $ 20,000,000 | |||||||
Line of credit facility interest rate | 15.23% | |||||||
Estimated fair value of warrants | $ 600,000 | |||||||
Interest expense | $ 300,000 | $ 1,000,000 | ||||||
Line of Credit Facility, Frequency of Payments | 36 equal monthly payments of principal, plus accrued interest, from April 1, 2020 through March 1, 2023 | |||||||
Percentage of prepayment fee | 1.00% | |||||||
Percentage of principle payment amount | 2.75% | |||||||
Fees paid to lender | $ 300,000 | |||||||
TriplePoint Capital LLC | Common Stock | ||||||||
Debt Disclosure [Line Items] | ||||||||
Warrant issued to purchase stock | 65,502 | |||||||
Warrant exercise price per share | $ 9.16 | |||||||
TriplePoint Capital LLC | Maximum | Option One | ||||||||
Debt Disclosure [Line Items] | ||||||||
Line of credit outstanding | $ 15,000,000 | |||||||
TriplePoint Capital LLC | Minimum | Option Two | ||||||||
Debt Disclosure [Line Items] | ||||||||
Line of credit outstanding | 15,000,000 | |||||||
TriplePoint Capital LLC | Revolving Loan | ||||||||
Debt Disclosure [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000,000 | |||||||
Line of credit outstanding | $ 5,000,000 | |||||||
Line of credit facility interest rate | 5.50% | 19.22% | ||||||
Line of credit facility maturity date | Dec. 31, 2018 | |||||||
Line of credit facility extended maturity date | Mar. 22, 2019 | |||||||
Estimated fair value of warrants | $ 100,000 | |||||||
Debt Instrument, term | 1 year 6 months | |||||||
Interest expense | $ 0 | $ 200,000 | ||||||
Repayments of amount outstanding | $ 5,100,000 | |||||||
TriplePoint Capital LLC | Revolving Loan | Series C Redeemable Convertible Preferred Stock | ||||||||
Debt Disclosure [Line Items] | ||||||||
Warrant issued to purchase stock | 62,096 | |||||||
Warrant exercise price per share | $ 8.052 | |||||||
TriplePoint Capital LLC | Prime Rate | Option One | ||||||||
Debt Disclosure [Line Items] | ||||||||
Interest rate, prime rate plus | 5.00% | |||||||
TriplePoint Capital LLC | Prime Rate | Option Two | ||||||||
Debt Disclosure [Line Items] | ||||||||
Interest rate, prime rate plus | 6.50% | |||||||
TriplePoint Capital LLC | Prime Rate | Revolving Loan | ||||||||
Debt Disclosure [Line Items] | ||||||||
Interest rate, prime rate plus | 6.75% |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Aug. 31, 2019 | Feb. 28, 2015ft² | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | |
Lessee Lease Description [Line Items] | ||||||
Area of office space | ft² | 31,280 | |||||
Lease expiration date | Nov. 30, 2027 | |||||
Operating lease, existence of option to extend | true | |||||
Operating lease, option to extend | an option to extend the term for a period of three years | |||||
Operating lease option to extend term | 3 years | 3 years | ||||
Operating lease cost | $ 0.6 | $ 0.3 | $ 1.6 | $ 0.8 | ||
Operating leases, weighted-average remaining lease term | 6 years 7 months 6 days | 6 years 7 months 6 days | ||||
Operating leases, weighted-average discount rate | 10.70% | 10.70% | ||||
Cash paid for operating lease liabilities | $ 1.2 | 0.8 | ||||
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 9.8 | $ 2.8 | ||||
Co-located Data Center Space | ||||||
Lessee Lease Description [Line Items] | ||||||
Lease expiration date | Aug. 31, 2022 | |||||
Operating lease, existence of option to extend | true | |||||
Operating lease, option to extend | an option to extend the term for a period of three years | |||||
Operating lease option to extend term | 3 years |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2020 (remaining three months) | $ 505 | |
2021 | 2,558 | |
2022 | 2,194 | |
2023 | 2,046 | |
2024 | 2,113 | |
2025 and thereafter | 6,560 | |
Total future minimum lease payments | 15,976 | |
Less: imputed interest | (4,777) | |
Present value of future minimum lease payments | 11,199 | |
Less: current portion of operating lease liability | (2,302) | $ (1,361) |
Long-term operating lease liabilities | $ 8,897 | $ 639 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock - Summary of Redeemable Convertible Preferred Stock Outstanding (Details) $ in Thousands | Dec. 31, 2018USD ($)shares |
Temporary Equity [Line Items] | |
Redeemable convertible preferred stock, Shares Authorized | 75,238,150 |
Redeemable convertible preferred stock, Shares Issued | 18,474,742 |
Redeemable convertible preferred stock, Shares Outstanding | 18,474,742 |
Redeemable convertible preferred stock, Aggregate Liquidation Preference | $ | $ 89,784 |
Redeemable convertible preferred stock, Net Carrying Value | $ | $ 89,404 |
Series A Redeemable Convertible Preferred Stock | |
Temporary Equity [Line Items] | |
Redeemable convertible preferred stock, Shares Authorized | 31,250,000 |
Redeemable convertible preferred stock, Shares Issued | 7,812,497 |
Redeemable convertible preferred stock, Shares Outstanding | 7,812,497 |
Redeemable convertible preferred stock, Aggregate Liquidation Preference | $ | $ 20,500 |
Redeemable convertible preferred stock, Net Carrying Value | $ | $ 20,261 |
Series B Redeemable Convertible Preferred Stock | |
Temporary Equity [Line Items] | |
Redeemable convertible preferred stock, Shares Authorized | 19,288,150 |
Redeemable convertible preferred stock, Shares Issued | 4,799,548 |
Redeemable convertible preferred stock, Shares Outstanding | 4,799,548 |
Redeemable convertible preferred stock, Aggregate Liquidation Preference | $ | $ 22,078 |
Redeemable convertible preferred stock, Net Carrying Value | $ | $ 22,047 |
Series C Redeemable Convertible Preferred Stock | |
Temporary Equity [Line Items] | |
Redeemable convertible preferred stock, Shares Authorized | 24,700,000 |
Redeemable convertible preferred stock, Shares Issued | 5,862,697 |
Redeemable convertible preferred stock, Shares Outstanding | 5,862,697 |
Redeemable convertible preferred stock, Aggregate Liquidation Preference | $ | $ 47,206 |
Redeemable convertible preferred stock, Net Carrying Value | $ | $ 47,096 |
Redeemable Convertible Prefer_5
Redeemable Convertible Preferred Stock - Additional Information (Details) - IPO - shares | Jun. 24, 2019 | Sep. 30, 2020 |
Temporary Equity [Line Items] | ||
Redeemable convertible preferred stock, terms of conversion | Immediately prior to the closing of the Company’s IPO, all shares of the Company’s then-outstanding Redeemable Convertible Preferred Stock, as shown in the table above, automatically converted on a one-for-one basis into an aggregate of 18,474,703 shares of common stock. | |
Fair value of convertible notes, conversion of convertible securities | 18,474,703 | |
Number of fractional shares issued | 0 | |
Number of issued common shares reduced upon conversion | 39 | |
Reverse stock split description | The Company’s June 2019 reverse stock split was effected on a holder-by-holder basis with no fractional shares issued, which resulted in 39 fewer shares of common stock issued as compared to the amounts shown in the above table |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 01, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Unvested shares subject to repurchase rights | 0 | 0 | 0 | ||||
Vesting period | 4 years | ||||||
Vesting rate at the end of one year | 25.00% | ||||||
vesting rights description | Options granted to new hires generally vest over a four-year period, with 25% vesting at the end of one year and the remaining vesting monthly thereafter. Options granted as merit awards generally vest monthly over a three- or four-year period. | ||||||
Closing price of common stock | $ 21.67 | $ 21.67 | |||||
Weighted-average grant date fair value of options granted | $ 11.71 | $ 8.81 | $ 5.40 | $ 8.19 | |||
Unrecognized stock-based compensation cost of unvested options | $ 11.4 | $ 11.4 | |||||
Unrecognized stock-based compensation of unvested options, recognized over weighted-average period | 2 years 7 months 6 days | ||||||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | |||
Options Granted as Merit Awards | Tranche One | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Options Granted as Merit Awards | Tranche Two | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Restricted Stock Units | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Closing price of common stock | $ 21.67 | $ 21.67 | |||||
Unrecognized stock-based compensation of unvested options, recognized over weighted-average period | 3 years | ||||||
Unrecognized stock-based compensation cost of unvested RSUs | $ 5.7 | $ 5.7 | |||||
Restricted Stock Units | Tranche One | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Restricted Stock Units | Tranche Two | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Expected term | 6 years 29 days | 6 years 29 days | 6 years 29 days | 6 years 10 months 13 days | |||
Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Expected term | 5 years 9 months 7 days | 6 years | 5 years 6 months | 5 years | |||
2011 Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Performance-based Options granted | 3,548,764 | 3,548,764 | 4,474,057 | ||||
2011 Plan | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Options granted in years | 10 years | ||||||
2019 Plan | Performance-Based Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Options granted in years | 10 years | ||||||
Closing price of common stock | $ 21.67 | $ 21.67 | |||||
Unrecognized stock-based compensation cost of unvested options | $ 1.2 | $ 1.2 | |||||
Unrecognized stock-based compensation of unvested options, recognized over weighted-average period | 4 years | ||||||
Performance-based Options granted | 421,000 | 421,000 | |||||
Share based compensation arrangement by share based payment equal to or greater than average market capital | $ 1,000 | ||||||
Average market capitalization threshold satisfaction period | 30 days | ||||||
Share based compensation arrangement by share based payment award description | The shares subject to the PSO will vest in full if the Company’s average market capitalization is equal to or greater than $1 billion over a 30 calendar day period. Upon a change in control, the vesting of the shares subject to the PSO will accelerate on a pro rata basis based on the price per share in such change in control transaction multiplied by the price per share at such time divided by $1 billion, with up to 100% of the shares eligible for such accelerated vesting. | ||||||
Expected term | 10 years | ||||||
Expected volatility | 63.60% | ||||||
Risk-free interest rate | 1.02% | ||||||
2019 Plan | Performance-Based Stock Option | Scenario, Forecast | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation cost to be recognized | $ 1.2 | ||||||
2019 Plan | Performance-Based Stock Option | Subsequent Event | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share based compensation arrangement by share based payment equal to or greater than average market capital | $ 1,000 | ||||||
Average market capitalization threshold satisfaction period | 30 days | ||||||
Share based compensation arrangement by share based payment award description | the Company’s average market capitalization was equal to or greater than $1 billion over a 30 calendar day period and the PSO vested in full. | ||||||
2019 Plan | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Options granted in years | 10 years | ||||||
2019 Plan | Maximum | Performance-Based Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting rate at the end of one year | 100.00% | ||||||
2019 Plan | Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Percentage of exercise price options granted | 100.00% | ||||||
2019 Employee Stock Purchase Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Percentage of purchase price of common stock | 85.00% | ||||||
Common stock shares purchased | 71,480 | ||||||
Expected term | 6 months | ||||||
Expected volatility | 102.10% | ||||||
Risk-free interest rate | 0.10% | ||||||
Dividend yield | 0.00% | ||||||
2019 Employee Stock Purchase Plan | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Percentage of earnings for purchase of common stock at discounted price | 15.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Shares of Common Stock Available for Issuance (Details) - shares | Sep. 30, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total number of shares reserved | 9,402,234 | 7,416,094 | |
2011 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Reserved for issuance upon exercise of options outstanding | 3,548,764 | 4,474,057 | |
2019 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Reserved for issuance upon exercise or settlement of awards outstanding | 2,239,610 | 377,378 | |
Issuance under 2019 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of stock options reserved for issuance | [1] | 2,200,594 | 2,392,343 |
Inducement Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of stock options reserved for issuance | 800,700 | ||
Reserved for issuance upon exercise or settlement of awards outstanding | 199,300 | ||
ESPP | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of stock options reserved for issuance | [2] | 413,266 | 172,316 |
[1] | September 30, 2020 balance includes share increase added January 1, 2020 pursuant to the “evergreen” provision in the amount of 1,562,151 shares | ||
[2] | September 30, 2020 balance includes share increase added January 1, 2020 pursuant to the “evergreen” provision in the amount of 312,430 shares |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Shares of Common Stock Available for Issuance (Parenthetical) (Details) | Jan. 01, 2020shares |
Issuance under 2019 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Increase in number of reserved shares | 1,562,151 |
ESPP | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Increase in number of reserved shares | 312,430 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
2011 Plan, 2019 Plan and Inducement Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Outstanding Options, Number of Shares, Beginning Balance | shares | 4,731,435 | |
Outstanding Options, Number of Shares, granted | shares | 1,157,641 | |
Outstanding Options, Number of Shares, exercised | shares | (740,630) | |
Outstanding Options, Number of Shares, cancelled | shares | (228,982) | |
Outstanding Options, Number of Shares, Ending Balance | shares | 4,919,464 | 4,731,435 |
Options vested and exercisable, Number of Shares | shares | 2,793,499 | |
Outstanding Options, Weighted-Average Exercise Price, Beginning Balance | $ / shares | $ 4.94 | |
Outstanding Options, Weighted-Average Exercise Price, granted | $ / shares | 9.21 | |
Outstanding Options, Weighted-Average Exercise Price, exercised | $ / shares | 3.09 | |
Outstanding Options, Weighted-Average Exercise Price, cancelled | $ / shares | 7.86 | |
Outstanding Options, Weighted-Average Exercise Price, Ending Balance | $ / shares | 6.09 | $ 4.94 |
Options vested and exercisable, Weighted-Average Exercise Price | $ / shares | $ 3.92 | |
Outstanding Options, Weighted-Average Remaining Contractual Term (in years) | 6 years 8 months 26 days | 6 years 7 months 6 days |
Options vested and exercisable, Weighted-Average Remaining Contractual Term (in years) | 5 years 1 month 20 days | |
Outstanding Options, Aggregate Intrinsic Value | $ | $ 76,681 | $ 29,730 |
Options vested and exercisable, Aggregate Intrinsic Value | $ | $ 49,591 | |
2019 Plan | Performance-Based Stock Option | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Outstanding Options, Number of Shares, granted | shares | 421,000 | |
Outstanding Options, Number of Shares, Ending Balance | shares | 421,000 | |
Outstanding Options, Weighted-Average Exercise Price, granted | $ / shares | $ 5.10 | |
Outstanding Options, Weighted-Average Exercise Price, Ending Balance | $ / shares | $ 5.10 | |
Outstanding Options, Weighted-Average Remaining Contractual Term (in years) | 9 years 5 months 15 days | |
Outstanding Options, Aggregate Intrinsic Value | $ | $ 6,976 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Weighted-average Assumptions Used in Determination of Fair Value of Service-Based Stock Options (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Volatility, minimum | 67.78% | 62.28% | 61.74% | 56.20% |
Volatility, maximum | 68.15% | 63.08% | 68.18% | 63.08% |
Risk-free interest rate, minimum | 0.37% | 1.53% | 0.36% | 1.53% |
Risk-free interest rate, maximum | 0.39% | 1.73% | 1.66% | 2.52% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
2019 Plan | Performance-Based Stock Option | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 10 years | |||
Derived service period (in years) | 4 years 6 months 18 days | |||
Volatility | 63.60% | |||
Risk-free interest rate | 1.02% | |||
Estimated fair value (per share) | $ 3.31 | $ 3.31 | ||
Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 5 years 9 months 7 days | 6 years | 5 years 6 months | 5 years |
Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 6 years 29 days | 6 years 29 days | 6 years 29 days | 6 years 10 months 13 days |
Stock-Based Compensation - Su_5
Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units - 2019 Plan and Inducement Plan $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Restricted Stock Units, Number of Shares, Beginning Balance | shares | 120,000 |
Unvested Restricted Stock Units, Number of Shares, granted | shares | 619,990 |
Restricted Stock Units, Number of Shares, vested | shares | (76,331) |
Unvested Restricted Stock Units, Number of Shares, cancelled | shares | (16,449) |
Unvested Restricted Stock Units, Number of Shares, Ending Balance | shares | 647,210 |
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, Beginning Balance | $ / shares | $ 8.86 |
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, granted | $ / shares | 9.08 |
Restricted Stock Units, Weighted-Average Grant Date Fair Value, vested | $ / shares | 6.37 |
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, cancelled | $ / shares | 6.50 |
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, Ending Balance | $ / shares | $ 9.42 |
Unvested Restricted Stock Units, Aggregate Fair Value | $ | $ 1,308 |
Restricted Stock Units, Aggregate Fair Value, vested | $ | 1,287 |
Unvested Restricted Stock Units, Aggregate Fair Value | $ | $ 14,025 |
Stock-Based Compensation - Su_6
Stock-Based Compensation - Summary of Stock-Based Compensation Expense by Award Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 1,690 | $ 1,402 | $ 4,761 | $ 3,657 |
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | 957 | 1,190 | 3,219 | 3,165 |
Performance-based Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | 77 | 166 | 280 | |
RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | 462 | 885 | ||
ESPP | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 194 | $ 212 | $ 491 | $ 212 |
Stock-Based Compensation - Su_7
Stock-Based Compensation - Summary of Stock-Based Compensation Expense by Function (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 1,690 | $ 1,402 | $ 4,761 | $ 3,657 |
Costs of revenues | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | 254 | 149 | 606 | 339 |
Research and development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | 511 | 290 | 1,164 | 647 |
Selling, general, and administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 925 | $ 963 | $ 2,991 | $ 2,671 |
Redeemable Convertible Prefer_6
Redeemable Convertible Preferred Stock Warrants - Additional Information (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Jun. 30, 2017USD ($)$ / sharesshares | Sep. 30, 2020shares | Jun. 30, 2019shares | Sep. 30, 2020shares | Jun. 24, 2019USD ($)shares | Dec. 31, 2018USD ($) | Sep. 30, 2014$ / sharesshares | |
Convertible Preferred Stock Warrants [Line Items] | |||||||
Warrant issued to purchase stock | 188,643 | ||||||
Fair values of convertible preferred stock warrants | $ | $ 0.7 | ||||||
Fair value transferred to additional paid-in capital | $ | $ 2.1 | ||||||
Warrant exercised | 62,096 | 22,489 | |||||
Common stock issued for exercise of warrant | 19,069 | 40,357 | |||||
Series B Redeemable Convertible Preferred Stock | Term Loan | |||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||
Warrant issued to purchase stock | 22,489 | ||||||
Warrant exercise price per share | $ / shares | $ 4.60 | ||||||
Series C Redeemable Convertible Preferred Stock | Revolving Loan | |||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||
Warrant issued to purchase stock | 62,096 | ||||||
Warrant exercise price per share | $ / shares | $ 8.052 | ||||||
Estimated fair value of warrants | $ | $ 0.1 | ||||||
Contractual term | 7 years | ||||||
Series C Redeemable Convertible Preferred Stock | Revolving Loan | Risk-free Interest Rate | |||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||
Warrants and rights outstanding, measurement input | 1.97 | ||||||
Series C Redeemable Convertible Preferred Stock | Revolving Loan | Volatility | |||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||
Warrants and rights outstanding, measurement input | 64.33 | ||||||
Series C Redeemable Convertible Preferred Stock | Revolving Loan | Dividend Yield | |||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||
Warrants and rights outstanding, measurement input | 0 |
Common Stock Warrants - Additio
Common Stock Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2020 | Jun. 24, 2019 | Mar. 22, 2019 | Aug. 31, 2011 | |
Common Stock Warrants [Line Items] | ||||||
Warrant issued to purchase stock | 188,643 | |||||
Common stock issued for exercise of warrant | 19,069 | 40,357 | ||||
TriplePoint Capital LLC | ||||||
Common Stock Warrants [Line Items] | ||||||
Estimated fair value of warrants | $ 0.6 | |||||
Series A Redeemable Convertible Preferred Stock | ||||||
Common Stock Warrants [Line Items] | ||||||
Estimated fair value of warrants | $ 0.1 | |||||
Common Stock | TriplePoint Capital LLC | ||||||
Common Stock Warrants [Line Items] | ||||||
Warrant issued to purchase stock | 65,502 | |||||
Warrant exercise price per share | $ 9.16 | |||||
Common stock issued for exercise of warrant | 39,415 | |||||
Common Stock | Series A Redeemable Convertible Preferred Stock | ||||||
Common Stock Warrants [Line Items] | ||||||
Warrant issued to purchase stock | 188,643 | |||||
Warrant exercise price per share | $ 0.04 | |||||
Warrants outstanding | 0 | 0 |
Net Loss per Share Attributab_3
Net Loss per Share Attributable to Common Stockholders - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator: | ||||
Net loss attributable to common stockholders | $ (9,545) | $ (6,885) | $ (27,939) | $ (18,439) |
Denominator: | ||||
Weighted-average shares outstanding | 35,460,092 | 31,134,009 | 32,845,583 | 13,614,087 |
Less: weighted-average shares subject to repurchase | 0 | (326) | 0 | (643) |
Weighted-average shares outstanding used in computing net loss per share attributable to common stockholders—basic and diluted | 35,460,092 | 31,133,683 | 32,845,583 | 13,613,444 |
Net loss per share, basic and diluted | $ (0.27) | $ (0.22) | $ (0.85) | $ (1.35) |
Net Loss per Share Attributab_4
Net Loss per Share Attributable to Common Stockholders - Schedule of Dilutive Securities Excluded from Computation of Diluted Net Loss per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from computation of diluted net loss per share | 6,079,490 | 4,860,962 | 6,079,490 | 4,860,962 |
Common Stock Warrants | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from computation of diluted net loss per share | 0 | 127,598 | 0 | 127,598 |
Options To Purchase Common Stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from computation of diluted net loss per share | 5,340,464 | 4,678,176 | 5,340,464 | 4,678,176 |
Unvested Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from computation of diluted net loss per share | 647,210 | 0 | 647,210 | 0 |
Employee Stock Purchase Plan | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from computation of diluted net loss per share | 91,816 | 55,110 | 91,816 | 55,110 |
Unvested Early Exercised Common Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from computation of diluted net loss per share | 0 | 78 | 0 | 78 |