Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 09, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40337 | |
Entity Registrant Name | NEUROPACE, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 22-3550230 | |
Entity Address, Address Line One | 455 N. Bernardo Avenue | |
Entity Address, City or Town | Mountain View | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94043 | |
City Area Code | 650 | |
Local Phone Number | 237-2700 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | NPCE | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 24,314,002 | |
Amendment Flag | false | |
Entity Central Index Key | 0001528287 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 26,633,000 | $ 26,390,000 |
Short-term investments | 96,701,000 | 11,689,000 |
Accounts receivable | 6,611,000 | 8,395,000 |
Inventory | 7,162,000 | 6,909,000 |
Prepaid expenses and other current assets | 3,383,000 | 1,179,000 |
Total current assets | 140,490,000 | 54,562,000 |
Property and equipment, net | 624,000 | 515,000 |
Restricted cash | 122,000 | 366,000 |
Deferred offering costs | 0 | 484,000 |
Other assets | 21,000 | 23,000 |
Total assets | 141,257,000 | 55,950,000 |
Current liabilities | ||
Accounts payable | 1,254,000 | 949,000 |
Accrued liabilities | 7,420,000 | 6,603,000 |
Short-term debt | 0 | 2,043,000 |
Total current liabilities | 8,674,000 | 9,595,000 |
Deferred rent, noncurrent | 1,041,000 | 1,301,000 |
Long-term debt | 49,582,000 | 50,821,000 |
Redeemable convertible preferred stock warrant liability | 0 | 369,000 |
Other liabilities | 248,000 | 274,000 |
Total liabilities | 59,545,000 | 62,360,000 |
Commitments and contingencies (Note 5) | ||
Redeemable convertible preferred stock, $0.001 par value - no shares authorized as of September 30, 2021 and 60,757,386 shares authorized as of December 31, 2020, respectively; no shares issued and outstanding as of September 30, 2021 and 16,614,178 shares issued and outstanding as of December 31, 2020, respectively (Liquidation value $0 and $227,755 as of September 30, 2021 and December 31, 2020, respectively) | 0 | 141,422,000 |
Stockholders’ equity (deficit) | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized; no shares issued and outstanding as of September 30, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.001 par value - 200,000,000 shares and 74,636,348 shares authorized as of September 30, 2021 and December 31, 2020, respectively; 24,307,898 and 314,096 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively | 24,000 | 0 |
Additional paid-in capital | 494,733,000 | 239,826,000 |
Accumulated other comprehensive income | 33,000 | 33,000 |
Accumulated deficit | (413,078,000) | (387,691,000) |
Total stockholders’ equity (deficit) | 81,712,000 | (147,832,000) |
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) | $ 141,257,000 | $ 55,950,000 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Redeemable convertible preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Redeemable convertible preferred stock, shares authorized (in shares) | 0 | 60,757,386 |
Redeemable convertible preferred stock, shares issued (in shares) | 0 | 16,614,178 |
Redeemable convertible preferred stock, shares outstanding (in shares) | 0 | 16,614,178 |
Redeemable convertible preferred stock, liquidation preference | $ 0 | $ 227,755 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 200,000,000 | 74,636,348 |
Common stock issued (in shares) | 24,307,898 | 314,096 |
Common stock outstanding (in shares) | 24,307,898 | 314,096 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 10,339 | $ 12,771 | $ 34,186 | $ 30,386 |
Cost of goods sold | 2,832 | 3,196 | 8,827 | 8,333 |
Gross profit | 7,507 | 9,575 | 25,359 | 22,053 |
Operating expenses | ||||
Research and development | 4,329 | 3,691 | 12,866 | 11,776 |
Selling, general and administrative | 9,421 | 7,050 | 27,215 | 20,347 |
Total operating expenses | 13,750 | 10,741 | 40,081 | 32,123 |
Loss from operations | (6,243) | (1,166) | (14,722) | (10,070) |
Interest expense (includes $0 and $203 to related parties in the three months ended September 30, 2021 and 2020, respectively, and $0 and $1,258 to related parties in the nine months ended September 30, 2021 and 2020, respectively) | (1,826) | (2,792) | (5,548) | (9,603) |
Other income (expense), net | (14) | (168) | (5,117) | 13 |
Net loss | (8,083) | (4,126) | (25,387) | (19,660) |
Unrealized gain on available-for-sale debt securities | 22 | 4 | 0 | 0 |
Comprehensive loss | $ (8,061) | $ (4,122) | $ (25,387) | $ (19,660) |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.34) | $ (19.26) | $ (1.81) | $ (96.02) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.34) | $ (19.26) | $ (1.81) | $ (96.02) |
Weighted-average common stock outstanding used to compute diluted net loss per share (in shares) | 24,101,399 | 202,408 | 14,061,958 | 202,382 |
Weighted-average common stock outstanding used to compute basic net loss per share (in shares) | 24,101,399 | 202,408 | 14,061,958 | 202,382 |
Condensed Statements of Opera_2
Condensed Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Interest expense, related party | $ 0 | $ 203 | $ 0 | $ 1,258 |
Condensed Statements of Redeema
Condensed Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Redeemable Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2019 | 635,048 | |||||
Beginning balance at Dec. 31, 2019 | $ 73,568 | |||||
Ending balance (in shares) at Mar. 31, 2020 | 635,048 | |||||
Ending balance at Mar. 31, 2020 | $ 73,568 | |||||
Beginning balance (in shares) at Dec. 31, 2019 | 202,121 | |||||
Beginning balance at Dec. 31, 2019 | $ (129,350) | $ 0 | $ 234,290 | $ 1 | $ (363,641) | |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (6,741) | (6,741) | ||||
Unrealized gain (loss) on available-for-sale debt securities | (41) | (41) | ||||
Issuance of common stock pursuant to stock option exercises (in shares) | 131 | |||||
Issuance of common stock pursuant to stock option exercises | 6 | 6 | ||||
Stock-based compensation | 301 | 301 | ||||
Ending balance (in shares) at Mar. 31, 2020 | 202,252 | |||||
Ending balance at Mar. 31, 2020 | (135,825) | $ 0 | 234,597 | (40) | (370,382) | |
Beginning balance (in shares) at Dec. 31, 2019 | 635,048 | |||||
Beginning balance at Dec. 31, 2019 | $ 73,568 | |||||
Ending balance (in shares) at Sep. 30, 2020 | 16,614,178 | |||||
Ending balance at Sep. 30, 2020 | $ 141,422 | |||||
Beginning balance (in shares) at Dec. 31, 2019 | 202,121 | |||||
Beginning balance at Dec. 31, 2019 | (129,350) | $ 0 | 234,290 | 1 | (363,641) | |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (19,660) | |||||
Ending balance (in shares) at Sep. 30, 2020 | 202,252 | |||||
Ending balance at Sep. 30, 2020 | (143,736) | $ 0 | 239,336 | 1 | (383,073) | |
Beginning balance (in shares) at Mar. 31, 2020 | 635,048 | |||||
Beginning balance at Mar. 31, 2020 | $ 73,568 | |||||
Redeemable Convertible Preferred Stock | ||||||
Series B’ redeemable convertible preferred stock issuance costs | $ (117) | |||||
Ending balance (in shares) at Jun. 30, 2020 | 635,048 | |||||
Ending balance at Jun. 30, 2020 | $ 73,451 | |||||
Beginning balance (in shares) at Mar. 31, 2020 | 202,252 | |||||
Beginning balance at Mar. 31, 2020 | (135,825) | $ 0 | 234,597 | (40) | (370,382) | |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (8,793) | (8,793) | ||||
Unrealized gain (loss) on available-for-sale debt securities | 37 | 37 | ||||
Stock-based compensation | 290 | 290 | ||||
Ending balance (in shares) at Jun. 30, 2020 | 202,252 | |||||
Ending balance at Jun. 30, 2020 | (144,291) | $ 0 | 234,887 | (3) | (379,175) | |
Redeemable Convertible Preferred Stock | ||||||
Issuance of Series B’ redeemable convertible preferred stock (in shares) | 7,599,720 | |||||
Issuance of Series B’ redeemable convertible preferred stock, net of issuance costs of $1,187 | $ 31,813 | |||||
Conversion of convertible notes into Series B' redeemable convertible preferred stock (in shares) | 8,379,410 | |||||
Conversion of convertible notes into Series B' redeemable convertible preferred stock | 4,148 | $ 36,386 | 4,148 | |||
Reduction of Series A' redeemable convertible preferred stock liquidation value | 228 | (228) | 228 | |||
Series B’ redeemable convertible preferred stock issuance costs | $ 1,187 | |||||
Ending balance (in shares) at Sep. 30, 2020 | 16,614,178 | |||||
Ending balance at Sep. 30, 2020 | $ 141,422 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (4,126) | (4,126) | ||||
Unrealized gain (loss) on available-for-sale debt securities | 4 | 4 | ||||
Conversion of convertible notes into Series B' redeemable convertible preferred stock (in shares) | 8,379,410 | |||||
Conversion of convertible notes into Series B' redeemable convertible preferred stock | 4,148 | $ 36,386 | 4,148 | |||
Stock-based compensation | 301 | 301 | ||||
Ending balance (in shares) at Sep. 30, 2020 | 202,252 | |||||
Ending balance at Sep. 30, 2020 | $ (143,736) | $ 0 | 239,336 | 1 | (383,073) | |
Beginning balance (in shares) at Dec. 31, 2020 | 16,614,178 | 16,614,178 | ||||
Beginning balance at Dec. 31, 2020 | $ 141,422 | $ 141,422 | ||||
Ending balance (in shares) at Mar. 31, 2021 | 16,614,178 | |||||
Ending balance at Mar. 31, 2021 | $ 141,422 | |||||
Beginning balance (in shares) at Dec. 31, 2020 | 314,096 | 314,096 | ||||
Beginning balance at Dec. 31, 2020 | $ (147,832) | $ 0 | 239,826 | 33 | (387,691) | |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (8,810) | (8,810) | ||||
Issuance of common stock pursuant to stock option exercises (in shares) | 156,538 | |||||
Issuance of common stock pursuant to stock option exercises | 4 | 4 | ||||
Stock-based compensation | 202 | 202 | ||||
Ending balance (in shares) at Mar. 31, 2021 | 470,634 | |||||
Ending balance at Mar. 31, 2021 | $ (156,436) | $ 0 | 240,032 | 33 | (396,501) | |
Beginning balance (in shares) at Dec. 31, 2020 | 16,614,178 | 16,614,178 | ||||
Beginning balance at Dec. 31, 2020 | $ 141,422 | $ 141,422 | ||||
Ending balance (in shares) at Sep. 30, 2021 | 0 | 0 | ||||
Ending balance at Sep. 30, 2021 | $ 0 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 314,096 | 314,096 | ||||
Beginning balance at Dec. 31, 2020 | $ (147,832) | $ 0 | 239,826 | 33 | (387,691) | |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | $ (25,387) | |||||
Issuance of common stock pursuant to stock option exercises (in shares) | 265,498 | |||||
Ending balance (in shares) at Sep. 30, 2021 | 24,307,898 | 24,307,898 | ||||
Ending balance at Sep. 30, 2021 | $ 81,712 | $ 24 | 494,733 | 33 | (413,078) | |
Beginning balance (in shares) at Mar. 31, 2021 | 16,614,178 | |||||
Beginning balance at Mar. 31, 2021 | $ 141,422 | |||||
Redeemable Convertible Preferred Stock | ||||||
Net exercise of Series B’ redeemable convertible preferred stock warrants (in shares) | 213,941 | |||||
Net exercise of Series B’ redeemable convertible preferred stock warrants | $ 5,606 | |||||
Conversion of redeemable convertible preferred stock into common stock (in shares) | 16,828,119 | 16,828,119 | ||||
Conversion of redeemable convertible preferred stock into common stock | 147,028 | $ 147,028 | $ 17 | 147,011 | ||
Ending balance (in shares) at Jun. 30, 2021 | 0 | |||||
Ending balance at Jun. 30, 2021 | $ 0 | |||||
Beginning balance (in shares) at Mar. 31, 2021 | 470,634 | |||||
Beginning balance at Mar. 31, 2021 | (156,436) | $ 0 | 240,032 | 33 | (396,501) | |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (8,494) | (8,494) | ||||
Unrealized gain (loss) on available-for-sale debt securities | (22) | (22) | ||||
Conversion of redeemable convertible preferred stock into common stock (in shares) | 16,828,119 | 16,828,119 | ||||
Conversion of redeemable convertible preferred stock into common stock | 147,028 | $ 147,028 | $ 17 | 147,011 | ||
Net exercise of common stock warrants (in shares) | 185 | |||||
New issues (in shares) | 6,900,000 | |||||
Issuance of common stock upon initial public offering, net of issuance costs and underwriting discount of $11,813 | 105,487 | $ 7 | 105,480 | |||
Issuance of common stock pursuant to stock option exercises (in shares) | 95,770 | |||||
Issuance of common stock pursuant to stock option exercises | 4 | 4 | ||||
Change in early exercise liability | (4) | (4) | ||||
Stock-based compensation | 1,103 | 1,103 | ||||
Ending balance (in shares) at Jun. 30, 2021 | 24,294,708 | |||||
Ending balance at Jun. 30, 2021 | $ 88,666 | $ 24 | 493,626 | 11 | (404,995) | |
Ending balance (in shares) at Sep. 30, 2021 | 0 | 0 | ||||
Ending balance at Sep. 30, 2021 | $ 0 | $ 0 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (8,083) | (8,083) | ||||
Unrealized gain (loss) on available-for-sale debt securities | 22 | 22 | ||||
Issuance of common stock pursuant to stock option exercises (in shares) | 13,190 | |||||
Stock-based compensation | $ 1,107 | 1,107 | ||||
Ending balance (in shares) at Sep. 30, 2021 | 24,307,898 | 24,307,898 | ||||
Ending balance at Sep. 30, 2021 | $ 81,712 | $ 24 | $ 494,733 | $ 33 | $ (413,078) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (25,387) | $ (19,660) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Stock-based compensation expense | 2,412 | 892 |
Depreciation | 217 | 241 |
Amortization of debt discount and issuance costs | 200 | 5,337 |
Non-cash interest expense | 608 | 1,350 |
PIK interest incurred but not paid on term loan | 0 | (4,081) |
Inventory write-downs | 185 | 546 |
Realized loss from sale of short-term investments | 0 | 15 |
Change in fair value of redeemable convertible preferred stock warrant liability | 5,236 | 0 |
Change in fair value of derivative instrument | 0 | (149) |
Loss on extinguishment of convertible notes | 0 | 182 |
Changes in operating assets and liabilities | ||
Accounts receivable | 1,784 | (2,038) |
Inventory | (438) | 896 |
Prepaid expenses and other assets | (2,227) | 212 |
Accounts payable | 259 | 45 |
Accrued liabilities | 1,296 | 933 |
Other liabilities | 0 | 317 |
Deferred rent | (519) | (223) |
Net cash (used in) operating activities | (16,374) | (15,185) |
Cash flows from investing activities | ||
Acquisition of property and equipment | (230) | (16) |
Proceeds from sale of short-term investments | 0 | 6,300 |
Purchase of short-term investments | (85,012) | (7,005) |
Net cash (used in) investing activities | (85,242) | (721) |
Cash flows from financing activities | ||
Issuance of common stock pursuant to stock option exercises | 8 | 6 |
Proceeds from issuance of common stock in initial public offering, net of underwriter discount and commissions | 109,089 | 0 |
Payment of deferred offering costs | (3,392) | 0 |
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 31,696 |
Repayment of debt | (4,090) | (42,121) |
Proceeds from debt | 0 | 54,047 |
Payment of debt issuance costs | 0 | (854) |
Issuance of convertible notes, net of issuance costs (includes $0 and $11,867 from related parties in the nine months ended September 30, 2021 and 2020, respectively) | 0 | 12,514 |
Net cash provided by financing activities | 101,615 | 55,288 |
Net increase in cash and cash equivalents | (1) | 39,382 |
Cash, cash equivalents and restricted cash | ||
Beginning of the period | 26,756 | 4,123 |
End of the period | 26,755 | 43,505 |
Reconciliation of cash, cash equivalents and restricted cash to balance sheets: | ||
Cash and cash equivalents | 26,633 | 43,139 |
Restricted cash | 122 | 366 |
Cash, cash equivalents and restricted cash in balance sheets | 26,755 | 43,505 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 4,740 | 2,813 |
Supplemental disclosures of non-cash investing and financing information: | ||
Net change in accrued liabilities from early exercise of options | 4 | 0 |
Purchase of property and equipment included in accounts payable | 97 | 0 |
Conversion of convertible notes and accrued interest into preferred stock | 0 | 34,113 |
Extinguishment of derivative liability | 0 | 6,239 |
Issuance of redeemable convertible preferred stock warrants in connection with the New Term Loan | 0 | 550 |
Unpaid debt issuance costs included in accounts payable and accrued liabilities | $ 0 | $ 94 |
Condensed Statements of Cash _2
Condensed Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Cash Flows [Abstract] | ||
Proceeds from related party debt | $ 0 | $ 11,867 |
Condensed Statements of Redee_2
Condensed Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Parenthetical) $ in Thousands | 3 Months Ended |
Jun. 30, 2021USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Issuance costs and underwriting discount | $ 11,813 |
The Company
The Company | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company NeuroPace, Inc., or the Company, was incorporated in the state of Delaware on November 19, 1997. The Company is a commercial-stage medical device company that has developed the RNS System, the only commercially available brain-responsive neuromodulation system designed for treating medically refractory focal epilepsy by delivering personalized, real-time treatment at the seizure source. The Company began commercializing its products in the United States in 2014. Initial Public Offering On April 21, 2021, the Company’s registration statement on Form S-1 (File No. 333-254663) relating to its initial public offering, or IPO, of common stock became effective. The IPO closed on April 26, 2021, at which time the Company issued 6,900,000 shares of its common stock at a price of $17.00 per share, which included the issuance of shares in connection with the exercise by the underwriters of their option to purchase up to 900,000 additional shares. The Company received an aggregate of $117.3 million in gross proceeds, before underwriting discounts and commissions and offering costs, and approximately $105.5 million in net proceeds after deducting $8.2 million in underwriting discounts and commissions and $3.6 million in offering costs. Upon the closing of the IPO, all outstanding shares of the Company’s redeemable convertible preferred stock converted into 16,614,178 shares of common stock, warrants to purchase 346,823 shares of Series B’ convertible preferred stock net exercised to 213,941 shares of Series B’ convertible preferred stock and subsequently converted into common stock on a one-to-one basis, and warrants to purchase 219 shares of common stock net exercised to 185 shares of common stock. In connection with the completion of its IPO, on April 26, 2021, the Company’s certificate of incorporation was amended and restated to provide for 200,000,000 authorized shares of common stock with a par value of $0.001 per share and 10,000,000 authorized shares of preferred stock with a par value of $0.001 per share. Liquidity and Capital Resources The Company has incurred operating losses and negative cash flows from operations since its inception and has an accumulated deficit of $413.1 million as of September 30, 2021. For the nine months ended September 30, 2021 and 2020, the Company used $16.4 million and $15.2 million of cash in its operating activities, respectively. As of September 30, 2021, the Company had cash, cash equivalents and short-term investments of $123.3 million. Historically, the Company has funded its operations principally through the sales of its products, issuance of redeemable convertible preferred stock and debt financing. On April 26, 2021, the Company completed its IPO and received approximately $105.5 million in net proceeds after deducting underwriting discounts and commissions and offering costs. The Company’s condensed financial statements have been prepared on the basis of the Company continuing as a going concern for the next 12 months. Management believes that the Company’s cash, cash equivalents and short-term investments will allow the Company to continue its planned operations for at least the next 12 months from the date of the issuance of these unaudited interim condensed financial statements. In connection with the New Term Loan described in Note 6, the Company will need to be in compliance with a minimum annual net revenue covenant determined in accordance with generally a ccepted accounting principles beginning in the year ended December 31, 2021 of $43.0 million and maintain a minimum cash and cash equivalents balance of $5.0 million. If the Company cannot generate sufficient revenue in the future, the Company may not be in compliance with the annual net revenue covenant and the lender may call the debt resulting in the Company immediately needing additional funds. The COVID-19 pandemic is affecting business conditions in the industry in which the Company operates. Beginning in March 2020, the Company’s net sales were negatively impacted by the COVID-19 pandemic as hospitals delayed or canceled elective procedures. In response to the pandemic, many state and local governments in the U.S. issued orders that temporarily precluded elective procedures in order to conserve scarce health system resources. The decrease in hospital admission rates and elective surgeries reduced both the number of patients being evaluated for treatment with and demand for elective procedures using the Company's RNS System. A similar |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The unaudited interim condensed financial statements have been prepared in conformity with generally accepted accounting principles in the United States, or GAAP, as defined by the Financial Accounting Standards Board, or the FASB. Reverse Stock Split On August 18, 2020, the Company effected a 1-for-100 reverse stock split of its common stock and redeemable convertible preferred stock. The par value of the authorized stock was not adjusted as a result of the reverse stock split. On April 9, 2021, the Company effected a 1-for-2.6 reverse stock split of its common stock and redeemable convertible preferred stock. The par value of the authorized stock was not adjusted as a result of the reverse stock split. All issued and outstanding shares of common stock and redeemable convertible preferred stock and related per share amounts contained in the accompanying financial statements have been retroactively revised to reflect the combined effect of these reverse stock splits for all periods presented. Unaudited Interim Financial Information The condensed balance sheet as of December 31, 2020 was derived from the Company’s audited financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed financial statements as of September 30, 2021 and for the three and nine months ended September 30, 2021 and 2020, have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC, for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. Accordingly, these financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2020 and notes thereto, included in the Company’s final prospectus for the IPO filed with the SEC pursuant to Rule 424(b)(4) on April 23, 2021, or the final prospectus. In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s condensed financial position as of September 30, 2021 and condensed results of operations for the three and nine months ended September 30, 2021 and 2020 and condensed cash flows for the nine months ended September 30, 2021 and 2020 have been made. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2021. Use of Estimates The preparation of unaudited interim condensed financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. The Company uses significant judgment when making estimates related to the valuation of its common stock and related stock-based compensation, the valuation of deferred tax assets and related valuation allowances, provision for excess and obsolete inventories, the valuation of derivative financial instruments and redeemable convertible preferred stock warrant liability. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions. Fair Value of Financial Instruments Carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued liabilities, approximate fair value because of the short-term nature of these instruments. Short-term investments comprise available-for-sale debt securities, which are carried at fair value. The Company believes that its borrowings bear interest at the prevailing market rates for instruments with similar characteristics; accordingly, the carrying value of this instrument approximates its fair value. Derivative instruments and the redeemable convertible preferred stock warrant liability are carried at fair value based on unobservable market inputs. The Company determines the fair value of financial and non-financial assets and liabilities using the fair value hierarchy which establishes three levels of inputs that may be used to measure fair value (see Note 3). Concentration of Credit Risk, and Other Risks and Uncertainties Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents, short-term investments and accounts receivable to the extent of the amounts recorded on the balance sheet. The Company’s cash is invested in one major financial institution in the United States. Deposits in this financial institution may exceed federally insured limits. The Company’s cash equivalents are invested in money market funds. The Company’s accounts receivable are due from a variety of health care organizations in the United States. For the three and nine months ended September 30, 2021 and 2020, there were no customers that represented 10% or more of revenue. As of September 30, 2021 and December 31, 2020, no customer represented 10% or more of the Company’s accounts receivable. The Company is subject to certain risks, including that its devices may not be approved or cleared or continue to be approved or cleared for marketing by governmental authorities or be successfully marketed for expanded indications. There can be no assurance that the Company’s products will achieve widespread adoption in the marketplace, nor can there be any assurance that existing devices or any future devices can be developed or manufactured at an acceptable cost and speed and with appropriate performance characteristics. The Company is also subject to risks common to companies in the medical device industry, including, but not limited to, new technological innovations, dependence on healthcare providers to prescribe initial implants and replacements, dependence upon third-party payors to provide adequate coverage and reimbursement, dependence on key personnel, single-source suppliers and vendors in connection with the manufacture of its products, concentration of Level 4 CECs and epileptologists, obtaining, maintaining, protecting, enforcing, and defending intellectual property rights and proprietary technology, product liability claims, legal proceedings, and compliance with government regulations. The Company’s medical devices require approvals or clearances from the U.S. Food and Drug Administration, or the FDA, or international regulatory agencies. In addition, in order to continue the Company’s operations, compliance with various federal and state laws is required. If approvals or clearances were withdrawn by the FDA for the Company’s current products or if such approvals or clearances were denied or delayed for future products, product updates, or expanded indications for use, it would have a material adverse impact on the Company. Deferred Offering Costs The Company capitalizes, within other assets, certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings, including its IPO, until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds received as a result of the offering. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. As of December 31, 2020, $0.5 million of deferred offering costs were recorded on the condensed balance sheet. Upon closing the IPO, all deferred offering costs were charged against the proceeds from the IPO and recorded in stockholders equity (deficit) as a reduction of additional paid-in capital. As of September 30, 2021, there were no deferred offering costs recorded on the condensed balance sheet. Government Programs In May 2021, the Company was awarded a grant by the National Institutes of Health, or NIH, to support research of thalamocortical responsive neurostimulation for the treatment of Lennox-Gastaut Syndrome, a type of epilepsy. The award was issued for a five year period and has a total budget of over $9.3 million. Funding is approved for the first year beginning June 1, 2021 and provides for reimbursement of qualified direct and indirect expenses in the amount of $0.8 million. Approval of funds for years two through five is subject to the completion of certain milestones. For funds received under the NIH funding agreement, the Company recognizes a reduction in research and development expenses in an amount equal to the qualifying expenses incurred in each period up to the amount awarded by the NIH. Qualifying expenses incurred by the Company in advance of funding by the NIH are recorded within prepaid expenses and other current assets on the balance sheets. As of September 30, 2021, $57,000 of qualifying expenses have been incurred, all of which have been funded by the NIH. 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, redeemable convertible preferred stock, stock options, common stock subject to repurchase related to early exercise of stock options, and convertible notes 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 because it participates in dividends with common stock. The Company also considers the shares issued upon the early exercise of stock options subject to repurchase to be participating securities, because holders of such shares have non-forfeitable dividend rights in the event a dividend is paid on common stock. The holders of redeemable convertible preferred stock and the holders of the shares issued upon early exercise of stock options subject to repurchase do not have a contractual obligation to share in the Company’s losses. As such, the net loss was attributed entirely to common stockholders. Because the Company has reported a net loss for all periods presented, diluted net loss per common share is the same as basic net loss per common share for those periods. Recent Accounting Pronouncements Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02 (Topic 842), Leases . ASU 2016-02 requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset, or ROU, and a lease liability for all leases with a term of greater than 12 months regardless of their classification. This ASU provides a lessee with an option to not account for leases with a term of 12 month or less as leases in the scope of this ASU. This ASU will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. This ASU should be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , which allows entities to elect an optional transition method where entities may continue to apply the existing lease guidance during the comparative periods and apply the new lease requirements through a cumulative effect adjustment in the period of adoption rather than in the earliest period presented. In June 2020, the FASB issued ASU 2020-05, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, which delays the adoption dates for ASU 2016-02 for non-public entities to fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is allowed. The Company will adopt Topic 842 effective January 1, 2022 using a modified retrospective method and will not restate comparative periods. Based on an analysis of its current portfolio of leases, the Company expects to recognize a ROU asset and lease liability for the Company’s facility lease. The Company is completing its evaluation of the key drivers, such as the discount rate, in the measurement of the ROU asset and lease liability and the quantitative impact that adoption will have on the financial statements in the future. In June 2016, the FASB issued ASU 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which amends existing guidance on the impairment of financial assets and adds an impairment model that is based on expected losses rather than incurred losses and requires an entity to recognize as an allowance its estimate of expected credit losses for its financial assets. An entity will apply this guidance through a cumulative-effect adjustment to retained earnings upon adoption (a modified-retrospective approach) while a prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. For public business entities that meet the definition of an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, adoption is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. For SEC filers that are eligible to be smaller reporting companies and for all other entities, this ASU is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. Early adoption is permitted. The Company is in the process of evaluating the impact of the adoption on its financial statements and related disclosures. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . The amendments in ASU 2020-04 provide optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. The Company is currently evaluating the impact of the adoption of this ASU on the Company’s financial statements and related disclosures. In August 2020, the FASB issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This ASU simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. Specifically the ASU removes: i) major separation models required under GAAP and ii) certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. For public business entities that meet the definition of an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, this ASU is effective for interim and annual reporting periods beginning after December 15, 2021. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this ASU on the Company’s financial statements and related disclosures. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value MeasurementsThe Company measures certain financial assets and liabilities at fair value on a recurring basis. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The following table summarizes the Company’s financial assets (cash equivalents, marketable securities and liabilities) at fair value as of September 30, 2021 (in thousands): Fair Value as of September 30, 2021 Basis for Fair Value Measurements (Level 1) (Level 2) (Level 3) Assets: Money market funds, included in cash and cash equivalents $ 25,312 $ 25,312 $ — $ — Fixed income mutual funds, included in short-term investments 96,701 96,701 — — Total $ 122,013 $ 122,013 $ — $ — There were no liabilities measured at fair value on a recurring and non-recurring basis as of September 30, 2021. The following table summarizes the Company’s financial assets (cash equivalents, marketable securities and liabilities) at fair value as of December 31, 2020 (in thousands): Fair Value as of December 31, 2020 Basis for Fair Value Measurements (Level 1) (Level 2) (Level 3) Assets: Money market funds, included in cash and cash equivalents $ 5,062 $ 5,062 $ — $ — Fixed income mutual funds, included in short-term investments 11,689 11,689 — — Total $ 16,751 $ 16,751 $ — $ — Liabilities: Redeemable convertible preferred stock warrant liability 369 — — 369 Total $ 369 $ — $ — $ 369 The money market funds are highly liquid and primarily invest in short-term fixed income securities issued by the U.S. government and U.S. government agencies. The Company’s available-for-sale investments comprise short- term investments in fixed income mutual funds, which primarily consist of debt securities issued by the U.S. government and U.S. government agencies and corporate bonds and notes. The following is a summary of the Company’s available-for-sale debt securities (in thousands): September 30, December 31, 2021 2020 Cost basis $ 96,668 $ 11,656 Unrealized gain 33 33 Fair value $ 96,701 $ 11,689 The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): Redeemable Convertible Preferred Stock Warrant Liability Fair value as of January 1, 2021 $ 369 Change in fair value included in other income (expense), net 5,236 Net exercise of redeemable convertible preferred stock warrants $ (5,605) Fair value as of September 30, 2021 $ — Derivative Instrument Fair value as of January 1, 2020 $ 4,719 Recognition of derivative instrument related to 2020 Convertible Notes 1,669 Change in fair value included in other income (expense), net (149) Extinguishment of derivative instrument $ (6,239) Fair value as of September 30, 2020 $ — The fair value of the derivative instrument has been estimated at the date of inception and at the subsequent balance sheet date using a two-step approach to valuation, employing a probability-weighted scenario valuation method and then comparing the instrument’s value with-and-without the derivative features in order to estimate their combined fair value, using unobservable inputs, which are classified as Level 3 within the fair value hierarchy. In August 2020, the derivative instrument was extinguished in connection with the issuance of Series B’ redeemable convertible preferred stock and conversion of all outstanding convertible notes and accrued unpaid interest into shares of Series B’ redeemable convertible preferred stock. In determining the fair value of the redeemable convertible preferred stock warrant liability, the Company used the Black-Scholes option pricing model to estimate the fair value using unobservable inputs including the expected term, expected volatility, risk-free interest rate and dividend yield (see Note 8). There were no warrants outstanding for the purchase of redeemable convertible preferred stock as of September 30, 2021, as all such warrants were net exercised to shares of common stock upon the closing of the IPO. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Inventory Inventories consist of the following (in thousands): September 30, December 31, 2021 2020 Raw materials $ 1,596 $ 1,721 Work-in-process 1,467 1,487 Finished goods 4,099 3,701 Total $ 7,162 $ 6,909 Property and Equipment, net Property and equipment, net consists of the following (in thousands): September 30, December 31, 2021 2020 Machinery, equipment, furniture and fixtures $ 3,688 $ 3,544 Computer equipment and software 2,912 2,730 Leasehold improvements 2,402 2,402 9,002 8,676 Less: Accumulated depreciation (8,378) (8,161) Property and equipment, net $ 624 $ 515 Depreciation expense for the three months ended September 30, 2021 and 2020 was $0.1 million and $0.1 million, respectively. Depreciation expense for the nine months ended September 30, 2021 and 2020 was $0.2 million and $0.2 million, respectively. Accrued Liabilities Accrued liabilities consist of the following (in thousands): September 30, December 31, 2021 2020 Payroll and related expenses $ 5,618 $ 4,565 Inventory-raw materials 340 636 Professional fees 164 279 Deferred rent, current 407 666 Clinical trials — 107 Other 891 350 Total accrued liabilities $ 7,420 $ 6,603 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Facility Lease In August 2011, the Company entered into a non-cancelable operating lease for combined office and manufacturing facilities in Mountain View, California. The lease was scheduled to expire in April 2019 and was amended in May 2018 to extend it through June 2024. The terms of the facility lease provide for rental payments on a graduated scale; however, rent expense is recognized on a straight-line basis over the lease term. The Company has an option to extend the lease for a period of five years, commencing on July 1, 2024 and expiring on June 30, 2029. In conjunction with the original lease agreement, the Company obtained a letter of credit for $0.9 million in lieu of a security deposit. In May 2019, the letter of credit was amended and reduced to $0.7 million. In June 2021, the letter of credit was amended and further reduced to $0.2 million. Rental payments range from $2.9 million to $3.3 million per year over the extended term of the lease. In April 2020, the Company amended the lease agreement to defer 50.0% of the rental payment for May and June 2020 of $0.3 million. The deferred rental payments accrued interest at an annual rate of 8.0% starting from October 1, 2020 and were paid in three equal monthly installments commencing on April 1, 2021. Rent expense for the three months ended September 30, 2021 and 2020 was $0.7 million and $0.7 million, respectively. Rent expense for the nine months ended September 30, 2021 and 2020 was $2.1 million and $2.0 million, respectively. As of September 30, 2021 and December 31, 2020, $1.4 million and $2.0 million was recorded as deferred rent expense, respectively. The Company’s future payments under the non-cancellable operating lease (in thousands) are as follows: September 30, 2021 (remaining three months) $ 777 2022 3,172 2023 3,267 2024 1,666 Total $ 8,882 Indemnifications In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and may provide for indemnification of the counterparty. The Company’s exposure under these agreements is unknown because it involves claims that may be made against it in the future but have not yet been made. The Company may, from time to time, be subject to claims or be required to defend actions related to its indemnification obligations. The Company indemnifies each of its directors and officers for certain events or occurrences, subject to certain limits, while the director or officer is or was serving at the Company’s request in such capacity, as permitted under Delaware law and in accordance with its certificate of incorporation and bylaws. The term of the indemnification period lasts as long as the director or officer may be subject to any proceeding arising out of acts or omissions of such individual in such capacity. The maximum amount of potential future indemnification is unlimited. The Company believes that the fair value of these indemnification obligations is minimal. Accordingly, the Company has not recognized any liabilities relating to these obligations as of September 30, 2021 and December 31, 2020. Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business activities. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. The Company determined that no accrual related to contingencies was required as of September 30, 2021 and December 31, 2020. Legal Proceedings The Company is, and from time to time may become, involved in legal proceedings. The Company may also pursue litigation to assert its legal rights and such litigation may be costly and divert the efforts and attention of its management and technical personnel which could adversely affect its business. Due to the uncertainty of litigation and depending on the amount and the timing, an unfavorable resolution of some or all of such matters may materially affect our business, results of operations, financial position, or cash flows. The nature of the loss contingencies relating to claims that have been asserted against us are described below. On October 18, 2021, three stockholders of the Company, James Jacoby, George Vachtsevanos, and Javier Echauz, filed a complaint in the United States District Court for the Northern District of California, entitled James Jacoby et al. v. NeuroPace, Inc., et al. , Case No. 5:21-cv-8136, against the Company and its board of directors. The complaint alleges various claims related to the Company’s reverse stock splits and seeks, among other relief, damages and attorney’s fees. No estimates of possible losses or range of losses with respect to this action can be made at this time. The Company believes there is no merit to these allegations and intends to vigorously defend itself against this action. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt 2014 Term Loan In November 2014, the Company entered into a Term Loan Agreement, as amended, with Capital Royalty Partners II L.P. and its affiliates for total borrowings of up to $40.0 million. As of December 31, 2019, $40.0 million had been funded under this Term Loan Agreement, or the Term Loan. The Term Loan bore interest at a rate of 12.5% per year. Payments under the Term Loan were to be made quarterly with payment dates fixed at the end of each calendar quarter. The Term Loan was interest-only through September 30, 2019. Following the interest-only period, principal payments were to be made in equal installments at the end of the next four calendar quarters, with the final payment due on September 30, 2020. The Term Loan included a fee upon repayment of the loan equal to 5% of the aggregate principal amount being repaid. The Company ratably accreted the fee over the life of the loan. In connection with the Term Loan, the Company paid total closing fees of $0.8 million and issued warrants to purchase 219 shares of its Series I redeemable convertible preferred stock at $1,866.80 per share. The initial fair value of the warrants was $0.3 million and resulted in a discount to the Term Loan, which was amortized to interest expense over the life of the loan using the effective interest method. Prior to 2020, these warrants were modified to be exercisable for 219 shares of common stock at $2.60 per share. Upon the closing of the IPO, warrants to purchase 219 shares of common stock net exercised to 185 shares of common stock. In October 2019, the Term Loan Agreement was amended to extend the interest-only period through December 31, 2019. This amendment was accounted as a debt modification and the impact on the Term Loan’s effective interest rate was a decrease from 15.0% to 14.7%. In February through June 2020, the Term Loan Agreement was amended to extend the interest-only period through June 30, 2020 and to allow the Company to pay interest entirely in kind by adding it to the aggregate principal of the loan. The Company paid $1.4 million in interest due on March 31, 2020 in kind and paid $1.4 million in interest due on June 30, 2020 in cash. The amendments were accounted as a debt modification and the Term Loan’s effective interest rate was changed within 14.7% to 14.2% with each amendment. In September 2020, the Company repaid its entire obligation under the Term Loan amounting to $47.6 million, including principal of $44.1 million, interest of $1.3 million and fees of $2.2 million, using the proceeds from New Term Loan (as defined below). The repayment of the Term Loan was accounted for as a debt extinguishment, which resulted in an immaterial extinguishment loss. 2020 Term Loan In September 2020, the Company entered into a new Term Loan Agreement with CRG Partners IV L.P. and its affiliates for total borrowings of up to $60.0 million, or the New Term Loan, and borrowed $50.0 million. The remaining $10.0 million of the New Term Loan will be available to the Company for borrowing until March 31, 2022 if the Company achieves a revenue-based milestone in 2021. The New Term Loan bears interest at a rate of 12.5% per year. Payments under the New Term Loan are made quarterly with payment dates fixed at the end of each calendar quarter. The New Term Loan was interest-only through September 30, 2023, which could be extended through September 30, 2025 at the Company’s option if the Company completed its IPO on or prior September 30, 2023. In connection with closing the IPO, the Company extended the interest-only period to September 30, 2025. Following the interest-only period, principal payment is due in one installment on September 30, 2025. The New Term Loan includes a fee upon repayment of the loan equal to 10% of the aggregate principal amount being prepaid or repaid, or the backend fee. As of September 30, 2021, the New Term Loan had an annual effective interest rate of 15.66% per year. The New Term Loan is collateralized by substantially all of the Company’s assets. The New Term Loan Agreement contains customary representations and warranties, covenants, events of default and termination provisions. The financial covenants require that the Company achieve minimum annual revenue thresholds commencing in 2021 and maintain a minimum balance of cash and cash equivalents (see Note 1). The Company paid $1.0 million in fees to the lender and third parties which is reflected as a discount on the loan and is being accreted over the life of the loan using the effective interest method. Also, the Company issued warrants to the lender for a total of 346,823 shares of Series B’ redeemable convertible preferred stock. The warrants had a fair value of $0.6 million as of the issuance date, which was accounted for as debt issuance costs (see Note 8). During the three months ended September 30, 2021 and 2020, the Company recorded interest expense related to deferred financing and debt issuance costs of the New Term Loan of $0.1 million and less than $0.1 million, respectively. During the nine months ended September 30, 2021 and 2020, the Company recorded interest expense related to deferred financing and debt issuance costs of the New Term Loan of $0.2 million and less than $0.1 million, respectively. Interest expense on the New Term Loan was $1.9 million and $0.1 million during the three months ended September 30, 2021 and 2020, respectively. Interest expense on the New Term Loan was $5.5 million and $0.1 million during the nine months ended September 30, 2021 and 2020, respectively. As of September 30, 2021, future minimum payments for the New Term Loan are as follows (in thousands): New Term Loan 2021 (remaining three months) $ 1,597 2022 6,337 2023 6,337 2024 6,354 2025 59,740 Total 80,365 Less: Unamortized debt discount and issuance cost (1,229) Less: Unaccreted backend fee (4,190) Less: Interest (25,364) New Term Loan $ 49,582 Paycheck Protection Program In April 2020, the Company received $4.0 million from a federal Small Business Administration loan under the Paycheck Protection Program, or the PPP Loan. The note bore interest at 1.0% per year on the outstanding principal amount and had a maturity date 24 months from the date of the note. No payments were due for the six-month period beginning on the date of the note. Payments of principal and interest were due over the following 18 months. The Small Business Administration modified the PPP Loan such that monthly payments of principal and interest were due from September 2021 through April 2022. In April 2021, the Company repaid its entire obligation under the PPP Loan amounting to $4.1 million, including principal of $4.0 million and interest of less than $0.1 million, using the proceeds from its IPO. 2019 and 2020 Convertible Notes In March and September 2019, Company issued convertible notes to certain investors for aggregate proceeds of $21.3 million, or the 2019 Convertible Notes. In January and March 2020, the Company raised $7.1 million and $5.4 million, respectively, through the sale and issuance of additional convertible notes, or the 2020 Convertible Notes. The 2019 and 2020 Convertible Notes were subordinated to the Term Loan, bore interest on the outstanding principal amount at the rate of 8.0% per year, and had a maturity date of December 31, 2020. Upon the consummation of an equity financing with aggregate proceeds to the Company of not less than $18 million, or the Qualified Financing, the outstanding principal balance of the 2019 and 2020 Convertible Notes and accrued but unpaid interest would convert into shares of capital stock issued in such Qualified Financing at a conversion price equal to 85% of the issuance price per share of such capital stock in such Qualified Financing. In the event the Company consummated, while the 2019 and 2020 Convertible Notes remained outstanding, an equity financing that did not constitute a Qualified Financing, then the majority holders had the option to treat such equity financing as a Qualified Financing. If the Company did not complete a Qualified Financing prior to the maturity date while the 2019 and 2020 Convertible Notes remained outstanding, the holders of the notes could elect to convert the outstanding principal and unpaid accrued interest into the Company’s Series A’ redeemable convertible preferred stock at a conversion price of $116.35 per share. Upon the occurrence of a change of control, the 2019 and 2020 Convertible Notes would upon the election of the majority holders either (i) become due and payable upon the closing of such change of control in cash in an amount equal to (a) the outstanding principal amount plus any unpaid accrued interest, plus (b) a repayment premium equal to 100% of the outstanding principal amount, or (ii) be converted such that the outstanding principal balance of the notes and any unpaid accrued interest would convert into shares of the Company’s Series A’ redeemable convertible preferred stock at a conversion price equal to $116.35 per share. The 2019 and 2020 Convertible Notes contained embedded derivative instruments, including automatic conversion into equity securities upon completion of a Qualified Financing, that were required to be bifurcated and accounted for separately as a single derivative instrument initially and subsequently measured at fair value with the change in fair value recorded in other income (expense), net in the statements of operations and comprehensive loss. The issuance date estimated fair values of the derivative instruments issued with the March and September 2019 notes were $4.1 million and $1.9 million, respectively, which were recorded as debt discounts. The issuance date estimated fair values of the derivative instruments issued with the January and March 2020 notes were $1.0 million and $0.7 million, respectively, which were recorded as debt discounts. In August 2020, the derivative instrument was extinguished in connection with the issuance of Series B’ redeemable convertible preferred stock. The discount on the 2019 and 2020 Convertible Notes was amortized over the contractual term ending on December 31, 2020, using the effective interest method. The annual effective interest rate was estimated from 10.8% to 12.2% per year. The interest expense for the three months ended September 30, 2020 was $1.0 million, consisting of $0.2 million of contractual interest expense and $0.8 million amortization of debt discount arising from separation of the embedded derivative instrument. The interest expense for the nine months ended September 30, 2020 was $4.6 million, consisting of $1.4 million of contractual interest expense and $3.2 million amortization of debt discount arising from separation of the embedded derivative instrument. For the nine months ended September 30, 2020, $10.3 million of convertible notes were issued to related parties. The interest expense on convertible notes issued to related parties for the three and nine months ended September 30, 2020 was $0.2 million and $1.3 million, respectively. In connection with the sale and issuance of Series B’ redeemable convertible preferred stock all outstanding convertible notes were modified to remove the 15% discount on conversion. All outstanding convertible notes of $33.9 million and accrued unpaid interest of $2.5 million were converted into 8,379,410 shares of Series B’ redeemable convertible preferred stock at 100% of the preferred stock issuance price of $4.3423 per share. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred Stock In August 2020, the Company amended its Certificate of Incorporation, pursuant to which the Company had two series of redeemable convertible preferred stock, designated as Series A’ and Series B’. In August 2020, the Company issued 7,599,720 shares of Series B’ redeemable convertible preferred stock at $4.3423 per share for gross proceeds of $33.0 million. In connection with the issuance of Series B’ redeemable convertible preferred stock, all outstanding convertible notes of $33.9 million and accrued unpaid interest of $2.5 million were converted into 8,379,410 shares of Series B’ redeemable convertible preferred stock at such price. As of December 31, 2020, the redeemable convertible preferred stock comprised (in thousands, except per share and share amounts): Number of Shares Authorized Number of Shares Issued and Outstanding Carrying Amount Liquidation Value Original Issue Price Series A’ 1,651,154 635,048 $ 73,340 $ 36,945 $ 58.1750 Series B’ 59,106,232 15,979,130 $ 68,082 $ 190,810 $ 4.3423 60,757,386 16,614,178 $ 141,422 $ 227,755 On April 26, 2021, upon the closing of the Company’s IPO, all outstanding redeemable convertible preferred stock automatically converted into 16,614,178 shares of common stock. Prior to the closing of the Company’s IPO, the holders of redeemable convertible preferred stock had the following various rights and preferences: Dividends The holders of redeemable convertible preferred stock were entitled to receive dividends, out of any assets legally available therefore, prior and in preference to any declaration or payment of any dividend to the common stockholders, at the rate of $4.6540 per share per annum on each outstanding share of Series A’ redeemable convertible preferred stock and $0.3474 per share per annum on each outstanding share of Series B’ redeemable convertible preferred stock, payable when, as and if declared by the Board of Directors. Such dividends would not have been cumulative and if less than the full amount of dividends payable on the redeemable convertible preferred stock had been declared and paid, any such payments would have been made ratably among the holders of the redeemable convertible preferred stock in proportion to the total amount each holder would be entitled to receive if the full amount of dividends payable on the redeemable convertible preferred stock had been declared. No dividends have been declared to date. Liquidation In the event of any liquidation, dissolution or winding up of the Company, the holders of the Company’s Series B’ redeemable convertible preferred stock would have been entitled to receive, prior to any distribution of the Company’s assets to the holders of Series A’ redeemable convertible preferred stock and common stock, an amount per share equal to (i) as of and following August 19, 2020 (the “Initial Closing” of Series B’ redeemable convertible preferred stock), and prior to, at the Company’s election, the earlier of (a) the date the Company’s cash balance fell below $4.0 million and (b) March 31, 2022 (the “Deferred Closing”), 2.75 times $4.3423 per share for each share of Series B’ redeemable convertible preferred stock, and (ii) as of and following the date of the Deferred Closing, either (x) 2.75 times $4.3423 per share if the Company’s actual cash-burn between the Initial Closing and December 31, 2021 had been 110% or less of the Company’s business plan cash-burn for such time period as approved by the Board of Directors, or (y) otherwise 3 times $4.3423, for each share of Series B’ redeemable convertible preferred stock, plus declared but unpaid dividends. If, upon the occurrence of such event, the assets and funds thus distributed among the holders of redeemable convertible preferred stock would have been insufficient to permit the payment to such holders of the full amounts, then the entire assets and funds of the Company legally available for distribution would have been distributed ratably among the holders of redeemable convertible preferred stock in proportion to the preferential amount each such holder was otherwise entitled to receive. After full payment to the holders of Series B’ redeemable convertible preferred stock, the holders of Series A’ redeemable convertible preferred stock would have been entitled to receive, prior to any distribution of the Company’s assets to the holders of common stock, an amount per share equal to $58.1750 per share for each share of redeemable convertible preferred stock plus declared but unpaid dividends. If, upon the occurrence of such event, the assets and funds thus distributed among the holders of redeemable convertible preferred stock would have been insufficient to permit the payment to such holders of the full amounts, then the entire assets and funds of the Company legally available for distribution would have been distributed ratably among the holders of redeemable convertible preferred stock in proportion to the preferential amount each such holder was otherwise entitled to receive. After the payment to the holders of redeemable convertible preferred stock of the full preferential amounts specified above, all of the remaining assets of the Company available for distribution to stockholders would have been distributed among the holders of Series B’ redeemable convertible preferred stock, Series A’ redeemable convertible preferred stock and common stock pro rata based on the number of shares of common stock held by each such holder, treating for this purpose all shares of redeemable convertible preferred stock as if converted to common stock prior to such liquidation, dissolution or winding up of the Company. Conversion The Company’s redeemable convertible preferred stock was convertible into shares of common stock at the option of a holder on a one-for-one basis with the conversion ratio subject to standard antidilutive adjustments, such as stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like. The initial conversion price was $4.3423 and $58.1750 per share of Series B’ and Series A’ redeemable convertible preferred stock, respectively. Each share of Series A’ redeemable convertible preferred stock was convertible into shares of common stock immediately upon the date specified by written consent or written agreement of the holders of a majority of the outstanding shares of Series A’ redeemable convertible preferred stock. Each share of Series B’ redeemable convertible preferred stock was convertible into shares of common stock immediately upon (A) the date specified by written consent or written agreement of the holders of a majority of the outstanding shares of Series B’ redeemable convertible preferred stock and the Requisite Significant New Holders (as defined below) and (B) any firm commitment underwritten public offering approved by two new investors that had committed to the investment of an aggregate of $7,499,900 or more (each, a “Significant Investor”) in the Initial Closing and the Deferred Closing combined (such two Significant Investors, together, the “Requisite Significant New Holders”). Voting Rights The holders of redeemable convertible preferred stock had the right to one vote for each share of common stock into which such redeemable convertible preferred stock could then have been converted. With respect to such vote, the holder had full voting rights and powers equal to the voting rights and powers of the holders of common stock, would have been entitled to notice of any stockholders’ meeting in accordance with the bylaws of the Company, and would have been entitled to vote, together with holders of common stock, with respect to any question upon which holders of common stock have the right to vote. Redemption and Balance Sheet Classification |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock Warrant Liability | 9 Months Ended |
Sep. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock Warrant Liability | Redeemable Convertible Preferred Stock Warrant Liability On September 24, 2020, in connection with entering into the New Term Loan Agreement, the Company issued CRG Partners IV L.P. and its affiliates warrants to purchase 346,823 shares of Series B’ redeemable convertible preferred stock at an exercise price of $6.51339 per share, or the Series B’ Warrants, which was accounted as debt issuance costs. The Series B’ Warrants would terminate at the earlier of the ten year anniversary from the issuance date, the closing of the Company’s IPO or Liquidation of the Company. These warrants had a net exercise provision under which their holders could, in lieu of payment of the exercise price in cash, surrender the warrant and receive a net amount of shares based on the fair market value of the Company’s stock at the time of exercise of the warrants after deduction of the aggregate exercise price. The Series B’ Warrants contained provisions for adjustment of the exercise price and number of shares issuable upon the exercise of warrants in the event of certain stock dividends, stock splits, reorganizations, reclassifications, and consolidations. The fair value of the Series B’ Warrants on the date of issuance of $0.6 million was recorded as a debt discount. The Series B’ Warrants had a fair value of $0.4 million as of December 31, 2020. Upon the closing of the IPO, the Series B’ Warrants were net exercised to 213,941 shares of Series B’ convertible preferred stock and subsequently converted into common stock on a one-to-one basis. The Company remeasured the Series B’ Warrants to fair value upon the closing of the IPO, which was $5.6 million on April 26, 2021. The fair value of the Series B’ Warrants was valued as an intrinsic value of net exercised common stock on April 26, 2021, as according to Series B’ Warrants agreements the Series B’ Warrants were to be automatically exercised upon the IPO and the expected term of the Series B’ Warrants was zero immediately before the closing of the IPO. Upon the closing of the IPO, the redeemable convertible preferred stock warrant liability was reclassified to additional paid-in capital. The change in fair value of $0 and $5.2 million during the three and nine months ended September 30, 2021, respectively, was recorded as a component of other income (expense), net in the statements of operations and comprehensive loss. The redeemable convertible preferred stock warrant liability was valued using the following assumptions under the Black-Scholes option pricing model: December 31, 2020 Stock price $3.43 Expected term (in years) 9.7 Expected volatility 39.0% Weighted average risk-free interest rate 0.91% Dividend yield —% |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Common Stock | Common Stock The Company’s Certificate of Incorporation, as amended in April 2021, authorized the Company to issue 200,000,000 shares of $0.001 par value common stock. The holders of common stock are entitled to receive dividends whenever funds and assets are legally available and when declared by the Board of Directors. As of September 30, 2021 and December 31, 2020, no dividends had been declared. As of September 30, 2021 and December 31, 2020, the Company had reserved common stock for future issuance as follows: September 30, December 31, 2021 2020 Conversion of Series A’ redeemable convertible preferred stock — 635,048 Conversion of Series B’ redeemable convertible preferred stock — 15,979,130 Outstanding options under the 2009 Plan — 6 Outstanding options under the 2020 Plan — 2,835,265 Options available for future grant under the 2020 Plan — 818,889 Outstanding options under the 2021 Plan 3,089,821 — Options available for future grant under the 2021 Plan 2,713,254 — Outstanding restricted stock units under the 2021 Plan 552,304 — Common stock available for ESPP 580,000 — Redeemable convertible preferred stock warrants issued and outstanding — 346,823 Common stock warrants issued and outstanding — 219 Total 6,935,379 20,615,380 |
Stock-Based Incentive Compensat
Stock-Based Incentive Compensation Plans | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Incentive Compensation Plans | Stock-Based Incentive Compensation Plans A summary of stock option activity for the nine months ended September 30, 2021 is set forth below: Options Outstanding Shares Available for Grant Number of Shares Weighted-Average Exercise Price Weighted Average Remaining Contractual Term (in Years) Balances as of January 1, 2021 818,889 2,835,265 $ 0.03 9.57 Authorized 2,900,000 Retired (485,581) Options granted (577,144) 577,144 $ 13.35 Options exercised (265,498) $ 0.03 Options cancelled 57,090 (57,090) $ 0.64 Balances at September 30, 2021 2,713,254 3,089,821 $ 2.50 9.07 Vested and exercisable at September 30, 2021 869,981 $ 0.48 8.83 Vested and expected to vest at September 30, 2021 3,089,821 $ 2.50 9.07 Early Exercise of Stock Options The terms of the Company’s 2020 Stock Plan, or the 2020 Plan, and the 2021 Equity Incentive Plan, or the 2021 Plan, permit the exercise of options granted under the plans prior to vesting, subject to required approvals. The shares of common stock issued from the early exercise of unvested stock options are restricted and continue to vest over the original implied service period. The Company has the option to repurchase any unvested shares at the original purchase price upon any voluntary or involuntary termination. The shares purchased by the employees and non-employees pursuant to the early exercise of stock options are not deemed, for accounting purposes, to be outstanding until those shares vest. The cash received in exchange for exercised and unvested shares related to stock options granted is recorded as a liability for the early exercise of stock options in accrued liabilities on the accompanying balance sheet and will be transferred into common stock and additional paid-in capital as the shares vest. As of September 30, 2021 and December 31, 2020, there were 192,741 and 30,802 shares of common stock issued pursuant to early exercised options and subject to repurchase, respectively. Employee Stock Purchase Plan In April 2021, the Company adopted the 2021 Employee Stock Purchase Plan, or ESPP. The Company allows eligible employees to purchase shares of the Company's common stock through payroll deductions at a price equal to 85% of the lesser of the fair market value of the stock as of the first date or the ending date of each six month offering period. There were 580,000 shares of common stock reserved for issuance under the ESPP. As of September 30, 2021, total accumulated ESPP related employee payroll deductions amounted to $0.8 million, which were included within accrued payroll and related expenses in the consolidated balance sheets. Restricted Stock Units Activity with respect to restricted stock units was as follows: Number of Shares Underlying Outstanding Restricted Stock Units Weighted Average Grant Date Fair Value Unvested, January 1, 2021 — $ — Granted 566,050 $ 23.49 Cancelled (13,746) $ 23.79 Unvested, September 30, 2021 552,304 $ 23.48 The Company recognized stock-based compensation as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Cost of goods sold $ 93 $ 5 $ 134 $ 14 Research and development 348 97 694 292 Selling, general and administrative 666 199 1,584 586 Total stock-based compensation $ 1,107 $ 301 $ 2,412 $ 892 The above stock-based compensation expense related to the following equity-based awards (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Stock options and restricted stock units $ 714 $ 301 $ 1,839 $ 892 ESPP 393 — 573 — Total stock-based compensation $ 1,107 $ 301 $ 2,412 $ 892 As of September 30, 2021, the total unrecognized stock-based compensation expense related to unvested stock options and restricted stock units was $17.3 million, which will be amortized on a straight-line basis over a weighted average remaining period of 3.5 years. As of September 30, 2021, the Company had unrecognized stock-based compensation expense relating to the ESPP awards of approximately $0.3 million, which is expected to be recognized over a weighted-average period of 0.2 years. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company did not record a federal or state income tax provision or benefit for the three and nine months ended September 30, 2021 and 2020 as it has incurred net losses since inception. In addition, the net deferred tax assets generated from net operating losses are fully offset by a valuation allowance as the Company believes it is not more likely than not that the benefit will be realized. The Company accounts for the uncertainty in income taxes by utilizing a comprehensive model for the recognition, measurement, presentation and disclosure in financial statements of any uncertain tax positions that |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except for share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net loss $ (8,083) $ (4,126) $ (25,387) $ (19,660) Reduction of Series A' redeemable convertible preferred stock liquidation value — 228 — 228 Net loss attributable to common stockholders $ (8,083) $ (3,898) $ (25,387) $ (19,432) Denominator: Weighted-average common stock outstanding used to compute basic and diluted net loss per share 24,101,399 202,408 14,061,958 202,382 Net loss per share attributable to common stockholders, basic and diluted $ (0.34) $ (19.26) $ (1.81) $ (96.02) In connection with issuance of Series B’ redeemable convertible preferred stock, the Company amended the terms of the existing Series A’ redeemable convertible preferred stock and reduced the liquidation preference of Series A’ redeemable convertible preferred stock from $116.350 to $58.175. The reduction of Series A’ redeemable convertible preferred stock liquidation preference was accounted for as an extinguishment with $0.2 million recognized as extinguishment gain in accumulated deficit in the quarter ended September 30, 2020. The extinguishment gain reduced the net loss attributable to common stockholders for the three and nine months ended September 30, 2020. The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted average shares outstanding because such securities have an antidilutive impact due to the Company’s net loss, in common stock equivalent shares: As of September 30, 2021 2020 Redeemable convertible preferred shares — 16,614,178 Options to purchase common stock 3,089,821 172,853 Unvested early exercised common stock options 192,741 57 Shares committed under ESPP 57,514 — Unvested restricted stock units 552,304 — Redeemable convertible preferred stock warrants — 346,823 Total Shares 3,892,380 17,133,911 |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties Covidien Group S.a.r.l., an indirect wholly-owned subsidiary of Medtronic, plc, became a holder of more than five percent of the Company’s capital stock in August 2020. Pursuant to the terms of a cross-license with Medtronic, the Company made royalty payments of approximately $0.1 million during both the three months ended September 30, 2021 and 2020, and $0.3 million during both the nine months ended September 30, 2021 and 2020. Also see Note 6 for additional related party transactions related to the 2019 and 2020 Convertible Notes. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Unaudited Interim Financial Information | Basis of Presentation The unaudited interim condensed financial statements have been prepared in conformity with generally accepted accounting principles in the United States, or GAAP, as defined by the Financial Accounting Standards Board, or the FASB. Unaudited Interim Financial Information The condensed balance sheet as of December 31, 2020 was derived from the Company’s audited financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed financial statements as of September 30, 2021 and for the three and nine months ended September 30, 2021 and 2020, have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC, for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. Accordingly, these financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2020 and notes thereto, included in the Company’s final prospectus for the IPO filed with the SEC pursuant to Rule 424(b)(4) on April 23, 2021, or the final prospectus. In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s condensed financial position as of September 30, 2021 and condensed results of operations for the three and nine months ended September 30, 2021 and 2020 and condensed cash flows for the nine months ended September 30, 2021 and 2020 have been made. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2021. |
Use of Estimates | Use of Estimates The preparation of unaudited interim condensed financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. The Company uses significant judgment when making estimates related to the valuation of its common stock and related stock-based compensation, the valuation of deferred tax assets and related valuation allowances, provision for excess and obsolete inventories, the valuation of derivative financial instruments and redeemable |
Fair Value of Financial Instruments and Fair Value Measurements | Fair Value of Financial Instruments Carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued liabilities, approximate fair value because of the short-term nature of these instruments. Short-term investments comprise available-for-sale debt securities, which are carried at fair value. The Company believes that its borrowings bear interest at the prevailing market rates for instruments with similar characteristics; accordingly, the carrying value of this instrument approximates its fair value. Derivative instruments and the redeemable convertible preferred stock warrant liability are carried at fair value based on unobservable market inputs. The Company determines the fair value of financial and non-financial assets and liabilities using the fair value hierarchy which establishes three levels of inputs that may be used to measure fair value (see Note 3). determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
Concentration of Credit Risk, and Other Risks and Uncertainties | Concentration of Credit Risk, and Other Risks and Uncertainties Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents, short-term investments and accounts receivable to the extent of the amounts recorded on the balance sheet. The Company’s cash is invested in one major financial institution in the United States. Deposits in this financial institution may exceed federally insured limits. The Company’s cash equivalents are invested in money market funds. The Company’s accounts receivable are due from a variety of health care organizations in the United States. For the three and nine months ended September 30, 2021 and 2020, there were no customers that represented 10% or more of revenue. As of September 30, 2021 and December 31, 2020, no customer represented 10% or more of the Company’s accounts receivable. The Company is subject to certain risks, including that its devices may not be approved or cleared or continue to be approved or cleared for marketing by governmental authorities or be successfully marketed for expanded indications. There can be no assurance that the Company’s products will achieve widespread adoption in the marketplace, nor can there be any assurance that existing devices or any future devices can be developed or manufactured at an acceptable cost and speed and with appropriate performance characteristics. The Company is also subject to risks common to companies in the medical device industry, including, but not limited to, new technological innovations, dependence on healthcare providers to prescribe initial implants and replacements, dependence upon third-party payors to provide adequate coverage and reimbursement, dependence on key personnel, single-source suppliers and vendors in connection with the manufacture of its products, concentration of Level 4 CECs and epileptologists, obtaining, maintaining, protecting, enforcing, and defending intellectual property rights and proprietary technology, product liability claims, legal proceedings, and compliance with government regulations. The Company’s medical devices require approvals or clearances from the U.S. Food and Drug Administration, or the FDA, or international regulatory agencies. In addition, in order to continue the Company’s operations, compliance with various federal and state laws is required. If approvals or clearances were withdrawn by the FDA for the Company’s current products or if such approvals or clearances were denied or delayed for future products, product updates, or expanded indications for use, it would have a material adverse impact on the Company. |
Deferred Offering Costs | Deferred Offering CostsThe Company capitalizes, within other assets, certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings, including its IPO, until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds received as a result of the offering. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. |
Government Programs | For funds received under the NIH funding agreement, the Company recognizes a reduction in research and development expenses in an amount equal to the qualifying expenses incurred in each period up to the amount awarded by the NIH. Qualifying expenses incurred by the Company in advance of funding by the NIH are recorded within prepaid expenses and other current assets on the balance sheets. |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common StockholdersBasic 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, redeemable convertible preferred stock, stock options, common stock subject to repurchase related to early exercise of stock options, and convertible notes 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 because it participates in dividends with common stock. The Company also considers the shares issued upon the early exercise of stock options subject to repurchase to be participating securities, because holders of such shares have non-forfeitable dividend rights in the event a dividend is paid on common stock. The holders of redeemable convertible preferred stock and the holders of the shares issued upon early exercise of stock options subject to repurchase do not have a contractual obligation to share in the Company’s losses. As such, the net loss was attributed entirely to common stockholders. Because the Company has reported a net loss for all periods presented, diluted net loss per common share is the same as basic net loss per common share for those periods. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02 (Topic 842), Leases . ASU 2016-02 requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset, or ROU, and a lease liability for all leases with a term of greater than 12 months regardless of their classification. This ASU provides a lessee with an option to not account for leases with a term of 12 month or less as leases in the scope of this ASU. This ASU will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. This ASU should be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , which allows entities to elect an optional transition method where entities may continue to apply the existing lease guidance during the comparative periods and apply the new lease requirements through a cumulative effect adjustment in the period of adoption rather than in the earliest period presented. In June 2020, the FASB issued ASU 2020-05, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, which delays the adoption dates for ASU 2016-02 for non-public entities to fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is allowed. The Company will adopt Topic 842 effective January 1, 2022 using a modified retrospective method and will not restate comparative periods. Based on an analysis of its current portfolio of leases, the Company expects to recognize a ROU asset and lease liability for the Company’s facility lease. The Company is completing its evaluation of the key drivers, such as the discount rate, in the measurement of the ROU asset and lease liability and the quantitative impact that adoption will have on the financial statements in the future. In June 2016, the FASB issued ASU 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which amends existing guidance on the impairment of financial assets and adds an impairment model that is based on expected losses rather than incurred losses and requires an entity to recognize as an allowance its estimate of expected credit losses for its financial assets. An entity will apply this guidance through a cumulative-effect adjustment to retained earnings upon adoption (a modified-retrospective approach) while a prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. For public business entities that meet the definition of an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, adoption is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. For SEC filers that are eligible to be smaller reporting companies and for all other entities, this ASU is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. Early adoption is permitted. The Company is in the process of evaluating the impact of the adoption on its financial statements and related disclosures. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . The amendments in ASU 2020-04 provide optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. The Company is currently evaluating the impact of the adoption of this ASU on the Company’s financial statements and related disclosures. In August 2020, the FASB issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This ASU simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. Specifically the ASU removes: i) major separation models required under GAAP and ii) certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. For public business entities that meet the definition of an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, this ASU is effective for interim and annual reporting periods beginning after December 15, 2021. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this ASU on the Company’s financial statements and related disclosures. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities, Measured at Fair Value | The following table summarizes the Company’s financial assets (cash equivalents, marketable securities and liabilities) at fair value as of September 30, 2021 (in thousands): Fair Value as of September 30, 2021 Basis for Fair Value Measurements (Level 1) (Level 2) (Level 3) Assets: Money market funds, included in cash and cash equivalents $ 25,312 $ 25,312 $ — $ — Fixed income mutual funds, included in short-term investments 96,701 96,701 — — Total $ 122,013 $ 122,013 $ — $ — There were no liabilities measured at fair value on a recurring and non-recurring basis as of September 30, 2021. The following table summarizes the Company’s financial assets (cash equivalents, marketable securities and liabilities) at fair value as of December 31, 2020 (in thousands): Fair Value as of December 31, 2020 Basis for Fair Value Measurements (Level 1) (Level 2) (Level 3) Assets: Money market funds, included in cash and cash equivalents $ 5,062 $ 5,062 $ — $ — Fixed income mutual funds, included in short-term investments 11,689 11,689 — — Total $ 16,751 $ 16,751 $ — $ — Liabilities: Redeemable convertible preferred stock warrant liability 369 — — 369 Total $ 369 $ — $ — $ 369 |
Schedule of Debt Securities, Available-for-sale | The following is a summary of the Company’s available-for-sale debt securities (in thousands): September 30, December 31, 2021 2020 Cost basis $ 96,668 $ 11,656 Unrealized gain 33 33 Fair value $ 96,701 $ 11,689 |
Schedule of Fair Value Liabilities Measured at Level 3 | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): Redeemable Convertible Preferred Stock Warrant Liability Fair value as of January 1, 2021 $ 369 Change in fair value included in other income (expense), net 5,236 Net exercise of redeemable convertible preferred stock warrants $ (5,605) Fair value as of September 30, 2021 $ — Derivative Instrument Fair value as of January 1, 2020 $ 4,719 Recognition of derivative instrument related to 2020 Convertible Notes 1,669 Change in fair value included in other income (expense), net (149) Extinguishment of derivative instrument $ (6,239) Fair value as of September 30, 2020 $ — |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Inventory, Current | Inventories consist of the following (in thousands): September 30, December 31, 2021 2020 Raw materials $ 1,596 $ 1,721 Work-in-process 1,467 1,487 Finished goods 4,099 3,701 Total $ 7,162 $ 6,909 |
Property, Plant and Equipment | Property and equipment, net consists of the following (in thousands): September 30, December 31, 2021 2020 Machinery, equipment, furniture and fixtures $ 3,688 $ 3,544 Computer equipment and software 2,912 2,730 Leasehold improvements 2,402 2,402 9,002 8,676 Less: Accumulated depreciation (8,378) (8,161) Property and equipment, net $ 624 $ 515 |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): September 30, December 31, 2021 2020 Payroll and related expenses $ 5,618 $ 4,565 Inventory-raw materials 340 636 Professional fees 164 279 Deferred rent, current 407 666 Clinical trials — 107 Other 891 350 Total accrued liabilities $ 7,420 $ 6,603 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Annual Lease Commitments | The Company’s future payments under the non-cancellable operating lease (in thousands) are as follows: September 30, 2021 (remaining three months) $ 777 2022 3,172 2023 3,267 2024 1,666 Total $ 8,882 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | As of September 30, 2021, future minimum payments for the New Term Loan are as follows (in thousands): New Term Loan 2021 (remaining three months) $ 1,597 2022 6,337 2023 6,337 2024 6,354 2025 59,740 Total 80,365 Less: Unamortized debt discount and issuance cost (1,229) Less: Unaccreted backend fee (4,190) Less: Interest (25,364) New Term Loan $ 49,582 |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Temporary Equity | As of December 31, 2020, the redeemable convertible preferred stock comprised (in thousands, except per share and share amounts): Number of Shares Authorized Number of Shares Issued and Outstanding Carrying Amount Liquidation Value Original Issue Price Series A’ 1,651,154 635,048 $ 73,340 $ 36,945 $ 58.1750 Series B’ 59,106,232 15,979,130 $ 68,082 $ 190,810 $ 4.3423 60,757,386 16,614,178 $ 141,422 $ 227,755 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock Warrant Liability (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Measurement Inputs | The redeemable convertible preferred stock warrant liability was valued using the following assumptions under the Black-Scholes option pricing model: December 31, 2020 Stock price $3.43 Expected term (in years) 9.7 Expected volatility 39.0% Weighted average risk-free interest rate 0.91% Dividend yield —% |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Stock by Class | As of September 30, 2021 and December 31, 2020, the Company had reserved common stock for future issuance as follows: September 30, December 31, 2021 2020 Conversion of Series A’ redeemable convertible preferred stock — 635,048 Conversion of Series B’ redeemable convertible preferred stock — 15,979,130 Outstanding options under the 2009 Plan — 6 Outstanding options under the 2020 Plan — 2,835,265 Options available for future grant under the 2020 Plan — 818,889 Outstanding options under the 2021 Plan 3,089,821 — Options available for future grant under the 2021 Plan 2,713,254 — Outstanding restricted stock units under the 2021 Plan 552,304 — Common stock available for ESPP 580,000 — Redeemable convertible preferred stock warrants issued and outstanding — 346,823 Common stock warrants issued and outstanding — 219 Total 6,935,379 20,615,380 |
Stock-Based Incentive Compens_2
Stock-Based Incentive Compensation Plans (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the nine months ended September 30, 2021 is set forth below: Options Outstanding Shares Available for Grant Number of Shares Weighted-Average Exercise Price Weighted Average Remaining Contractual Term (in Years) Balances as of January 1, 2021 818,889 2,835,265 $ 0.03 9.57 Authorized 2,900,000 Retired (485,581) Options granted (577,144) 577,144 $ 13.35 Options exercised (265,498) $ 0.03 Options cancelled 57,090 (57,090) $ 0.64 Balances at September 30, 2021 2,713,254 3,089,821 $ 2.50 9.07 Vested and exercisable at September 30, 2021 869,981 $ 0.48 8.83 Vested and expected to vest at September 30, 2021 3,089,821 $ 2.50 9.07 |
Schedule of Restricted Stock Units | Activity with respect to restricted stock units was as follows: Number of Shares Underlying Outstanding Restricted Stock Units Weighted Average Grant Date Fair Value Unvested, January 1, 2021 — $ — Granted 566,050 $ 23.49 Cancelled (13,746) $ 23.79 Unvested, September 30, 2021 552,304 $ 23.48 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The Company recognized stock-based compensation as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Cost of goods sold $ 93 $ 5 $ 134 $ 14 Research and development 348 97 694 292 Selling, general and administrative 666 199 1,584 586 Total stock-based compensation $ 1,107 $ 301 $ 2,412 $ 892 The above stock-based compensation expense related to the following equity-based awards (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Stock options and restricted stock units $ 714 $ 301 $ 1,839 $ 892 ESPP 393 — 573 — Total stock-based compensation $ 1,107 $ 301 $ 2,412 $ 892 |
Net Loss per Share Attributab_2
Net Loss per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except for share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Numerator: Net loss $ (8,083) $ (4,126) $ (25,387) $ (19,660) Reduction of Series A' redeemable convertible preferred stock liquidation value — 228 — 228 Net loss attributable to common stockholders $ (8,083) $ (3,898) $ (25,387) $ (19,432) Denominator: Weighted-average common stock outstanding used to compute basic and diluted net loss per share 24,101,399 202,408 14,061,958 202,382 Net loss per share attributable to common stockholders, basic and diluted $ (0.34) $ (19.26) $ (1.81) $ (96.02) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted average shares outstanding because such securities have an antidilutive impact due to the Company’s net loss, in common stock equivalent shares: As of September 30, 2021 2020 Redeemable convertible preferred shares — 16,614,178 Options to purchase common stock 3,089,821 172,853 Unvested early exercised common stock options 192,741 57 Shares committed under ESPP 57,514 — Unvested restricted stock units 552,304 — Redeemable convertible preferred stock warrants — 346,823 Total Shares 3,892,380 17,133,911 |
The Company (Details)
The Company (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 26, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Apr. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | |||||
Proceeds from issuance of common stock in initial public offering, net of underwriter discount and commissions | $ 109,089 | $ 0 | |||
Common stock authorized (in shares) | 200,000,000 | 200,000,000 | 200,000,000 | 74,636,348 | |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Shares authorized (in shares) | 10,000,000 | 10,000,000 | 10,000,000 | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||
Accumulated deficit | $ 413,078 | $ 387,691 | |||
Net cash used in operating activities | 16,374 | $ 15,185 | |||
Cash, cash equivalents, and short-term investments | $ 123,300 | ||||
Minimum annual net revenue | $ 43,000 | ||||
Minimum cash and cash equivalents required after completion of IPO | $ 5,000 | ||||
Redeemable Convertible Preferred Stock Converted Into Common Stock | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Conversion of stock, shares issued (in shares) | 16,614,178 | ||||
Redeemable Convertible Preferred Stock Converted Into Warrants To Purchase Series B' Convertible Preferred Stock | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Conversion of stock, shares issued (in shares) | 346,823 | ||||
Redeemable Convertible Preferred Stock Converted Into Warrants Exercised To Series B' Convertible Preferred Stock | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Conversion of stock, shares issued (in shares) | 213,941 | ||||
Redeemable Convertible Preferred Stock Converted Into Warrants To Purchase Common Stock | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Conversion of stock, shares issued (in shares) | 219 | ||||
Redeemable Convertible Preferred Stock Converted Into Warrants Exercised To Common Stock | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Conversion of stock, shares issued (in shares) | 185 | ||||
IPO | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Number of shares issued in transaction (in shares) | 6,900,000 | ||||
Sale of stock (in dollars per share) | $ 17 | ||||
Proceeds from issuance of common stock in initial public offering, net of underwriter discount and commissions | $ 117,300 | ||||
Consideration received on transaction | 105,500 | ||||
Sale of stock, underwriting discounts | 8,200 | ||||
Sale of stock, offering costs | $ 3,600 | ||||
Over-Allotment Option | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Number of shares issued in transaction (in shares) | 900,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | Apr. 09, 2021 | Aug. 18, 2020 | May 31, 2021USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Accounting Policies [Abstract] | |||||
Reverse stock split, conversion ratio | 0.3846 | 0.0100 | |||
Deferred offering costs | $ 0 | $ 484,000 | |||
Grant period (in years) | 5 years | ||||
Research and development arrangement with federal government, total budget | $ 9,300,000 | ||||
Compensation earned | 800,000 | ||||
Qualifying expenses incurred | $ 57,000 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Fair value disclosure | $ 0 | $ 369,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Assets: | ||
Money market funds, included in cash and cash equivalents | $ 25,312,000 | $ 5,062,000 |
Fixed income mutual funds, included in short-term investments | 96,701,000 | 11,689,000 |
Total | 122,013,000 | 16,751,000 |
Liabilities: | ||
Redeemable convertible preferred stock warrant liability | 369,000 | |
Total | 0 | 369,000 |
Fair Value, Inputs, Level 1 | ||
Assets: | ||
Money market funds, included in cash and cash equivalents | 25,312,000 | 5,062,000 |
Fixed income mutual funds, included in short-term investments | 96,701,000 | 11,689,000 |
Total | 122,013,000 | 16,751,000 |
Liabilities: | ||
Redeemable convertible preferred stock warrant liability | 0 | |
Total | 0 | |
Fair Value, Inputs, Level 2 | ||
Assets: | ||
Money market funds, included in cash and cash equivalents | 0 | 0 |
Fixed income mutual funds, included in short-term investments | 0 | 0 |
Total | 0 | 0 |
Liabilities: | ||
Redeemable convertible preferred stock warrant liability | 0 | |
Total | 0 | |
Fair Value, Inputs, Level 3 | ||
Assets: | ||
Money market funds, included in cash and cash equivalents | 0 | 0 |
Fixed income mutual funds, included in short-term investments | 0 | 0 |
Total | $ 0 | 0 |
Liabilities: | ||
Redeemable convertible preferred stock warrant liability | 369,000 | |
Total | $ 369,000 |
Fair Value Measurements - Avail
Fair Value Measurements - Available for Sale Debt Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Cost basis | $ 96,668 | $ 11,656 |
Unrealized gain | 33 | 33 |
Fair value | $ 96,701 | $ 11,689 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Fair Value of Level 3 Financial Instruments (Details) - Fair Value, Inputs, Level 3 - Derivative Instrument - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 369 | $ 4,719 |
Recognition of derivative instrument related to 2020 Convertible Notes | 1,669 | |
Change in fair value included in other income (expense), net | 5,236 | (149) |
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability, settlements | (5,605) | (6,239) |
Balance at end of period | $ 0 | $ 0 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 1,596 | $ 1,721 |
Work-in-process | 1,467 | 1,487 |
Finished goods | 4,099 | 3,701 |
Inventory | $ 7,162 | $ 6,909 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 9,002 | $ 9,002 | $ 8,676 | ||
Less: Accumulated depreciation | (8,378) | (8,378) | (8,161) | ||
Property and equipment, net | 624 | 624 | 515 | ||
Depreciation | 100 | $ 100 | 217 | $ 241 | |
Machinery, equipment, furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 3,688 | 3,688 | 3,544 | ||
Computer equipment and software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 2,912 | 2,912 | 2,730 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 2,402 | $ 2,402 | $ 2,402 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Payroll and related expenses | $ 5,618 | $ 4,565 | |
Inventory-raw materials | 340 | 636 | |
Professional fees | 164 | 279 | |
Deferred rent, current | 407 | 666 | $ 300 |
Clinical trials | 0 | 107 | |
Other | 891 | 350 | |
Accrued Liabilities | $ 7,420 | $ 6,603 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
May 31, 2018 | Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Oct. 01, 2020 | May 31, 2019 | Aug. 31, 2011 | |
Loss Contingencies [Line Items] | |||||||||||
Renewal term | 5 years | ||||||||||
Percent rental payment deferred | 50.00% | ||||||||||
Deferred rent, current | $ 300,000 | $ 407,000 | $ 407,000 | $ 666,000 | |||||||
Deferred rent, interest rate, annual rate | 8.00% | ||||||||||
Operating leases, rent expense | 700,000 | $ 700,000 | 2,100,000 | $ 2,000,000 | |||||||
Deferred rent credit | $ 1,400,000 | $ 1,400,000 | $ 2,000,000 | ||||||||
Lease Facility | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Face amount | $ 200,000 | $ 700,000 | $ 900,000 | ||||||||
Minimum | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Annual rental payments | $ 2,900,000 | ||||||||||
Maximum | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Annual rental payments | $ 3,300,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Operating Lease Maturity (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2021 (remaining three months) | $ 777 |
2022 | 3,172 |
2023 | 3,267 |
2024 | 1,666 |
Total | $ 8,882 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Apr. 26, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Apr. 30, 2021 | Sep. 30, 2020 | Aug. 31, 2020 | Mar. 31, 2020 | Jan. 31, 2020 | Sep. 30, 2019 | Mar. 31, 2019 | Nov. 30, 2014 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Apr. 30, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Sep. 24, 2020 | Jul. 01, 2020 | Apr. 30, 2020 | Dec. 31, 2019 | Oct. 31, 2019 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest rate | 12.50% | 12.50% | 12.50% | |||||||||||||||||||||
Payment of debt issuance costs | $ 0 | $ 854,000 | ||||||||||||||||||||||
Redeemable convertible preferred stock warrant liability | $ 0 | $ 0 | $ 369,000 | |||||||||||||||||||||
Effective percentage | 15.66% | 15.66% | ||||||||||||||||||||||
PIK interest incurred but not paid on term loan | $ 0 | (4,081,000) | ||||||||||||||||||||||
Repayment of debt | 4,090,000 | 42,121,000 | ||||||||||||||||||||||
Proceeds from convertible debt | 0 | 12,514,000 | ||||||||||||||||||||||
Proceeds from related party debt | 0 | 11,867,000 | ||||||||||||||||||||||
Interest expense, related party | $ 0 | $ 203,000 | 0 | 1,258,000 | ||||||||||||||||||||
Gain (loss) on extinguishment of debt | 0 | $ (182,000) | ||||||||||||||||||||||
Conversion of Series B’ redeemable convertible preferred stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Conversion price (in dollars per share) | $ 4.3423 | |||||||||||||||||||||||
Convertible Debt | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest rate | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||
Interest payment | $ 200,000 | $ 1,400,000 | ||||||||||||||||||||||
Interest expense | 1,000,000 | 4,600,000 | ||||||||||||||||||||||
Equity financing proceed threshold for conversion | $ 18,000,000 | 18,000,000 | 18,000,000 | |||||||||||||||||||||
Threshold percentage of stock price trigger | 85.00% | |||||||||||||||||||||||
Amortization of debt discount | 800,000 | 3,200,000 | ||||||||||||||||||||||
Proceeds from related party debt | 10,300,000 | |||||||||||||||||||||||
Interest expense, related party | $ 200,000 | $ 1,300,000 | ||||||||||||||||||||||
Convertible Debt | Conversion of Series A’ redeemable convertible preferred stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Conversion price (in dollars per share) | $ 116.35 | $ 116.35 | $ 116.35 | |||||||||||||||||||||
Repayment premium percent | 100.00% | 100.00% | 100.00% | |||||||||||||||||||||
Convertible Debt | Conversion of Series B’ redeemable convertible preferred stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Conversion discount | 15.00% | |||||||||||||||||||||||
Convertible debt outstanding | $ 33,900,000 | |||||||||||||||||||||||
Interest payable | $ 2,500,000 | |||||||||||||||||||||||
Converted instrument, shares issued (in shares) | 8,379,410 | |||||||||||||||||||||||
Share issuance price percentage | 100.00% | |||||||||||||||||||||||
Gain (loss) on extinguishment of debt | $ 4,100,000 | |||||||||||||||||||||||
Maximum | Convertible Debt | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective percentage | 12.20% | |||||||||||||||||||||||
Minimum | Convertible Debt | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Effective percentage | 10.80% | |||||||||||||||||||||||
Redeemable Convertible Preferred Stock Converted Into Warrants To Purchase Common Stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued (in shares) | 219 | |||||||||||||||||||||||
Redeemable Convertible Preferred Stock Converted Into Warrants Exercised To Common Stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued (in shares) | 185 | |||||||||||||||||||||||
2014 Term Loan | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 40,000,000 | $ 40,000,000 | ||||||||||||||||||||||
Interest rate | 12.50% | |||||||||||||||||||||||
Redemption fee, percent | 5.00% | |||||||||||||||||||||||
Payment of debt issuance costs | $ 800,000 | |||||||||||||||||||||||
Effective percentage | 14.70% | 15.00% | 15.00% | 14.20% | 14.70% | |||||||||||||||||||
Interest payment | $ 1,400,000 | $ 1,300,000 | ||||||||||||||||||||||
PIK interest incurred but not paid on term loan | $ 1,400,000 | |||||||||||||||||||||||
Repayment of debt | 47,600,000 | |||||||||||||||||||||||
Repurchased face amount | 44,100,000 | 44,100,000 | $ 44,100,000 | |||||||||||||||||||||
Payment for debt extinguishment | 2,200,000 | |||||||||||||||||||||||
2014 Term Loan | Series I Preferred Stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Number of securities called by warrants or rights (in shares) | 219 | |||||||||||||||||||||||
Exercise price of warrant (in dollars per share) | $ 1,866.8 | |||||||||||||||||||||||
Redeemable convertible preferred stock warrant liability | $ 300,000 | |||||||||||||||||||||||
2014 Term Loan | Common stock warrants issued and outstanding | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Number of securities called by warrants or rights (in shares) | 219 | |||||||||||||||||||||||
Exercise price of warrant (in dollars per share) | $ 2.60 | |||||||||||||||||||||||
2020 Term Loans | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 50,000,000 | $ 50,000,000 | $ 50,000,000 | |||||||||||||||||||||
Redemption fee, percent | 10.00% | 10.00% | 10.00% | |||||||||||||||||||||
Unused borrowing capacity | $ 10,000,000 | $ 10,000,000 | $ 10,000,000 | |||||||||||||||||||||
Amortization of debt issuance costs | 100,000 | 100,000 | 200,000 | 100,000 | ||||||||||||||||||||
Interest expense | $ 1,900,000 | 100,000 | $ 5,500,000 | 100,000 | ||||||||||||||||||||
2020 Term Loans | Maximum | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | 60,000,000 | 60,000,000 | 60,000,000 | |||||||||||||||||||||
2020 Term Loans | Conversion of Series B’ redeemable convertible preferred stock | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Exercise price of warrant (in dollars per share) | $ 6.51339 | |||||||||||||||||||||||
Redeemable convertible preferred stock warrant liability | $ 5,600,000 | $ 400,000 | $ 600,000 | |||||||||||||||||||||
Backend fee | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||||||||||||||||||
Warrants outstanding (in shares) | 346,823 | |||||||||||||||||||||||
Paycheck Protection Program | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 4,000,000 | |||||||||||||||||||||||
Interest rate | 1.00% | |||||||||||||||||||||||
Interest payment | $ 100,000 | |||||||||||||||||||||||
Repurchased face amount | $ 4,000,000 | $ 4,000,000 | ||||||||||||||||||||||
Extinguishment of debt | $ 4,100,000 | |||||||||||||||||||||||
2019 Convertible Notes | Convertible Debt | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Proceeds from convertible debt | $ 21,300,000 | |||||||||||||||||||||||
Amortization of debt discount | $ 1,900,000 | $ 4,100,000 | ||||||||||||||||||||||
2020 Convertible Notes | Convertible Debt | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Proceeds from convertible debt | $ 5,400,000 | $ 7,100,000 | ||||||||||||||||||||||
Amortization of debt discount | $ 700,000 | $ 1,000,000 |
Debt - Maturities of Debt (Deta
Debt - Maturities of Debt (Details) - New Term Loan $ in Thousands | Sep. 30, 2021USD ($) |
Debt Instrument [Line Items] | |
2021 (remaining three months) | $ 1,597 |
2022 | 6,337 |
2023 | 6,337 |
2024 | 6,354 |
2025 | 59,740 |
Total | 80,365 |
Less: Unamortized debt discount and issuance cost | (1,229) |
Less: Unaccreted backend fee | (4,190) |
Less: Interest | (25,364) |
New Term Loan | $ 49,582 |
Redeemable Convertible Prefer_5
Redeemable Convertible Preferred Stock - Additional Information (Details) | Apr. 26, 2021shares | Aug. 31, 2020USD ($)series$ / sharesshares | Sep. 30, 2021USD ($)vote$ / shares | Sep. 30, 2020USD ($) | Dec. 31, 2020$ / shares |
Class of Stock [Line Items] | |||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ | $ 0 | $ 31,696,000 | |||
Redeemable convertible preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||
Redeemable Convertible Preferred Stock Converted Into Common Stock | |||||
Class of Stock [Line Items] | |||||
Conversion of stock, shares issued (in shares) | shares | 16,614,178 | ||||
Conversion of Series B’ redeemable convertible preferred stock | |||||
Class of Stock [Line Items] | |||||
Number of series of preferred stock | series | 2 | ||||
New issues (in shares) | shares | 7,599,720 | ||||
Redemption price (in dollars per share) | $ / shares | $ 4.3423 | ||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | $ | $ 33,000,000 | ||||
Dividends per annum (in dollars per share) | $ / shares | $ 0.3474 | ||||
Cash balance trigger | $ | $ 4,000,000 | ||||
Liquidation multiplier, before deferred closing date | 2.75 | ||||
Liquidation multiplier, between initial closing and December 31, 2021 | 2.75 | ||||
Liquidation multiplier, all other scenarios | 3 | ||||
Redeemable convertible preferred stock, par value (in dollars per share) | $ / shares | $ 4.3423 | 4.3423 | |||
Aggregate investment conversion threshold | $ | $ 7,499,900 | ||||
Conversion of Series B’ redeemable convertible preferred stock | Convertible Debt | |||||
Class of Stock [Line Items] | |||||
Convertible debt outstanding | $ | 33,900,000 | ||||
Interest payable | $ | $ 2,500,000 | ||||
Converted instrument, shares issued (in shares) | shares | 8,379,410 | ||||
Conversion of Series A’ redeemable convertible preferred stock | |||||
Class of Stock [Line Items] | |||||
Dividends per annum (in dollars per share) | $ / shares | $ 4.6540 | ||||
Redeemable convertible preferred stock, par value (in dollars per share) | $ / shares | $ 58.1750 | ||||
Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Number of votes per share | vote | 1 |
Redeemable Convertible Prefer_6
Redeemable Convertible Preferred Stock - Schedule of Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||
Redeemable convertible preferred stock, shares authorized (in shares) | 0 | 60,757,386 |
Redeemable convertible preferred stock, shares issued (in shares) | 0 | 16,614,178 |
Redeemable convertible preferred stock, shares outstanding (in shares) | 0 | 16,614,178 |
Carrying Amount | $ 0 | $ 141,422 |
Liquidation Value | $ 0 | $ 227,755 |
Original Issue Price (in dollars per share) | $ 0.001 | $ 0.001 |
Conversion of Series A’ redeemable convertible preferred stock | ||
Class of Stock [Line Items] | ||
Redeemable convertible preferred stock, shares authorized (in shares) | 1,651,154 | |
Redeemable convertible preferred stock, shares issued (in shares) | 635,048 | |
Redeemable convertible preferred stock, shares outstanding (in shares) | 635,048 | |
Carrying Amount | $ 73,340 | |
Liquidation Value | $ 36,945 | |
Original Issue Price (in dollars per share) | $ 58.1750 | |
Conversion of Series B’ redeemable convertible preferred stock | ||
Class of Stock [Line Items] | ||
Redeemable convertible preferred stock, shares authorized (in shares) | 59,106,232 | |
Redeemable convertible preferred stock, shares issued (in shares) | 15,979,130 | |
Redeemable convertible preferred stock, shares outstanding (in shares) | 15,979,130 | |
Carrying Amount | $ 68,082 | |
Liquidation Value | $ 190,810 | |
Original Issue Price (in dollars per share) | $ 4.3423 | $ 4.3423 |
Redeemable Convertible Prefer_7
Redeemable Convertible Preferred Stock Warrant Liability - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 26, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Sep. 24, 2020 |
Class of Warrant or Right [Line Items] | ||||||
Redeemable convertible preferred stock warrant liability | $ 0 | $ 0 | $ 369 | |||
Change in fair value | (5,236) | $ 0 | ||||
Redeemable Convertible Preferred Stock Converted Into Warrants Exercised To Series B' Convertible Preferred Stock | ||||||
Class of Warrant or Right [Line Items] | ||||||
Conversion of stock, shares issued (in shares) | 213,941 | |||||
Conversion of Series B’ redeemable convertible preferred stock | 2020 Term Loans | ||||||
Class of Warrant or Right [Line Items] | ||||||
Warrants outstanding (in shares) | 346,823 | |||||
Exercise price of warrant (in dollars per share) | $ 6.51339 | |||||
Warrants term | 10 years | |||||
Redeemable convertible preferred stock warrant liability | $ 5,600 | $ 400 | $ 600 | |||
Change in fair value | $ 0 | $ 5,200 |
Redeemable Convertible Prefer_8
Redeemable Convertible Preferred Stock Warrant Liability - Schedule of Assumptions (Details) | Dec. 31, 2020$ / shares |
Stock price | |
Class of Warrant or Right [Line Items] | |
Measurement input | 3.43 |
Expected term | |
Class of Warrant or Right [Line Items] | |
Measurement input | 9.7 |
Expected volatility | |
Class of Warrant or Right [Line Items] | |
Measurement input | 390 |
Weighted average risk-free interest rate | |
Class of Warrant or Right [Line Items] | |
Measurement input | 0.0091 |
Dividend yield | |
Class of Warrant or Right [Line Items] | |
Measurement input | 0 |
Common Stock (Details)
Common Stock (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2020 | Apr. 30, 2021 | Apr. 26, 2021 | |
Class of Stock [Line Items] | ||||
Common stock authorized (in shares) | 200,000,000 | 74,636,348 | 200,000,000 | 200,000,000 |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Dividends declared cash | $ 0 | $ 0 | ||
Common stock reserved for future issuance (in shares) | 6,935,379 | 20,615,380 | ||
Conversion of Series A’ redeemable convertible preferred stock | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 635,048 | ||
Conversion of Series B’ redeemable convertible preferred stock | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 15,979,130 | ||
Outstanding options under the 2009 Plan | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 6 | ||
Outstanding options under the 2020 Plan | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 2,835,265 | ||
Options available for future grant under the 2020 Plan | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 818,889 | ||
Outstanding options under the 2021 Plan | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 3,089,821 | 0 | ||
Options available for future grant under the 2021 Plan | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 2,713,254 | 0 | ||
Outstanding restricted stock units under the 2021 Plan | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 552,304 | 0 | ||
Common stock available for ESPP | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 580,000 | 0 | ||
Redeemable convertible preferred stock warrants issued and outstanding | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 346,823 | ||
Common stock warrants issued and outstanding | ||||
Class of Stock [Line Items] | ||||
Common stock reserved for future issuance (in shares) | 0 | 219 |
Stock-Based Incentive Compens_3
Stock-Based Incentive Compensation Plans - Summary of Stock Option Activity (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021$ / sharesshares | Dec. 31, 2020$ / sharesshares | |
Number of Shares | ||
Shares Available for Grant, beginning balance (in shares) | 818,889 | |
Number of shares, beginning balance (in shares) | 2,835,265 | |
Authorized (in shares) | 2,900,000 | |
Retired (in shares) | (485,581) | |
Options granted (in shares) | 577,144 | |
Options exercised (in shares) | (265,498) | |
Options cancelled (in shares) | 57,090 | |
Shares Available for Grant, ending balance (in shares) | 2,713,254 | 818,889 |
Number of shares, ending balance (in shares) | 3,089,821 | 2,835,265 |
Vested and exercisable (in shares) | 869,981 | |
Vested and expected to vest (in shares) | 3,089,821 | |
Weighted-Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 0.03 | |
Options granted (in dollar per share) | $ / shares | 13.35 | |
Options exercised (in dollar per share) | $ / shares | 0.03 | |
Options cancelled (in dollar per share) | $ / shares | 0.64 | |
Ending balance (in dollars per share) | $ / shares | 2.50 | $ 0.03 |
Vested and exercisable (in dollars per share) | $ / shares | 0.48 | |
Vested and expected to vest (in dollars per share) | $ / shares | $ 2.50 | |
Weighted Average Remaining Contractual Term (in Years) | ||
Balance | 9 years 25 days | 9 years 6 months 25 days |
Exercisable | 8 years 9 months 29 days | |
Vested and expected to vest | 9 years 25 days |
Stock-Based Incentive Compens_4
Stock-Based Incentive Compensation Plans - Summary of Restricted Stock Units (Details) | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Number of Shares Underlying Outstanding Restricted Stock Units | |
Cancelled (in shares) | shares | 13,746 |
Weighted Average Grant Date Fair Value | |
Cancelled (in dollars per share) | $ / shares | $ 23.79 |
Unvested restricted stock units | |
Number of Shares Underlying Outstanding Restricted Stock Units | |
Unvested, January 1, 2021 (in shares) | shares | 0 |
Granted (in shares) | shares | 566,050 |
Unvested, September 30, 2021 (in shares) | shares | 552,304 |
Weighted Average Grant Date Fair Value | |
Unvested, Weighted Average Grant Date Fair Value, beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 23.49 |
Unvested, Weighted Average Grant Date Fair Value, ending balance (in dollars per share) | $ / shares | $ 23.48 |
Stock-Based Incentive Compens_5
Stock-Based Incentive Compensation Plans - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | |
Apr. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options, subject to repurchase (in shares) | 192,741 | 30,802 | |
ESPP discount percent | 85.00% | ||
Common stock reserved for future issuance (in shares) | 6,935,379 | 20,615,380 | |
Unrecognized stock-based compensation expense | $ 17.3 | ||
Period for recognition | 3 years 6 months | ||
2021 Employee Stock Purchase Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for future issuance (in shares) | 580,000 | ||
Accumulated employee payroll deductions | $ 0.8 | ||
Period for recognition | 2 months 12 days | ||
Cost not yet recognized, amount | $ 0.3 |
Stock-Based Incentive Compens_6
Stock-Based Incentive Compensation Plans - Summary of Recognized Stock-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 1,107 | $ 301 | $ 2,412 | $ 892 |
Stock options and restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | 714 | 301 | 1,839 | 892 |
ESPP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | 393 | 0 | 573 | 0 |
Cost of goods sold | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | 93 | 5 | 134 | 14 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | 348 | 97 | 694 | 292 |
Selling, general and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 666 | $ 199 | $ 1,584 | $ 586 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
Net Loss per Share Attributab_3
Net Loss per Share Attributable to Common Stockholders - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Numerator: | |||||||||
Net loss | $ (8,083,000) | $ (8,494,000) | $ (8,810,000) | $ (4,126,000) | $ (8,793,000) | $ (6,741,000) | $ (25,387,000) | $ (19,660,000) | |
Reduction of Series A' redeemable convertible preferred stock liquidation value | 0 | 228,000 | 0 | 228,000 | |||||
Net loss attributable to common stockholders | $ (8,083,000) | $ (3,898,000) | $ (25,387,000) | $ (19,432,000) | |||||
Denominator: | |||||||||
Weighted-average common stock outstanding used to compute basic net loss per share (in shares) | 24,101,399 | 202,408 | 14,061,958 | 202,382 | |||||
Weighted-average common stock outstanding used to compute diluted net loss per share (in shares) | 24,101,399 | 202,408 | 14,061,958 | 202,382 | |||||
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.34) | $ (19.26) | $ (1.81) | $ (96.02) | |||||
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.34) | $ (19.26) | $ (1.81) | $ (96.02) | |||||
Liquidation Value | $ 0 | $ 0 | $ 227,755,000 | ||||||
Extinguishment gain in accumulated deficit | $ 0 | $ 228,000 | $ 0 | $ 228,000 | |||||
Redeemable Convertible Preferred Stock | |||||||||
Numerator: | |||||||||
Reduction of Series A' redeemable convertible preferred stock liquidation value | 200,000 | ||||||||
Denominator: | |||||||||
Liquidation Value | 58.175 | $ 116.350 | $ 58.175 | ||||||
Extinguishment gain in accumulated deficit | $ 200,000 |
Net Loss per Share Attributab_4
Net Loss per Share Attributable to Common Stockholders - Schedule of Potentially Dilutive Securities Outstanding (Details) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 3,892,380 | 17,133,911 |
Redeemable convertible preferred shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 0 | 16,614,178 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 3,089,821 | 172,853 |
Unvested early exercised common stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 192,741 | 57 |
Shares committed under ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 57,514 | 0 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 552,304 | 0 |
Redeemable convertible preferred stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares (in shares) | 0 | 346,823 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Payments for royalties | $ 0.1 | $ 0.1 | $ 0.3 | $ 0.3 |