Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2020 | May 08, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-39214 | |
Entity Registrant Name | Casper Sleep Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-3987647 | |
Entity Address, Address Line One | Three World Trade Center175 Greenwich Street, | |
Entity Address, Address Line Two | Floor 39 | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10007 | |
City Area Code | 347 | |
Local Phone Number | 941-1871 | |
Title of 12(b) Security | Common Stock, $0.000001 par value per share | |
Trading Symbol | CSPR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Central Index Key | 0001598674 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 39,673,567 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 116,123 | $ 67,578 |
Accounts receivable, net | 20,421 | 31,059 |
Prepaid expenses and other current assets | 23,815 | 23,924 |
Inventory, net | 38,872 | 39,358 |
Total current assets | 199,231 | 161,919 |
Property and equipment, net | 69,686 | 66,262 |
Other assets | 2,042 | 2,137 |
Total assets | 270,959 | 230,318 |
Current liabilities: | ||
Accounts payable | 38,309 | 30,734 |
Accrued expenses | 55,359 | 73,130 |
Deferred revenue | 3,831 | 9,673 |
Other current liabilities | 30,541 | 34,422 |
Total current liabilities | 128,040 | 147,959 |
Other liabilities | 73,154 | 69,492 |
Total liabilities | 201,194 | 217,451 |
Convertible preferred stock, $0.000001 par value - zero and 19,213 shares authorized; zero and 19,181 issued and outstanding as of March 31, 2020 and December 31, 2019, respectively | 0 | 319,961 |
Stockholders’ equity/(deficit): | ||
Common stock | 0 | 0 |
Additional paid-in capital | 428,975 | 18,097 |
Accumulated other comprehensive (loss) income | 516 | 69 |
Accumulated deficit | (359,726) | (325,260) |
Total stockholders’ equity/(deficit) | 69,765 | (307,094) |
Total liabilities, convertible preferred stock and stockholders’ equity/(deficit) | $ 270,959 | $ 230,318 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Convertible preferred stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Convertible preferred stock, shares authorized (in shares) | 0 | 19,213,000 |
Convertible preferred stock, shares issued (in shares) | 0 | 19,181,000 |
Convertible preferred stock, shares outstanding (in shares) | 0 | 19,181,000 |
Common stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Common stock, shares authorized (in shares) | 170,000,000 | 0 |
Common stock, shares issued (in shares) | 39,677,000 | 0 |
Common stock, shares outstanding (in shares) | 39,677,000 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue, net | $ 113,044 | $ 89,437 |
Cost of goods sold | 60,080 | 45,865 |
Gross profit | 52,964 | 43,572 |
Operating expenses | ||
Sales and marketing expenses | 37,474 | 29,605 |
General and administrative expense | 48,298 | 30,884 |
Total operating expenses | 85,772 | 60,489 |
Loss from operations | (32,808) | (16,917) |
Other (income) expense | ||
Net interest expense | 2,156 | 257 |
Other (income) expense, net | (514) | 275 |
Total other expenses, net | 1,642 | 532 |
Loss before income taxes | (34,450) | (17,449) |
Income tax expense | 16 | 0 |
Net loss | (34,466) | (17,449) |
Other comprehensive income (loss) | ||
Currency translation adjustment | 447 | 198 |
Total comprehensive loss | $ (34,019) | $ (17,251) |
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (1.23) | $ (1.68) |
Weighted average shares outstanding, basic and diluted (in shares) | 27,909,141 | 10,415,686 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Convertible Preferred Stock and Stockholders' Equity/(Deficit) - USD ($) $ in Thousands | Total | Convertible Preferred Stock | Convertible Preferred StockSeries D preferred units converted to common stock | Common Stock | Common StockClass A common stock | Common StockClass B common stock | Additional paid-in capital | Accumulated other comprehensive (loss) income | Accumulated deficit |
Beginning balance (in shares) at Dec. 31, 2018 | 16,524,147 | ||||||||
Beginning balance at Dec. 31, 2018 | $ 238,802 | ||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Series D funding (in shares) | 1,481,734 | ||||||||
Series D funding | $ 43,127 | ||||||||
Ending balance at Mar. 31, 2019 | $ 281,929 | ||||||||
Ending balances (in shares) at Mar. 31, 2019 | 18,005,881 | ||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 0 | 9,110,359 | 1,287,712 | ||||||
Beginning balance at Dec. 31, 2018 | $ (223,889) | $ 0 | $ 0 | $ 0 | $ 8,750 | $ (419) | $ (232,220) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Proceeds from issuance of shares (in shares) | 1,481,734 | ||||||||
Exercise of vested employee stock options (in shares) | 68,499 | 8,079 | |||||||
Exercise of employee stock options | 89 | 89 | |||||||
Stock based compensation expense | 1,650 | 1,650 | |||||||
Other comprehensive income | 198 | 198 | |||||||
Net loss | (17,449) | (17,449) | |||||||
Ending balance (in shares) at Mar. 31, 2019 | 0 | 9,178,858 | 1,295,791 | ||||||
Ending balance at Mar. 31, 2019 | $ (239,401) | $ 0 | $ 0 | $ 0 | 10,489 | (221) | (249,669) | ||
Beginning balance (in shares) at Dec. 31, 2019 | 19,181,000 | 19,212,912 | 2,688,765 | ||||||
Beginning balance at Dec. 31, 2019 | $ 319,961 | $ 319,961 | $ 81,159 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Conversion of redeemable preferred stock to common stock (in shares) | (19,212,912) | (2,688,765) | 20,485,054 | ||||||
Conversion of redeemable convertible preferred stock to common stock | 319,961 | $ (319,961) | $ (81,159) | 319,961 | |||||
Series D funding (in shares) | 8,350,000 | ||||||||
Ending balance at Mar. 31, 2020 | $ 0 | $ 0 | $ 0 | ||||||
Ending balances (in shares) at Mar. 31, 2020 | 0 | 0 | 0 | ||||||
Beginning balance (in shares) at Dec. 31, 2019 | 0 | 9,190,858 | 1,466,078 | ||||||
Beginning balance at Dec. 31, 2019 | $ (307,094) | $ 0 | $ 0 | $ 0 | 18,097 | 69 | (325,260) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Proceeds from issuance of shares (in shares) | 8,350,000 | ||||||||
Proceeds from issuance of shares | 88,206 | 88,206 | |||||||
Conversion of redeemable preferred stock to common stock (in shares) | (19,212,912) | (2,688,765) | 20,485,054 | ||||||
Conversion of redeemable convertible preferred stock to common stock | $ 319,961 | $ (319,961) | $ (81,159) | 319,961 | |||||
Common stock conversion (in shares) | 10,656,936 | (9,190,858) | (1,466,078) | ||||||
Exercise of vested employee stock options (in shares) | 4,332 | 4,332 | |||||||
Exercise of employee stock options | $ 47 | 47 | |||||||
Exercise of stock warrants (in shares) | 181,133 | ||||||||
Exercise of stock warrants | 3 | 3 | |||||||
Stock based compensation expense | 2,661 | 2,661 | |||||||
Other comprehensive income | 447 | 447 | |||||||
Net loss | (34,466) | (34,466) | |||||||
Ending balance (in shares) at Mar. 31, 2020 | 39,677,455 | 0 | 0 | ||||||
Ending balance at Mar. 31, 2020 | $ 69,765 | $ 0 | $ 0 | $ 0 | $ 428,975 | $ 516 | $ (359,726) |
Consolidated Statement of Cha_2
Consolidated Statement of Changes in Convertible Preferred Stock and Stockholders' Equity/(Deficit) (Parenthetical) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Issuance costs | $ 11.8 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows used in operating activities: | ||
Net loss | $ (34,466) | $ (17,449) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 4,129 | 1,112 |
Stock based compensation expense | 2,661 | 1,650 |
Other | 423 | 125 |
Changes in assets and liabilities: | ||
Accounts receivable, net | 10,637 | 9,236 |
Prepaid expenses and other current assets | 110 | 895 |
Inventory, net | 486 | 2,683 |
Other assets | 95 | (1,978) |
Accounts payable | 7,113 | (1,354) |
Accrued expenses | (17,771) | 167 |
Deferred revenue | (5,842) | (3,424) |
Other liabilities | (643) | 1,881 |
Net cash used in operating activities | (33,068) | (6,456) |
Cash flows used in investing activities: | ||
Purchases of property and equipment | (7,090) | (7,065) |
Note receivable | 0 | 229 |
Net cash used in investing activities | (7,090) | (6,836) |
Cash flows provided by financing activities: | ||
Exercise of stock options and warrants | 50 | 89 |
Proceeds from equity issuance | 88,206 | 43,127 |
Repayment on borrowings | 0 | (2,279) |
Net cash provided by financing activities | 88,256 | 40,937 |
Effect of exchange rate changes | 447 | 198 |
Net change in cash and cash equivalents | 48,545 | 27,843 |
Cash and cash equivalents at beginning of period | 67,578 | 28,355 |
Cash and cash equivalents at end of the period | 116,123 | 56,198 |
Supplemental disclosure of cash paid for: | ||
Interest paid | (1,180) | (195) |
Supplemental schedule of noncash financing activity: | ||
Reclass of deferred financing costs to additional paid in capital | 5,481 | 0 |
Deferred financing costs included in accounts payable and accrued expenses | 1,957 | 0 |
Preferred Stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 1,826 | 0 |
Series A preferred units converted to common stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 12,983 | 0 |
Series B preferred units converted to common stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 54,895 | 0 |
Series C preferred units converted to common stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 169,098 | 0 |
Series D preferred units converted to common stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 81,159 | 0 |
Class A common stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 0 | 0 |
Class B common stock | ||
Supplemental schedule of noncash financing activity: | ||
Units converted to common stock | 0 | 0 |
Accounts payable | ||
Cash flows used in investing activities: | ||
Purchases of property and equipment | $ (938) | $ (775) |
Description of Business
Description of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of BusinessCasper Sleep Inc. and its subsidiaries (the “Company” or “Casper”) design and sell premium sleep products including mattresses, pillows, sheets, and other sleep-centric products. The Company’s head office is located at 175 Greenwich Street, 3 World Trade Center, New York, NY, and the Company has additional office locations in Berlin, Germany, and San Francisco, CA, as well as retail locations and pop-up stores throughout the United States (“U.S.”) and Canada.The Company comprises Casper Sleep Inc. and its wholly-owned subsidiaries, Casper Science LLC, Casper Sleep Retail LLC, and Casper Sleep Limited (“Casper UK Holdco”). Casper UK Holdco wholly-owns Casper Sleep GmbH, Casper Sleep (UK) Limited, and Casper Sleep SAS. |
Initial Public Offering
Initial Public Offering | 3 Months Ended |
Mar. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
Initial Public Offering | Initial Public OfferingOn February 10, 2020, the Company completed the initial public offering (the “IPO”) of its common stock pursuant to a Registration Statement on Form S-1. In the IPO, the Company sold an aggregate of 8,350,000 shares of common stock at a public offering price of $12.00 per share. Upon consummation of the offering on February 10, 2020, the Company received net proceeds of approximately $88.2 million, after deducting underwriting discounts and commissions of $6.5 million and offering expenses of $5.5 million. Upon the completion of the IPO, all outstanding shares of the Company's convertible preferred stock and Class A and Class B common stock were converted into common stock.Convertible Preferred Stock, Common Stock, and Stockholders’ Equity/(Deficit) (a) Common Stock On February 10, 2020, in connection with our IPO, all Class A common stock and Class B common stock were converted into common stock at a par value of $0.000001, and we issued and sold 8,350,000 shares of our common stock at a price to the public of $12.00 per share resulting in net proceeds to us of approximately $88.2 million after deducting the underwriting discount of approximately $6.5 million and offering expenses of approximately $5.5 million. As of March 31, 2020, the Company had 170,000,000 shares of authorized common stock. Each holder of the Company's common stock is entitled to one vote per share on all matters to be voted upon by the stockholders. There are no cumulative rights. Subject to any preferential rights of any outstanding preferred stock, holders of the Company's common stock are entitled to receive ratably the dividends, if any, as may be declared from time to time by the Company's Board of Directors out of legally available funds. If there is a liquidation, dissolution or winding up of the Company, holders of the Company's common stock would be entitled to share in the Company's assets remaining after the payment of liabilities and any preferential rights of any outstanding preferred stock. Holders of the Company's common stock have no preemptive or conversion rights or other subscription rights, and there are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of the Company's common stock will be fully paid and non-assessable. The rights, preferences and privileges of the holders of the Company's common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of preferred stock which the Company may designate and issue in the future (b) Convertible Preferred Stock On February 10, 2020, upon the closing of the Company's IPO, all outstanding shares of convertible preferred stock were automatically converted into an aggregate of 20,485,054 shares of common stock. Series seed preferred stock Series A Series B Series C Series D Balance at December 31, 2019 3,951,636 $ 1,826 4,753,421 $ 12,983 2,378,594 $ 54,895 5,440,496 $ 169,098 2,688,765 $ 81,159 Conversion of redeemable convertible preferred stock to common stock (3,951,636) (1,826) (4,753,421) (12,983) (2,378,594) (54,895) (5,440,496) (169,098) (2,688,765) (81,159) Balance at March 31, 2020 — $ — — $ — — $ — — $ — — $ — In 2014, the Company issued two warrants to purchase common stock that had an expiration date in 2024. The warrant issuances were to 1) a vendor in connection with a credit extension, and 2) a vendor in connection with the release of certain claims. Both warrants were fully vested when issued and were not provided as compensation for any service performed by the warrant holders. As such, they were marked at their fair market value on the date of issuance, and were no longer subject to re-measurement at each subsequent reporting date. The warrants were issued with an exercise price of $0.10 and were subsequently recorded at $8.9 in the consolidated statement of operations. In connection with the IPO, the above-mentioned warrants were exercised in full and reclassified into 181,133 shares of common stock. In connection with the Subordinated Facility, as described in Note 7, on March 1, 2019, Casper entered into two warrant agreements with TriplePoint Venture Growth BDC Corp. and TriplePoint Capital LLC for 19,201 shares of Series D preferred stock and 12,801 shares of Series D preferred stock, respectively, at an exercise price per share of $31.24715, (the “TPC Warrants”). TriplePoint’s right under the warrant agreements to purchase the Series D preferred stock will be available for the greater of (i) seven years from March 1, 2019 or (ii) one year from the effective date of an initial public offering, subject to certain exercise conditions in the event our common stock is traded on a securities exchange. The TPC Warrants may be separated and transferred from the debt and may be separately exercisable. Therefore, they are deemed to be freestanding financial instruments. The TPC Warrants are redeemable for preferred stock upon a deemed liquidation event and are considered redeemable under the SEC ASR 268. Therefore, they are an obligation that require or may require repurchase of shares by transferring assets upon a deemed liquidation event. In accordance with ASC 470-20-25-2, the proceeds of each debt issuance are allocated between the debt and the respective warrant based on their relative fair values. Each TPC Warrant is recorded as a liability upon initial recognition, with a corresponding debit to record a debt discount. Each reporting period, the TPC Warrants are marked to market with changes in fair value recorded as an increase/decrease in the liability with a corresponding fair value adjustment in other income (expense). The debt discount is initially recorded with each TPC Warrant and is amortized to interest expense over the term of the associated debt using the effective interest method. The TPC Warrants were issued before a liability for the debt was recognized and, as a result, the associated debt discount is classified as a deferred asset, consistent with the treatment of the fees paid to lenders. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of PresentationThe Company presents its financial statements on a consolidated basis of all its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. All figures expressed, except share amounts, are represented in U.S. dollars in thousands. The accompanying unaudited financial information should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our consolidated financial statements for the year ended December 31, 2019. The information included in the accompanying unaudited financial statements reflects all adjustments, all of which are of a normal, recurring nature, that, in the opinion of management, are necessary to present fairly the Company’s results of operations, financial position and cash flows for the periods indicated. The information set forth in the accompanying unaudited financial statements may be subject to normal year-end adjustments. The Company’s business historically has been seasonal in nature, and the results of the interim periods presented are not necessarily indicative of the results to be expected for the full year. |
Use of Estimates
Use of Estimates | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful lives of fixed assets; the valuation of deferred income tax assets, deferred revenue, the valuation of stock-based compensation and warrants, the product returns reserve, the inventory obsolescence reserve and accounts receivable and allowance for doubtful accounts.Summary of Significant Accounting PoliciesSegment Information The Company operates in one operating segment within the United States, Canada and Europe, providing sleep products through various sales channels. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”). The Company’s CODM is its Chief Executive Officer and Chief Financial Officer/Chief Operating Officer. The role of the CODM is to make decisions about allocating resources and assessing performance. The Company's business operates in one operating segment as all of the Company's sales channels are complimentary and are analyzed in an identical way, with the CODM evaluating the Company's financial information, resources and performance of these resources on a consolidated basis. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements. (a) Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. (b) Accounts Receivable, net Accounts receivable, net was composed primarily of amounts due from retail partners of $17,024 and $25,262, and from financial institutions related to credit card sales amounting to $3,558 and $5,797, a s of March 31, 2020 and December 31, 2019 respectively. As of March 31, 2020 the company has an allowance for doubtful accounts of $161. (c) Inventory, net Inventories primarily consist of merchandise purchased for resale, as well as costs to deliver merchandise to Casper’s logistics providers and retail stores. The Company’s inventory is stated using weighted average costing. The Company performs an analysis to determine whether it is appropriate or not to maintain a reserve for excess and obsolete inventory. The reserve is based on historical experience related to the disposal of identified inventory, specifically through sales to retail partners, outlet stores, clearance sales and, ultimately, the expected recoverable value. The value of older inventory can be impacted by new product launches, which can make certain older items obsolete. A lower of cost or market assessment is performed on inventory and reserves established when the net realizable value exceeds the historic cost. Most of Casper’s inventory is just-in-time and most products have been recently introduced and in existence for less than two years. The Company performs a review of all on hand inventory to determine if any items are deemed obsolete based on specific facts and circumstances. The Company had a reserve in the amount of $3,313 and $2,481 as of March 31, 2020 and December 31, 2019, respectively. Storage costs, indirect administrative overhead and certain selling costs related to inventories are expensed in the period incurred. Inventory consists of the following: March 31, 2020 December 31, 2019 Raw materials $ 441 $ 680 Finished goods 35,005 35,426 Inventory in transit 6,739 5,733 Inventory reserve (3,313) (2,481) Total inventory $ 38,872 39,358 Raw materials consist of replacement parts and components used in the creation of products. Finished goods is comprised of completed goods including mattresses, pillows, sheets, dog beds, Glow lights, and furniture. Inventory in transit is either purchased inventory coming from outside the United States or inventory being transferred between warehouses or from warehouse to retail location. The Company writes down inventory as a result of excess and obsolete inventories, or when it believes that the net realizable value of inventories is less than the carrying value, in accordance with ASU 2015-11, Simplifying the Measurement of Inventory , which was adopted in 2016. (d) Revenue Recognition Revenue transactions associated with the sale of goods and services comprise a single performance obligation, which consists of the sale of products to customers either to the Company’s retail partners or through its direct-to-consumer (“DTC”) channel. Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods to the customers, based on the terms of sale. The transfer of control typically occurs at a point in time based on consideration of when the customer has an obligation to pay for the goods, and physical possession of, legal title to, and the risks and rewards of ownership of the goods has been transferred, and the customer has accepted the goods. Revenue from retail partnership transactions is generally recognized at the time products are shipped based on contractual terms with the customer. Revenue from our DTC channel is generally recognized at the point of sale in our retail stores and at the time of delivery for e-commerce transactions. Revenue is recognized net of estimates of variable consideration, including product returns, customer discounts and allowances. Casper determines these estimates based on contract terms, evaluations of historical experience, anticipated trends, and other factors. The actual amount of customer returns and customer allowances, which is inherently uncertain, may differ from our estimates. The duration of contractual arrangements with our customers is typically less than one year. Payment terms with retail partners vary depending on creditworthiness and other considerations, with the most common being net 30 days. Payment is due at the time of sale for DTC transactions. We have elected to account for shipping and handling as fulfillment activities, and not as separate performance obligations. Shipping and handling fees billed to customers are included in net sales. All shipping and handling activity costs are recognized as costs of goods sold at the time the related revenue is recognized. Sales taxes collected from customers and remitted directly to government authorities are excluded from net sales and cost of goods sold. Revenue, net is comprised of global sales through our DTC channels and our retail partnerships. Sales revenue, net reflects the impact of product returns as well as discounts for certain sales programs and promotions. Promotions are occasionally offered, primarily in the form of discounts, and are recorded as a reduction of gross revenue at the date of revenue recognition. We typically accept sales returns during a 30 or 100-night trial period, depending on the product, with our mattresses having a 100-night trial period. A sales return accrual is estimated based on historical return rates and is then adjusted for any current trends as appropriate. Returns are netted against the sales allowance reserve for the period. Sales are recognized as deferred revenue at the point of sale and are recognized as revenue upon the delivery to the consumer. Revenue through our DTC channels is recognized upon in-store or home delivery to the consumer, as applicable, and retail partnership revenue is recognized upon the transfer of control, on a per contract basis. Disaggregated Revenue Data The following table disaggregates our net sales by geography and channel for the periods indicated: Three Months Ended March 31, 2020 2019 North America Region $ 106,359 $ 83,069 EU Regions 6,685 6,368 Total $ 113,044 $ 89,437 Direct to Consumer $ 90,304 $ 80,073 Retail Partnerships 22,740 9,364 Total $ 113,044 $ 89,437 (e) Cost of Goods Sold Cost of goods sold consists of costs of purchased merchandise, including freight, duty, vendor rebates, and nonrefundable taxes incurred in delivering goods and services to customers and distribution centers, packaging and component costs, warehousing and fulfillment costs, damages, and excess and obsolete inventory write-downs. (f) Sales and Marketing expenses Sales and marketing expenses consist primarily of advertising and marketing promotions of the Company’s products as well as sponsorship costs, consulting and contractor expenses. Advertising and other promotional costs are expensed as incurred. Sales and marketing expenses amounted to $37,474 and $29,605 for the three months ended March 31, 2020 and 2019, respectively. (g) General and Administrative expenses General and administrative expenses consist of personnel-related expenses for the finance, legal, human resources and administrative personnel, as well as the costs of professional services, information technology, litigation expenses, other administrative expenses, credit card fees, and depreciation and amortization. Research and development expenses are included within general and administrative and consist primarily of personnel-related expenses, consulting and contractor expenses, tooling, test equipment, and prototype materials. (h) Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist primarily of prepaid media placement for media campaigns that have not yet run, prepaid rent and office related expenses, and other prepaid expenses. In addition, as of March 31, 2020, the Company had tenant allowance receivable of $5,722. (i) Stock-Based Compensation Compensation cost for all stock-based awards, including options to purchase stock and restricted stock units (“RSUs”) is measured at fair value on the date of grant and recognized over the service period. The fair value of stock options is estimated on the date of grant using a Black-Scholes model. The fair value of RSUs awarded is estimated on the date of grant based on the fair value of our common stock. Compensation cost is recognized on a straight-line basis over the requisite service period. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. See Note 8 for a complete description of the accounting for stock-based awards. The Company also issues stock-based awards to some of its non-employee consultants. The Company accounts for equity awards to non-employees in accordance with FASB ASC Topic 505-50, Equity-Based Payments to Non-Employees, which requires the fair value of an award to a non-employee be remeasured at fair value as the award vests. Upon completion of the underlying performance obligation, or the vesting period, these cease to be revalued. Stock-based compensation cost for the three months ended March 31, 2020 and 2019, amounted to $2,661 and $1,650, respectively. These amounts include stock-based compensation to employees and non-employees. (j) Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation expense on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of furniture, fixtures, computers, technology hardware, and vehicles range from 3 to 5 years. The Company’s purchased software is amortized over 7 years. Leasehold improvements are depreciated over the shorter of their useful life or the related lease term (without consideration of option renewal terms). Property and equipment consist of the following: March 31, 2020 December 31, 2019 Leasehold improvements $ 47,050 $ 46,370 Computer software 1,890 1,733 Furniture and fixtures 21,183 21,063 Computers 4,382 3,590 Vehicles 640 640 Technology hardware 1,786 1,545 Construction in progress 9,091 4,658 Property and equipment, gross $ 86,022 $ 79,599 Less: accumulated depreciation (16,336) (13,337) Property and equipment, net $ 69,686 $ 66,262 Depreciation expense related to property and equipment for the three months ended March 31, 2020 and 2019, was $4,129 and $1,112, respectively. Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined using various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. The Company recorded an impairment charge of $981 for store build out costs during the three months ended March 31, 2020 as a result of permanently closing three outlet stores during the period. This expense is presented in depreciation expense within general & administrative expenses. No impairment losses were recognized in 2019. (k) Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized within the provision for (benefit from) income taxes on the consolidated statement of operations and comprehensive loss in the period that includes the enactment date. The Company reduces deferred tax assets, by a valuation allowance if it is more likely than not that the Company will not realize some or all of the deferred tax assets. In making such a determination, the Company considers all available positive and negative evidence, including taxable income in prior carryback years (if carryback is permitted under the relevant tax law), the timing of the reversal of existing taxable temporary differences, tax planning strategies, and projected future taxable income. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to uncertain tax positions within the provision for (benefit from) income taxes in the consolidated statements of operations and comprehensive loss. (l) Deferred Rent Rental payments under operating leases are expensed on a straight-line basis after consideration of rent holidays, tenant allowances, step rent provisions and escalation clauses. Differences between rental expense (recognized from the date of possession) and actual rental payments are recorded as deferred rent. Deferred rent was $7,157 and $6,734 as of March 31, 2020 and December 31, 2019, respectively. Deferred rent is presented in other liabilities. (m) Intangibles The Company’s intangible assets consist of patents and domain names stated at cost. The stated value of the domain names was $567 as of March 31, 2020 and December 31, 2019, respectively. Casper is charged for regular maintenance and upkeep of the domain names which are expensed as incurred. The Company has the option of renewing its rights to its domain names on an annual basis. The Company holds multiple patents which are valued at $343 and $370 for March 31, 2020 and December 31, 2019, respectively. For intangible assets whose lives are determined to be indefinite, Casper qualitatively evaluates these for impairment, and no matters have come to the Company’s attention that would indicate a significant decrease in the market price of these indefinite-lived intangible assets. (n) Other Current Liabilities Other current liabilities consist of the following: March 31, 2020 December 31, 2019 Product return reserve $ 7,628 $ 10,610 Value added tax 4,599 4,042 Short term debt 15,868 15,868 Other 2,446 3,902 Total Other Current Liabilities $ 30,541 $ 34,422 Refer to Note 7 for description of the Company’s debt. (o) Basic and Diluted Loss per Common Share The Company uses the two-class method to compute net loss per common share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. These participating securities include shares of each series of the Company’s convertible preferred stock, which have non-forfeitable rights to participate in any dividends declared on the Company’s common stock. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net income per common share is computed under the two-class method by using the weighted average number of shares of common stock outstanding, plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the “if-converted” method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period or date of issuance, if later. The Company reports the more dilutive of the approaches (two-class or “if-converted”) as its diluted net income per share during the period. (p) Foreign Currency The functional currency of the Company's international operating subsidiaries is the local currency. The Company translates the financial statements of these subsidiaries to U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates for the annual period are derived from month-end spot rates for revenues, costs and expenses. The Company records translation gains and losses in accumulated other comprehensive loss as a component of stockholders' equity/(deficit). Foreign currency transaction gains and losses are included in net loss for the period. (q) Convertible Preferred Stock |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Use of EstimatesThe preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful lives of fixed assets; the valuation of deferred income tax assets, deferred revenue, the valuation of stock-based compensation and warrants, the product returns reserve, the inventory obsolescence reserve and accounts receivable and allowance for doubtful accounts.Summary of Significant Accounting PoliciesSegment Information The Company operates in one operating segment within the United States, Canada and Europe, providing sleep products through various sales channels. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”). The Company’s CODM is its Chief Executive Officer and Chief Financial Officer/Chief Operating Officer. The role of the CODM is to make decisions about allocating resources and assessing performance. The Company's business operates in one operating segment as all of the Company's sales channels are complimentary and are analyzed in an identical way, with the CODM evaluating the Company's financial information, resources and performance of these resources on a consolidated basis. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements. (a) Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. (b) Accounts Receivable, net Accounts receivable, net was composed primarily of amounts due from retail partners of $17,024 and $25,262, and from financial institutions related to credit card sales amounting to $3,558 and $5,797, a s of March 31, 2020 and December 31, 2019 respectively. As of March 31, 2020 the company has an allowance for doubtful accounts of $161. (c) Inventory, net Inventories primarily consist of merchandise purchased for resale, as well as costs to deliver merchandise to Casper’s logistics providers and retail stores. The Company’s inventory is stated using weighted average costing. The Company performs an analysis to determine whether it is appropriate or not to maintain a reserve for excess and obsolete inventory. The reserve is based on historical experience related to the disposal of identified inventory, specifically through sales to retail partners, outlet stores, clearance sales and, ultimately, the expected recoverable value. The value of older inventory can be impacted by new product launches, which can make certain older items obsolete. A lower of cost or market assessment is performed on inventory and reserves established when the net realizable value exceeds the historic cost. Most of Casper’s inventory is just-in-time and most products have been recently introduced and in existence for less than two years. The Company performs a review of all on hand inventory to determine if any items are deemed obsolete based on specific facts and circumstances. The Company had a reserve in the amount of $3,313 and $2,481 as of March 31, 2020 and December 31, 2019, respectively. Storage costs, indirect administrative overhead and certain selling costs related to inventories are expensed in the period incurred. Inventory consists of the following: March 31, 2020 December 31, 2019 Raw materials $ 441 $ 680 Finished goods 35,005 35,426 Inventory in transit 6,739 5,733 Inventory reserve (3,313) (2,481) Total inventory $ 38,872 39,358 Raw materials consist of replacement parts and components used in the creation of products. Finished goods is comprised of completed goods including mattresses, pillows, sheets, dog beds, Glow lights, and furniture. Inventory in transit is either purchased inventory coming from outside the United States or inventory being transferred between warehouses or from warehouse to retail location. The Company writes down inventory as a result of excess and obsolete inventories, or when it believes that the net realizable value of inventories is less than the carrying value, in accordance with ASU 2015-11, Simplifying the Measurement of Inventory , which was adopted in 2016. (d) Revenue Recognition Revenue transactions associated with the sale of goods and services comprise a single performance obligation, which consists of the sale of products to customers either to the Company’s retail partners or through its direct-to-consumer (“DTC”) channel. Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods to the customers, based on the terms of sale. The transfer of control typically occurs at a point in time based on consideration of when the customer has an obligation to pay for the goods, and physical possession of, legal title to, and the risks and rewards of ownership of the goods has been transferred, and the customer has accepted the goods. Revenue from retail partnership transactions is generally recognized at the time products are shipped based on contractual terms with the customer. Revenue from our DTC channel is generally recognized at the point of sale in our retail stores and at the time of delivery for e-commerce transactions. Revenue is recognized net of estimates of variable consideration, including product returns, customer discounts and allowances. Casper determines these estimates based on contract terms, evaluations of historical experience, anticipated trends, and other factors. The actual amount of customer returns and customer allowances, which is inherently uncertain, may differ from our estimates. The duration of contractual arrangements with our customers is typically less than one year. Payment terms with retail partners vary depending on creditworthiness and other considerations, with the most common being net 30 days. Payment is due at the time of sale for DTC transactions. We have elected to account for shipping and handling as fulfillment activities, and not as separate performance obligations. Shipping and handling fees billed to customers are included in net sales. All shipping and handling activity costs are recognized as costs of goods sold at the time the related revenue is recognized. Sales taxes collected from customers and remitted directly to government authorities are excluded from net sales and cost of goods sold. Revenue, net is comprised of global sales through our DTC channels and our retail partnerships. Sales revenue, net reflects the impact of product returns as well as discounts for certain sales programs and promotions. Promotions are occasionally offered, primarily in the form of discounts, and are recorded as a reduction of gross revenue at the date of revenue recognition. We typically accept sales returns during a 30 or 100-night trial period, depending on the product, with our mattresses having a 100-night trial period. A sales return accrual is estimated based on historical return rates and is then adjusted for any current trends as appropriate. Returns are netted against the sales allowance reserve for the period. Sales are recognized as deferred revenue at the point of sale and are recognized as revenue upon the delivery to the consumer. Revenue through our DTC channels is recognized upon in-store or home delivery to the consumer, as applicable, and retail partnership revenue is recognized upon the transfer of control, on a per contract basis. Disaggregated Revenue Data The following table disaggregates our net sales by geography and channel for the periods indicated: Three Months Ended March 31, 2020 2019 North America Region $ 106,359 $ 83,069 EU Regions 6,685 6,368 Total $ 113,044 $ 89,437 Direct to Consumer $ 90,304 $ 80,073 Retail Partnerships 22,740 9,364 Total $ 113,044 $ 89,437 (e) Cost of Goods Sold Cost of goods sold consists of costs of purchased merchandise, including freight, duty, vendor rebates, and nonrefundable taxes incurred in delivering goods and services to customers and distribution centers, packaging and component costs, warehousing and fulfillment costs, damages, and excess and obsolete inventory write-downs. (f) Sales and Marketing expenses Sales and marketing expenses consist primarily of advertising and marketing promotions of the Company’s products as well as sponsorship costs, consulting and contractor expenses. Advertising and other promotional costs are expensed as incurred. Sales and marketing expenses amounted to $37,474 and $29,605 for the three months ended March 31, 2020 and 2019, respectively. (g) General and Administrative expenses General and administrative expenses consist of personnel-related expenses for the finance, legal, human resources and administrative personnel, as well as the costs of professional services, information technology, litigation expenses, other administrative expenses, credit card fees, and depreciation and amortization. Research and development expenses are included within general and administrative and consist primarily of personnel-related expenses, consulting and contractor expenses, tooling, test equipment, and prototype materials. (h) Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist primarily of prepaid media placement for media campaigns that have not yet run, prepaid rent and office related expenses, and other prepaid expenses. In addition, as of March 31, 2020, the Company had tenant allowance receivable of $5,722. (i) Stock-Based Compensation Compensation cost for all stock-based awards, including options to purchase stock and restricted stock units (“RSUs”) is measured at fair value on the date of grant and recognized over the service period. The fair value of stock options is estimated on the date of grant using a Black-Scholes model. The fair value of RSUs awarded is estimated on the date of grant based on the fair value of our common stock. Compensation cost is recognized on a straight-line basis over the requisite service period. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. See Note 8 for a complete description of the accounting for stock-based awards. The Company also issues stock-based awards to some of its non-employee consultants. The Company accounts for equity awards to non-employees in accordance with FASB ASC Topic 505-50, Equity-Based Payments to Non-Employees, which requires the fair value of an award to a non-employee be remeasured at fair value as the award vests. Upon completion of the underlying performance obligation, or the vesting period, these cease to be revalued. Stock-based compensation cost for the three months ended March 31, 2020 and 2019, amounted to $2,661 and $1,650, respectively. These amounts include stock-based compensation to employees and non-employees. (j) Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation expense on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of furniture, fixtures, computers, technology hardware, and vehicles range from 3 to 5 years. The Company’s purchased software is amortized over 7 years. Leasehold improvements are depreciated over the shorter of their useful life or the related lease term (without consideration of option renewal terms). Property and equipment consist of the following: March 31, 2020 December 31, 2019 Leasehold improvements $ 47,050 $ 46,370 Computer software 1,890 1,733 Furniture and fixtures 21,183 21,063 Computers 4,382 3,590 Vehicles 640 640 Technology hardware 1,786 1,545 Construction in progress 9,091 4,658 Property and equipment, gross $ 86,022 $ 79,599 Less: accumulated depreciation (16,336) (13,337) Property and equipment, net $ 69,686 $ 66,262 Depreciation expense related to property and equipment for the three months ended March 31, 2020 and 2019, was $4,129 and $1,112, respectively. Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined using various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. The Company recorded an impairment charge of $981 for store build out costs during the three months ended March 31, 2020 as a result of permanently closing three outlet stores during the period. This expense is presented in depreciation expense within general & administrative expenses. No impairment losses were recognized in 2019. (k) Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized within the provision for (benefit from) income taxes on the consolidated statement of operations and comprehensive loss in the period that includes the enactment date. The Company reduces deferred tax assets, by a valuation allowance if it is more likely than not that the Company will not realize some or all of the deferred tax assets. In making such a determination, the Company considers all available positive and negative evidence, including taxable income in prior carryback years (if carryback is permitted under the relevant tax law), the timing of the reversal of existing taxable temporary differences, tax planning strategies, and projected future taxable income. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to uncertain tax positions within the provision for (benefit from) income taxes in the consolidated statements of operations and comprehensive loss. (l) Deferred Rent Rental payments under operating leases are expensed on a straight-line basis after consideration of rent holidays, tenant allowances, step rent provisions and escalation clauses. Differences between rental expense (recognized from the date of possession) and actual rental payments are recorded as deferred rent. Deferred rent was $7,157 and $6,734 as of March 31, 2020 and December 31, 2019, respectively. Deferred rent is presented in other liabilities. (m) Intangibles The Company’s intangible assets consist of patents and domain names stated at cost. The stated value of the domain names was $567 as of March 31, 2020 and December 31, 2019, respectively. Casper is charged for regular maintenance and upkeep of the domain names which are expensed as incurred. The Company has the option of renewing its rights to its domain names on an annual basis. The Company holds multiple patents which are valued at $343 and $370 for March 31, 2020 and December 31, 2019, respectively. For intangible assets whose lives are determined to be indefinite, Casper qualitatively evaluates these for impairment, and no matters have come to the Company’s attention that would indicate a significant decrease in the market price of these indefinite-lived intangible assets. (n) Other Current Liabilities Other current liabilities consist of the following: March 31, 2020 December 31, 2019 Product return reserve $ 7,628 $ 10,610 Value added tax 4,599 4,042 Short term debt 15,868 15,868 Other 2,446 3,902 Total Other Current Liabilities $ 30,541 $ 34,422 Refer to Note 7 for description of the Company’s debt. (o) Basic and Diluted Loss per Common Share The Company uses the two-class method to compute net loss per common share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. These participating securities include shares of each series of the Company’s convertible preferred stock, which have non-forfeitable rights to participate in any dividends declared on the Company’s common stock. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net income per common share is computed under the two-class method by using the weighted average number of shares of common stock outstanding, plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the “if-converted” method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period or date of issuance, if later. The Company reports the more dilutive of the approaches (two-class or “if-converted”) as its diluted net income per share during the period. (p) Foreign Currency The functional currency of the Company's international operating subsidiaries is the local currency. The Company translates the financial statements of these subsidiaries to U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates for the annual period are derived from month-end spot rates for revenues, costs and expenses. The Company records translation gains and losses in accumulated other comprehensive loss as a component of stockholders' equity/(deficit). Foreign currency transaction gains and losses are included in net loss for the period. (q) Convertible Preferred Stock |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1 inputs are based on quoted prices in active markets for identical assets or liabilities. • Level 2 inputs are based on observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 inputs are based on unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities, and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. The fair value of the Company’s investments in certain money market funds is their face value. Such instruments are classified as Level 1 and are included in cash and cash equivalents on the consolidated balance sheets. At March 31, 2020, the Company's valuation of outstanding warrants was measured using a Black-Scholes option pricing model and considered Level 2 inputs. See Note 14, Warrants for further discussion of the Company's outstanding warrants and assumptions utilized. The following summarizes assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy as of March 31, 2020 and December 31, 2019: Fair Value Cash and Cash Equivalents March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019 Assets Cash $ 56,330 23,451 $ 56,330 23,451 Level 1: Money market funds 59,793 45,127 59,793 45,127 Cash and cash equivalents $ 116,123 68,578 $ 116,123 68,578 Liabilities Level 2: Preferred stock warrant liabilities (157) (666) — — Total $ 115,966 67,912 $ 116,123 68,578 As of March 31, 2020 and December 31, 2019, the Company had money market accounts of $59,793 and $45,127, respectively. The money market accounts are presented at fair market value based on quoted market prices and are classified within Level 1. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Senior Secured Facility On April 27, 2016, the Company entered into a Loan and Security agreement (“Senior Secured Facility” or “Revolving Line” described below) with Pacific Western Bank that provides for a $15,000 revolving credit line (“Revolving Line”). No significant debt issuance costs were incurred as part of the transaction. The Company is obligated to pay ongoing commitment fees equal to $9 annually. On November 20, 2017, Casper amended this line of credit to raise the borrowing limit to $30,000. On August 14, 2018, the agreement was amended to modify reporting covenants. On December 12, 2018, the agreement was modified to increase the ancillary services sublimit from $4,000 to $10,000. On March 1, 2019, the agreement was amended to modify the borrowing limit to $25,000 as well as other covenants. On September 1, 2019, the agreement was amended to extend the maturity date of the revolving line to September 1, 2020, increase the amount of allowable capital expenditures from $39,000 to $55,000, and increase the borrowing base percentage from 150% to 300% of the most recent average trailing three month gross profit. Subject to certain terms of the loan agreement, the Company may borrow, prepay and reborrow amounts under the Revolving Line at any time during the agreement and amounts repaid or prepaid may be reborrowed. Interest rates on borrowings under the Revolving Line will be based on the greater of the prime rate or three and a half percent (3.5%). The prime rate is defined as the rate of interest announced by the bank. The Credit Agreement contains certain customary financial, affirmative, and negative covenants, including a minimum net revenue, a minimum cash balance to be held at Pacific Western Bank, a limit on the Company’s ability to incur additional indebtedness, dispose of assets, make certain acquisition transactions, pay dividends or make distributions, and certain other restrictions on the Company’s activities each defined specifically in the agreement. Casper is in compliance with all terms and covenants in the Credit Agreement as of March 31, 2020. The outstanding balance of the Revolving Line was $15,868 as of March 31, 2020. During the three months ended March 31, 2020, interest expense incurred on the Revolving Line was $186, of which $61 was unpaid and included in accrued expenses on the consolidated balance sheets. Subordinated Facility On March 1, 2019, Casper Sleep Inc., Casper Science LLC and Casper Sleep Retail LLC entered into a growth capital loan and security facility agreement with TriplePoint Venture Growth BDC Corp., as lender and collateral agent, and TriplePoint Capital LLC, as lender (or, together with TriplePoint Venture Growth BDC Corp., TriplePoint), which provided for a $50,000 growth capital loan facility (the “Subordinated Facility”). The Subordinated Facility allows for expansion up to an additional $50,000 upon request and approval following full utilization of the initial loan, and has a maturity, at our option, of up to five years. Borrowings under the Subordinated Facility accrue interest at the prime rate (which, as defined in the Subordinated Facility, shall be as published in the Wall Street Journal with a floor of 5.25%) plus an applicable margin set forth in the table of terms. The table of terms sets forth 18 options that range on term, amortization, interest rate and other features that can range from an annual interest rate of the prime rate plus 0.0% margin for a three months interest only term and up to a prime plus 7.25% margin for 48 months interest only term. End of term payments range from 0.25% of each advance for a three-month term up to 8.25% for each advance with a 48 month repayment option. The Subordinated Facility also has a 1.25% one-time facility fee for the committed amount, which is initially $50,000. The Subordinated Facility contains certain affirmative and negative covenants, including, among others, restrictions on liens, indebtedness, mergers or acquisitions, investments, dividends or distributions, fundamental changes and affiliate transactions. As of March 31, 2020, the Company was in compliance with all covenants under the Subordinated Facility and the outstanding balance of the loans was $50,000. During the three months ended March 31, 2020, interest expense incurred on the loan was $1,835. See Note 14 for additional information on warrants issued in conjunction with the subordinated facility. |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock Based Compensation | Stock-Based Compensation During the three months ended March 31, 2020, the Company granted 0 stock options. During the three months ended March 31, 2020, options to purchase 4,332 shares of common stock were exercised. The intrinsic value, which is the difference between the market value of the stock and the exercise price of the stock options, of those options exercised was $39. The total number of options vested during the three months ended March 31, 2020, was 321,185 at a total fair value of $1,378. During the three months ended March 31, 2020, the Company extended the term of certain fully vested stock options for certain employees resulting in the immediate recognition of incremental stock-based compensation expense of $4. Total stock-based compensation expense of $2,661 was recognized during the three months ended March 31, 2020 and is included within general and administrative expense. As of March 31, 2020, the total unrecognized stock-based compensation expense related to stock options was $34,877. The Company expects to recognize this expense over the remaining weighted- average period of approximately 2.92 years. Restricted Stock Units and Performance Stock Units In February 2020 and in connection with the IPO, the Company's Board of Directors adopted the Company's 2020 Equity Incentive Plan, which became effective upon the filing of the associated Form S-8 on February 11, 2020. During the three months ended March 31, 2020, the Company granted 1,738,528 restricted stock units (“RSUs”), and 259,616 performance stock units (“PSUs”), of which 3,650 units were forfeited. The fair value of the units granted was equal to the average stock price on the grant date. Total stock-based compensation expense of $607 was recognized during the three months ended March 31, 2020 and is included within general and administrative expense. The Company expects to recognize the expense over the remaining vesting period of four years for new hire grants, and three years for all other employee and director grants. The PSUs earned will vest within one year from the grant date based on the Company's performance. As of March 31, 2020, the Company recognized $0 on the PSUs, as the performance metrics are not expected to be achieved based on the fiscal year 2020 forecast. The following table summarizes the activity related to the Company's RSUs and PSUs: Restricted Stock Units and Performance Stock Units Outstanding shares Weighted Average Grant Date Fair Value Balance as of January 1, 2020 — $ — Granted 1,998,144 8.77 Vested and converted to shares — — Forfeited or canceled (3,650) 8.77 Balance as of March 31, 2020 1,994,494 $ 8.77 |
Significant Risks and Uncertain
Significant Risks and Uncertainties Including Business and Credit Concentrations | 3 Months Ended |
Mar. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Significant Risks and Uncertainties Including Business and Credit Concentrations | Significant Risks and Uncertainties Including Business and Credit Concentrations Risks and Uncertainties In December 2019, the COVID-19 disease caused by the novel coronavirus was reported in the media, and in January 2020, the World Health Organization (“WHO”) declared it a Public Health Emergency of International Concern. On March 11, 2020, the WHO characterized COVID-19 as a pandemic. The broader implications of the COVID-19 pandemic on the Company’s results of operations and overall financial performance remain uncertain. The Company may experience constrained supply or slowed customer demand that could materially adversely impact the Company’s business, results of operations and overall financial performance in future periods. As there remains a high degree of uncertainty around the impacts of the COVID-19 pandemic, the Company addresses and evaluates the impacts frequently. At this stage of the Company's development, the ability to generate positive operating cash flows is a risk. The Company has incurred a net loss from operations and net operating cash outflows for the three months ended March 31, 2020, the years 2019 and 2018 and since inception and has an accumulated deficit. As a result, the Company continues to rely upon investors who contributed cash to cover the Company's current operating expenses and obligations and has the ability to draw down on the line of credit. The Company's success will depend in part on its ability to continue to attract new customers, retain existing customers, and curate and market its products. There can be no assurance that the Company will be able to achieve any or all of these success factors. The Company estimates that it will have adequate liquidity to fund operations through May 13, 2021. In the future, if the Company is unable to attain positive cash flow from operations it will need to raise adequate financing or issue additional debt to maintain its current level of operations and growth. Financial instruments that potentially expose the Company to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash investments with high-credit quality financial institutions. A significant portion of the Company’s accounts receivable is with its credit card processors and retail partnerships. The Company believes no significant credit risk exists with respect to these financial instruments. Concentrations As of March 31, 2020, two customers comprised 37% and 20% of the Company's accounts receivable balance. As of December 31, 2019, one customer comprised 49% of the Company’s accounts receivable balance. Revenue, net within North America and Europe was approximately $106,359 and $6,685, respectively, for the three months ended March 31, 2020. Revenue, net within North America and Europe was approximately $83,069 and $6,368, respectively, for the three months ended March 31, 2019. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases Rent payments under operating leases are recognized on a straight-line basis over the term of the lease including any periods of free rent. Rental expense for operating leases were $5,635 and $2,989 for the three months ended March 31, 2020 and 2019, respectively. As of March 31, 2020, future minimum lease payments under non-cancelable operating leases consisted of the following: 2020 (remaining nine months) 15,187 2021 20,071 2022 20,574 2023 20,454 2024 16,703 Thereafter 81,863 Total minimum lease payments $ 174,852 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Effective Tax Rate The Company’s effective tax rate, which is calculated by dividing each period’s income tax provision by pretax income, was 0.05% and 0.00% during the three month period ended March 31, 2020 and 2019, respectively. The effective tax rates for the three month period ended March 31, 2020 generally differs from the U.S. federal statutory tax rate primarily due to a full valuation allowance related to the Company’s U.S. deferred tax assets. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted into law. The Company has considered the impact of the business provisions in the CARES Act and determined that there is no material impact to the Company's accounting for income taxes. Unrecognized Tax Benefits and Other Considerations The Company records liabilities related to its uncertain tax positions. Tax positions for the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions throughout the world. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, based on the technical merits. The tax benefit recognized is measured as the largest amount of benefit which is greater than 50 percent likely to be realized upon settlement with the taxing authority. The Company has operations and taxable presence in multiple jurisdictions in the U.S. and outside of the U.S. Tax positions for the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions around the world. The Company currently considers U.S. federal and state to be major tax jurisdictions. Future Changes in Unrecognized Tax Benefits The total amount of unrecognized tax benefits relating to the Company's tax positions is subject to change based on future events including, but not limited to, settlements of ongoing tax audits and assessments and the expiration of applicable statutes of limitations. Although the outcomes and timing of such events are highly uncertain, the Company does not anticipate that the balance of gross unrecognized tax benefits, excluding interest and penalties, will change significantly during the next twelve months. However, changes in the occurrence, expected outcomes, and timing of such events could cause the Company's current estimate to change materially in the future. |
Accrued Expense
Accrued Expense | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expense | Accrued Expense Accrued expenses consist of the following: March 31, 2020 December 31, 2019 Tax fees $ 14,195 $ 14,033 General trade 17,646 30,568 Marketing 12,987 19,444 Other 10,531 9,085 Total Accrued Expenses $ 55,359 $ 73,130 |
Convertible Preferred Stock, Co
Convertible Preferred Stock, Common Stock, and Stockholders' Equity/(Deficit) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Convertible Preferred Stock, Common Stock, and Stockholders' Equity/(Deficit) | Initial Public OfferingOn February 10, 2020, the Company completed the initial public offering (the “IPO”) of its common stock pursuant to a Registration Statement on Form S-1. In the IPO, the Company sold an aggregate of 8,350,000 shares of common stock at a public offering price of $12.00 per share. Upon consummation of the offering on February 10, 2020, the Company received net proceeds of approximately $88.2 million, after deducting underwriting discounts and commissions of $6.5 million and offering expenses of $5.5 million. Upon the completion of the IPO, all outstanding shares of the Company's convertible preferred stock and Class A and Class B common stock were converted into common stock.Convertible Preferred Stock, Common Stock, and Stockholders’ Equity/(Deficit) (a) Common Stock On February 10, 2020, in connection with our IPO, all Class A common stock and Class B common stock were converted into common stock at a par value of $0.000001, and we issued and sold 8,350,000 shares of our common stock at a price to the public of $12.00 per share resulting in net proceeds to us of approximately $88.2 million after deducting the underwriting discount of approximately $6.5 million and offering expenses of approximately $5.5 million. As of March 31, 2020, the Company had 170,000,000 shares of authorized common stock. Each holder of the Company's common stock is entitled to one vote per share on all matters to be voted upon by the stockholders. There are no cumulative rights. Subject to any preferential rights of any outstanding preferred stock, holders of the Company's common stock are entitled to receive ratably the dividends, if any, as may be declared from time to time by the Company's Board of Directors out of legally available funds. If there is a liquidation, dissolution or winding up of the Company, holders of the Company's common stock would be entitled to share in the Company's assets remaining after the payment of liabilities and any preferential rights of any outstanding preferred stock. Holders of the Company's common stock have no preemptive or conversion rights or other subscription rights, and there are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of the Company's common stock will be fully paid and non-assessable. The rights, preferences and privileges of the holders of the Company's common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of preferred stock which the Company may designate and issue in the future (b) Convertible Preferred Stock On February 10, 2020, upon the closing of the Company's IPO, all outstanding shares of convertible preferred stock were automatically converted into an aggregate of 20,485,054 shares of common stock. Series seed preferred stock Series A Series B Series C Series D Balance at December 31, 2019 3,951,636 $ 1,826 4,753,421 $ 12,983 2,378,594 $ 54,895 5,440,496 $ 169,098 2,688,765 $ 81,159 Conversion of redeemable convertible preferred stock to common stock (3,951,636) (1,826) (4,753,421) (12,983) (2,378,594) (54,895) (5,440,496) (169,098) (2,688,765) (81,159) Balance at March 31, 2020 — $ — — $ — — $ — — $ — — $ — In 2014, the Company issued two warrants to purchase common stock that had an expiration date in 2024. The warrant issuances were to 1) a vendor in connection with a credit extension, and 2) a vendor in connection with the release of certain claims. Both warrants were fully vested when issued and were not provided as compensation for any service performed by the warrant holders. As such, they were marked at their fair market value on the date of issuance, and were no longer subject to re-measurement at each subsequent reporting date. The warrants were issued with an exercise price of $0.10 and were subsequently recorded at $8.9 in the consolidated statement of operations. In connection with the IPO, the above-mentioned warrants were exercised in full and reclassified into 181,133 shares of common stock. In connection with the Subordinated Facility, as described in Note 7, on March 1, 2019, Casper entered into two warrant agreements with TriplePoint Venture Growth BDC Corp. and TriplePoint Capital LLC for 19,201 shares of Series D preferred stock and 12,801 shares of Series D preferred stock, respectively, at an exercise price per share of $31.24715, (the “TPC Warrants”). TriplePoint’s right under the warrant agreements to purchase the Series D preferred stock will be available for the greater of (i) seven years from March 1, 2019 or (ii) one year from the effective date of an initial public offering, subject to certain exercise conditions in the event our common stock is traded on a securities exchange. The TPC Warrants may be separated and transferred from the debt and may be separately exercisable. Therefore, they are deemed to be freestanding financial instruments. The TPC Warrants are redeemable for preferred stock upon a deemed liquidation event and are considered redeemable under the SEC ASR 268. Therefore, they are an obligation that require or may require repurchase of shares by transferring assets upon a deemed liquidation event. In accordance with ASC 470-20-25-2, the proceeds of each debt issuance are allocated between the debt and the respective warrant based on their relative fair values. Each TPC Warrant is recorded as a liability upon initial recognition, with a corresponding debit to record a debt discount. Each reporting period, the TPC Warrants are marked to market with changes in fair value recorded as an increase/decrease in the liability with a corresponding fair value adjustment in other income (expense). The debt discount is initially recorded with each TPC Warrant and is amortized to interest expense over the term of the associated debt using the effective interest method. The TPC Warrants were issued before a liability for the debt was recognized and, as a result, the associated debt discount is classified as a deferred asset, consistent with the treatment of the fees paid to lenders. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Warrants | Initial Public OfferingOn February 10, 2020, the Company completed the initial public offering (the “IPO”) of its common stock pursuant to a Registration Statement on Form S-1. In the IPO, the Company sold an aggregate of 8,350,000 shares of common stock at a public offering price of $12.00 per share. Upon consummation of the offering on February 10, 2020, the Company received net proceeds of approximately $88.2 million, after deducting underwriting discounts and commissions of $6.5 million and offering expenses of $5.5 million. Upon the completion of the IPO, all outstanding shares of the Company's convertible preferred stock and Class A and Class B common stock were converted into common stock.Convertible Preferred Stock, Common Stock, and Stockholders’ Equity/(Deficit) (a) Common Stock On February 10, 2020, in connection with our IPO, all Class A common stock and Class B common stock were converted into common stock at a par value of $0.000001, and we issued and sold 8,350,000 shares of our common stock at a price to the public of $12.00 per share resulting in net proceeds to us of approximately $88.2 million after deducting the underwriting discount of approximately $6.5 million and offering expenses of approximately $5.5 million. As of March 31, 2020, the Company had 170,000,000 shares of authorized common stock. Each holder of the Company's common stock is entitled to one vote per share on all matters to be voted upon by the stockholders. There are no cumulative rights. Subject to any preferential rights of any outstanding preferred stock, holders of the Company's common stock are entitled to receive ratably the dividends, if any, as may be declared from time to time by the Company's Board of Directors out of legally available funds. If there is a liquidation, dissolution or winding up of the Company, holders of the Company's common stock would be entitled to share in the Company's assets remaining after the payment of liabilities and any preferential rights of any outstanding preferred stock. Holders of the Company's common stock have no preemptive or conversion rights or other subscription rights, and there are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of the Company's common stock will be fully paid and non-assessable. The rights, preferences and privileges of the holders of the Company's common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of preferred stock which the Company may designate and issue in the future (b) Convertible Preferred Stock On February 10, 2020, upon the closing of the Company's IPO, all outstanding shares of convertible preferred stock were automatically converted into an aggregate of 20,485,054 shares of common stock. Series seed preferred stock Series A Series B Series C Series D Balance at December 31, 2019 3,951,636 $ 1,826 4,753,421 $ 12,983 2,378,594 $ 54,895 5,440,496 $ 169,098 2,688,765 $ 81,159 Conversion of redeemable convertible preferred stock to common stock (3,951,636) (1,826) (4,753,421) (12,983) (2,378,594) (54,895) (5,440,496) (169,098) (2,688,765) (81,159) Balance at March 31, 2020 — $ — — $ — — $ — — $ — — $ — In 2014, the Company issued two warrants to purchase common stock that had an expiration date in 2024. The warrant issuances were to 1) a vendor in connection with a credit extension, and 2) a vendor in connection with the release of certain claims. Both warrants were fully vested when issued and were not provided as compensation for any service performed by the warrant holders. As such, they were marked at their fair market value on the date of issuance, and were no longer subject to re-measurement at each subsequent reporting date. The warrants were issued with an exercise price of $0.10 and were subsequently recorded at $8.9 in the consolidated statement of operations. In connection with the IPO, the above-mentioned warrants were exercised in full and reclassified into 181,133 shares of common stock. In connection with the Subordinated Facility, as described in Note 7, on March 1, 2019, Casper entered into two warrant agreements with TriplePoint Venture Growth BDC Corp. and TriplePoint Capital LLC for 19,201 shares of Series D preferred stock and 12,801 shares of Series D preferred stock, respectively, at an exercise price per share of $31.24715, (the “TPC Warrants”). TriplePoint’s right under the warrant agreements to purchase the Series D preferred stock will be available for the greater of (i) seven years from March 1, 2019 or (ii) one year from the effective date of an initial public offering, subject to certain exercise conditions in the event our common stock is traded on a securities exchange. The TPC Warrants may be separated and transferred from the debt and may be separately exercisable. Therefore, they are deemed to be freestanding financial instruments. The TPC Warrants are redeemable for preferred stock upon a deemed liquidation event and are considered redeemable under the SEC ASR 268. Therefore, they are an obligation that require or may require repurchase of shares by transferring assets upon a deemed liquidation event. In accordance with ASC 470-20-25-2, the proceeds of each debt issuance are allocated between the debt and the respective warrant based on their relative fair values. Each TPC Warrant is recorded as a liability upon initial recognition, with a corresponding debit to record a debt discount. Each reporting period, the TPC Warrants are marked to market with changes in fair value recorded as an increase/decrease in the liability with a corresponding fair value adjustment in other income (expense). The debt discount is initially recorded with each TPC Warrant and is amortized to interest expense over the term of the associated debt using the effective interest method. The TPC Warrants were issued before a liability for the debt was recognized and, as a result, the associated debt discount is classified as a deferred asset, consistent with the treatment of the fees paid to lenders. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. Recently Adopted Accounting Pronouncement In the first quarter of 2019, Casper adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective transition method and applying this approach to contracts not completed as of the date of adoption. ASC 606 establishes a single comprehensive model for entities to use in accounting for revenue under GAAP and requires companies to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASC 606 also requires certain disclosures regarding qualitative and quantitative information with respect to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Comparative prior period information has not been restated and continues to be reported in accordance with accounting standards in effect for those periods. Please see Note 5 for additional revenue disclosures. There was no material effect of adoption of ASC 606 on our consolidated financial statements other than the impact on disclosures. New Accounting Pronouncements, Not Yet Adopted Accounting pronouncements not listed below were assessed and determined to be not applicable or are expected to have minimal impact on the consolidated financial statements. Lease Guidance In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”), which supersedes the existing lease guidance under current GAAP. ASU 2016-02 is based on the principle that entities should recognize assets and liabilities arising from leases. The new standard does not significantly change the lessees’ recognition, measurement and presentation of expenses and cash flows from the previous accounting standard and leases continue to be classified as finance or operating. ASU 2016-02’s primary change is the requirement for entities to recognize a lease liability for payments and a right-of-use (“ROU”) asset representing the right to use the leased asset during the term of an operating lease arrangement. Lessees are permitted to make an accounting policy election not to recognize the asset and liability for leases with a term of 12 months or less. In addition, ASU 2016-02 expands the disclosure requirements of lease arrangements. Upon adoption, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. In July 2018, the FASB issued ASU 2018-11, “Targeted Improvements”, which allows for a new, optional transition method that provides the option to use the effective date as the date of initial application on transition. Under this option, the comparative periods would continue to apply the legacy guidance in Accounting Standard Codification (“ASC”) 840, including the disclosure requirements, and a cumulative effect adjustment would be recognized in the period of adoption rather than the earliest period presented. Under this transition option, comparative reporting would not be required, and the provisions of the standard would be applied prospectively to leases in effect at the date of adoption. The Company is currently working to |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 3 Months Ended |
Mar. 31, 2020 | |
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 the basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): March 31, 2020 March 31, 2019 Numerator Historical net loss $ (34,466) $ (17,449) Numerator for basic and diluted loss per share $ (34,466) $ (17,449) Denominator Weighted-average common shares outstanding 27,909,141 10,415,686 Denominator for basic and diluted net loss per share 27,909,141 10,415,686 Net loss per share attributable to common stockholders, basic and diluted (1.23) (1.68) Basic net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted average number of common shares plus common equivalent shares for the period, including any dilutive effect from such shares. Common equivalent shares are convertible preferred stock, convertible preferred stock warrants, shares issuable upon the exercise of stock options and unvested shares of RSUs. Since the Company was in a loss position for all periods presented, basic net loss per share attributable to common stockholders is the same as diluted net loss per share attributable to common stockholders as the inclusion of all potential common shares outstanding would have been anti-dilutive. The following securities have been excluded from the calculation of weighted average common shares outstanding because the effect is anti-dilutive for the three months ended March 31, 2020 and 2019. March 31, 2020 March 31, 2019 Warrants to purchase common stock 33,311 214,444 Stock options and RSUs 7,649,063 4,822,383 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has assessed subsequent events through the date of this Quarterly Report on Form 10-Q and has concluded the following required disclosure in the consolidated financial statements. The Company has taken proactive measures in response to the COVID-19 pandemic focused on optimizing its business model and cash management, including the implementation of an employee furlough program applicable to the vast majority of the Company’s non-exempt and exempt retail employees, effective as of April 6, 2020 and April 13, 2020, respectively. The Company also extended the temporary closure of its North America retail stores through the date of this Quarterly Report on Form 10-Q. The Company’s retail stores closures and employee furloughs will continue until operations can safely and responsibly resume in accordance with guidance from applicable government and public health officials. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe Company presents its financial statements on a consolidated basis of all its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. All figures expressed, except share amounts, are represented in U.S. dollars in thousands. The accompanying unaudited financial information should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our consolidated financial statements for the year ended December 31, 2019. The information included in the accompanying unaudited financial statements reflects all adjustments, all of which are of a normal, recurring nature, that, in the opinion of management, are necessary to present fairly the Company’s results of operations, financial position and cash flows for the periods indicated. The information set forth in the accompanying unaudited financial statements may be subject to normal year-end adjustments. The Company’s business historically has been seasonal in nature, and the results of the interim periods presented are not necessarily indicative of the results to be expected for the full year. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful lives of fixed assets; the valuation of deferred income tax assets, deferred revenue, the valuation of stock-based compensation and warrants, the product returns reserve, the inventory obsolescence reserve and accounts receivable and allowance for doubtful accounts. |
Segment Information | Segment InformationThe Company operates in one operating segment within the United States, Canada and Europe, providing sleep products through various sales channels. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”). The Company’s CODM is its Chief Executive Officer and Chief Financial Officer/Chief Operating Officer. The role of the CODM is to make decisions about allocating resources and assessing performance. The Company's business operates in one operating segment as all of the Company's sales channels are complimentary and are analyzed in an identical way, with the CODM evaluating the Company's financial information, resources and performance of these resources on a consolidated basis. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements. |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash EquivalentsThe Company considers all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. |
Accounts Receivable, net | Accounts Receivable, net Accounts receivable, net was composed primarily of amounts due from retail partners of $17,024 and $25,262, and from financial institutions related to credit card sales amounting to $3,558 and $5,797, a |
Inventory, net | Inventory, netInventories primarily consist of merchandise purchased for resale, as well as costs to deliver merchandise to Casper’s logistics providers and retail stores. The Company’s inventory is stated using weighted average costing. The Company performs an analysis to determine whether it is appropriate or not to maintain a reserve for excess and obsolete inventory. The reserve is based on historical experience related to the disposal of identified inventory, specifically through sales to retail partners, outlet stores, clearance sales and, ultimately, the expected recoverable value. The value of older inventory can be impacted by new product launches, which can make certain older items obsolete. A lower of cost or market assessment is performed on inventory and reserves established when the net realizable value exceeds the historic cost. Most of Casper’s inventory is just-in-time and most products have been recently introduced and in existence for less than two years. The Company performs a review of all on hand inventory to determine if any items are deemed obsolete based on specific facts and circumstances.Storage costs, indirect administrative overhead and certain selling costs related to inventories are expensed in the period incurred. Raw materials consist of replacement parts and components used in the creation of products. Finished goods is comprised of completed goods including mattresses, pillows, sheets, dog beds, Glow lights, and furniture. Inventory in transit is either purchased inventory coming from outside the United States or inventory being transferred between warehouses or from warehouse to retail location. The Company writes down inventory as a result of excess and obsolete inventories, or when it believes that the net realizable value of inventories is less than the carrying value, in accordance with ASU 2015-11, Simplifying the Measurement of Inventory , which was adopted in 2016. |
Revenue Recognition and Cost of Goods Sold | Revenue Recognition Revenue transactions associated with the sale of goods and services comprise a single performance obligation, which consists of the sale of products to customers either to the Company’s retail partners or through its direct-to-consumer (“DTC”) channel. Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods to the customers, based on the terms of sale. The transfer of control typically occurs at a point in time based on consideration of when the customer has an obligation to pay for the goods, and physical possession of, legal title to, and the risks and rewards of ownership of the goods has been transferred, and the customer has accepted the goods. Revenue from retail partnership transactions is generally recognized at the time products are shipped based on contractual terms with the customer. Revenue from our DTC channel is generally recognized at the point of sale in our retail stores and at the time of delivery for e-commerce transactions. Revenue is recognized net of estimates of variable consideration, including product returns, customer discounts and allowances. Casper determines these estimates based on contract terms, evaluations of historical experience, anticipated trends, and other factors. The actual amount of customer returns and customer allowances, which is inherently uncertain, may differ from our estimates. The duration of contractual arrangements with our customers is typically less than one year. Payment terms with retail partners vary depending on creditworthiness and other considerations, with the most common being net 30 days. Payment is due at the time of sale for DTC transactions. We have elected to account for shipping and handling as fulfillment activities, and not as separate performance obligations. Shipping and handling fees billed to customers are included in net sales. All shipping and handling activity costs are recognized as costs of goods sold at the time the related revenue is recognized. Sales taxes collected from customers and remitted directly to government authorities are excluded from net sales and cost of goods sold. Revenue, net is comprised of global sales through our DTC channels and our retail partnerships. Sales revenue, net reflects the impact of product returns as well as discounts for certain sales programs and promotions. Promotions are occasionally offered, primarily in the form of discounts, and are recorded as a reduction of gross revenue at the date of revenue recognition. We typically accept sales returns during a 30 or 100-night trial period, depending on the product, with our mattresses having a 100-night trial period. A sales return accrual is estimated based on historical return rates and is then adjusted for any current trends as appropriate. Returns are netted against the sales allowance reserve for the period. Sales are recognized as deferred revenue at the point of sale and are recognized as revenue upon the delivery to the consumer. Revenue through our DTC channels is recognized upon in-store or home delivery to the consumer, as applicable, and retail partnership revenue is recognized upon the transfer of control, on a per contract basis. |
Sales and Marketing expenses and General and Administrative expenses | Sales and Marketing expensesSales and marketing expenses consist primarily of advertising and marketing promotions of the Company’s products as well as sponsorship costs, consulting and contractor expenses. Advertising and other promotional costs are expensed as incurred. Sales and marketing expenses amounted to $37,474 and $29,605 for the three months ended March 31, 2020 and 2019, respectively. General and Administrative expensesGeneral and administrative expenses consist of personnel-related expenses for the finance, legal, human resources and administrative personnel, as well as the costs of professional services, information technology, litigation expenses, other administrative expenses, credit card fees, and depreciation and amortization. Research and development expenses are included within general and administrative and consist primarily of personnel-related expenses, consulting and contractor expenses, tooling, test equipment, and prototype materials. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current AssetsPrepaid expenses and other current assets consist primarily of prepaid media placement for media campaigns that have not yet run, prepaid rent and office related expenses, and other prepaid expenses. |
Stock Based Compensation | Stock-Based Compensation Compensation cost for all stock-based awards, including options to purchase stock and restricted stock units (“RSUs”) is measured at fair value on the date of grant and recognized over the service period. The fair value of stock options is estimated on the date of grant using a Black-Scholes model. The fair value of RSUs awarded is estimated on the date of grant based on the fair value of our common stock. Compensation cost is recognized on a straight-line basis over the requisite service period. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation expense on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of furniture, fixtures, computers, technology hardware, and vehicles range from 3 to 5 years. The Company’s purchased software is amortized over 7 years. Leasehold improvements are depreciated over the shorter of their useful life or the related lease term (without consideration of option renewal terms). |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized within the provision for (benefit from) income taxes on the consolidated statement of operations and comprehensive loss in the period that includes the enactment date. The Company reduces deferred tax assets, by a valuation allowance if it is more likely than not that the Company will not realize some or all of the deferred tax assets. In making such a determination, the Company considers all available positive and negative evidence, including taxable income in prior carryback years (if carryback is permitted under the relevant tax law), the timing of the reversal of existing taxable temporary differences, tax planning strategies, and projected future taxable income. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to uncertain tax positions within the provision for (benefit from) income taxes in the consolidated statements of operations and comprehensive loss. |
Deferred Rent | Deferred RentRental payments under operating leases are expensed on a straight-line basis after consideration of rent holidays, tenant allowances, step rent provisions and escalation clauses. Differences between rental expense (recognized from the date of possession) and actual rental payments are recorded as deferred rent. Deferred rent was $7,157 and $6,734 as of March 31, 2020 and December 31, 2019, respectively. Deferred rent is presented in other liabilities. |
Intangibles | IntangiblesThe Company’s intangible assets consist of patents and domain names stated at cost. The stated value of the domain names was $567 as of March 31, 2020 and December 31, 2019, respectively. Casper is charged for regular maintenance and upkeep of the domain names which are expensed as incurred. The Company has the option of renewing its rights to its domain names on an annual basis. The Company holds multiple patents which are valued at $343 and $370 for March 31, 2020 and December 31, 2019, respectively. For intangible assets whose lives are determined to be indefinite, Casper qualitatively evaluates these for impairment, and no matters have come to the Company’s attention that would indicate a significant decrease in the market price of these indefinite-lived intangible assets. |
Basic and Diluted Loss per Common Share | Basic and Diluted Loss per Common Share The Company uses the two-class method to compute net loss per common share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. These participating securities include shares of each series of the Company’s convertible preferred stock, which have non-forfeitable rights to participate in any dividends declared on the Company’s common stock. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net income per common share is computed under the two-class method by using the weighted average number of shares of common stock outstanding, plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the “if-converted” method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period or date of issuance, if later. The Company reports the more dilutive of the approaches (two-class or “if-converted”) as its diluted net income per share during the period. |
Foreign Currency | Foreign CurrencyThe functional currency of the Company's international operating subsidiaries is the local currency. The Company translates the financial statements of these subsidiaries to U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates for the annual period are derived from month-end spot rates for revenues, costs and expenses. The Company records translation gains and losses in accumulated other comprehensive loss as a component of stockholders' equity/(deficit). Foreign currency transaction gains and losses are included in net loss for the period. |
Convertible Preferred Stock | (q) Convertible Preferred StockOn February 10, 2020, upon the closing of the Company's IPO, all outstanding shares of convertible preferred stock were automatically converted into an aggregate of 20,485,054 shares of common stock. |
Fair value measurement | The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1 inputs are based on quoted prices in active markets for identical assets or liabilities. • Level 2 inputs are based on observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 inputs are based on unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities, and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. The fair value of the Company’s investments in certain money market funds is their face value. Such instruments are classified as Level 1 and are included in cash and cash equivalents on the consolidated balance sheets. |
Recently Issued Accounting Pronouncements, Recently Adopted Accounting Pronouncement, New Accounting Pronouncements, Not Yet Adopted | Recently Issued Accounting Pronouncements The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. Recently Adopted Accounting Pronouncement In the first quarter of 2019, Casper adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective transition method and applying this approach to contracts not completed as of the date of adoption. ASC 606 establishes a single comprehensive model for entities to use in accounting for revenue under GAAP and requires companies to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASC 606 also requires certain disclosures regarding qualitative and quantitative information with respect to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Comparative prior period information has not been restated and continues to be reported in accordance with accounting standards in effect for those periods. Please see Note 5 for additional revenue disclosures. There was no material effect of adoption of ASC 606 on our consolidated financial statements other than the impact on disclosures. New Accounting Pronouncements, Not Yet Adopted Accounting pronouncements not listed below were assessed and determined to be not applicable or are expected to have minimal impact on the consolidated financial statements. Lease Guidance In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”), which supersedes the existing lease guidance under current GAAP. ASU 2016-02 is based on the principle that entities should recognize assets and liabilities arising from leases. The new standard does not significantly change the lessees’ recognition, measurement and presentation of expenses and cash flows from the previous accounting standard and leases continue to be classified as finance or operating. ASU 2016-02’s primary change is the requirement for entities to recognize a lease liability for payments and a right-of-use (“ROU”) asset representing the right to use the leased asset during the term of an operating lease arrangement. Lessees are permitted to make an accounting policy election not to recognize the asset and liability for leases with a term of 12 months or less. In addition, ASU 2016-02 expands the disclosure requirements of lease arrangements. Upon adoption, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. In July 2018, the FASB issued ASU 2018-11, “Targeted Improvements”, which allows for a new, optional transition method that provides the option to use the effective date as the date of initial application on transition. Under this option, the comparative periods would continue to apply the legacy guidance in Accounting Standard Codification (“ASC”) 840, including the disclosure requirements, and a cumulative effect adjustment would be recognized in the period of adoption rather than the earliest period presented. Under this transition option, comparative reporting would not be required, and the provisions of the standard would be applied prospectively to leases in effect at the date of adoption. The Company is currently working to |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Inventory, Current | Inventory consists of the following: March 31, 2020 December 31, 2019 Raw materials $ 441 $ 680 Finished goods 35,005 35,426 Inventory in transit 6,739 5,733 Inventory reserve (3,313) (2,481) Total inventory $ 38,872 39,358 |
Disaggregation of Revenue | The following table disaggregates our net sales by geography and channel for the periods indicated: Three Months Ended March 31, 2020 2019 North America Region $ 106,359 $ 83,069 EU Regions 6,685 6,368 Total $ 113,044 $ 89,437 Direct to Consumer $ 90,304 $ 80,073 Retail Partnerships 22,740 9,364 Total $ 113,044 $ 89,437 |
Schedule of Property and Equipment | Property and equipment consist of the following: March 31, 2020 December 31, 2019 Leasehold improvements $ 47,050 $ 46,370 Computer software 1,890 1,733 Furniture and fixtures 21,183 21,063 Computers 4,382 3,590 Vehicles 640 640 Technology hardware 1,786 1,545 Construction in progress 9,091 4,658 Property and equipment, gross $ 86,022 $ 79,599 Less: accumulated depreciation (16,336) (13,337) Property and equipment, net $ 69,686 $ 66,262 |
Schedule of Other Current Liabilities | Other current liabilities consist of the following: March 31, 2020 December 31, 2019 Product return reserve $ 7,628 $ 10,610 Value added tax 4,599 4,042 Short term debt 15,868 15,868 Other 2,446 3,902 Total Other Current Liabilities $ 30,541 $ 34,422 |
Fair Value Measures and Disclos
Fair Value Measures and Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured on a Recurring Basis | The following summarizes assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy as of March 31, 2020 and December 31, 2019: Fair Value Cash and Cash Equivalents March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019 Assets Cash $ 56,330 23,451 $ 56,330 23,451 Level 1: Money market funds 59,793 45,127 59,793 45,127 Cash and cash equivalents $ 116,123 68,578 $ 116,123 68,578 Liabilities Level 2: Preferred stock warrant liabilities (157) (666) — — Total $ 115,966 67,912 $ 116,123 68,578 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Activity Related to Restricted Stock Units and Performance Stock Units | The following table summarizes the activity related to the Company's RSUs and PSUs: Restricted Stock Units and Performance Stock Units Outstanding shares Weighted Average Grant Date Fair Value Balance as of January 1, 2020 — $ — Granted 1,998,144 8.77 Vested and converted to shares — — Forfeited or canceled (3,650) 8.77 Balance as of March 31, 2020 1,994,494 $ 8.77 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments | As of March 31, 2020, future minimum lease payments under non-cancelable operating leases consisted of the following: 2020 (remaining nine months) 15,187 2021 20,071 2022 20,574 2023 20,454 2024 16,703 Thereafter 81,863 Total minimum lease payments $ 174,852 |
Accrued Expense (Tables)
Accrued Expense (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consist of the following: March 31, 2020 December 31, 2019 Tax fees $ 14,195 $ 14,033 General trade 17,646 30,568 Marketing 12,987 19,444 Other 10,531 9,085 Total Accrued Expenses $ 55,359 $ 73,130 |
Convertible Preferred Stock, _2
Convertible Preferred Stock, Common Stock, and Stockholders' Equity/(Deficit) (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Temporary Equity | On February 10, 2020, upon the closing of the Company's IPO, all outstanding shares of convertible preferred stock were automatically converted into an aggregate of 20,485,054 shares of common stock. Series seed preferred stock Series A Series B Series C Series D Balance at December 31, 2019 3,951,636 $ 1,826 4,753,421 $ 12,983 2,378,594 $ 54,895 5,440,496 $ 169,098 2,688,765 $ 81,159 Conversion of redeemable convertible preferred stock to common stock (3,951,636) (1,826) (4,753,421) (12,983) (2,378,594) (54,895) (5,440,496) (169,098) (2,688,765) (81,159) Balance at March 31, 2020 — $ — — $ — — $ — — $ — — $ — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | The following table sets forth the computation of the basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): March 31, 2020 March 31, 2019 Numerator Historical net loss $ (34,466) $ (17,449) Numerator for basic and diluted loss per share $ (34,466) $ (17,449) Denominator Weighted-average common shares outstanding 27,909,141 10,415,686 Denominator for basic and diluted net loss per share 27,909,141 10,415,686 Net loss per share attributable to common stockholders, basic and diluted (1.23) (1.68) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following securities have been excluded from the calculation of weighted average common shares outstanding because the effect is anti-dilutive for the three months ended March 31, 2020 and 2019. March 31, 2020 March 31, 2019 Warrants to purchase common stock 33,311 214,444 Stock options and RSUs 7,649,063 4,822,383 |
Initial Public Offering (Detail
Initial Public Offering (Details) $ / shares in Units, $ in Millions | Feb. 10, 2020USD ($)$ / sharesshares |
Stockholders' Equity Note [Abstract] | |
Number of shares issued and sold (in shares) | shares | 8,350,000 |
Price of shares sold (in dollars per share) | $ / shares | $ 12 |
Net proceeds from IPO | $ 88.2 |
Underwriting discounts and issuance costs | 6.5 |
Offering expenses | $ 5.5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | Feb. 10, 2020shares | Mar. 31, 2020USD ($)class_of_stock | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Allowance for doubtful accounts | $ 161,000 | |||
Inventory reserve | $ 3,313,000 | $ 2,481,000 | ||
Revenue, payment terms with retail partners | 30 days | |||
Sales and marketing expenses | $ 37,474,000 | $ 29,605,000 | ||
Tenant allowance receivable | 5,722,000 | |||
Share based compensation cost | 2,661,000 | 1,650,000 | ||
Depreciation expense | 4,129,000 | 1,112,000 | ||
Impairment losses | $ 981,000 | $ 0 | ||
Number of stores | class_of_stock | 3 | |||
Deferred rent | $ 7,157,000 | 6,734,000 | ||
Conversion of stock, shares of common stock issued (in shares) | shares | 20,485,054 | |||
Retail Partnerships | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable | 17,024,000 | 25,262,000 | ||
Direct to Consumer | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable | 3,558,000 | 5,797,000 | ||
Domain names | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Intangible assets | 567,000 | 567,000 | ||
Patents | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Intangible assets | $ 343,000 | $ 370,000 | ||
Furniture, fixtures, computers, technology hardware, and vehicles | Maximum | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Property and equipment, useful life | 5 years | |||
Furniture, fixtures, computers, technology hardware, and vehicles | Minimum | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Property and equipment, useful life | 3 years | |||
Purchased software | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Property and equipment, useful life | 7 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Raw materials | $ 441 | $ 680 |
Finished goods | 35,005 | 35,426 |
Inventory in transit | 6,739 | 5,733 |
Inventory reserve | (3,313) | (2,481) |
Total inventory | $ 38,872 | $ 39,358 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Disaggregated Revenue Data (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue, net | $ 113,044 | $ 89,437 |
Direct to Consumer | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 90,304 | 80,073 |
Retail Partnerships | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 22,740 | 9,364 |
North America Region | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 106,359 | 83,069 |
EU Regions | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | $ 6,685 | $ 6,368 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 86,022 | $ 79,599 |
Less: accumulated depreciation | (16,336) | (13,337) |
Property and equipment, net | 69,686 | 66,262 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 47,050 | 46,370 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,890 | 1,733 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 21,183 | 21,063 |
Computers | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 4,382 | 3,590 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 640 | 640 |
Technology hardware | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,786 | 1,545 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 9,091 | $ 4,658 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Product return reserve | $ 7,628 | $ 10,610 |
Value added tax | 4,599 | 4,042 |
Short term debt | 15,868 | 15,868 |
Other | 2,446 | 3,902 |
Total Other Current Liabilities | $ 30,541 | $ 34,422 |
Fair Value Measures and Discl_2
Fair Value Measures and Disclosures - Schedule of Assets and Liabilities Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Estimate of Fair Value Measurement | ||
Liabilities | ||
Total | $ 115,966 | $ 67,912 |
Reported Value Measurement | ||
Liabilities | ||
Total | 116,123 | 68,578 |
Cash | Estimate of Fair Value Measurement | ||
Assets | ||
Cash and cash equivalents | 56,330 | 23,451 |
Cash | Reported Value Measurement | ||
Assets | ||
Cash and cash equivalents | 56,330 | 23,451 |
Level 1: | Estimate of Fair Value Measurement | ||
Assets | ||
Cash and cash equivalents | 116,123 | 68,578 |
Level 1: | Reported Value Measurement | ||
Assets | ||
Cash and cash equivalents | 116,123 | 68,578 |
Level 1: | Money market funds | ||
Assets | ||
Cash and cash equivalents | 59,793 | 45,127 |
Level 1: | Money market funds | Estimate of Fair Value Measurement | ||
Assets | ||
Cash and cash equivalents | 59,793 | 45,127 |
Level 1: | Money market funds | Reported Value Measurement | ||
Assets | ||
Cash and cash equivalents | 59,793 | 45,127 |
Level 2: | Estimate of Fair Value Measurement | ||
Liabilities | ||
Preferred stock warrant liabilities | (157) | (666) |
Level 2: | Reported Value Measurement | ||
Liabilities | ||
Preferred stock warrant liabilities | $ 0 | $ 0 |
Fair Value Measures and Discl_3
Fair Value Measures and Disclosures (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Money market funds | Level 1: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Market accounts | $ 59,793 | $ 45,127 |
Debt - Senior Secured Facility
Debt - Senior Secured Facility (Details) - Line of Credit - Revolving Line - USD ($) | Apr. 27, 2016 | Mar. 31, 2020 | Sep. 01, 2019 | Aug. 31, 2019 | Mar. 01, 2019 | Dec. 12, 2018 | Dec. 11, 2018 | Nov. 20, 2017 |
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving line of credit | $ 15,000,000 | $ 25,000,000 | $ 30,000,000 | |||||
Commitment fee amount | $ 9,000 | |||||||
Allowable capital expenditures | $ 55,000,000 | $ 39,000,000 | ||||||
Borrowing base (percent) | 300.00% | 150.00% | ||||||
Interest rate (percent) | 3.50% | |||||||
Line of credit, amount outstanding | $ 15,868,000 | |||||||
Interest expense | 186,000 | |||||||
Interest payable | $ 61,000 | |||||||
Ancillary Service Sublimit | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving line of credit | $ 10,000,000 | $ 4,000,000 |
Debt - Subordinated Facility (D
Debt - Subordinated Facility (Details) - Line of Credit - Subordinated Facility - Line of Credit - USD ($) | Mar. 01, 2019 | Mar. 31, 2020 |
Debt Instrument [Line Items] | ||
Revolving line of credit | $ 50,000,000 | |
Line of credit, amount of allowable expansion | $ 50,000,000 | |
Long-term debt, term | 5 years | |
Line of credit facility, commitment fee (percent) | 1.25% | |
Line of credit, amount outstanding | $ 50,000,000 | |
Interest expense | $ 1,835,000 | |
Minimum | ||
Debt Instrument [Line Items] | ||
End of term payment rate (percent) | 0.25% | |
Maximum | ||
Debt Instrument [Line Items] | ||
End of term payment rate (percent) | 8.25% | |
Prime Rate | ||
Debt Instrument [Line Items] | ||
Interest rate (percent) | 5.25% | |
Prime Rate | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread (percent) | 0.00% | |
Prime Rate | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread (percent) | 7.25% |
Stock Based Compensation - Narr
Stock Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options granted (in shares) | 0 | |
Exercise of vested employee stock options (in shares) | 4,332 | |
Stock options exercised, intrinsic value | $ 39 | |
Total number of options vested (in shares) | 321,185 | |
Fair value of options vested (in shares) | $ 1,378 | |
Stock based compensation expense recognized upon extension of stock option terms | 4 | |
Stock based compensation expense | 2,661 | $ 1,650 |
Unrecognized stock based compensation expense related to stock options | $ 34,877 | |
Unrecognized stock based compensation expense, recognition period | 2 years 11 months 1 day | |
New Hire Grants | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 4 years | |
Other Employees And Directors | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 3 years | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 1,738,528 | |
Performance Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | $ 0 | |
Granted (in shares) | 259,616 | |
Restricted Stock Units and Performance Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | $ 607 | |
Granted (in shares) | 1,998,144 |
Stock Based Compensation - Sche
Stock Based Compensation - Schedule of Restricted Stock (Details) - Restricted Stock Units and Performance Stock Units | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Outstanding shares | |
Restricted stock units, beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 1,998,144 |
Restricted stock units, ending balance (in shares) | shares | 0 |
Forfeited or canceled (in shares) | shares | (3,650) |
Restricted stock units, ending balance (in shares) | shares | 1,994,494 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 8.77 |
Issued (in dollars per share) | $ / shares | 0 |
Forfeited or canceled (in dollars per share) | $ / shares | 8.77 |
Ending balance (in dollars per share) | $ / shares | $ 8.77 |
Significant Risks and Uncerta_2
Significant Risks and Uncertainties Including Business and Credit Concentrations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Concentration Risk [Line Items] | |||
Revenue, net | $ 113,044 | $ 89,437 | |
North America Region | |||
Concentration Risk [Line Items] | |||
Revenue, net | 106,359 | 83,069 | |
Europe | |||
Concentration Risk [Line Items] | |||
Revenue, net | $ 6,685 | $ 6,368 | |
Accounts Receivable | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 49.00% | ||
Accounts Receivable | Customer Concentration Risk | Top Two Customers, Customer One | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 37.00% | ||
Accounts Receivable | Customer Concentration Risk | Top Two Customers, Customer Two | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 20.00% | ||
Revenue | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11.00% |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Rental expense | $ 5,635 | $ 2,989 |
Leases - Schedule of Minimum Le
Leases - Schedule of Minimum Lease Payments (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
2020 (remaining nine months) | $ 15,187 |
2021 | 20,071 |
2022 | 20,574 |
2023 | 20,454 |
2024 | 16,703 |
Thereafter | 81,863 |
Total minimum lease payments | $ 174,852 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate (percent) | 0.05% | 0.00% |
Accrued Expense (Details)
Accrued Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Tax fees | $ 14,195 | $ 14,033 |
General trade | 17,646 | 30,568 |
Marketing | 12,987 | 19,444 |
Other | 10,531 | 9,085 |
Total Accrued Expenses | $ 55,359 | $ 73,130 |
Convertible Preferred Stock, _3
Convertible Preferred Stock, Common Stock, and Stockholders' Equity/(Deficit) (Details) $ / shares in Units, $ in Millions | Feb. 10, 2020USD ($)$ / sharesshares | Mar. 31, 2020vote$ / sharesshares | Dec. 31, 2019$ / sharesshares |
Equity [Abstract] | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.000001 | $ 0.000001 | $ 0.000001 |
Number of shares issued and sold (in shares) | shares | 8,350,000 | ||
Price of shares sold (in dollars per share) | $ / shares | $ 12 | ||
Net proceeds from IPO | $ | $ 88.2 | ||
Underwriting discounts and issuance costs | $ | 6.5 | ||
Offering expenses | $ | $ 5.5 | ||
Common stock, shares authorized (in shares) | shares | 170,000,000 | 0 | |
Common stock, votes per share | vote | 1 | ||
Conversion of stock, shares of common stock issued (in shares) | shares | 20,485,054 |
Convertible Preferred Stock, _4
Convertible Preferred Stock, Common Stock, and Stockholders' Equity/(Deficit) - Conversion schedule (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)shares | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 19,181,000 |
Beginning balance | $ 319,961 |
Conversion of redeemable convertible preferred stock to common stock | $ 319,961 |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Convertible Preferred Stock | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 19,212,912 |
Beginning balance | $ 319,961 |
Conversion of redeemable preferred stock to common stock (in shares) | shares | (19,212,912) |
Conversion of redeemable convertible preferred stock to common stock | $ (319,961) |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Convertible Preferred Stock | Series seed preferred stock | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 3,951,636 |
Beginning balance | $ 1,826 |
Conversion of redeemable preferred stock to common stock (in shares) | shares | (3,951,636) |
Conversion of redeemable convertible preferred stock to common stock | $ (1,826) |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Convertible Preferred Stock | Series A preferred units converted to common stock | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 4,753,421 |
Beginning balance | $ 12,983 |
Conversion of redeemable preferred stock to common stock (in shares) | shares | (4,753,421) |
Conversion of redeemable convertible preferred stock to common stock | $ (12,983) |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Convertible Preferred Stock | Series B preferred units converted to common stock | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 2,378,594 |
Beginning balance | $ 54,895 |
Conversion of redeemable preferred stock to common stock (in shares) | shares | (2,378,594) |
Conversion of redeemable convertible preferred stock to common stock | $ (54,895) |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Convertible Preferred Stock | Series C preferred units converted to common stock | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 5,440,496 |
Beginning balance | $ 169,098 |
Conversion of redeemable preferred stock to common stock (in shares) | shares | (5,440,496) |
Conversion of redeemable convertible preferred stock to common stock | $ (169,098) |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Convertible Preferred Stock | Series D preferred units converted to common stock | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |
Beginning balance (in shares) | shares | 2,688,765 |
Beginning balance | $ 81,159 |
Conversion of redeemable preferred stock to common stock (in shares) | shares | (2,688,765) |
Conversion of redeemable convertible preferred stock to common stock | $ (81,159) |
Ending balances (in shares) | shares | 0 |
Ending balance | $ 0 |
Warrants (Details)
Warrants (Details) | Mar. 01, 2019warrant_agreement$ / sharesshares | Dec. 31, 2014USD ($)warrant_issuance$ / shares | Feb. 10, 2020shares |
Class of Warrant or Right [Line Items] | |||
Number of warrant issuances | warrant_issuance | 2 | ||
Warrants issued, exercise price (in dollars per share) | $ / shares | $ 0.10 | ||
Warrants, expense recognized | $ | $ 8,900 | ||
Warrants issued, number of shares of common stock callable (in shares) | 181,133 | ||
Number of warrant agreements | warrant_agreement | 2 | ||
Warrants, expiration period | 7 years | ||
Warrant expiration period from initial public offering if certain requirements are met | 1 year | ||
TPC Warrants | |||
Class of Warrant or Right [Line Items] | |||
Warrants issued, exercise price (in dollars per share) | $ / shares | $ 31.24715 | ||
TPC Warrants | Triple Point Venture Growth BDC Corp. | |||
Class of Warrant or Right [Line Items] | |||
Warrants issued, number of shares of common stock callable (in shares) | 19,201 | ||
TPC Warrants | TriplePoint Capital LLC | |||
Class of Warrant or Right [Line Items] | |||
Warrants issued, number of shares of common stock callable (in shares) | 12,801 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator | ||
Net loss | $ (34,466) | $ (17,449) |
Denominator | ||
Weighted average shares outstanding, basic and diluted (in shares) | 27,909,141 | 10,415,686 |
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (1.23) | $ (1.68) |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Warrants to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities from the calculation of weighted average common shares outstanding (in shares) | 33,311,000 | 214,444,000 |
Stock options and RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities from the calculation of weighted average common shares outstanding (in shares) | 7,649,063,000 | 4,822,383,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event $ in Millions | Apr. 21, 2020USD ($)employee |
Subsequent Event [Line Items] | |
Number of positions eliminated | employee | 80 |
Corporate workforce reduction as a percentage of total (percent) | 21.00% |
Employee-related costs expected to be incurred | $ | $ 1 |