COVER
COVER - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 28, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-40963 | ||
Entity Registrant Name | Allbirds, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 47-3999983 | ||
Entity Address, Address Line One | 730 Montgomery Street | ||
Entity Address, City or Town | San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94111 | ||
City Area Code | 628 | ||
Local Phone Number | 225-4848 | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | ||
Trading Symbol | BIRD | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 409.8 | ||
Documents Incorporated by Reference | Portions of the registrant's definitive proxy statement relating to the 2023 annual meeting of stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. Such definitive proxy statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant's fiscal year ended December 31, 2022. | ||
Entity Central Index Key | 0001653909 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 97,151,019 | ||
Class B Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 52,810,751 |
AUDIT INFORMATION
AUDIT INFORMATION | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Firm ID | 34 |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | San Francisco, California |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 167,136 | $ 288,576 |
Accounts receivable | 9,206 | 10,978 |
Inventory | 116,796 | 106,876 |
Prepaid expenses and other current assets | 15,796 | 37,938 |
Total current assets | 308,934 | 444,368 |
Property and equipment—net | 54,340 | 37,955 |
Operating lease right-of-use assets | 91,232 | 0 |
Other assets | 7,858 | 6,106 |
Total assets | 462,364 | 488,429 |
Current liabilities: | ||
Accounts payable | 12,245 | 30,726 |
Accrued expenses and other current liabilities | 23,448 | 46,243 |
Current lease liabilities | 10,263 | 0 |
Deferred revenue | 4,057 | 4,187 |
Total current liabilities | 50,012 | 81,156 |
Noncurrent liabilities: | ||
Noncurrent lease liabilities | 95,583 | 0 |
Other long-term liabilities | 0 | 10,269 |
Total noncurrent liabilities | 95,583 | 10,269 |
Total liabilities | 145,595 | 91,425 |
Commitments and contingencies (Note 15) | ||
Stockholders’ equity: | ||
Additional paid-in capital | 559,106 | 533,709 |
Accumulated other comprehensive (loss) income | (3,611) | 666 |
Accumulated deficit | (238,741) | (137,386) |
Total stockholders’ equity | 316,769 | 397,004 |
Total liabilities and stockholders’ equity | 462,364 | 488,429 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | 10 | 5 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 5 | $ 10 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued (in shares) | 96,768,745 | 49,016,511 |
Common stock, shares outstanding (in shares) | 96,768,745 | 49,016,511 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 53,137,729 | 98,036,009 |
Common stock, shares outstanding (in shares) | 53,137,729 | 98,036,009 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | |||
Net revenue | $ 297,766,000 | $ 277,472,000 | $ 219,296,000 |
Cost of revenue | 168,138,000 | 130,810,000 | 106,555,000 |
Gross profit | 129,628,000 | 146,662,000 | 112,741,000 |
Operating expense: | |||
Selling, general, and administrative expense | 166,736,000 | 122,200,000 | 86,694,000 |
Marketing expense | 59,109,000 | 57,338,000 | 55,271,000 |
Impairment expense | 3,286,000 | 0 | 0 |
Restructuring expense | 782,000 | 0 | 0 |
Total operating expense | 229,913,000 | 179,538,000 | 141,965,000 |
Loss from operations | (100,285,000) | (32,876,000) | (29,224,000) |
Interest income (expense) | 19,000 | (178,000) | (297,000) |
Other income (expense) | 139,000 | (11,506,000) | (452,000) |
Loss before provision for income taxes | (100,127,000) | (44,560,000) | (29,973,000) |
Income tax (provision) benefit | (1,227,000) | (810,000) | 4,113,000 |
Net loss | $ (101,354,000) | $ (45,370,000) | $ (25,860,000) |
Net loss per share data: | |||
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.68) | $ (0.65) | $ (0.49) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.68) | $ (0.65) | $ (0.49) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 148,754,428 | 69,308,930 | 53,005,424 |
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 148,754,428 | 69,308,930 | 53,005,424 |
Other comprehensive loss: | |||
Foreign currency translation (loss) gain | $ (4,277,000) | $ (1,290,000) | $ 2,245,000 |
Total comprehensive loss | $ (105,631,000) | $ (46,660,000) | $ (23,615,000) |
CONSOLIDATED STATEMENTS OF CONV
CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Class A Common Stock | Class B Common Stock | Series D Preferred Stock | Series E Preferred Stock | Common Stock Class A Common Stock | Common Stock Class B Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit |
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2019 | 0 | 53,690,145 | ||||||||
Stockholders' equity, beginning balance at Dec. 31, 2019 | $ (9,118) | $ 0 | $ 5 | $ 57,322 | $ (289) | $ (66,156) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Exercise of stock options (in shares) | 492,604 | |||||||||
Exercise of stock options | 440 | 440 | ||||||||
Repurchase of unvested common stock shares (in shares) | (499,480) | |||||||||
Vesting of common stock warrants | 192 | 192 | ||||||||
Stock-based compensation | 6,594 | 6,594 | ||||||||
Comprehensive income (loss) | 2,245 | 2,245 | ||||||||
Net loss | (25,860) | (25,860) | ||||||||
Stockholders' equity, ending balance (in shares) at Dec. 31, 2020 | 0 | 53,683,269 | ||||||||
Stockholders' equity, ending balance at Dec. 31, 2020 | $ (25,507) | $ 0 | $ 5 | 64,548 | 1,956 | (92,016) | ||||
Temporary equity, beginning balance (in shares) at Dec. 31, 2019 | 62,187,015 | |||||||||
Temporary equity, beginning balance at Dec. 31, 2019 | $ 102,302 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||
Issuance of Preferred Stock (net of issuance costs) (in shares) | 155,209 | 8,648,695 | ||||||||
Issuance of Preferred Stock (net of issuance costs) | $ 1,922 | $ 99,825 | ||||||||
Temporary equity, ending balance (in shares) at Dec. 31, 2020 | 70,990,919 | |||||||||
Temporary equity, ending balance at Dec. 31, 2020 | $ 204,049 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Conversion of convertible preferred stock to Class B common stock upon IPO (in shares) | 70,990,919 | |||||||||
Conversion of convertible preferred stock to Class B common stock upon IPO | 204,049 | $ 7 | 204,042 | |||||||
Issuance of Class A common stock upon IPO, net of underwriting discounts (in shares) | 16,850,799 | |||||||||
Issuance of Class A common stock upon IPO, net of underwriting discounts, commissions, and offering costs | 231,553 | $ 2 | 231,551 | |||||||
Exercise of stock options (in shares) | 3,274,745 | |||||||||
Exercise of stock options | 5,484 | 5,484 | ||||||||
Exercise of common stock warrants (in shares) | 1,150,956 | |||||||||
Exercise of common stock warrants | 395 | 395 | ||||||||
Vesting of common stock warrants | 1,476 | 1,476 | ||||||||
Vesting of restricted stock units (in shares) | 204 | |||||||||
Reclassification of preferred stock warrant liability due to exchange to Class B common stock upon IPO (in shares) | 1,104,560 | |||||||||
Reclassification of preferred stock warrant liability to additional paid-in capital due to conversion to Class B common stock upon IPO | 16,469 | 16,469 | ||||||||
Conversion of Class B shares into Class A common stock (in shares) | 32,165,508 | (32,165,508) | ||||||||
Conversion of Class B shares into Class A common stock | 0 | $ 3 | $ (3) | |||||||
Stock-based compensation | 9,744 | 9,744 | ||||||||
Comprehensive income (loss) | (1,290) | (1,290) | ||||||||
Net loss | (45,370) | (45,370) | ||||||||
Stockholders' equity, ending balance (in shares) at Dec. 31, 2021 | 49,016,511 | 98,036,009 | 49,016,511 | 98,038,941 | ||||||
Stockholders' equity, ending balance at Dec. 31, 2021 | $ 397,004 | $ 5 | $ 10 | 533,709 | 666 | (137,386) | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||
Conversion of convertible preferred stock to Class B common stock upon IPO (in shares) | (70,990,919) | |||||||||
Conversion of convertible preferred stock to Class B common stock upon IPO | $ (204,049) | |||||||||
Temporary equity, ending balance (in shares) at Dec. 31, 2021 | 0 | |||||||||
Temporary equity, ending balance at Dec. 31, 2021 | $ 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 311,509 | |||||||||
Issuance of common stock under employee stock purchase plan | $ 1,201 | 1,201 | ||||||||
Exercise of stock options (in shares) | 1,743,005 | 1,743,005 | ||||||||
Exercise of stock options | $ 2,585 | 2,585 | ||||||||
Exercise of common stock warrants (in shares) | 25,717 | |||||||||
Vesting of common stock warrants | 843 | 843 | ||||||||
Vesting of restricted stock units (in shares) | 770,791 | |||||||||
Repayment of non-recourse promissory note | 539 | 539 | ||||||||
Conversion of Class B shares into Class A common stock (in shares) | 46,669,934 | (46,669,934) | ||||||||
Conversion of Class B shares into Class A common stock | 0 | $ 5 | $ (5) | |||||||
Stock-based compensation | 20,230 | 20,230 | ||||||||
Comprehensive income (loss) | (4,277) | (4,277) | ||||||||
Net loss | (101,354) | (101,354) | ||||||||
Stockholders' equity, ending balance (in shares) at Dec. 31, 2022 | 96,768,745 | 53,137,729 | 96,768,745 | 53,137,729 | ||||||
Stockholders' equity, ending balance at Dec. 31, 2022 | $ 316,769 | $ 10 | $ 5 | $ 559,106 | $ (3,611) | $ (238,741) | ||||
Temporary equity, ending balance (in shares) at Dec. 31, 2022 | 0 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Series D Preferred Stock | |
Underwriting discounts and commissions from IPO | $ 78 |
Series E Preferred Stock | |
Underwriting discounts and commissions from IPO | $ 174 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||
Net loss | $ (101,354) | $ (45,370) | $ (25,860) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 14,679 | 9,653 | 7,088 |
Amortization of debt issuance costs | 49 | 49 | 49 |
Stock-based compensation | 19,873 | 11,245 | 6,784 |
Inventory write-down | 14,437 | 0 | 0 |
Deferred taxes | (898) | 252 | (39) |
Impairment expense | 3,279 | 0 | 0 |
Change in fair value of preferred stock warrant liability | 0 | 10,624 | (749) |
Changes in assets and liabilities: | |||
Accounts receivable | 1,605 | (9,110) | (740) |
Inventory | (24,742) | (48,476) | (13,867) |
Prepaid expenses and other current assets | 18,100 | (11,505) | (11,249) |
Operating lease right-of-use assets and current and noncurrent lease liabilities | 12,265 | 0 | 0 |
Accounts payable and accrued expenses | (37,593) | 25,240 | 1,249 |
Other long-term liabilities | (10,157) | 5,289 | 1,944 |
Deferred revenue | (126) | 1,259 | 812 |
Net cash used in operating activities | (90,583) | (50,850) | (34,578) |
Cash flows from investing activities: | |||
Purchase of property and equipment | (31,363) | (24,181) | (14,350) |
Investment in equity securities | 0 | (250) | (2,000) |
Changes in security deposits | (929) | (1,205) | 69 |
Net cash used in investing activities | (32,292) | (25,636) | (16,281) |
Cash flows from financing activities: | |||
Proceeds from initial public offering, net of underwriting discounts and commissions | 0 | 236,964 | 0 |
Proceeds from the issuance of preferred stock, net of issuance costs | 0 | 0 | 101,749 |
Proceeds from bank loans | 0 | 0 | 18,294 |
Principal payments on bank loans | 0 | 0 | (18,294) |
Payments of deferred offering costs | (744) | (4,691) | 0 |
Repayment of non-recourse promissory note | 539 | 0 | 0 |
Proceeds from issuance of common stock under the employee stock purchase plan | 1,201 | 0 | 0 |
Proceeds from the exercise of common stock warrants | 0 | 395 | 0 |
Proceeds from the exercise of stock options | 2,751 | 5,484 | 440 |
Taxes withheld and paid on employee stock awards | (166) | 0 | 0 |
Net cash provided by financing activities | 3,581 | 238,152 | 102,189 |
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash | (1,515) | (341) | 909 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (120,809) | 161,325 | 52,239 |
Cash, cash equivalents, and restricted cash—beginning of year | 288,576 | 127,251 | 75,012 |
Cash, cash equivalents, and restricted cash—end of year | 167,767 | 288,576 | 127,251 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 88 | 118 | 235 |
Cash paid for taxes | 1,424 | 438 | 110 |
Noncash investing and financing activities: | |||
Purchase of property and equipment included in accrued liabilities | 601 | 979 | 138 |
Repurchase of stock options | 0 | 0 | 640 |
Non-cash exercise of common stock warrants | 35 | 39 | 0 |
Deferred offering costs included in accrued liabilities | 0 | 744 | 0 |
Stock-based compensation included in capitalized internal-use software | 1,199 | 0 | 0 |
Reconciliation of cash, cash equivalents, and restricted cash: | |||
Cash and cash equivalents | 167,136 | 288,576 | 126,551 |
Restricted cash included in prepaid expenses and other current assets | 632 | 0 | 700 |
Total cash, cash equivalents, and restricted cash | $ 167,767 | $ 288,576 | $ 127,251 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Description of Business | Description of BusinessAllbirds, Inc. (“Allbirds” and, together with its wholly owned subsidiaries, the “Company,” “we,” or “our”) was incorporated in the state of Delaware on May 6, 2015. Headquartered in San Francisco, California, Allbirds is a global lifestyle brand that innovates with naturally derived materials to make better footwear and apparel products in a better way, while treading lighter on our planet. The majority of our revenue is from sales directly to consumers via our digital and retail channels. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Preparation — The consolidated financial statements have been presented in U.S. dollars and prepared in accordance with United States generally accepted accounting principles (“GAAP”). Certain monetary amounts, percentages, and other figures included elsewhere in these consolidated financial statements and accompanying notes have been subject to rounding adjustments. As such, figures shown as totals in certain tables may not be the arithmetic aggregation of the figures that precede them, and figures expressed as percentages in the text may not total 100% or, as applicable, when aggregated may not be the arithmetic aggregation of the percentages that precede them. Principles of Consolidation —The consolidated financial statements include the accounts of Allbirds, Inc. and our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates —The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Coronavirus (“COVID-19”) Pandemic —In December 2019, a novel strain of coronavirus (“COVID-19”) was reported, and during 2020 and 2021 expanded into a worldwide pandemic, leading to significant business and supply chain disruptions. During the year ended December 31, 2022, aspects of our business continued to be affected by COVID-19. During these periods, the vast majority of our retail stores around the world remained open. To date, we have not permanently closed any of our retail stores due to COVID-19. Our distribution centers and retail stores continue to operate with restrictive and precautionary measures in place, subject to national, state, and local rules and regulations. At times, our suppliers and logistical service providers have experienced disruptions that have affected our operations worldwide. Similar impacts or other disruptions could occur in the future. Given the uncertainty regarding the length, severity, and ability to combat the COVID-19 pandemic, we cannot reasonably estimate the future impact on our results of operations, cash flows, or financial condition. Dual class Common Stock —In September 2021, we filed our Eighth Amended and Restated Certificate of Incorporation, which established a dual class common stock structure. In November 2021, in connection with the closing of our Initial Public Offering (IPO), we also filed our Ninth Amended and Restated Certificate of Incorporation, which authorized a total of 2,000,000,000 shares of Class A common stock, 200,000,000 shares of Class B common stock, and 20,000,000 shares of preferred stock. Initial Public Offering —On November 3, 2021, our Class A common stock began trading on The Nasdaq Global Select Market. In connection with the closing of the IPO on November 5, 2021, we received aggregate proceeds of $237.0 million, net of the underwriting discounts and commissions of $15.8 million and before offering costs of $5.4 million. Immediately prior to the closing of the IPO, all 70,990,919 shares of our convertible preferred stock then outstanding were converted into an equivalent number of shares of Class B common stock and we reclassified $204.0 million of convertible preferred stock to additional paid-in-capital. Segments — Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by our chief operating decision maker (“CODM”), in deciding how to allocate resources to an individual segment and in assessing performance. Our CODMs are the co-Chief Executive Officers. We operate in one operating segment and one reportable segment, as the CODMs review financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. The following table presents long-lived assets by geographic area, comprising property and equipment - net, definite-lived intangible assets, and operating lease right-of-use assets: (in thousands) December 31, December 31, Long-lived assets: United States $ 126,988 $ 33,384 International 18,638 4,571 Total long-lived assets $ 145,626 $ 37,955 Foreign Currency Transactions —Our reporting currency is the U.S. dollar. The functional currency for each subsidiary included in these consolidated financial statements that is domiciled outside of the United States is generally the applicable local currency of that country or the U.S. dollar. The translation of foreign currencies into U.S. dollars is performed for assets and liabilities using current foreign currency exchange rates in effect at the balance sheet date and for revenues and expense accounts using average foreign currency exchange rates during the period. Capital accounts are translated at historical foreign currency exchange rates. Translation gains and losses are included in stockholders’ equity or deficit as a component of accumulated other comprehensive income or loss. Adjustments that arise from foreign currency exchange rate changes on transactions denominated in a currency other than the functional currency are included in other income or expense on the consolidated statements of operations and comprehensive loss. Cash, Cash Equivalents, and Restricted Cash —We consider all highly liquid investments with an original maturity date of three months or less as cash equivalents. Cash and cash equivalents are comprised primarily of domestic and foreign bank accounts and money market funds. These cash and cash equivalents are valued based on Level 1 inputs, which consist of quoted prices in active markets. We place our cash and cash equivalents with several high credit quality financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. We have not experienced any losses in such accounts and periodically evaluate the credit worthiness of the financial institutions. Our foreign bank accounts are not subject to FDIC insurance. Restricted cash serves as collateral for a bond with the United States Customs and Border Protection (“CBP”), which allows us to take possession of our inventory before all formalities with the CBP are completed for imported products. Restricted cash is included in prepaid expenses and other current assets on the consolidated balance sheets. Accounts Receivable —Accounts receivable consist primarily of amounts due from customers, which results from sales to customers including credit card deposits in transit at the balance sheet date, the majority of which are settled within two three During the fourth quarter of 2021, we made an accounting policy change to present customer accounts receivable that are not credit card receivables, within the accounts receivable line on the consolidated balance sheet to align with management’s reporting. These types of receivables were historically immaterial and are included in prepaid and other current assets within the consolidated financial statements and accompanying footnotes for periods presented prior to 2021. Inventory —Inventory consists of finished goods, stated at the lower of cost or net realizable value. We value our inventory using the weighted-average cost method and include product costs from our suppliers, freight, import duties and other landing costs. We periodically review inventory and record reserves as necessary to appropriately value slow-moving, damaged, and excess inventory. To determine if the value of inventory requires a write-down, we estimate the market value of inventory by considering current and anticipated demand, customer preferences and buying trends, and the age of the merchandise. As of December 31, 2022 and 2021, we recorded an inventory reserve to reduce the value of our inventory by $8.3 million and $1.7 million, respectively, within inventory on the consolidated balance sheets. Related to these inventory reserves, and also including actual shrinkage which is recorded throughout the year based on the results of physical inventory counts, we recorded $15.9 million, $0.4 million, and $2.3 million in cost of revenue in the consolidated statements of operations and comprehensive loss for the years ended December 31, 2022, 2021, and 2020, respectively. Property and Equipment —Property and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the respective assets, which are generally three Useful lives by major asset classes are below: Asset Class Estimated Useful Lives Computers and equipment 3 years Furniture and fixtures 3 years Machinery and equipment 5 years Internal-use software 3 years Leasehold improvements Shorter of lease term or estimated useful life Leases —We determine if an arrangement is or contains a lease at inception by evaluating various factors, including if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration and other facts and circumstances. Lease classification is determined at the lease commencement date. Right-of-use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease payments consist primarily of the fixed payments under the arrangement, less any lease incentives. Variable lease payments are expensed as incurred and include certain non-lease components, such as maintenance and other services provided by the lessor to the extent the charges are variable. We use an estimate of our incremental borrowing rate (“IBR”) based on the information available at the lease commencement date in determining the present value of lease payments, unless the implicit rate is readily determinable. The IBR is the company specific rate of interest that would have to be paid by us to borrow on a collateralized basis over a similar term of the lease in a similar economic environment as of the date of the lease. In determining the appropriate IBR, we consider various factors, including, but not limited to, the lease term, our credit rating, U.S Treasury rates, and the currency in which the arrangement is denominated. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We do not separate non-lease components from lease components for our leases. In addition, we do not recognize right-of-use assets and lease liabilities for short-term leases, which have a lease term of 12 months or less and do not include an option to purchase the underlying asset that we are reasonably certain to exercise. Lease cost for short-term leases is recognized on a straight-line basis over the lease term. Any impairment to the associated right-of-use assets is recognized in the period the impairment occurs and is recorded in the consolidated statements of operations and comprehensive loss. Operating leases are included in operating lease right-of-use assets, current lease liabilities, and noncurrent lease liabilities on the consolidated balance sheets. We did not have any finance leases for any periods presented. Capitalized Internal-Use Software —Costs of software developed for internal-use is accounted for in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 350-40, Internal-Use Software . Capitalization of costs begins when the preliminary project stage is completed, management authorizes and commits to funding the computer software project, it is probable that the project will be completed, and the software will be used to perform the function intended. Such costs are capitalized in the period incurred. Capitalization ceases at the point when the project is substantially complete and ready for its intended use. The capitalized costs are amortized using the straight-line method over the estimated useful lives of the software, which is generally three years. For the years ended December 31, 2022, 2021, and 2020, we capitalized $8.9 million, $5.4 million, and $5.7 million, respectively, in internal-use software recorded within property and equipment in the consolidated balance sheets. Impairment of Long-Lived Assets —We evaluate the recoverability of property and equipment, operating lease right-of-use assets, and other long-lived assets, including identifiable intangible assets with definite lives, whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Long-lived assets are reviewed for recoverability at the lowest level in which there are identifiable cash flows (asset group). The asset group is typically at the country-level for store assets and the corporate-level for corporate assets. The carrying amount of a country asset group includes stores’ operating lease right-of-use assets and property and equipment, primarily leasehold improvements. Recoverability of assets held and used is measured by comparing the carrying amount of an asset or an asset group to the estimated undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset or asset group exceeds these estimated future cash flows, an impairment charge is recognized as the amount by which the carrying amount of the assets exceeds the fair value of the asset or asset group, based on estimated discounted net future cash flows. Assumptions used in these forecasts are consistent with internal planning, and include revenue growth rates, gross margins, and operating expense in relation to the current economic environment and our future expectations, competitive factors in its various markets, inflation, revenue trends and other relevant economic factors that may impact the asset group under evaluation. There is uncertainty in the projected undiscounted future cash flows used in our impairment review analysis, which requires the use of estimates and assumptions. If our actual performance does not achieve our projections, or if the assumptions used change in the future, we may be required to recognize impairment charges in future periods, and any such charges could be material. We determine that triggering events, primarily related to a current-period and history of operating cash flow losses, occurred during 2022 that required an impairment review of our long-lived assets. Based on the results of this analysis, we recorded non-cash impairment charges of $3.3 million, recognized as impairment expense in our consolidated statements of operations and comprehensive loss. $2.4 million of the charge related to a reduction of the carrying value of our operating lease right-of-use assets, and $0.9 million related to a reduction of the carrying value of leasehold improvements included within property and equipment - net. There were no impairment losses recorded for the years ended December 31, 2021 and 2020. Restructuring —In the third quarter of 2022, we announced plans to streamline workflows and lower operating costs. As part of this effort, we reduced our global corporate workforce by terminating 24 individuals, representing approximately 8% of our global corporate workforce, resulting in severance and employee-related termination costs, including stock-based compensation, recognized as restructuring expense in the consolidated statements of operations and comprehensive loss. In addition, we vacated one of our corporate office leases in the United States and subleased the space to another lessee. The following table presents a roll-forward of our severance and employee-related termination costs, which is included within accrued expenses and other current liabilities in the consolidated balance sheets: (in thousands) Severance and employee-related termination costs Balance as of December 31, 2021 $ — Charges 665 Cash Payments (665) Balance as of December 31, 2022 $ — Revenue Recognition —Our primary source of revenue is from sales of shoes and apparel products. We account for revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers , for all periods presented. We recognize revenue through the following steps: 1. identification of the contract, or contracts, with the customer; 2. identification of the performance obligations in the contract; 3. determination of the transaction price; 4. allocation of the transaction price to the performance obligations in the contract; and 5. recognition of revenue when, or as, we satisfy a performance obligation. Revenue transactions associated with the sale of our inventory comprise a single performance obligation which consists of the sale of products to customers through our direct to consumer or wholesale channels. Payment is due either at the time of purchase or within a timeframe specified in the contract, without significant financing components. The consideration received from customers is not variable. We satisfy the performance obligation and record revenues when transfer of control to the customer has occurred, based on the terms of sale. A customer is considered to have control once they are able to direct the use and receive substantially all of the benefits of the product. Control is transferred to wholesale customers upon shipment. Control transfers to retail store customers at the time of sale and to digital customers upon shipment. This transfer of control represents a single deliverable and revenue is recognized at a point in time. We account for shipping and handling fees charged to customers as revenue and we account for shipping and handling costs as fulfillment costs. We recognize the revenue and cost associated with shipping and handling at the time the products are shipped to the customer. Discounts provided to customers are accounted for as a reduction of revenue. Revenues are presented net of any taxes collected from customers and remitted to governmental authorities. We have two types of contract liabilities: (i) cash collections of purchases, which are included in deferred revenue and are recognized as revenue upon shipment; and (ii) unredeemed gift cards and merchandise credits, which are included in deferred revenue and recognized as revenue upon redemption. Gift cards sold to customers do not carry an expiration date and are recorded as deferred revenue until they are redeemed, at which point revenue is recognized. From historical experience, a majority of gift cards are redeemed within a 12-month period from the card issuance date. We record a reserve for estimated product returns, based upon historical return trends, in each reporting period as an offsetting decrease of net revenue, with an increase to our sales-refund reserve in accrued expenses. We have also recorded a related inventory returns receivable in prepaid expenses and other current assets, with an offsetting decrease to cost of revenue, as of December 31, 2022 and 2021 in the consolidated balance sheets. For the years ended December 31, 2022, 2021, and 2020, we recognized $4.2 million, $2.9 million, and $2.1 million respectively, of revenue that was deferred as of December 31, 2021, 2020, and 2019. As of December 31, 2022 and 2021, we had $0.4 million and $0.7 million, respectively, in cash collections of purchases via our digital channel which had not yet shipped, and $3.6 million and $3.5 million, respectively, in gift card liabilities included in deferred revenue in the consolidated balance sheets. The deferred revenue balance of $4.1 million at December 31, 2022 is expected to be recognized over the next 12 months. The following table disaggregates our net revenue by geographic area, where no individual foreign country contributed in excess of 10% of net revenue for the years ended December 31, 2022, 2021, and 2020. We recognized the following net revenue by geographic area based on the primary shipping address of the customer when the sale was made in our digital or third party channel, and based on the physical store location when the sale was at a retail store: (in thousands) December 31, December 31, December 31, Net revenue by primary geographical market: United States $ 229,814 $ 209,786 $ 166,960 International 67,952 67,686 52,336 Total net revenue $ 297,766 $ 277,472 $ 219,296 Cost of Revenue —Cost of revenue primarily consists of the cost of purchased inventory, inbound and outbound shipping costs, import duties, distribution center and related equipment costs, and inventory write-offs and write-downs. Shipping costs to receive products from our suppliers are included in the cost of inventory and recognized as cost of revenue upon sale of products to our customers. Selling, General, and Administrative Expense —Selling, general, and administrative expense consists of personnel and related expenses, including stock-based compensation, as well as third-party consulting and contractor expenses. It also includes fixed and variable lease costs, depreciation and amortization expense, software costs, third-party professional fees, payment processing fees, and other general expenses. Marketing Expense —Marketing expense consists of advertising costs and is expensed as incurred. Stock-Based Compensation —Stock-based compensation expense related to stock awards, including stock options and restricted stock units (“RSUs”), and stock purchase rights granted under the 2021 Employee Stock Purchase Plan (“ESPP Rights”), is recognized based on the estimated fair value of the awards on the date of the grant. The fair value of each stock option award and ESPP Right is valued on the grant date using the Black-Scholes option pricing model. The fair value of each RSU is based on the estimated fair value of our common stock on the date of grant. Stock-based compensation is generally recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the respective award. Forfeitures are accounted for in the period in which they occur. The Black-Scholes option pricing model requires the input of highly subjective assumptions, including the fair value of the underlying common stock, the expected term of the option, the expected volatility of the price of our common stock, risk-free interest rates and the expected dividend yield of our common stock. The assumptions used to determine the fair value of the option awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. Prior to our IPO in November 2021 and the absence of a public trading market of our common stock, and in accordance with the American Institute of Certified Public Accountants Accounting and Valuation Guide, Valuation of Privately-Held Company Equity Securities Issued as Compensation, our board of directors exercised reasonable judgment and considered numerous and subjective factors to determine the best estimate of fair value of our common stock. In valuing our common stock, our board of directors determined the equity value of our business using various valuation methods, including the sale of preferred stock to unrelated third parties and combinations of income and market approaches, with input from management. In addition, we also considered any secondary transactions involving our capital stock. In our evaluation of those transactions, we considered the facts and circumstances of each transaction to determine the extent to which they represented a fair value exchange. Factors considered include transaction volume, timing, whether the transactions occurred among willing and unrelated parties, and whether the transactions involved investors with access to our financial information. Income Taxes —We record deferred tax assets and liabilities based on differences between the book and tax bases of assets and liabilities. The deferred tax assets and liabilities are calculated by applying enacted tax rates and laws to taxable years in which such differences are expected to reverse. We determine whether a valuation allowance is necessary in accordance with the provisions of the FASB ASC 740, Income Taxes . We recognize the benefits from our deferred tax assets only when an analysis of both positive and negative factors indicate that it is more likely than not that the benefits will be realized. Our estimate of the potential outcome of any uncertain tax position is subject to our assessment of relevant risks, facts, and circumstances existing at that time. Obtaining new information, settlements with tax authorities and the expiration of statutes of limitations may cause adjustments in income tax expense in the period this occurs. Fair Value Measurements —FASB ASC 820, Fair Value Measurements , defines fair value, establishes a framework for measuring fair value under GAAP, and enhances disclosures about fair value measurements. It clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 —Observable inputs, such as quoted prices in active markets Level 2 —Inputs other than the quoted prices in active markets that are observable either directly or indirectly Level 3 —Unobservable inputs in which there is little or no market data, which requires us to develop our own assumptions. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. We record cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses at cost. The carrying values of these instruments approximate their fair value due to their short‐term maturities. We hold certain assets and liabilities that are required to be measured at fair value on both a recurring and non-recurring basis, which are outlined in Note 8, Fair Value Measurements. Emerging Growth Company —As an “emerging growth company,” the Jumpstart Our Business Startups Act, or the JOBS Act, allows us to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. For certain pronouncements, we have elected to use the adoption dates applicable to private companies. As a result, our financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective date for new or revised accounting standards that are applicable to public companies. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842) (“ASU 2016-02” or “ASC 842”), which requires recognition of lease assets and lease liabilities in the balance sheet by the lessees for lease contracts with a lease term of more than 12 months. We adopted ASC 842 as of January 1, 2022, under the modified retrospective transition approach. The new standard provides a number of optional practical expedients in transition. We elected practical expedients permitted under the standard, specifically to not reassess our prior conclusions about lease identification, to not reassess lease classification, and to not reassess whether any expired or existing contracts are or contain leases. We did not elect the practical expedient allowing the use of hindsight which would require us to reassess the lease term of its leases based on all facts and circumstances through the effective date and did not elect the practical expedient pertaining to land easements as this is not applicable to our current contract portfolio. Upon adopting ASC 842, we recognized operating lease right-of-use assets and current and noncurrent lease liabilities on our consolidated balance sheets for our retail stores and corporate offices. Upon adoption, we recorded operating lease right-of-use assets of $75.0 million, and current and noncurrent lease liabilities of $84.4 million. We reclassified $8.9 million of historical deferred rent, prepaid rent, and tenant improvement allowances to operating lease right-of-use assets. The adoption did not impact our consolidated statements of operations and comprehensive loss or opening balance of accumulated deficit. See Note 16, Leases, for more details over our operating leases. In August 2018, the FASB issued ASU No. 2018-15, Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”). In discussing the topic of cloud computing accounting, ASU 2018-15 aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. ASU 2018-15 can be applied on a retrospective or prospective basis and is effective for financial statements issued for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Early adoption is permitted. On January 1, 2021, we adopted ASU 2018-15 prospectively and cloud computing implementation costs incurred on or after January 1, 2021 are included in other assets in the consolidated balance sheet and are presented within operating cash flows. As of December 31, 2022, capitalized implementation costs for cloud computing arrangements were not material. The adoption did not have a material impact on our consolidated financial statements. In December 2021, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. For emerging growth companies that have elected the extended transition period for adopting new or revised accounting standards, ASU 2019-12 is effective for the Company’s fiscal year beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The adoption did not have a material impact on our consolidated financial statements. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires entities to use a forward-looking approach based on current expected credit losses to estimate credit losses on certain types of financial instruments, including trade and account receivables, which may result in the earlier recognition of allowance for losses. In November 2019, the FASB issued Accounting Standards Update 2019-10, which deferred the effective date for nonpublic entities, including emerging growth companies, that had not yet adopted ASU 2016-13. Under the amended guidance, the standard will be effective for our fiscal years beginning after December 15, 2022, and interim periods within those fiscal years, with early adoption permitted. The adoption of ASU 2016-13 is not expected to have a material impact on our consolidated financial statements and related disclosures. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This guidance provides temporary optional expedients and exceptions to accounting guidance on contract modifications and hedge accounting to ease entities’ financial reporting burdens as the market transitions from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. ASU 2020- |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Finished goods $ 125,065 $ 108,585 Reserve to reduce inventories to net realizable value (8,269) (1,709) Total inventory $ 116,796 $ 106,876 |
Property and Equipment - Net
Property and Equipment - Net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment - Net | Property and Equipment - Net Property and equipment consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Leasehold improvements $ 40,305 $ 27,137 Furniture and fixtures 23,988 15,276 Internal-use software 23,393 14,453 Machinery and equipment 884 780 Computers and equipment 1,937 1,236 Total property and equipment - gross 90,507 58,882 Less: accumulated depreciation and amortization (36,167) (20,927) Total property and equipment - net $ 54,340 $ 37,955 Depreciation and amortization expense for the years ended December 31, 2022, 2021, and 2020 was $15.8 million, $9.8 million, and $6.7 million, respectively, recognized as selling, general, and administrative expense in the consolidated statements of operations and comprehensive loss. There were $0.0 million, $0.2 million, and $0.0 million assets disposed of in the years ended December 31, 2022, 2021, and 2020, respectively. As of December 31, 2022 and 2021, unamortized capitalized internal-use software costs were $16.5 million and $10.6 million, respectively. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Prepaid expenses $ 6,283 $ 7,865 Inventory returns receivable 1,090 1,351 Security deposits 463 1,106 Tax receivable 6,420 22,594 Other receivables 908 5,022 Restricted cash 632 — Total prepaid expenses and other current assets’ $ 15,796 $ 37,938 As part of the adoption of ASC 842, we reclassified $4.6 million of other receivables to operating lease right-of-use assets and current and noncurrent lease liabilities as of December 31, 2022. The other receivables being reclassified consisted of lease incentives for the construction of leasehold improvements for new retail store openings. |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other Assets Other assets consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Investment in equity securities $ 2,250 $ 2,250 Security deposits 4,417 3,025 Intangible assets 133 622 Debt issuance costs 57 107 Deferred tax assets 1,001 102 Total other assets $ 7,858 $ 6,106 Investments in equity securities On November 20, 2020, we entered into an agreement to make a minority equity investment of $2.0 million in Natural Fiber Welding, Inc. in exchange for 201,207 shares of Series A-3 Preferred Stock. Our investment is carried at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. Throughout the year, we assess whether impairment indicators exist to trigger the performance of an impairment analysis. There were no impairment charges or observable price changes for the years ended December 31, 2022 and 2021. On November 22, 2021, we made a $0.3 million investment in NoHo ESG, Inc. via a simple agreement for future equity (“SAFE”). The SAFE provides that we will automatically receive shares of the entity based on the conversion rate of future equity rounds up to a valuation cap. If there is a liquidity event, such as a change in control or initial public offering, we will have the option of receiving a cash payment equal to the purchase amount or receiving a number of shares of common stock based on the purchase amount divided by the liquidity price, assuming we fail to select the cash option. Our investment is carried at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. Throughout the year, we assess whether impairment indicators exist to trigger the performance of an impairment analysis. There were no impairment charges or observable price changes for the years ended December 31, 2022 and 2021. Definite-lived intangible assets Intangible assets include intellectual property purchased from West Harbor Technologies, LLC for $1.3 million, including transaction costs of $0.1 million, in January 2020. The intangible asset has an estimated useful life of 3 years and |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Accrued expenses consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Sales-refund reserve $ 4,534 $ 5,452 Taxes payable 3,336 17,930 Employee-related liabilities 2,624 5,021 Accrued expenses 12,954 17,840 Total accrued expenses and other current liabilities $ 23,448 $ 46,243 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Items Measured at Fair Value on a recurring basis Money Market Funds —In December 2022, we transferred $82.0 million of cash to JPMorgan Chase Bank, N.A to invest in a U.S. treasury securities money market fund. The funds are classified as cash and cash equivalents on our consolidated balance sheet as of December 31, 2022 and represent Level 1 assets on the fair value hierarchy. Warrant Liability —The fair value of our preferred stock warrant liability was based on significant unobservable inputs, which represent Level 3 measurements within the fair value hierarchy. In determining the fair value of the convertible preferred stock warrant liability, we used the probability weighted average values from (i) a Black-Scholes calculation and (ii) an option pricing model. We measure and report our preferred stock warrant liability at the estimated fair value on a recurring basis. As discussed further in Note 11, Warrants, the preferred stock warrant liability was estimated using assumptions related to the remaining contractual term of the warrants, the risk-free interest rate and volatility of comparable public companies over the remaining term, and the fair value of underlying shares. The significant unobservable inputs used in the fair value measurement of the preferred stock warrant liability were the fair value of the underlying stock at the valuation date and the estimated term of the warrants. The value from the Black-Scholes calculation reflects the value in an initial public offering scenario with the contractual term of the warrants, which was weighted by management’s estimated probability of a potential initial public offering at the applicable valuation date. The value from the option pricing model reflects the value in an alternative exit scenario at which point the warrants were expected to be exercised. Generally, increases or decreases in the fair value of the underlying stock and estimated term would result in a directionally similar impact to the fair value measurement. In November 2021, immediately prior to the completion of the IPO and pursuant to the terms of the convertible preferred stock warrants, there was an automatic exchange of the outstanding convertible preferred stock warrants for shares of Class B common stock on an one-to-one basis. As a result, the final remeasurement date of the preferred stock warrant liability was on November 3, 2021, and the preferred stock warrant liability was reclassified to additional paid-in capital. As of December 31, 2022 and 2021, there was no preferred stock warrant liability remaining on our consolidated balance sheets; therefore, there was no impact to other income (expense) for the year ended December 31, 2022. The following table summarizes, for assets and liabilities measured at fair value, the respective fair value and classification by level of input within the fair value hierarchy as of December 31, 2022. We had no liabilities measured at fair value as of December 31, 2022: December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 82,000 $ — $ — $ 82,000 $ 82,000 $ — $ — $ 82,000 The following table presents a summary of the changes in fair value of our Level 3 liabilities for the years ended December 31, 2021, and 2020: (in thousands) Warrants Balance at December 31, 2020 $ 5,845 Increase in fair value included in other expense as of the November 3, 2021 valuation date 10,624 Settlement of liability upon IPO and reclassification to additional paid-in capital $ (16,469) Balance at December 31, 2021 $ — Items Measured at Fair Value on a non-recurring basis Equity Investments —Our equity investments in NFW and Noho ESG represent non-marketable equity securities in privately held companies that do not have a readily determinable fair value and are accounted for under the measurement alternative in ASC 321. The investments are accounted for at cost and adjusted based on observable price changes from orderly transactions for identical or similar investments of the same issuer or impairment. During the year ended December 31, 2022 and 2021, there were no observable price changes or impairments. As of December 31, 2022 and 2021, the carrying value of our investments was $2.3 million. |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt On February 20, 2019, we entered into a credit agreement with JPMorgan Chase Bank, N.A (the “Credit Agreement”). The Credit Agreement is an asset-based loan with a revolving line of credit of up to $40.0 million and an optional accordion, which, if exercised, would allow the Company to increase the aggregate commitment by up to $35.0 million, subject to obtaining additional lender commitments and satisfying certain conditions. Pursuant to the terms of the revolving credit facility, we may reduce the total amount available for borrowing under such facility, subject to certain conditions. The Credit Agreement has a maturity date of February 20, 2024. The Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants applicable to us and our subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, dividends and other distributions and a financial covenant that requires the Company to maintain a specified minimum fixed charge coverage ratio. In addition, the Credit Agreement contains certain customary events of default including, but not limited to, failure to pay interest, principal and fees or other amounts when due, material misrepresentations or misstatements in any representation or warranty, covenant defaults, certain cross defaults to other material indebtedness, certain judgment defaults and events of bankruptcy. As of December 31, 2022, borrowings under our revolving credit facility use the London Interbank Offered Rate (“LIBOR”), as a reference rate. Interest on borrowings under the revolving credit facility accrues at a variable rate equal to (i) the one-month LIBOR (adjusted LIBOR Rate for a one month interest period on a given day) plus 2.50%, plus (ii) a specified spread of 1.25% or 1.5% dependent on the average quarterly loan balance, calculated on the last day of each fiscal quarter being less than $32.0 million or greater than or equal to $32.0 million, respectively. The commitment fee under the Credit Agreement is 0.20% per annum on the average daily unused portion of each lender’s commitment. In addition, we are required to pay a fronting fee of 0.125% per annum on the average daily aggregate face amount of issued and outstanding letters of credit. Interest, commitment fees and fronting fees are payable monthly, in arrears. In March 2023, prior to the filing of our 2022 Form 10-K, we amended our Credit Agreement to replace the LIBOR reference rate with the Term Secured Overnight Financing Rate (“SOFR”). Refer to Note 19, Subsequent Events, for further details. During 2020, we drew down $14.0 million from the line of credit and fully repaid the principal and associated interest and fees during the year. As of December 31, 2022 and 2021, there were no amounts outstanding under the Credit Agreement. |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity As of December 31, 2022 and December 31, 2021, we were authorized to issue 2,220,000,000 shares of capital stock, comprised of 2,000,000,000 shares of Class A common stock, 200,000,000 shares of Class B common stock, and 20,000,000 shares of preferred stock. All classes of our stock as of December 31, 2022 and 2021 have a par value of $0.0001. In September 2021, prior to the completion of the IPO, we filed our Eighth Amended and Restated Certificate of Incorporation and implemented a dual class common stock structure where all existing shares of common stock were reclassified into Class B common stock on a one-to-one basis. We also authorized a new class of common stock, the Class A common stock. Authorized capital stock was 2,275,812,755 shares, of which 2,000,000,000 shares was Class A common stock, 200,000,000 shares was Class B common stock, and 75,812,755 shares was preferred stock. The common stock and the preferred stock each had a par value of $0.0001 per share. In November 2021, in connection with the completion of the IPO, we filed our Ninth Amended and Restated Certificate of Incorporation, which authorized a total of 2,000,000,000 shares of Class A common stock, 200,000,000 shares of Class B common stock, and 20,000,000 shares of preferred stock. The common stock and the preferred stock each have a par value of $0.0001 per share. Preferred stock In November 2021, immediately prior to the completion of the IPO, all 70,990,919 shares of convertible preferred stock converted into an equivalent number of shares of Class B common stock and the Company reclassified $204.0 million of convertible preferred stock to additional paid-in-capital. As of December 31, 2022, there were no shares of convertible preferred stock issued and outstanding. Common Stock As of December 31, 2022 and 2021, the Company had two classes of common stock: Class A common stock and Class B common stock. Each class had a par value of $0.0001. Voting —Holders of Class A common stock are entitled to one vote per share on all matters to be voted upon by the stockholders, and holders of Class B common stock are entitled to 10 votes per share on all matters to be voted upon by the stockholders. The holders of our Class A common stock and Class B common stock generally vote together as a single class on all matters submitted to a vote of our stockholders, unless otherwise required by Delaware law or our amended and restated certificate of incorporation. Delaware law could require either holders of our Class A common stock or Class B common stock to vote separately as a single class in the following circumstances: (i) if we were to seek to amend our amended and restated certificate of incorporation to increase or decrease the number of authorized shares of a class of our capital stock, then that class would be required to vote separately to approve the proposed amendment; (ii) if we were to seek to amend our amended and restated certificate of incorporation to increase or decrease the par value of a class of our capital stock, then that class would be required to vote separately to approve the proposed amendment; and (iii) if we were to seek to amend our amended and restated certificate of incorporation in a manner that alters or changes the powers, preferences or special rights of a class of our capital stock in a manner that affected its holders adversely, then that class would be required to vote separately to approve the proposed amendment. As a result, in these limited instances, the holders of a majority of the Class A common stock could defeat an amendment to our amended and restated certificate of incorporation. Our amended and restated certificate of incorporation does not provide for cumulative voting for the election of directors. Dividends —Holders of Class A common stock and Class B common stock are entitled to ratably receive dividends if, as and when declared from time to time by our board of directors at its own discretion out of funds legally available for that purpose, after payment of dividends required to be paid on outstanding preferred stock, if any. Under Delaware law, we can only pay dividends either out of “surplus” or out of the current or the immediately preceding year’s net profits. Surplus is defined as the excess, if any, at any given time, of the total assets of a corporation over its total liabilities and statutory capital. The value of a corporation’s assets can be measured in a number of ways and may not necessarily equal their book value. Right to Receive Liquidation Distributions —Upon our dissolution, liquidation, or winding-up, the assets legally available for distribution to our stockholders are distributable ratably among the holders of our Class A common stock and Class B common stock, subject to prior satisfaction of all outstanding debt and liabilities and the preferential rights and payment of liquidation preferences, if any, on any outstanding shares of preferred stock. Conversion —Each share of our Class B common stock is convertible at any time at the option of the holder into one share of our Class A common stock. Each share of our Class B common stock will convert automatically into one share of our Class A common stock upon any transfer, whether or not for value, except for (i) certain permitted transfers to entities, to the extent the transferor retains sole dispositive power and exclusive voting control with respect to the shares of Class B common stock, and (ii) certain other permitted transfers described in our amended and restated certificate of incorporation. In addition, if held by a natural person (including a natural person serving in a sole trustee capacity), each share of our Class B common stock will convert automatically into one share of our Class A common stock upon the death or incapacity of such natural person as described in our amended and restated certificate of incorporation. All outstanding shares of our Class B common stock will convert automatically into an equivalent number of shares of our Class A common stock upon the final conversion date, defined as the later of (a) the last trading day of the fiscal quarter immediately following the tenth anniversary of November 5, 2021 and (b) the date fixed by our board of directors that is no less than 61 days and no more than 180 days following the date on which the outstanding shares of Class B common stock first represent less than 10% of the aggregate number of the then outstanding shares of Class A common stock and Class B common stock (except if the final conversion date determined according to (a) or (b) would otherwise occur on or after the record date of any meeting of stockholders and before or at the time the vote at such meeting is taken, then the final conversion date shall instead be the last trading day of the fiscal quarter during which such vote was taken). Other Matters —The Class A common stock and Class B common stock have no preemptive rights pursuant to the terms of our amended and restated certificate of incorporation and our amended and restated bylaws. There are no redemption or sinking fund provisions applicable to the Class A common stock and Class B common stock. All outstanding shares of our Class A common stock are fully paid and non-assessable. Shares of common stock reserved for future issuance as of December 31, 2022 and 2021 consist of the following: December 31, December 31, Shares reserved for convertible preferred stock outstanding — — 2015 Equity Incentive Plan: Options issued and outstanding 12,700,367 16,181,331 Shares available for future option grants — — 2021 Equity Incentive Plan: Options issued and outstanding 2,687,819 189,342 Shares available for future option grants 13,236,891 14,306,487 RSUs outstanding 4,788,964 160,227 PSUs outstanding 787,660 — 2021 Employee Stock Purchase Plan: Shares available for future grants 4,091,248 2,932,232 Total shares of common stock reserved for future issuance 38,292,949 33,769,619 Upon the completion of the IPO on November 5, 2021, our board of directors may, without further action by our stockholders, fix the rights, preferences, privileges, and restrictions of up to an aggregate of 20,000,000 shares of preferred stock in one or more series and authorize their issuance. The voting, dividend, and liquidation rights of the holders of common stock are subject to and qualified by the rights, powers, and preferences of the holders of preferred stock. As of |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2022 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | Warrants Preferred Stock Warrants In connection with a 2015 agreement with Venture Lending and Leasing VII and Venture Lending and Leasing VIII (the “VLL Agreement”), we issued warrants to purchase 1,104,560 shares of our Preferred Stock at an exercise price of $0.10 that expire on September 30, 2026 with an initial fair value of $0.8 million. The preferred stock warrants contained a down round and anti-dilution adjustment provision on the exercise price. We would have recognized, on a prospective basis, the value of the effect of the down round feature in the warrant when it was triggered (i.e., when the exercise price is adjusted downward). This value is measured as the difference between (1) the financial instrument’s fair value (without the down round feature) using the pre-trigger exercise price and (2) the financial instrument’s fair value (with the down round feature) using the reduced exercise price. The value of the effect of the down round feature would have been reflected in the change in fair value of the warrant liability. The preferred stock warrants could have been exercised in whole or in part at any time and included a cashless exercise option which would have allowed the holder to receive fewer shares of stock in exchange for the warrants rather than paying cash to exercise. The preferred stock warrants could have been exercised for either Series Seed Preferred Stock or Series A Preferred Stock. The preferred stock warrants were classified as a liability and initially recorded at fair value upon entering the VLL Agreement. It was subsequently remeasured to fair value at each reporting date and the changes in the fair value of the warrant liability are recognized in other expense in the consolidated statements of operations and comprehensive loss. In November 2021, immediately prior to the completion of the IPO and per the terms of the preferred stock warrant agreement, the convertible preferred stock warrants then outstanding were automatically exchanged for 1,104,560 shares of Class B common stock on a one-to-one basis and the Company reclassified the preferred stock warrant liability to additional paid-in capital upon the conversion. As the preferred stock warrants were exchanged for Class B common stock on November 3, 2021, the final remeasurement date of the liability was on November 3, 2021. Therefore, as of December 31, 2022, no preferred stock warrants were outstanding and no preferred stock warrant liability was recorded on our consolidated balance sheet. Common Stock Warrants Through 2019, we issued warrants to purchase common stock to various third parties. We determined the fair value of these warrants using the Black-Scholes option pricing model. Following is a summary of the terms of the warrants and warrant activity as well as warrants outstanding at December 31, 2022: Date of issuance October 2015/ March 2016 October 1, 2016 July 2018 - Allotment 1 July 2018 - Allotment 2 Number of warrants 2,103,930 157,580 122,735 184,100 Exercise Price $ 0.10 $ 0.07 $ 1.28 $ 1.28 Status Vested Vested Vested Partially vested Expiration October 2024 October 2026 July 2028 July 2028 Date of issuance October 2015/ March 2016 October 2016 July 2018 Outstanding at December 31, 2020 717,225 157,580 306,835 Exercised 2021 717,225.00 157,580.00 276,151.00 Outstanding at December 31, 2021 — — 30,684 Exercised 2022 — — 30,684 Outstanding at December 31, 2022 — — — Fair value at December 31, 2022 (in thousands) $ — $ — $ — 2018 Common Stock Warrants —In July 2018, we issued 122,735 warrants to purchase common stock to a third party with an exercise price of $1.28 per share. Fifty percent of the warrants vested immediately upon issuance and the remainder of the warrants vest ratably over 24 months. An additional 184,100 warrants to purchase common stock were also issued in July 2018 to the same third-party with an exercise price of $1.28 per share, and vested ratably over 36 months, beginning when services were first rendered in 2019. In accordance with the agreement, expenses are recognized in the period services are received. We recorded $1.0 million, $1.5 million, and $0.2 million in common stock warrant expense for the years ended December 31, 2022, 2021, and 2020, respectively. |
Stock Transactions
Stock Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stock Transactions | Stock Transactions On September 5, 2018, we received a promissory note from an employee in consideration for the early exercise of 825,000 shares of common stock options. In June 2020, the employee resigned from the company and the promissory note was amended and restated to reflect the loan amount related to the vested shares, and the cancellation of indebtedness and our repurchase of the employee’s unvested shares. The promissory note is secured by the underlying shares of common stock and bears interest at the lesser of 2.86% per annum or the maximum rate permissible by law (which under the laws of the State of California shall be deemed to be the laws relating to permissible rates of interest on commercial loans). During the third quarter of 2022, the promissory note was paid in full, including all accrued interest. The repayment of $0.5 million was recognized within additional paid-in capital in stockholder’s equity on the consolidated balance sheet. The associated shares are legally outstanding and were historically included in shares of common stock outstanding in the condensed consolidated financial statements but were historically excluded from our net loss per share calculations, as these shares of common stock were considered unvested until the underlying promissory notes were repaid. After repayment of the loan, the vested shares are now considered outstanding for purposes of our net loss per share calculations. On November 19, 2018, we received a promissory note from an employee in consideration for the early exercise of 220,000 shares of common stock options. The promissory note is secured by the underlying shares of common stock and bears interest at 2.86% per annum. As of December 31, 2022, the promissory note was outstanding. Since the notes are limited recourse notes, the note receivables are not reflected in our consolidated balance sheets as of December 31, 2022 and 2021. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2015 Equity Incentive Plan In 2015, we adopted the 2015 Equity Incentive Plan (the “2015 Plan”) that authorized the granting of options for shares of common stock. Our 2015 Plan provided for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit (“RSU”) awards, and other stock awards. The 2015 Plan was terminated in connection with the adoption of the 2021 Equity Incentive Plan (the “2021 Plan”) in November 2021 in connection with the IPO, and we will not grant any additional awards under the 2015 Plan. However, the 2015 Plan will continue to govern the terms and conditions of the outstanding awards previously granted thereunder. 2021 Equity Incentive Plan In September 2021, our board of directors adopted, and our stockholders approved, the 2021 Plan, which became effective in connection with the IPO in November 2021. The 2021 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, RSU awards, performance awards, and other forms of equity compensation. The number of shares of our Class A common stock reserved for issuance under the 2021 Plan will automatically increase on January 1 of each year for a period of 10 years, beginning on January 1, 2022 and continuing through (and including) January 1, 2031, in an amount equal to 4% of the total number of share of our common stock (both Class A and Class B) outstanding on December 31 of the immediately preceding year, except that, before the date of any such increase, our board of directors may determine that the increase for such year will be the lesser number of shares. Additionally, to the extent that any stock options outstanding under the 2015 Plan expire, terminate prior to exercise, are not issued because the award is settled in cash, are forfeited because of the failure to vest, or are reacquired or withheld (or not issued) to satisfy a tax withholding obligation or the purchase or exercise price, if any, the shares of Class B common stock reserved for issuance pursuant to such equity awards will become available for issuance as shares of Class A common stock under the 2021 Plan. The maximum number of shares of our Class A common stock that may be issued on the exercise of incentive stock options under the 2021 Plan will be 100,000,000 shares. 2021 Employee Stock Purchase Plan In September 2021, our board of directors adopted, and our stockholders approved, the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective in connection with the IPO in November 2021. The 2021 ESPP authorizes the issuance of shares of Class A common stock pursuant to purchase rights granted to employees. A total of 4,091,248 shares of the Company’s Class A common stock have been reserved for future issuance under the 2021 ESPP as of December 31, 2022. The number of shares of our Class A common stock reserved for issuance will automatically increase on January 1 of each year for a period of 10 years, beginning on January 1, 2022 and continuing through (and including) January 1, 2031, by the lesser of (1) 1% of the total number of shares of our common stock (both Class A and Class B) outstanding on December 31 of the immediately preceding year and (2) 2,850,000 shares, except that, before the date of any such increase, our board of directors may determine that such increase will be less than the amount set forth in clauses (1) and (2). The price at which Class A common stock is purchased under the 2021 ESPP is equal to 85% of the fair market value of a share of the Company’s Class A common stock on the first day of the offering period or the date of purchase, whichever is lower. Offering periods are six months long and begin on November 3 and May 3 of each year. The initial offering period began on November 3, 2021. Stock Options A summary of the status of the 2015 Plan and the 2021 Plan as of December 31, 2022 and 2021, and changes during the periods then ended is presented below: Options Outstanding Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2021 16,370,673 $ 4.23 7.70 $ 177,593 Granted 2,573,789 4.47 Exercised (1,743,005) 1.47 9,569 Forfeited (1,402,464) 4.94 Cancelled (410,807) 4.51 Outstanding at December 31, 2022 15,388,186 $ 3.71 6.43 $ 6,101 Vested and exercisable at December 31, 2022 9,350,663 3.25 5.17 6,101 For the years ended December 31, 2022, 2021, and 2020, the aggregate intrinsic value of stock options exercised under both equity incentive plans was $9.6 million, $34.0 million, and $1.7 million, respectively. Aggregate intrinsic value represents the difference between the exercise price of the options and the fair value of our common stock as of the reporting date. The weighted-average fair value of options granted during the years ended December 31, 2022, 2021, and 2020 was $2.57, $4.42, and $4.80 per share, respectively. We calculated the fair value of each option using an expected volatility over the expected life of the option, which was estimated using the average volatility of comparable publicly traded companies. The expected life of options granted is based on the simplified method to estimate the expected life of the stock options, giving consideration to the contractual terms and vesting schedules. The following weighted average assumptions were used for issuances during the years ended December 31, 2022, 2021, and 2020, for employees and non-employees: December 31, December 31, December 31, Risk-free interest rate 2.90 % 0.98 % 0.97 % Dividend yield — — — Volatility 46.87 % 51.43 % 49.49 % Expected lives (in years) 5.9 6.1 6.0 Option Repricing —In May 2022, the compensation and leadership management committee of our board of directors approved a repricing of certain stock options held by employees (the “Repricing”), whereby certain previously granted and still outstanding vested and unvested stock options were repriced on a one-for-one basis to $4.39 per share, which represented the closing market price of our Class A common stock on May 20, 2022 (the “Repricing Date”). No other terms of the repriced stock options were modified, and the repriced stock options will continue to vest according to their original vesting schedules and will retain their original expiration dates. As a result of the Repricing, vested and unvested stock options outstanding as of the Repricing Date, with original exercise prices ranging from $4.70 to $14.45, were repriced. The repricing resulted in one-time incremental stock-based compensation expense of $1.6 million, of which $0.1 million was related to vested stock options and was recognized on the Repricing Date in the second quarter of 2022, and $1.5 million was related to unvested stock options, which is recognized on a straight-line basis over the remaining requisite service period of the repriced stock options. 2021 ESPP The following table summarizes the weighted-average assumptions used in estimating the fair value of the 2021 ESPP grants for the following offering periods, using the Black Scholes option-pricing model: Offering Period - November 3, Offering Period - May 3, Offering Period - Risk-free interest rate 4.44 % 2.97 % 1.63 % Dividend yield — — — Volatility 43.42 % 47.15 % 63.00 % Expected lives (in years) 0.5 0.5 0.5 RSUs After completion of the IPO in November 2021, the Company began granting RSUs to certain employees. The RSUs granted had service-based vesting conditions. The service-based vesting condition for these awards is typically satisfied over four years, with a cliff vesting period of one year and continued vesting quarterly thereafter. The service-based vesting condition for refresh grants of RSUs to existing employees is typically satisfied over three years with vesting occurring quarterly, subject to the employees’ continued service to us. RSUs and the related stock-based compensation are recognized on a straight-line basis over the requisite service period. RSU activity during the year ended December 31, 2022 was as follows: Number of Shares Weighted-Average Grant Date Fair Value per Share Unvested at December 31, 2021 160,227 $ 22.33 Granted 6,231,236 4.65 Vested (770,791) 5.79 Forfeited (831,708) 5.74 Unvested at December 31, 2022 4,788,964 $ 4.86 Performance Stock Units In May 2022, we granted a target amount of 0.8 million RSUs with market-based and service-based vesting conditions (“PSUs”) to certain executives. The market vesting criteria is based on achievement of certain total shareholder return (“TSR”) results relative to the S&P Total Market Consumer Discretionary Index (the “Index”) during a one-year, two-year, and three-year performance period, respectively, beginning on June 1, 2022, and ending on May 31, 2025. The market condition allows for a range of vesting from 0% to 150% of the target amount, depending on the relative TSR achieved by us against the Index. In addition to the market condition, these PSUs are subject to the continuing service of the executives and vest in three equal annual installments. The fair value of PSUs is measured on the grant date using a Monte Carlo simulation model. Each of the three performance periods is considered an individual tranche of the award (referred to as "Tranche 1," "Tranche 2" and "Tranche 3," respectively). Number of Shares Grant Date Fair Value per Share Requisite Service Period Tranche 1 262,553 $ 4.77 June 1, 2022 - May 31, 2023 Tranche 2 262,553 $ 5.16 June 1, 2022 - May 31, 2024 Tranche 3 262,554 $ 5.41 June 1, 2022 - May 31, 2025 The total grant date fair value of the awards was determined to be $4.0 million, with each tranche of the awards representing $1.3 million, $1.4 million, and $1.4 million of the total expense, respectively. Stock-based compensation expense related to PSUs is recognized on a straight-line basis over their requisite service periods, regardless of whether the market condition is ultimately satisfied. Stock-based compensation expense is not reversed if the achievement of the market condition does not occur. We recognized stock-based compensation expense of $1.4 million as of December 31, 2022 as selling, general and administrative expense in the condensed consolidated statements of operations and comprehensive loss related to these awards. We recognized no stock-based compensation expense for these awards prior to May 2022. PSU activity for the year ended December 31, 2022 was as follows: Target Number of Shares Weighted-Average Grant Date Fair Value per Share Unvested at December 31, 2021 — $ — Granted 787,660 5.11 Vested — — Forfeited — — Unvested at December 31, 2022 787,660 $ 5.11 Stock-based Compensation Expense Stock-based compensation expense, included in selling, general, and administrative expense in the consolidated statements of operations and comprehensive loss, for the years ended December 31, 2022, 2021, and 2020, was comprised of the following: (in thousands) December 31, December 31, December 31, Stock-based compensation, gross of amounts capitalized $ 20,231 $ 9,744 $ 6,594 Capitalized stock-based compensation (1,200) — — Total stock-based compensation, net of amounts capitalized $ 19,031 $ 9,744 $ 6,594 As of December 31, 2022, there was approximately $17.4 million of total unrecognized compensation cost related to outstanding unvested stock options under both equity incentive plans. The remaining unrecognized compensation cost is expected to be recognized over the weighted-average remaining vesting period of approximately 2.34 years. As of December 31, 2022, there was approximately $21.2 million of total unrecognized compensation cost related to outstanding unvested RSUs under the 2021 Plan. The remaining unrecognized compensation cost is expected to be recognized over the weighted-average remaining vesting period of approximately 2.66 years. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of loss before provision for income taxes are as follows for the years ended December 31, 2022, 2021, and 2020: (in thousands) December 31, December 31, December 31, Loss before provision for income taxes United States $ (97,277) $ (45,527) $ (29,889) Foreign (2,850) 967 (84) $ (100,127) $ (44,560) $ (29,973) Our total (provision) benefit for income taxes consists of the following for the years ended December 31, 2022, 2021, and 2020: (in thousands) December 31, December 31, December 31, Current: Federal $ — $ (185) $ 4,024 State (195) 19 (48) Foreign (1,931) (392) (217) (2,125) (558) 3,759 Deferred Federal 75 (75) — State — — — Foreign 823 (177) 354 898 (252) 354 $ (1,227) $ (810) $ 4,113 The reconciliation of our effective tax rate to the statutory federal rate of 21% for the years ended December 31, 2022, 2021, and 2020, is as follows: (in thousands) December 31, December 31, December 31, Income tax benefit at statutory rate (21.00) % (21.00) % (21.00) % State income taxes-net of federal provision (benefit) (4.38) % (5.84) % (3.77) % Foreign rate differential 0.32 % 0.10 % 0.22 % Stock-based compensation 1.78 % (1.77) % 3.83 % Warrant fair value adjustment — % 5.01 % (0.52) % Charitable contribution (0.15) % (0.06) % (0.43) % Return to provision and other (0.10) % 1.67 % (0.14) % Benefits provided by the CARES Act — % (0.02) % (6.22) % Uncertain tax positions 0.26 % 0.66 % 1.16 % Tax credits (1.03) % (2.64) % (6.93) % Other 0.76 % 0.39 % — % Valuation allowance 24.77 % 25.33 % 20.08 % 1.23 % 1.83 % (13.72) % Significant components of our net deferred tax assets as of December 31, 2022 and 2021, which are included in other assets in the consolidated balance sheets, are as follows: (in thousands) December 31, December 31, Deferred tax asset: Inventory $ 2,956 $ 2,792 Deferred rent — 2,339 Accruals 732 1,237 Stock-based compensation 2,837 1,032 Net operating loss carryforwards 20,126 9,403 R&D credits 4,284 3,246 Charitable contributions 2,932 2,492 Intangibles 697 1,473 Deferred revenue 974 831 Advertising 1,533 971 Intercompany payable 552 552 Lease liability 23,511 — Section 174 capitalized costs 6,721 — Other 755 519 Total gross deferred tax assets 68,610 26,887 Less: valuation allowance (45,745) (21,607) Total deferred tax assets 22,865 5,280 Deferred tax liabilities: Prepaid expenses (118) (88) Depreciation (1,694) (5,089) Right-of-use assets (20,052) — Total deferred tax liabilities (21,864) (5,177) Net deferred tax assets $ 1,001 $ 103 We record deferred income taxes using enacted tax laws and rates for the years in which the taxes are expected to be paid. Deferred income tax assets and liabilities are recorded based on the differences between the financial reporting and income tax bases of assets and liabilities. Because we have a recent history of pre-tax book losses and are expected to be in pre-tax book loss in the immediate future, both of which are considered significant negative evidence, the deferred tax assets in the United States and certain foreign jurisdictions have been reduced by a valuation allowance to an amount that is more likely than not to be realized. The United States federal tax rules generally provide for a 100% deduction for dividends received from foreign subsidiaries. Nevertheless, companies must still apply the guidance of ASC 740 to account for the tax consequences of outside basis differences and other tax impacts of their investments in foreign subsidiaries, including potential state income tax and foreign withholding taxes on distributions. We consider all of the undistributed earnings of our foreign subsidiaries to be indefinitely reinvested and, as a result, no liability for U.S. federal and state income taxes nor foreign withholding taxes has been provided. If we were to repatriate the undistributed earnings of our foreign subsidiaries of approximately $2.4 million back to the U.S., the impact to the consolidated financial statements would not be material. A tabular reconciliation of the total amounts of unrecognized tax benefits for the year presented is as follows: (in thousands) December 31, December 31, December 31, Unrecognized tax benefits - at beginning of year $ 1,265 $ 691 $ 417 Increases in balances related to tax positions taken in prior years 175 23 — Decreases in balances related to tax positions taken in prior years (70) (63) (13) Increases in balances related to tax positions taken in current year 264 614 287 Unrecognized tax benefits - at end of year $ 1,634 $ 1,265 $ 691 We follow the guidance for accounting for uncertainty in income taxes in accordance with FASB ASC 740, which clarifies uncertainty in income taxes recognized in an enterprise’s financial statements. The standard also prescribes a recognition threshold and measurement standard for the financial statement recognition and measurement of an income tax position taken, or expected to be taken, in an income tax return. Only tax positions that meet the more likely than not recognition threshold may be recognized. In addition, the standard provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, and disclosure. As of December 31, 2022, 2021, and 2020, the balance of unrecognized tax benefits of $1.6 million, $1.3 million, and $0.7 million, respectively, relate to tax credits that, if recognized, would be in the form of a carryforward which is expected to require a full valuation allowance based on present circumstances. Therefore, these unrecognized tax benefits would not have an effect on the effective tax rate. The unrecognized tax benefits are not expected to materially change in the next twelve months. The total amounts of interest and penalties recognized for the years ended December 31, 2022, 2021, and 2020 were not material. Our tax years for 2016 through 2022 are still subject to examination by the tax authorities. At December 31, 2022, we had income tax net operating loss carryforwards for our U.S. federal, state, and foreign operations of approximately $71.4 million, $72.8 million, and $4.5 million respectively. At December 31, 2021, we had income tax net operating loss carryforwards for our U.S. federal, state, and foreign operations of approximately $33.8 million, $27.9 million, and $2.8 million, respectively. The federal tax loss carryforwards do not expire. The state and foreign tax loss carryforwards will begin to expire in 2031 and 2026, respectively. At December 31, 2022, we had federal and state research and development credit carryforwards of $3.6 million and $2.7 million, respectively. The federal tax credit carryforwards will begin to expire in 2035. The state tax credit carryforwards do not expire. Utilization of some of the federal and state NOL and credit carryforwards are subject to annual limitations due to the “change in ownership” provisions of the IRC and similar state provisions. We do not anticipate these limitations, if any, will significantly impact our ability to utilize the NOLs and tax credit carryforwards. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Commitments On December 15, 2022, we renewed our supplier agreement with Braskem S.A., a Brazilian petrochemical company. The contract requires us, through our manufacturers, to commit to purchase a minimum amount of material per year until 2027. We purchased approximately $4.4 million in material in 2022. The table below shows the minimum purchase amounts per year: (in thousands) Braskem S.A. Fiscal year ended December 31, 2023 $ 2,260 2024 3,171 2025 3,624 2026 4,077 2027 4,530 Total minimum purchase commitments $ 17,662 Contingencies We are subject to various claims and legal proceedings that arise in the ordinary course of our business activities. Although the outcome of any legal proceedings cannot be predicted with certainty, for the years ended December 31, 2022, 2021, and 2020, our ultimate liability, if any, is not expected to have a material effect on our financial position or operations. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases We lease various office and retail spaces under non-cancelable operating leases with various expiration dates through fiscal 2033, certain of which contain renewal provisions. These renewal provisions are not reasonably certain to be exercised and therefore are not factored into the determination of lease payments. We have no lease agreements that are classified as finance leases. The components of lease costs, recognized as selling, general, and administrative expense in the consolidated statements of operations and comprehensive loss, along with the weighted-average lease term and weighted-average discount rate for operating leases, are as follows: (in thousands, except for lease term and discount rate) December 31, Operating lease costs $ 16,508 Variable lease costs 759 Short-term lease costs 596 Sublease income (6) Total lease costs $ 17,857 Weighted-average remaining lease term (in years) 7.29 Weighted-average discount rate 4.39 % Supplemental cash flow information related to operating leases are as follows: (in thousands) December 31, Cash paid for amounts included in the measurement of operating lease liabilities $ 14,657 Operating lease liabilities arising from obtaining right-of-use assets 34,492 Future minimum lease payments under non-cancelable operating leases with initial lease terms in excess of one year, included in our lease liabilities as of December 31, 2022, are as follows: (in thousands) Operating Leases (1) Fiscal year ended December 31, 2023 $ 14,120 2024 18,196 2025 17,315 2026 15,799 2027 and after 60,253 Total undiscounted operating lease payments $ 125,683 Less: imputed discount (19,848) Total operating lease liabilities $ 105,835 ________________ (1) 2023 amounts as shown above are net of cash inflows for tenant improvement allowances expected to be received during the year. Operating lease payments exclude legally binding minimum lease payments related to executed leases for which we have not yet taken possession of the leased premises. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share We compute net loss per share using the two-class method required for participating securities and multiple classes of common stock. The two-class method requires net income or loss be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income or loss for the period had been distributed. The rights, including the liquidation and dividend rights and sharing of losses of the Class A common stock and Class B common stock are identical, other than voting, transfer, and conversion rights. As the liquidation and dividend rights and sharing of losses are identical, the undistributed earnings are allocated on a proportionate basis and the resulting net loss per share attributed to common stockholders will, therefore, be the same for both Class A and Class B common stock on an individual or combined basis. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: (in thousands, except share and per share data) December 31, December 31, December 31, Numerator: Net loss attributable to common stockholders $ (101,354) $ (45,370) $ (25,860) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 148,754,428 69,308,930 53,005,424 Net loss per share attributable to common stockholders, basic and diluted $ (0.68) $ (0.65) $ (0.49) The following shares of preferred stock and common stock were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented, because including them would have been antidilutive: December 31, December 31, December 31, Outstanding stock options 15,388,186 16,370,673 15,611,571 Convertible preferred stock — — 70,990,919 Convertible preferred stock warrants — — 1,104,560 Common stock warrants — 30,684 1,181,640 2021 ESPP 773 946 — RSUs 4,788,964 160,227 — PSUs 787,660 — — Total anti-dilutive securities 20,965,583 16,562,530 88,888,690 |
Benefit Plan
Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Benefit Plan | Benefit PlanWe sponsor a 401(k) defined contribution plan covering eligible employees who elect to participate. We are allowed to make discretionary profit sharing and matching contributions as defined in the plan and as approved by our board of directors. No discretionary profit-sharing contributions were made for the years ended December 31, 2022, 2021, and 2020. We made $1.4 million, $1.3 million, and $1.1 million in matching contributions for the years ended December 31, 2022, 2021, and 2020, respectively. We have no intention to terminate the plan. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsIn March 2023, prior to the filing of our 2022 Form 10-K, we amended our Credit Agreement to replace the LIBOR reference rate with the Term Secured Overnight Financing Rate (“SOFR”). As amended, interest on borrowings under the revolving credit facility accrues at a variable rate equal to (i) SOFR, plus (ii) 0.10%, plus (iii) a specified spread of 1.25% or 1.50% dependent on the average quarterly revolver availability, calculated on the last day of each fiscal quarter being greater than 20% of the total revolver commitments or less than or equal to 20% of the total revolver commitments, respectively. There were no other material changes to the Credit Agreement as a result of the amendment. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation — |
Principles of Consolidation | Principles of Consolidation —The consolidated financial statements include the accounts of Allbirds, Inc. and our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. |
Segments | Segments — Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by our chief operating decision maker (“CODM”), in deciding how to allocate resources to an individual segment and in assessing performance. Our CODMs are the co-Chief Executive Officers. We operate in one operating segment and one reportable segment, as the CODMs review financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. |
Foreign Currency Transactions | Foreign Currency Transactions —Our reporting currency is the U.S. dollar. The functional currency for each subsidiary included in these consolidated financial statements that is domiciled outside of the United States is generally the applicable local currency of that country or the U.S. dollar. The translation of foreign currencies into U.S. dollars is performed for assets and liabilities using current foreign currency exchange rates in effect at the balance sheet date and for revenues and expense accounts using average foreign currency exchange rates during the period. Capital accounts are translated at historical foreign currency exchange rates. Translation gains and losses are included in stockholders’ equity or deficit as a component of accumulated other comprehensive income or loss. Adjustments that arise from foreign currency exchange rate changes on transactions denominated in a currency other than the functional currency are included in other income or expense on the consolidated statements of operations and comprehensive loss. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash —We consider all highly liquid investments with an original maturity date of three months or less as cash equivalents. Cash and cash equivalents are comprised primarily of domestic and foreign bank accounts and money market funds. These cash and cash equivalents are valued based on Level 1 inputs, which consist of quoted prices in active markets. We place our cash and cash equivalents with several high credit quality financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. We have not experienced any losses in such accounts and periodically evaluate the credit worthiness of the financial institutions. Our foreign bank accounts are not subject to FDIC insurance. Restricted cash serves as collateral for a bond with the United States Customs and Border Protection (“CBP”), which allows us to take possession of our inventory before all formalities with the CBP are completed for imported products. Restricted cash is included in prepaid expenses and other current assets on the consolidated balance sheets. |
Accounts Receivable | Accounts Receivable —Accounts receivable consist primarily of amounts due from customers, which results from sales to customers including credit card deposits in transit at the balance sheet date, the majority of which are settled within two three |
Inventory | Inventory —Inventory consists of finished goods, stated at the lower of cost or net realizable value. We value our inventory using the weighted-average cost method and include product costs from our suppliers, freight, import duties and other landing costs. |
Property and Equipment | Property and Equipment —Property and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the respective assets, which are generally three Useful lives by major asset classes are below: Asset Class Estimated Useful Lives Computers and equipment 3 years Furniture and fixtures 3 years Machinery and equipment 5 years Internal-use software 3 years Leasehold improvements Shorter of lease term or estimated useful life |
Leases | Leases —We determine if an arrangement is or contains a lease at inception by evaluating various factors, including if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration and other facts and circumstances. Lease classification is determined at the lease commencement date. Right-of-use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease payments consist primarily of the fixed payments under the arrangement, less any lease incentives. Variable lease payments are expensed as incurred and include certain non-lease components, such as maintenance and other services provided by the lessor to the extent the charges are variable. We use an estimate of our incremental borrowing rate (“IBR”) based on the information available at the lease commencement date in determining the present value of lease payments, unless the implicit rate is readily determinable. The IBR is the company specific rate of interest that would have to be paid by us to borrow on a collateralized basis over a similar term of the lease in a similar economic environment as of the date of the lease. In determining the appropriate IBR, we consider various factors, including, but not limited to, the lease term, our credit rating, U.S Treasury rates, and the currency in which the arrangement is denominated. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We do not separate non-lease components from lease components for our leases. In addition, we do not recognize right-of-use assets and lease liabilities for short-term leases, which have a lease term of 12 months or less and do not include an option to purchase the underlying asset that we are reasonably certain to exercise. Lease cost for short-term leases is recognized on a straight-line basis over the lease term. Any impairment to the associated right-of-use assets is recognized in the period the impairment occurs and is recorded in the consolidated statements of operations and comprehensive loss. Operating leases are included in operating lease right-of-use assets, current lease liabilities, and noncurrent lease liabilities on the consolidated balance sheets. We did not have any finance leases for any periods presented. |
Capitalized Internal-Use Software | Capitalized Internal-Use Software —Costs of software developed for internal-use is accounted for in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 350-40, Internal-Use Software |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets —We evaluate the recoverability of property and equipment, operating lease right-of-use assets, and other long-lived assets, including identifiable intangible assets with definite lives, whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Long-lived assets are reviewed for recoverability at the lowest level in which there are identifiable cash flows (asset group). The asset group is typically at the country-level for store assets and the corporate-level for corporate assets. The carrying amount of a country asset group includes stores’ operating lease right-of-use assets and property and equipment, primarily leasehold improvements. Recoverability of assets held and used is measured by comparing the carrying amount of an asset or an asset group to the estimated undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset or asset group exceeds these estimated future cash flows, an impairment charge is recognized as the amount by which the carrying amount of the assets exceeds the fair value of the asset or asset group, based on estimated discounted net future cash flows. Assumptions used in these forecasts are consistent with internal planning, and include revenue growth rates, gross margins, and operating expense in relation to the current economic environment and our future expectations, competitive factors in its various markets, inflation, revenue trends and other relevant economic factors that may impact the asset group under evaluation. |
Restructuring | Restructuring —In the third quarter of 2022, we announced plans to streamline workflows and lower operating costs. As part of this effort, we reduced our global corporate workforce by terminating 24 individuals, representing approximately 8% of our global corporate workforce, resulting in severance and employee-related termination costs, including stock-based compensation, recognized as restructuring expense in the consolidated statements of operations and comprehensive loss. In addition, we vacated one of our corporate office leases in the United States and subleased the space to another lessee. |
Revenue Recognition and Cost of Revenue | Revenue Recognition —Our primary source of revenue is from sales of shoes and apparel products. We account for revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers , for all periods presented. We recognize revenue through the following steps: 1. identification of the contract, or contracts, with the customer; 2. identification of the performance obligations in the contract; 3. determination of the transaction price; 4. allocation of the transaction price to the performance obligations in the contract; and 5. recognition of revenue when, or as, we satisfy a performance obligation. Revenue transactions associated with the sale of our inventory comprise a single performance obligation which consists of the sale of products to customers through our direct to consumer or wholesale channels. Payment is due either at the time of purchase or within a timeframe specified in the contract, without significant financing components. The consideration received from customers is not variable. We satisfy the performance obligation and record revenues when transfer of control to the customer has occurred, based on the terms of sale. A customer is considered to have control once they are able to direct the use and receive substantially all of the benefits of the product. Control is transferred to wholesale customers upon shipment. Control transfers to retail store customers at the time of sale and to digital customers upon shipment. This transfer of control represents a single deliverable and revenue is recognized at a point in time. We account for shipping and handling fees charged to customers as revenue and we account for shipping and handling costs as fulfillment costs. We recognize the revenue and cost associated with shipping and handling at the time the products are shipped to the customer. Discounts provided to customers are accounted for as a reduction of revenue. Revenues are presented net of any taxes collected from customers and remitted to governmental authorities. We have two types of contract liabilities: (i) cash collections of purchases, which are included in deferred revenue and are recognized as revenue upon shipment; and (ii) unredeemed gift cards and merchandise credits, which are included in deferred revenue and recognized as revenue upon redemption. Gift cards sold to customers do not carry an expiration date and are recorded as deferred revenue until they are redeemed, at which point revenue is recognized. From historical experience, a majority of gift cards are redeemed within a 12-month period from the card issuance date. We record a reserve for estimated product returns, based upon historical return trends, in each reporting period as an offsetting decrease of net revenue, with an increase to our sales-refund reserve in accrued expenses. We have also recorded a related inventory returns receivable in prepaid expenses and other current assets, with an offsetting decrease to cost of revenue, as of December 31, 2022 and 2021 in the consolidated balance sheets. For the years ended December 31, 2022, 2021, and 2020, we recognized $4.2 million, $2.9 million, and $2.1 million respectively, of revenue that was deferred as of December 31, 2021, 2020, and 2019. As of December 31, 2022 and 2021, we had $0.4 million and $0.7 million, respectively, in cash collections of purchases via our digital channel which had not yet shipped, and $3.6 million and $3.5 million, respectively, in gift card liabilities included in deferred revenue in the consolidated balance sheets. The deferred revenue balance of $4.1 million at December 31, 2022 is expected to be recognized over the next 12 months. Cost of Revenue —Cost of revenue primarily consists of the cost of purchased inventory, inbound and outbound shipping costs, import duties, distribution center and related equipment costs, and inventory write-offs and write-downs. Shipping costs to receive products from our suppliers are included in the cost of inventory and recognized as cost of revenue upon sale of products to our customers. |
Selling, General and Administrative Expense | Selling, General, and Administrative Expense —Selling, general, and administrative expense consists of personnel and related expenses, including stock-based compensation, as well as third-party consulting and contractor expenses. It also includes fixed and variable lease costs, depreciation and amortization expense, software costs, third-party professional fees, payment processing fees, and other general expenses. |
Marketing Expense | Marketing Expense —Marketing expense consists of advertising costs and is expensed as incurred. |
Stock-Based Compensation | Stock-Based Compensation —Stock-based compensation expense related to stock awards, including stock options and restricted stock units (“RSUs”), and stock purchase rights granted under the 2021 Employee Stock Purchase Plan (“ESPP Rights”), is recognized based on the estimated fair value of the awards on the date of the grant. The fair value of each stock option award and ESPP Right is valued on the grant date using the Black-Scholes option pricing model. The fair value of each RSU is based on the estimated fair value of our common stock on the date of grant. Stock-based compensation is generally recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the respective award. Forfeitures are accounted for in the period in which they occur. The Black-Scholes option pricing model requires the input of highly subjective assumptions, including the fair value of the underlying common stock, the expected term of the option, the expected volatility of the price of our common stock, risk-free interest rates and the expected dividend yield of our common stock. The assumptions used to determine the fair value of the option awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. Prior to our IPO in November 2021 and the absence of a public trading market of our common stock, and in accordance with the American Institute of Certified Public Accountants Accounting and Valuation Guide, Valuation of Privately-Held Company Equity Securities Issued as Compensation, our board of directors exercised reasonable judgment and considered numerous and subjective factors to determine the best estimate of fair value of our common stock. In valuing our common stock, our board of directors determined the equity value of our business using various valuation methods, including the sale of preferred stock to unrelated third parties and combinations of income and market approaches, with input from management. In addition, we also considered any secondary transactions involving our capital stock. In our evaluation of those transactions, we considered the facts and circumstances of each transaction to determine the extent to which they represented a fair value exchange. Factors considered include transaction volume, timing, whether the transactions occurred among willing and unrelated parties, and whether the transactions involved investors with access to our financial information. |
Income Taxes | Income Taxes —We record deferred tax assets and liabilities based on differences between the book and tax bases of assets and liabilities. The deferred tax assets and liabilities are calculated by applying enacted tax rates and laws to taxable years in which such differences are expected to reverse. We determine whether a valuation allowance is necessary in accordance with the provisions of the FASB ASC 740, Income Taxes . We recognize the benefits from our deferred tax assets only when an analysis of both positive and negative factors indicate that it is more likely than not that the benefits will be realized. Our estimate of the potential outcome of any uncertain tax position is subject to our assessment of relevant risks, facts, and circumstances existing at that time. Obtaining new information, settlements with tax authorities and the expiration of statutes of limitations may cause adjustments in income tax expense in the period this occurs. |
Fair Value Measurements | Fair Value Measurements —FASB ASC 820, Fair Value Measurements , defines fair value, establishes a framework for measuring fair value under GAAP, and enhances disclosures about fair value measurements. It clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 —Observable inputs, such as quoted prices in active markets Level 2 —Inputs other than the quoted prices in active markets that are observable either directly or indirectly Level 3 —Unobservable inputs in which there is little or no market data, which requires us to develop our own assumptions. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. We record cash and cash equivalents, accounts receivable, accounts payable, and |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842) (“ASU 2016-02” or “ASC 842”), which requires recognition of lease assets and lease liabilities in the balance sheet by the lessees for lease contracts with a lease term of more than 12 months. We adopted ASC 842 as of January 1, 2022, under the modified retrospective transition approach. The new standard provides a number of optional practical expedients in transition. We elected practical expedients permitted under the standard, specifically to not reassess our prior conclusions about lease identification, to not reassess lease classification, and to not reassess whether any expired or existing contracts are or contain leases. We did not elect the practical expedient allowing the use of hindsight which would require us to reassess the lease term of its leases based on all facts and circumstances through the effective date and did not elect the practical expedient pertaining to land easements as this is not applicable to our current contract portfolio. Upon adopting ASC 842, we recognized operating lease right-of-use assets and current and noncurrent lease liabilities on our consolidated balance sheets for our retail stores and corporate offices. Upon adoption, we recorded operating lease right-of-use assets of $75.0 million, and current and noncurrent lease liabilities of $84.4 million. We reclassified $8.9 million of historical deferred rent, prepaid rent, and tenant improvement allowances to operating lease right-of-use assets. The adoption did not impact our consolidated statements of operations and comprehensive loss or opening balance of accumulated deficit. See Note 16, Leases, for more details over our operating leases. In August 2018, the FASB issued ASU No. 2018-15, Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”). In discussing the topic of cloud computing accounting, ASU 2018-15 aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. ASU 2018-15 can be applied on a retrospective or prospective basis and is effective for financial statements issued for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Early adoption is permitted. On January 1, 2021, we adopted ASU 2018-15 prospectively and cloud computing implementation costs incurred on or after January 1, 2021 are included in other assets in the consolidated balance sheet and are presented within operating cash flows. As of December 31, 2022, capitalized implementation costs for cloud computing arrangements were not material. The adoption did not have a material impact on our consolidated financial statements. In December 2021, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. For emerging growth companies that have elected the extended transition period for adopting new or revised accounting standards, ASU 2019-12 is effective for the Company’s fiscal year beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The adoption did not have a material impact on our consolidated financial statements. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires entities to use a forward-looking approach based on current expected credit losses to estimate credit losses on certain types of financial instruments, including trade and account receivables, which may result in the earlier recognition of allowance for losses. In November 2019, the FASB issued Accounting Standards Update 2019-10, which deferred the effective date for nonpublic entities, including emerging growth companies, that had not yet adopted ASU 2016-13. Under the amended guidance, the standard will be effective for our fiscal years beginning after December 15, 2022, and interim periods within those fiscal years, with early adoption permitted. The adoption of ASU 2016-13 is not expected to have a material impact on our consolidated financial statements and related disclosures. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This guidance provides temporary optional expedients and exceptions to accounting guidance on contract modifications and hedge accounting to ease entities’ financial reporting burdens as the market transitions from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. ASU 2020-04 is effective for fiscal years beginning after December 31, 2022. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements and related disclosures. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity's Own Equity , which simplifies the accounting for certain convertible instruments, amends the guidance on derivative scope exceptions for contracts in an entity's own equity, and modifies the guidance on diluted earnings per share calculations as a result of these changes. The guidance is effective for our fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The adoption of ASU 2020-06 is not expected to have a material impact on our consolidated financial statements and related disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Long-lived Assets by Geographic Areas | The following table presents long-lived assets by geographic area, comprising property and equipment - net, definite-lived intangible assets, and operating lease right-of-use assets: (in thousands) December 31, December 31, Long-lived assets: United States $ 126,988 $ 33,384 International 18,638 4,571 Total long-lived assets $ 145,626 $ 37,955 |
Schedule of Property and Equipment | Useful lives by major asset classes are below: Asset Class Estimated Useful Lives Computers and equipment 3 years Furniture and fixtures 3 years Machinery and equipment 5 years Internal-use software 3 years Leasehold improvements Shorter of lease term or estimated useful life Property and equipment consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Leasehold improvements $ 40,305 $ 27,137 Furniture and fixtures 23,988 15,276 Internal-use software 23,393 14,453 Machinery and equipment 884 780 Computers and equipment 1,937 1,236 Total property and equipment - gross 90,507 58,882 Less: accumulated depreciation and amortization (36,167) (20,927) Total property and equipment - net $ 54,340 $ 37,955 |
Restructuring and Related Costs | The following table presents a roll-forward of our severance and employee-related termination costs, which is included within accrued expenses and other current liabilities in the consolidated balance sheets: (in thousands) Severance and employee-related termination costs Balance as of December 31, 2021 $ — Charges 665 Cash Payments (665) Balance as of December 31, 2022 $ — |
Disaggregation of Revenue | The following table disaggregates our net revenue by geographic area, where no individual foreign country contributed in excess of 10% of net revenue for the years ended December 31, 2022, 2021, and 2020. We recognized the following net revenue by geographic area based on the primary shipping address of the customer when the sale was made in our digital or third party channel, and based on the physical store location when the sale was at a retail store: (in thousands) December 31, December 31, December 31, Net revenue by primary geographical market: United States $ 229,814 $ 209,786 $ 166,960 International 67,952 67,686 52,336 Total net revenue $ 297,766 $ 277,472 $ 219,296 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Finished goods $ 125,065 $ 108,585 Reserve to reduce inventories to net realizable value (8,269) (1,709) Total inventory $ 116,796 $ 106,876 |
Property and Equipment - Net (T
Property and Equipment - Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Useful lives by major asset classes are below: Asset Class Estimated Useful Lives Computers and equipment 3 years Furniture and fixtures 3 years Machinery and equipment 5 years Internal-use software 3 years Leasehold improvements Shorter of lease term or estimated useful life Property and equipment consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Leasehold improvements $ 40,305 $ 27,137 Furniture and fixtures 23,988 15,276 Internal-use software 23,393 14,453 Machinery and equipment 884 780 Computers and equipment 1,937 1,236 Total property and equipment - gross 90,507 58,882 Less: accumulated depreciation and amortization (36,167) (20,927) Total property and equipment - net $ 54,340 $ 37,955 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Prepaid expenses $ 6,283 $ 7,865 Inventory returns receivable 1,090 1,351 Security deposits 463 1,106 Tax receivable 6,420 22,594 Other receivables 908 5,022 Restricted cash 632 — Total prepaid expenses and other current assets’ $ 15,796 $ 37,938 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Investment in equity securities $ 2,250 $ 2,250 Security deposits 4,417 3,025 Intangible assets 133 622 Debt issuance costs 57 107 Deferred tax assets 1,001 102 Total other assets $ 7,858 $ 6,106 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses consisted of the following as of December 31, 2022 and 2021: (in thousands) December 31, December 31, Sales-refund reserve $ 4,534 $ 5,452 Taxes payable 3,336 17,930 Employee-related liabilities 2,624 5,021 Accrued expenses 12,954 17,840 Total accrued expenses and other current liabilities $ 23,448 $ 46,243 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table summarizes, for assets and liabilities measured at fair value, the respective fair value and classification by level of input within the fair value hierarchy as of December 31, 2022. We had no liabilities measured at fair value as of December 31, 2022: December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 82,000 $ — $ — $ 82,000 $ 82,000 $ — $ — $ 82,000 |
Summary of Fair Value Changes of Level 3 Liabilities | The following table presents a summary of the changes in fair value of our Level 3 liabilities for the years ended December 31, 2021, and 2020: (in thousands) Warrants Balance at December 31, 2020 $ 5,845 Increase in fair value included in other expense as of the November 3, 2021 valuation date 10,624 Settlement of liability upon IPO and reclassification to additional paid-in capital $ (16,469) Balance at December 31, 2021 $ — |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | Shares of common stock reserved for future issuance as of December 31, 2022 and 2021 consist of the following: December 31, December 31, Shares reserved for convertible preferred stock outstanding — — 2015 Equity Incentive Plan: Options issued and outstanding 12,700,367 16,181,331 Shares available for future option grants — — 2021 Equity Incentive Plan: Options issued and outstanding 2,687,819 189,342 Shares available for future option grants 13,236,891 14,306,487 RSUs outstanding 4,788,964 160,227 PSUs outstanding 787,660 — 2021 Employee Stock Purchase Plan: Shares available for future grants 4,091,248 2,932,232 Total shares of common stock reserved for future issuance 38,292,949 33,769,619 |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants and Rights Outstanding, Activity | Following is a summary of the terms of the warrants and warrant activity as well as warrants outstanding at December 31, 2022: Date of issuance October 2015/ March 2016 October 1, 2016 July 2018 - Allotment 1 July 2018 - Allotment 2 Number of warrants 2,103,930 157,580 122,735 184,100 Exercise Price $ 0.10 $ 0.07 $ 1.28 $ 1.28 Status Vested Vested Vested Partially vested Expiration October 2024 October 2026 July 2028 July 2028 Date of issuance October 2015/ March 2016 October 2016 July 2018 Outstanding at December 31, 2020 717,225 157,580 306,835 Exercised 2021 717,225.00 157,580.00 276,151.00 Outstanding at December 31, 2021 — — 30,684 Exercised 2022 — — 30,684 Outstanding at December 31, 2022 — — — Fair value at December 31, 2022 (in thousands) $ — $ — $ — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Option, Activity | A summary of the status of the 2015 Plan and the 2021 Plan as of December 31, 2022 and 2021, and changes during the periods then ended is presented below: Options Outstanding Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2021 16,370,673 $ 4.23 7.70 $ 177,593 Granted 2,573,789 4.47 Exercised (1,743,005) 1.47 9,569 Forfeited (1,402,464) 4.94 Cancelled (410,807) 4.51 Outstanding at December 31, 2022 15,388,186 $ 3.71 6.43 $ 6,101 Vested and exercisable at December 31, 2022 9,350,663 3.25 5.17 6,101 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following weighted average assumptions were used for issuances during the years ended December 31, 2022, 2021, and 2020, for employees and non-employees: December 31, December 31, December 31, Risk-free interest rate 2.90 % 0.98 % 0.97 % Dividend yield — — — Volatility 46.87 % 51.43 % 49.49 % Expected lives (in years) 5.9 6.1 6.0 |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions | The following table summarizes the weighted-average assumptions used in estimating the fair value of the 2021 ESPP grants for the following offering periods, using the Black Scholes option-pricing model: Offering Period - November 3, Offering Period - May 3, Offering Period - Risk-free interest rate 4.44 % 2.97 % 1.63 % Dividend yield — — — Volatility 43.42 % 47.15 % 63.00 % Expected lives (in years) 0.5 0.5 0.5 |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | RSU activity during the year ended December 31, 2022 was as follows: Number of Shares Weighted-Average Grant Date Fair Value per Share Unvested at December 31, 2021 160,227 $ 22.33 Granted 6,231,236 4.65 Vested (770,791) 5.79 Forfeited (831,708) 5.74 Unvested at December 31, 2022 4,788,964 $ 4.86 |
Schedule of Stock-based Compensation Expense, Restricted Stock Unit, Activity | Each of the three performance periods is considered an individual tranche of the award (referred to as "Tranche 1," "Tranche 2" and "Tranche 3," respectively). Number of Shares Grant Date Fair Value per Share Requisite Service Period Tranche 1 262,553 $ 4.77 June 1, 2022 - May 31, 2023 Tranche 2 262,553 $ 5.16 June 1, 2022 - May 31, 2024 Tranche 3 262,554 $ 5.41 June 1, 2022 - May 31, 2025 |
Schedule of Share-Based Payment Arrangement, Performance Shares, Activity | PSU activity for the year ended December 31, 2022 was as follows: Target Number of Shares Weighted-Average Grant Date Fair Value per Share Unvested at December 31, 2021 — $ — Granted 787,660 5.11 Vested — — Forfeited — — Unvested at December 31, 2022 787,660 $ 5.11 |
Schedule of Stock-based Compensation Expense | Stock-based compensation expense, included in selling, general, and administrative expense in the consolidated statements of operations and comprehensive loss, for the years ended December 31, 2022, 2021, and 2020, was comprised of the following: (in thousands) December 31, December 31, December 31, Stock-based compensation, gross of amounts capitalized $ 20,231 $ 9,744 $ 6,594 Capitalized stock-based compensation (1,200) — — Total stock-based compensation, net of amounts capitalized $ 19,031 $ 9,744 $ 6,594 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Components of Loss Before Provision for Income Taxes | The components of loss before provision for income taxes are as follows for the years ended December 31, 2022, 2021, and 2020: (in thousands) December 31, December 31, December 31, Loss before provision for income taxes United States $ (97,277) $ (45,527) $ (29,889) Foreign (2,850) 967 (84) $ (100,127) $ (44,560) $ (29,973) |
(Provision) Benefit for Income Taxes | Our total (provision) benefit for income taxes consists of the following for the years ended December 31, 2022, 2021, and 2020: (in thousands) December 31, December 31, December 31, Current: Federal $ — $ (185) $ 4,024 State (195) 19 (48) Foreign (1,931) (392) (217) (2,125) (558) 3,759 Deferred Federal 75 (75) — State — — — Foreign 823 (177) 354 898 (252) 354 $ (1,227) $ (810) $ 4,113 |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of our effective tax rate to the statutory federal rate of 21% for the years ended December 31, 2022, 2021, and 2020, is as follows: (in thousands) December 31, December 31, December 31, Income tax benefit at statutory rate (21.00) % (21.00) % (21.00) % State income taxes-net of federal provision (benefit) (4.38) % (5.84) % (3.77) % Foreign rate differential 0.32 % 0.10 % 0.22 % Stock-based compensation 1.78 % (1.77) % 3.83 % Warrant fair value adjustment — % 5.01 % (0.52) % Charitable contribution (0.15) % (0.06) % (0.43) % Return to provision and other (0.10) % 1.67 % (0.14) % Benefits provided by the CARES Act — % (0.02) % (6.22) % Uncertain tax positions 0.26 % 0.66 % 1.16 % Tax credits (1.03) % (2.64) % (6.93) % Other 0.76 % 0.39 % — % Valuation allowance 24.77 % 25.33 % 20.08 % 1.23 % 1.83 % (13.72) % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our net deferred tax assets as of December 31, 2022 and 2021, which are included in other assets in the consolidated balance sheets, are as follows: (in thousands) December 31, December 31, Deferred tax asset: Inventory $ 2,956 $ 2,792 Deferred rent — 2,339 Accruals 732 1,237 Stock-based compensation 2,837 1,032 Net operating loss carryforwards 20,126 9,403 R&D credits 4,284 3,246 Charitable contributions 2,932 2,492 Intangibles 697 1,473 Deferred revenue 974 831 Advertising 1,533 971 Intercompany payable 552 552 Lease liability 23,511 — Section 174 capitalized costs 6,721 — Other 755 519 Total gross deferred tax assets 68,610 26,887 Less: valuation allowance (45,745) (21,607) Total deferred tax assets 22,865 5,280 Deferred tax liabilities: Prepaid expenses (118) (88) Depreciation (1,694) (5,089) Right-of-use assets (20,052) — Total deferred tax liabilities (21,864) (5,177) Net deferred tax assets $ 1,001 $ 103 |
Reconciliation of Total Amounts of Unrecognized Tax Benefits | A tabular reconciliation of the total amounts of unrecognized tax benefits for the year presented is as follows: (in thousands) December 31, December 31, December 31, Unrecognized tax benefits - at beginning of year $ 1,265 $ 691 $ 417 Increases in balances related to tax positions taken in prior years 175 23 — Decreases in balances related to tax positions taken in prior years (70) (63) (13) Increases in balances related to tax positions taken in current year 264 614 287 Unrecognized tax benefits - at end of year $ 1,634 $ 1,265 $ 691 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Purchase Commitments | The table below shows the minimum purchase amounts per year: (in thousands) Braskem S.A. Fiscal year ended December 31, 2023 $ 2,260 2024 3,171 2025 3,624 2026 4,077 2027 4,530 Total minimum purchase commitments $ 17,662 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Lease Information | The components of lease costs, recognized as selling, general, and administrative expense in the consolidated statements of operations and comprehensive loss, along with the weighted-average lease term and weighted-average discount rate for operating leases, are as follows: (in thousands, except for lease term and discount rate) December 31, Operating lease costs $ 16,508 Variable lease costs 759 Short-term lease costs 596 Sublease income (6) Total lease costs $ 17,857 Weighted-average remaining lease term (in years) 7.29 Weighted-average discount rate 4.39 % Supplemental cash flow information related to operating leases are as follows: (in thousands) December 31, Cash paid for amounts included in the measurement of operating lease liabilities $ 14,657 Operating lease liabilities arising from obtaining right-of-use assets 34,492 |
Commitments for Minimum Lease Payments Under Noncancelable Operating Leases | Future minimum lease payments under non-cancelable operating leases with initial lease terms in excess of one year, included in our lease liabilities as of December 31, 2022, are as follows: (in thousands) Operating Leases (1) Fiscal year ended December 31, 2023 $ 14,120 2024 18,196 2025 17,315 2026 15,799 2027 and after 60,253 Total undiscounted operating lease payments $ 125,683 Less: imputed discount (19,848) Total operating lease liabilities $ 105,835 ________________ (1) 2023 amounts as shown above are net of cash inflows for tenant improvement allowances expected to be received during the year. Operating lease payments exclude legally binding minimum lease payments related to executed leases for which we have not yet taken possession of the leased premises. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss per Share | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: (in thousands, except share and per share data) December 31, December 31, December 31, Numerator: Net loss attributable to common stockholders $ (101,354) $ (45,370) $ (25,860) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 148,754,428 69,308,930 53,005,424 Net loss per share attributable to common stockholders, basic and diluted $ (0.68) $ (0.65) $ (0.49) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following shares of preferred stock and common stock were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented, because including them would have been antidilutive: December 31, December 31, December 31, Outstanding stock options 15,388,186 16,370,673 15,611,571 Convertible preferred stock — — 70,990,919 Convertible preferred stock warrants — — 1,104,560 Common stock warrants — 30,684 1,181,640 2021 ESPP 773 946 — RSUs 4,788,964 160,227 — PSUs 787,660 — — Total anti-dilutive securities 20,965,583 16,562,530 88,888,690 |
Significant Accounting Polici_4
Significant Accounting Policies - Dual-class Common Stock and Initial Public Offering (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Nov. 05, 2021 | Nov. 04, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Subsidiary, Sale of Stock [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | |||||
Convertible preferred stock, shares outstanding (in shares) | 0 | 0 | 70,990,919 | 62,187,015 | |||
Conversion of convertible preferred stock to Class B common stock upon IPO | $ 204,049 | ||||||
Additional Paid-In Capital | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Conversion of convertible preferred stock to Class B common stock upon IPO | $ 204,000 | $ 204,042 | |||||
IPO | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Aggregate proceeds from sale of stock | $ 237,000 | ||||||
Payments of stock underwriting discounts and commissions | 15,800 | ||||||
Deferred offering costs | $ 5,400 | ||||||
Class A Common Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Common stock, authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | |||
Class B Common Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | |||
Convertible preferred stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | ||||||
Convertible preferred stock, shares outstanding (in shares) | 70,990,919 |
Significant Accounting Polici_5
Significant Accounting Policies - Segments (Details) | 12 Months Ended |
Dec. 31, 2022 segment | |
Accounting Policies [Abstract] | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Significant Accounting Polici_6
Significant Accounting Policies - Geographical Information (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total long-lived assets | $ 145,626 | $ 37,955 |
United States | ||
Property, Plant and Equipment [Line Items] | ||
Total long-lived assets | 126,988 | 33,384 |
International | ||
Property, Plant and Equipment [Line Items] | ||
Total long-lived assets | $ 18,638 | $ 4,571 |
Significant Accounting Polici_7
Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Wholesale accounts receivable | $ 6.3 | $ 7.9 |
Credit card receivables | $ 2.1 | $ 2.2 |
Minimum | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, settlement period | 2 days | |
Maximum | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, settlement period | 3 days |
Significant Accounting Polici_8
Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | |||
Inventory provision | $ 8,269 | $ 1,709 | |
Inventory write-down | 14,437 | 0 | $ 0 |
Inventory Adjustments | $ 15,900 | $ 400 | $ 2,300 |
Significant Accounting Polici_9
Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Computers and equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 5 years |
Internal-use software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 5 years |
Significant Accounting Polic_10
Significant Accounting Policies- Capitalized Internal Use Software (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Capitalized computer software, additions | $ 8.9 | $ 5.4 | $ 5.7 |
Internal-use software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 3 years |
Significant Accounting Polic_11
Significant Accounting Policies - Long-Lived Assets (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Impairment expense | $ 3,286,000 | $ 0 | $ 0 |
Operating Lease, Right of Use Asset | |||
Property, Plant and Equipment [Line Items] | |||
Impairment expense | 2,400,000 | ||
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Impairment expense | $ 900,000 |
Significant Accounting Polic_12
Significant Accounting Policies - Exit Activities (Details) | 3 Months Ended |
Sep. 30, 2022 position lease | |
Accounting Policies [Abstract] | |
Number of positions eliminated | position | 24 |
Percent of workforce reduction | 8% |
Number of leases ceased | lease | 1 |
Significant Accounting Polic_13
Significant Accounting Policies - Roll Forward of Severance and Employee Related Termination Costs and Cease Use Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve [Roll Forward] | |||
Charges | $ 782 | $ 0 | $ 0 |
Severance and employee-related termination costs | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring, beginning balance | 0 | ||
Charges | 665 | ||
Cash Payments | (665) | ||
Restructuring, ending balance | $ 0 | $ 0 |
Significant Accounting Polic_14
Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Revenue recognized | $ 4,200 | $ 2,900 | $ 2,100 |
Cash collections of purchases via digital channel not yet shipped | 400 | 700 | |
Gift card liabilities | 3,600 | 3,500 | |
Inventory returns receivable | 1,090 | 1,351 | |
Net revenue | 297,766 | 277,472 | 219,296 |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | 229,814 | 209,786 | 166,960 |
International | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 67,952 | $ 67,686 | $ 52,336 |
Significant Accounting Polic_15
Significant Accounting Policies - Revenue, Remaining Performance Obligation (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 $ in Millions | Dec. 31, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 4.1 |
Remaining performance obligation, expected timing of satisfaction, period | 12 months |
Significant Accounting Polic_16
Significant Accounting Policies - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 91,232 | $ 75,000 | $ 0 |
Total operating lease liabilities | $ 105,835 | 84,400 | |
Cumulative Effect, Period of Adoption, Adjusted Balance | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 8,900 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 125,065 | $ 108,585 |
Reserve to reduce inventories to net realizable value | (8,269) | (1,709) |
Total inventory | $ 116,796 | $ 106,876 |
Property and Equipment - Net -
Property and Equipment - Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 90,507 | $ 58,882 |
Less: accumulated depreciation and amortization | (36,167) | (20,927) |
Total property and equipment - net | 54,340 | 37,955 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 40,305 | 27,137 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 23,988 | 15,276 |
Internal-use software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 23,393 | 14,453 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 884 | 780 |
Computers and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 1,937 | $ 1,236 |
Property and Equipment - Net _2
Property and Equipment - Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization expense | $ 15.8 | $ 9.8 | $ 6.7 |
Asset disposals | 0 | 0.2 | $ 0 |
Unamortized capitalized internal use software costs | $ 16.5 | $ 10.6 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Prepaid expenses | $ 6,283 | $ 7,865 | |
Inventory returns receivable | 1,090 | 1,351 | |
Security deposits | 463 | 1,106 | |
Tax receivable | 6,420 | 22,594 | |
Other receivables | 908 | 5,022 | |
Restricted cash | 632 | 0 | $ 700 |
Total prepaid expenses and other current assets’ | $ 15,796 | $ 37,938 |
Prepaid Expenses and Other Cu_4
Prepaid Expenses and Other Current Assets - Narrative (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Accounting Standards Update 2016-02 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Other receivables | $ 4.6 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Investment in equity securities | $ 2,250 | $ 2,250 |
Security deposits | 4,417 | 3,025 |
Intangible assets | 133 | 622 |
Debt issuance costs | 57 | 107 |
Deferred tax assets | 1,001 | 102 |
Total other assets | $ 7,858 | $ 6,106 |
Other Assets - Narrative (Detai
Other Assets - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Jan. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Nov. 22, 2021 | Nov. 20, 2020 | |
Other Assets [Line Items] | ||||||
Investment in equity securities | $ 2,250,000 | $ 2,250,000 | ||||
Transaction costs | $ 100,000 | |||||
Intangible asset, useful life | 3 years | |||||
Amortization of intangible assets | 400,000 | 400,000 | $ 400,000 | |||
Intellectual Property | ||||||
Other Assets [Line Items] | ||||||
Intangible assets acquired | $ 1,300,000 | |||||
Natural Fiber Welding, Inc. | ||||||
Other Assets [Line Items] | ||||||
Investment in equity securities | $ 2,000,000 | |||||
Equity securities impairment loss | 0 | 0 | ||||
NoHo ESG, Inc. | ||||||
Other Assets [Line Items] | ||||||
Investment in equity securities | $ 300,000 | |||||
Equity securities impairment loss | $ 0 | $ 0 | ||||
Series A Preferred Stock | Natural Fiber Welding, Inc. | ||||||
Other Assets [Line Items] | ||||||
Equity securities acquired (in shares) | 201,207 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Sales-refund reserve | $ 4,534 | $ 5,452 |
Taxes payable | 3,336 | 17,930 |
Employee-related liabilities | 2,624 | 5,021 |
Accrued expenses | 12,954 | 17,840 |
Total accrued expenses and other current liabilities | $ 23,448 | $ 46,243 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Nov. 04, 2021 | |
Fair Value Disclosures [Abstract] | |||
Conversion ratio | 1 | ||
Preferred stock warrant liability | $ 0 | $ 0 | |
Equity securities, unrealized gain (loss) | 0 | 0 | |
Investment without readily determinable fair value | $ 2,300,000 | $ 2,300,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - Fair Value, Recurring | Dec. 31, 2022 USD ($) |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Liabilities, fair value disclosure | $ 0 |
Assets, fair value disclosure | 82,000,000 |
Money market funds | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Cash and cash equivalents, fair value | 82,000,000 |
Level 1 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Assets, fair value disclosure | 82,000,000 |
Level 1 | Money market funds | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Cash and cash equivalents, fair value | 82,000,000 |
Level 2 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Assets, fair value disclosure | 0 |
Level 2 | Money market funds | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Cash and cash equivalents, fair value | 0 |
Level 3 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Assets, fair value disclosure | 0 |
Level 3 | Money market funds | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Cash and cash equivalents, fair value | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Changes of Level 3 Liabilities (Details) - Warrant Liability - Level 3 $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 5,845 |
Increase in fair value included in other expense as of the November 3, 2021 valuation date | 10,624 |
Settlement of liability upon IPO and reclassification to additional paid-in capital | (16,469) |
Ending balance | $ 0 |
Long-term Debt (Details)
Long-term Debt (Details) - Revolving Credit Facility - Credit Agreement - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2020 | Dec. 31, 2021 | Feb. 20, 2019 | |
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 40,000,000 | |||
Accordion feature, increase limit | $ 35,000,000 | |||
Average quarterly loan balance threshold | $ 32,000,000 | |||
Commitment fee percentage | 0.20% | |||
Fronting fee percentage | 0.125% | |||
Proceeds from long-term lines of credit | $ 14,000,000 | |||
Long-term line of credit | $ 0 | $ 0 | ||
London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.50% | |||
Base, LIBOR, or Commitment Fee | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.25% | |||
Base, LIBOR, or Commitment Fee | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.50% |
Stockholders_ Equity - Narrativ
Stockholders’ Equity - Narrative (Details) | 12 Months Ended | ||||||
Nov. 04, 2021 shares | Dec. 31, 2021 class $ / shares shares | Dec. 31, 2022 vote class $ / shares shares | Nov. 05, 2021 $ / shares shares | Sep. 30, 2021 $ / shares shares | Dec. 31, 2020 shares | Dec. 31, 2019 shares | |
Class of Stock [Line Items] | |||||||
Capital stock authorized (in shares) | 2,220,000,000 | 2,220,000,000 | 2,275,812,755 | ||||
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | |||||
Convertible preferred stock, shares authorized (in shares) | 75,812,755 | ||||||
Convertible preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common stock, reclassification ratio | 1 | 1 | |||||
Conversion of convertible preferred stock to Class B common stock upon IPO (in shares) | 70,990,919 | 70,990,919 | |||||
Convertible preferred stock, shares issued (in shares) | 0 | ||||||
Convertible preferred stock, shares outstanding (in shares) | 0 | 0 | 70,990,919 | 62,187,015 | |||
Number of classes of common stock | class | 2 | 2 | |||||
Common stock, percentage of Class B outstanding (less than) | 10% | ||||||
Aggregate amount of shares the board of directors may fix the rights, preferences, privileges, and restrictions (in shares) | 20,000,000 | 20,000,000 | |||||
Preferred stock, shares issued (in shares) | 0 | ||||||
Preferred stock, shares outstanding (in shares) | 0 | ||||||
Minimum | |||||||
Class of Stock [Line Items] | |||||||
Conversion of common stock, date fixed by the board of directors, period | 61 days | ||||||
Maximum | |||||||
Class of Stock [Line Items] | |||||||
Conversion of common stock, date fixed by the board of directors, period | 180 days | ||||||
Class A Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Common stock, authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Number of votes per share for common stock | vote | 1 | ||||||
Class B Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Number of votes per share for common stock | vote | 10 | ||||||
Convertible preferred stock | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | ||||||
Convertible preferred stock, shares outstanding (in shares) | 70,990,919 |
Stockholders_ Equity - Schedule
Stockholders’ Equity - Schedule of Common Stock Reserved for Future Issuance (Details) - shares | Dec. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | ||
Shares reserved for convertible preferred stock outstanding (in shares) | 0 | 0 |
Options issued and outstanding (in shares) | 15,388,186 | 16,370,673 |
Total shares of common stock reserved for future issuance (in shares) | 38,292,949 | 33,769,619 |
2015 Equity Incentive Plan | ||
Class of Stock [Line Items] | ||
Options issued and outstanding (in shares) | 12,700,367 | 16,181,331 |
Shares available for future option grants (in shares) | 0 | 0 |
2021 Equity Incentive Plan | ||
Class of Stock [Line Items] | ||
Options issued and outstanding (in shares) | 2,687,819 | 189,342 |
Shares available for future option grants (in shares) | 13,236,891 | 14,306,487 |
2021 Equity Incentive Plan | Restricted stock units | ||
Class of Stock [Line Items] | ||
RSUs and PSUs outstanding (in shares) | 4,788,964 | 160,227 |
2021 Equity Incentive Plan | Performance stock units | ||
Class of Stock [Line Items] | ||
RSUs and PSUs outstanding (in shares) | 787,660 | 0 |
2021 Employee Stock Purchase Plan | ||
Class of Stock [Line Items] | ||
Shares available for future option grants (in shares) | 4,091,248 | 2,932,232 |
Warrants - Narrative (Details)
Warrants - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Nov. 04, 2021 shares | Jul. 31, 2018 $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2015 USD ($) $ / shares shares | |
Class of Warrant or Right [Line Items] | ||||||
Conversion ratio | 1 | |||||
Marketing expense | $ | $ 59,109 | $ 57,338 | $ 55,271 | |||
Prepaid expenses and other current assets | $ | $ 15,796 | 37,938 | ||||
Preferred stock, shares issued (in shares) | 0 | |||||
Proceeds from the exercise of common stock warrants | $ | $ 0 | 395 | 0 | |||
Common stock warrant expense | $ | $ 1,000 | $ 1,500 | $ 200 | |||
Preferred Stock Warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Class of warrant or right, outstanding | 0 | |||||
July 2018 - Allotment 1 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 1.28 | $ 1.28 | ||||
Warrants issued (in shares) | 122,735 | 122,735 | ||||
Percent of warrants to vest immediately upon issuance | 50% | |||||
Vesting period for warrants or rights | 24 months | |||||
July 2018 - Allotment 2 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 1.28 | $ 1.28 | ||||
Warrants issued (in shares) | 184,100 | 184,100 | ||||
Vesting period for warrants or rights | 36 months | |||||
Class B Common Stock | ||||||
Class of Warrant or Right [Line Items] | ||||||
Stock issued from conversion of preferred stock (in shares) | 1,104,560 | |||||
VLL Agreement | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of securities called by warrants or rights (in shares) | 1,104,560 | |||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 0.10 | |||||
Fair value of warrants or rights | $ | $ 800 |
Warrants - Warrants and Rights
Warrants - Warrants and Rights Outstanding, Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Jul. 31, 2018 | |
October 2015/ March 2016 | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants (in shares) | 2,103,930 | ||
Exercise price (in dollars per share) | $ 0.10 | ||
Class of Warrant or Right, Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 0 | 717,225 | |
Exercised during the period (in shares) | 0 | 717,225 | |
Outstanding, end of period (in shares) | 0 | 0 | |
Fair value of warrants or rights | $ 0 | ||
October 1, 2016 | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants (in shares) | 157,580 | ||
Exercise price (in dollars per share) | $ 0.07 | ||
Class of Warrant or Right, Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 0 | 157,580 | |
Exercised during the period (in shares) | 0 | 157,580 | |
Outstanding, end of period (in shares) | 0 | 0 | |
Fair value of warrants or rights | $ 0 | ||
July 2018 | |||
Class of Warrant or Right, Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 30,684 | 306,835 | |
Exercised during the period (in shares) | 30,684 | 276,151 | |
Outstanding, end of period (in shares) | 0 | 30,684 | |
Fair value of warrants or rights | $ 0 | ||
July 2018 - Allotment 1 | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants (in shares) | 122,735 | 122,735 | |
Exercise price (in dollars per share) | $ 1.28 | $ 1.28 | |
July 2018 - Allotment 2 | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants (in shares) | 184,100 | 184,100 | |
Exercise price (in dollars per share) | $ 1.28 | $ 1.28 |
Stock Transactions (Details)
Stock Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Nov. 19, 2018 | Sep. 05, 2018 | Sep. 30, 2022 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||
Common stock options exercised (in shares) | 220,000 | 825,000 | 1,743,005 | |
Repayment of non-recourse promissory note | $ 500 | $ 539 | ||
Promissory Note | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.86% | 2.86% |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Apr. 30, 2022 USD ($) | May 31, 2022 USD ($) installment $ / shares shares | Sep. 30, 2021 shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) $ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock reserved for future issuance (in shares) | shares | 38,292,949 | 33,769,619 | ||||
Aggregate intrinsic value of options exercised | $ 9,569 | $ 34,000 | $ 1,700 | |||
Weighted-average fair value of options granted (in dollars per share) | $ / shares | $ 2.57 | $ 4.42 | $ 4.80 | |||
Option repricing ratio | 1 | |||||
Stock-based compensation, exercise price (in dollars per share) | $ / shares | $ 4.39 | |||||
Incremental stock-based compensation expense | $ 1,600 | |||||
Stock-based compensation expense, vested stock options | 100 | |||||
Stock-based compensation expense, nonvested stock options | $ 1,500 | |||||
Stock-based compensation, gross of amounts capitalized | $ 20,231 | $ 9,744 | $ 6,594 | |||
Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation, exercise price (in dollars per share) | $ / shares | $ 4.70 | |||||
Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation, exercise price (in dollars per share) | $ / shares | $ 14.45 | |||||
RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 4 years | |||||
Award cliff vesting period | 1 year | |||||
Unrecognized compensation cost, period for recognition | 2 years 7 months 28 days | |||||
Unrecognized compensation cost related to outstanding unvested restricted stock units | $ 21,200 | |||||
RSUs | Share-Based Payment Arrangement, Existing Employees | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 3 years | |||||
PSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares granted (in shares) | shares | 800,000 | |||||
Number of award vesting periods | installment | 3 | |||||
Total grant date fair value | $ 4,000 | |||||
Stock-based compensation, gross of amounts capitalized | $ 0 | 1,400 | ||||
PSUs | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 0% | |||||
PSUs | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 150% | |||||
PSUs | Tranche 1 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 1 year | |||||
Aggregate fair value of equity instruments vested during the period | 1,300 | |||||
PSUs | Tranche 2 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 2 years | |||||
Aggregate fair value of equity instruments vested during the period | 1,400 | |||||
PSUs | Tranche 3 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 3 years | |||||
Aggregate fair value of equity instruments vested during the period | 1,400 | |||||
Stock-based compensation, gross of amounts capitalized | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost related to unvested share-based compensation arrangements granted | $ 17,400 | |||||
Unrecognized compensation cost, period for recognition | 2 years 4 months 2 days | |||||
2021 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation, period for increase in shares | 10 years | |||||
Percent of outstanding shares | 4% | |||||
2021 Equity Incentive Plan | Class A Common Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation, maximum number of shares available for issue on the exercise of incentive stock options (in shares) | shares | 100,000,000 | |||||
2021 Employee Stock Purchase Plan | 2021 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation, period for increase in shares | 10 years | |||||
Percent of outstanding shares | 1% | |||||
Stock-based compensation, number of additional shares allowable under the plan (in shares) | shares | 2,850,000 | |||||
Stock-based compensation, purchase period | 6 months | |||||
2021 Employee Stock Purchase Plan | Class A Common Stock | 2021 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock reserved for future issuance (in shares) | shares | 4,091,248 | |||||
Stock-based compensation, discount percentage from market price, beginning of period | 85% |
Stock-Based Compensation - Shar
Stock-Based Compensation - Share-based Payment Arrangement, Option, Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Nov. 19, 2018 | Sep. 05, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Number of Options | |||||
Outstanding, beginning balance (in shares) | 16,370,673 | ||||
Granted (in shares) | 2,573,789 | ||||
Exercised (in shares) | (220,000) | (825,000) | (1,743,005) | ||
Forfeited (in shares) | (1,402,464) | ||||
Cancelled (in shares) | (410,807) | ||||
Outstanding, ending balance (in shares) | 15,388,186 | 16,370,673 | |||
Vested and exercisable at end of period (in shares) | 9,350,663 | ||||
Weighted-Average Exercise Price | |||||
Outstanding, beginning balance (in dollars per share) | $ 4.23 | ||||
Granted (in dollars per share) | 4.47 | ||||
Exercised (in dollars per share) | 1.47 | ||||
Forfeited (in dollars per share) | 4.94 | ||||
Cancelled (in dollars per share) | 4.51 | ||||
Outstanding, ending balance (in dollars per share) | 3.71 | $ 4.23 | |||
Vested and exercisable at end of period (in dollars per share) | $ 3.25 | ||||
Weighted-Average Remaining Contractual Term (in years) | |||||
Outstanding | 6 years 5 months 4 days | 7 years 8 months 12 days | |||
Vested and exercisable at end of period | 5 years 2 months 1 day | ||||
Aggregate Intrinsic Value (in thousands) | |||||
Outstanding, beginning balance | $ 177,593 | ||||
Exercised | 9,569 | $ 34,000 | $ 1,700 | ||
Outstanding, ending balance | 6,101 | $ 177,593 | |||
Vested and exercisable at end of period | $ 6,101 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Share-based Payment Award, Valuation Assumptions (Details) | 6 Months Ended | 12 Months Ended | ||||
May 02, 2023 | Nov. 02, 2022 | May 02, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation, gross of amounts capitalized | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Risk-free interest rate | 2.90% | 0.98% | 0.97% | |||
Dividend yield | 0% | 0% | 0% | |||
Volatility | 46.87% | 51.43% | 49.49% | |||
Expected lives (in years) | 5 years 10 months 24 days | 6 years 1 month 6 days | 6 years | |||
2021 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Risk-free interest rate | 2.97% | 1.63% | ||||
Dividend yield | 0% | 0% | ||||
Volatility | 47.15% | 63% | ||||
Expected lives (in years) | 6 months | 6 months | ||||
2021 ESPP | Subsequent Event | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Risk-free interest rate | 4.44% | |||||
Dividend yield | 0% | |||||
Volatility | 43.42% | |||||
Expected lives (in years) | 6 months |
Stock-Based Compensation - Sh_2
Stock-Based Compensation - Share-based Payment Arrangement, Restricted Stock Unit, Activity (Details) - RSUs | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Number of Shares | |
Unvested at beginning of period (in shares) | shares | 160,227 |
Granted (in shares) | shares | 6,231,236 |
Vested (in shares) | shares | (770,791) |
Forfeited (in shares) | shares | (831,708) |
Unvested at end of period(in shares) | shares | 4,788,964 |
Weighted-Average Grant Date Fair Value per Share | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 22.33 |
Granted (in dollars per share) | $ / shares | 4.65 |
Vested (in dollars per share) | $ / shares | 5.79 |
Forfeited (in dollars per share) | $ / shares | 5.74 |
Unvested at end of period (in dollars per share) | $ / shares | $ 4.86 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-based Compensation Expense, Restricted Stock Unit, Activity (Details) - RSUs - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Number of Shares | ||
Number of share-based compensation (in shares) | 4,788,964 | 160,227 |
Grant Date Fair Value per Share | ||
Weighted average grant date fair value (in dollars per share) | $ 4.86 | $ 22.33 |
Tranche 1 | ||
Number of Shares | ||
Number of share-based compensation (in shares) | 262,553 | |
Grant Date Fair Value per Share | ||
Weighted average grant date fair value (in dollars per share) | $ 4.77 | |
Tranche 2 | ||
Number of Shares | ||
Number of share-based compensation (in shares) | 262,553 | |
Grant Date Fair Value per Share | ||
Weighted average grant date fair value (in dollars per share) | $ 5.16 | |
Tranche 3 | ||
Number of Shares | ||
Number of share-based compensation (in shares) | 262,554 | |
Grant Date Fair Value per Share | ||
Weighted average grant date fair value (in dollars per share) | $ 5.41 |
Stock-Based Compensation - Sh_3
Stock-Based Compensation - Share-based Payment Arrangement, Performance Stock Unit, Activity (Details) - PSUs | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Target Number of Shares | |
Unvested at beginning of period (in shares) | shares | 0 |
Granted (in shares) | shares | 787,660 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Unvested at end of period(in shares) | shares | 787,660 |
Weighted-Average Grant Date Fair Value per Share | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 5.11 |
Vested (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Unvested at end of period (in dollars per share) | $ / shares | $ 5.11 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Payment Arrangement [Abstract] | |||
Stock-based compensation, gross of amounts capitalized | $ 20,231 | $ 9,744 | $ 6,594 |
Capitalized stock-based compensation | (1,200) | 0 | 0 |
Total stock-based compensation, net of amounts capitalized | $ 19,031 | $ 9,744 | $ 6,594 |
Income Taxes - Components of Lo
Income Taxes - Components of Loss Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Loss before provision for income taxes | |||
United States | $ (97,277) | $ (45,527) | $ (29,889) |
Foreign | (2,850) | 967 | (84) |
Loss before provision for income taxes | $ (100,127) | $ (44,560) | $ (29,973) |
Income Taxes - (Provision) Bene
Income Taxes - (Provision) Benefit for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | |||
Federal | $ 0 | $ (185) | $ 4,024 |
State | (195) | 19 | (48) |
Foreign | (1,931) | (392) | (217) |
Current income tax (provision) benefit | (2,125) | (558) | 3,759 |
Deferred | |||
Federal | 75 | (75) | 0 |
State | 0 | 0 | 0 |
Foreign | 823 | (177) | 354 |
Deferred income tax (provision) benefit | 898 | (252) | 354 |
Provision benefit (provision) for income taxes | $ (1,227) | $ (810) | $ 4,113 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit at statutory rate | (21.00%) | (21.00%) | (21.00%) |
State income taxes-net of federal provision (benefit) | (4.38%) | (5.84%) | (3.77%) |
Foreign rate differential | 0.32% | 0.10% | 0.22% |
Stock-based compensation | 1.78% | (1.77%) | 3.83% |
Warrant fair value adjustment | 0% | 5.01% | (0.52%) |
Charitable contribution | (0.15%) | (0.06%) | (0.43%) |
Return to provision and other | (0.10%) | 1.67% | (0.14%) |
Benefits provided by the CARES Act | 0% | (0.02%) | (6.22%) |
Uncertain tax positions | 0.26% | 0.66% | 1.16% |
Tax credits | (1.03%) | (2.64%) | (6.93%) |
Other | 0.76% | 0.39% | 0% |
Valuation allowance | 24.77% | 25.33% | 20.08% |
Effective income tax rate | 1.23% | 1.83% | (13.72%) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax asset: | ||
Inventory | $ 2,956 | $ 2,792 |
Deferred rent | 0 | 2,339 |
Accruals | 732 | 1,237 |
Stock-based compensation | 2,837 | 1,032 |
Net operating loss carryforwards | 20,126 | 9,403 |
R&D credits | 4,284 | 3,246 |
Charitable contributions | 2,932 | 2,492 |
Intangibles | 697 | 1,473 |
Deferred revenue | 974 | 831 |
Advertising | 1,533 | 971 |
Intercompany payable | 552 | 552 |
Lease liability | 23,511 | 0 |
Section 174 capitalized costs | 6,721 | 0 |
Other | 755 | 519 |
Total gross deferred tax assets | 68,610 | 26,887 |
Less: valuation allowance | (45,745) | (21,607) |
Total deferred tax assets | 22,865 | 5,280 |
Deferred tax liabilities: | ||
Prepaid expenses | (118) | (88) |
Depreciation | (1,694) | (5,089) |
Right-of-use assets | (20,052) | 0 |
Total deferred tax liabilities | (21,864) | (5,177) |
Net deferred tax assets | $ 1,001 | $ 103 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Loss Carryforwards [Line Items] | ||||
Undistributed earnings of foreign subsidiaries | $ 2,400 | |||
Unrecognized tax benefits | 1,634 | $ 1,265 | $ 691 | $ 417 |
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 71,400 | 33,800 | ||
Federal | Research and development | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax credit carryforwards | 3,600 | |||
State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 72,800 | 27,900 | ||
State | Research and development | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax credit carryforwards | 2,700 | |||
Foreign | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | $ 4,500 | $ 2,800 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Total Amounts of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits - at beginning of year | $ 1,265 | $ 691 | $ 417 |
Increases in balances related to tax positions taken in prior years | 175 | 23 | 0 |
Decreases in balances related to tax positions taken in prior years | (70) | (63) | (13) |
Increases in balances related to tax positions taken in current year | 264 | 614 | 287 |
Unrecognized tax benefits - at end of year | $ 1,634 | $ 1,265 | $ 691 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Braskem S.A. | |
Purchase Commitment, Excluding Long-Term Commitment [Line Items] | |
Purchase commitment, amount purchased | $ 4.4 |
Commitment and Contingencies -
Commitment and Contingencies - Schedule of Purchase Commitments (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2023 | $ 2,260 |
2024 | 3,171 |
2025 | 3,624 |
2026 | 4,077 |
2027 | 4,530 |
Total minimum purchase commitments | $ 17,662 |
Leases - Schedule of Lease Info
Leases - Schedule of Lease Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Leases [Abstract] | |
Operating lease costs | $ 16,508 |
Variable lease costs | 759 |
Short-term lease costs | 596 |
Sublease income | (6) |
Total lease costs | $ 17,857 |
Weighted-average remaining lease term (in years) | 7 years 3 months 14 days |
Weighted-average discount rate | 4.39% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 14,657 |
Operating lease liabilities arising from obtaining right-of-use assets | $ 34,492 |
Leases - Minimum Lease Payments
Leases - Minimum Lease Payments Under Noncancelable Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jan. 01, 2022 |
Leases [Abstract] | ||
2023 | $ 14,120 | |
2024 | 18,196 | |
2025 | 17,315 | |
2026 | 15,799 | |
2027 and after | 60,253 | |
Total undiscounted operating lease payments | 125,683 | |
Less: imputed discount | (19,848) | |
Total operating lease liabilities | $ 105,835 | $ 84,400 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | |||
Net loss attributable to common stockholders, basic | $ (101,354) | $ (45,370) | $ (25,860) |
Net loss attributable to common stockholders, diluted | $ (101,354) | $ (45,370) | $ (25,860) |
Denominator: | |||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 148,754,428 | 69,308,930 | 53,005,424 |
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 148,754,428 | 69,308,930 | 53,005,424 |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.68) | $ (0.65) | $ (0.49) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.68) | $ (0.65) | $ (0.49) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 20,965,583 | 16,562,530 | 88,888,690 |
Outstanding stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 15,388,186 | 16,370,673 | 15,611,571 |
Convertible preferred stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 70,990,919 |
Convertible preferred stock warrants | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 1,104,560 |
Common stock warrants | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 30,684 | 1,181,640 |
2021 ESPP | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 773 | 946 | 0 |
RSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,788,964 | 160,227 | 0 |
PSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 787,660 | 0 | 0 |
Benefit Plan (Details)
Benefit Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |||
Discretionary profit-sharing contributions | $ 0 | $ 0 | $ 0 |
Matching contributions | $ 1,400,000 | $ 1,300,000 | $ 1,100,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Revolving Credit Facility - Credit Agreement - Subsequent Event | 1 Months Ended |
Mar. 31, 2023 | |
Subsequent Event [Line Items] | |
Total revolver commitment percentage | 20% |
Secured Overnight Financing Rate (SOFR) | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 0.10% |
Base, SOFR, or Commitment Fee | Minimum | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 1.25% |
Base, SOFR, or Commitment Fee | Maximum | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 1.50% |