Blue Apron (APRN) 10-Q 9 Nov 21 2021 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Sep. 30, 2021shares
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Entity File Number	001-38134
Entity Registrant Name	Blue Apron Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-4777373
Entity Address, Address Line One	28 Liberty Street
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10005
City Area Code	347
Local Phone Number	719-4312
Title of 12(b) Security	Class A Common Stock, $0.0001 par value per share
Trading Symbol	APRN
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001701114
Amendment Flag	false
Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding	24,052,784
Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding	0
Class C
Document Information [Line Items]
Entity Common Stock, Shares Outstanding	0

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
CURRENT ASSETS:
Cash and cash equivalents	$ 35,282	$ 44,122
Accounts receivable, net	146	116
Inventories, net	23,257	18,185
Prepaid expenses and other current assets	12,624	23,651
Total current assets	71,309	86,074
Property and equipment, net	112,656	125,208
Other noncurrent assets	4,063	4,053
TOTAL ASSETS	188,028	215,335
CURRENT LIABILITIES:
Accounts payable	36,572	23,691
Accrued expenses and other current liabilities	24,948	41,632
Current portion of long-term debt	3,500	3,500
Deferred revenue	5,345	6,269
Warrant obligation	7,003
Total current liabilities	77,368	75,092
Long-term debt	26,487	28,747
Facility financing obligation	35,913	35,957
Other noncurrent liabilities	14,289	11,564
TOTAL LIABILITIES	154,057	151,360
STOCKHOLDERS' EQUITY:
Additional paid-in capital	674,046	642,106
Accumulated deficit	(640,077)	(578,133)
TOTAL STOCKHOLDERS' EQUITY	33,971	63,975
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	188,028	215,335
Class A
STOCKHOLDERS' EQUITY:
Common Stock	$ 2	1
Class B
STOCKHOLDERS' EQUITY:
Common Stock		$ 1

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	1,500,000,000	1,500,000,000
Common stock, issued (in shares)	24,052,784	14,365,664
Common stock, outstanding (in shares)	24,052,784	14,365,664
Class B
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	175,000,000	175,000,000
Common stock, issued (in shares)	0	3,493,791
Common stock, outstanding (in shares)	0	3,493,791
Class C
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	500,000,000	500,000,000
Common stock, issued (in shares)	0	0
Common stock, outstanding (in shares)	0	0

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Consolidated Statements of Operations
Net revenue	$ 109,654	$ 112,253	$ 363,370	$ 345,150
Operating expenses:
Cost of goods sold, excluding depreciation and amortization	73,397	74,499	232,574	213,005
Marketing	14,852	10,862	51,108	37,455
Product, technology, general, and administrative	35,237	33,687	108,590	100,397
Depreciation and amortization	5,507	5,871	16,739	18,799
Other operating expense		1,100		4,567
Total operating expenses	128,993	126,019	409,011	374,223
Income (loss) from operations	(19,339)	(13,766)	(45,641)	(29,073)
Gain (loss) on extinguishment of debt			(4,089)
Interest income (expense), net	(1,864)	(1,482)	(6,303)	(5,178)
Other income (expense), net	(6,432)		(5,884)
Income (loss) before income taxes	(27,635)	(15,248)	(61,917)	(34,251)
Benefit (provision) for income taxes	(1)	(14)	(27)	(42)
Net income (loss)	$ (27,636)	$ (15,262)	$ (61,944)	$ (34,293)
Net income (loss) per share attributable to Class A, and Class B common stockholders:
Basic (in dollars per share)	$ (1.17)	$ (0.96)	$ (3.07)	$ (2.41)
Diluted (in dollars per share)	$ (1.17)	$ (0.96)	$ (3.07)	$ (2.41)
Weighted-average shares used to compute net income (loss) per share attributable to Class A, and Class B common stockholders:
Basic (in shares)	23,709,639	15,861,948	20,196,442	14,206,273
Diluted (in shares)	23,709,639	15,861,948	20,196,442	14,206,273

Consolidated Statements of Stoc

Consolidated Statements of Stockholders Equity - USD ($) $ in Thousands	Common StockClass A	Common StockClass B	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning balance at Dec. 31, 2019	$ 1	$ 1	$ 599,976	$ (531,979)	$ 67,999
Beginning balance (in shares) at Dec. 31, 2019	7,799,093	5,464,196
Conversion from Class B to Class A common stock	$ 0	$ 0
Conversion from Class B to Class A common stock (in shares)	1,835,947	(1,835,947)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0	$ 0	486		486
Issuance of common stock upon exercise of stock options and vesting of restricted stock (in shares)	92,243	25,999
Share-based compensation			2,321		2,321
Net income (loss)				(20,145)	(20,145)
Ending balance at Mar. 31, 2020	$ 1	$ 1	602,783	(552,124)	50,661
Ending balance (in shares) at Mar. 31, 2020	9,727,283	3,654,248
Beginning balance at Dec. 31, 2019	$ 1	$ 1	599,976	(531,979)	67,999
Beginning balance (in shares) at Dec. 31, 2019	7,799,093	5,464,196
Net income (loss)					(34,293)
Ending balance at Sep. 30, 2020	$ 1	$ 1	639,918	(566,272)	73,648
Ending balance (in shares) at Sep. 30, 2020	14,031,986	3,653,820
Beginning balance at Mar. 31, 2020	$ 1	$ 1	602,783	(552,124)	50,661
Beginning balance (in shares) at Mar. 31, 2020	9,727,283	3,654,248
Conversion from Class B to Class A common stock	$ 0	$ 0
Conversion from Class B to Class A common stock (in shares)	101	(101)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0		0
Issuance of common stock upon exercise of stock options and vesting of restricted stock (in shares)	159,260
Share-based compensation			2,094		2,094
Net income (loss)				1,114	1,114
Ending balance at Jun. 30, 2020	$ 1	$ 1	604,877	(551,010)	53,869
Ending balance (in shares) at Jun. 30, 2020	9,886,644	3,654,147
Conversion from Class B to Class A common stock	$ 0	$ 0
Conversion from Class B to Class A common stock (in shares)	327	(327)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0		(7)		(7)
Issuance of common stock upon exercise of stock options and vesting of restricted stock (in shares)	145,015
Issuance of common stock, net of offering costs	$ 0		32,867		32,867
Issuance of stock (in shares)	4,000,000
Share-based compensation			2,181		2,181
Net income (loss)				(15,262)	(15,262)
Ending balance at Sep. 30, 2020	$ 1	$ 1	639,918	(566,272)	73,648
Ending balance (in shares) at Sep. 30, 2020	14,031,986	3,653,820
Beginning balance at Dec. 31, 2020	$ 1	$ 1	642,106	(578,133)	63,975
Beginning balance (in shares) at Dec. 31, 2020	14,365,664	3,493,791
Conversion from Class B to Class A common stock	$ 0	$ 0
Conversion from Class B to Class A common stock (in shares)	100,000	(100,000)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0		0
Issuance of common stock upon exercise of stock options and vesting of restricted stock (in shares)	191,595
Share-based compensation			2,366		2,366
Net income (loss)				(15,721)	(15,721)
Ending balance at Mar. 31, 2021	$ 1	$ 1	644,472	(593,854)	50,620
Ending balance (in shares) at Mar. 31, 2021	14,657,259	3,393,791
Beginning balance at Dec. 31, 2020	$ 1	$ 1	642,106	(578,133)	63,975
Beginning balance (in shares) at Dec. 31, 2020	14,365,664	3,493,791
Net income (loss)					(61,944)
Ending balance at Sep. 30, 2021	$ 2		674,046	(640,077)	33,971
Ending balance (in shares) at Sep. 30, 2021	24,052,784
Beginning balance at Mar. 31, 2021	$ 1	$ 1	644,472	(593,854)	50,620
Beginning balance (in shares) at Mar. 31, 2021	14,657,259	3,393,791
Conversion from Class B to Class A common stock	$ 0	$ 0
Conversion from Class B to Class A common stock (in shares)	83	(83)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0		0
Issuance of common stock upon exercise of stock options and vesting of restricted stock (in shares)	138,389
Issuance of common stock, net of offering costs	$ 1		21,143		21,144
Issuance of stock (in shares)	5,411,900
Share-based compensation			3,300		3,300
Net income (loss)				(18,587)	(18,587)
Ending balance at Jun. 30, 2021	$ 2	$ 1	668,915	(612,441)	56,477
Ending balance (in shares) at Jun. 30, 2021	20,207,631	3,393,708
Conversion from Class B to Class A common stock	$ 0	$ (1)			(1)
Conversion from Class B to Class A common stock (in shares)	3,393,708	(3,393,708)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0
Issuance of common stock upon exercise of stock options and vesting of restricted stock (in shares)	151,445
Issuance of common stock, net of offering costs	$ 0		2,799		2,799
Issuance of stock (in shares)	300,000
Share-based compensation			2,332		2,332
Net income (loss)				(27,636)	(27,636)
Ending balance at Sep. 30, 2021	$ 2		$ 674,046	$ (640,077)	$ 33,971
Ending balance (in shares) at Sep. 30, 2021	24,052,784

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ (61,944)	$ (34,293)
Adjustments to reconcile net income (loss) to net cash from (used in) operating activities:
Depreciation and amortization of property and equipment	16,739	18,799
Loss (gain) on disposal of property and equipment	(1,025)
Loss (gain) on build-to-suit accounting derecognition		(4,936)
Loss on impairment		7,662
Loss on extinguishment of debt	4,089
Change in fair value of warrant obligation	5,884
Changes in reserves and allowances	49	(235)
Share-based compensation	7,631	6,338
Non-cash interest expense	1,092	546
Changes in operating assets and liabilities:
Accounts receivable	(30)	136
Inventories	(5,356)	6,326
Prepaid expenses and other current assets	10,534	(13,966)
Accounts payable	13,001	3,388
Accrued expenses and other current liabilities	(16,460)	4,249
Deferred revenue	(924)	(347)
Other noncurrent assets and liabilities	(676)	2,281
Net cash from (used in) operating activities	(27,396)	(4,052)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(4,084)	(4,777)
Proceeds from sale of property and equipment	1,356	165
Net cash from (used in) investing activities	(2,728)	(4,612)
CASH FLOWS FROM FINANCING ACTIVITIES:
Receipt of funds held in escrow	5,000
Release of funds held in escrow	(5,000)
Repayments of debt	(2,625)	(10,846)
Payments of debt issuance costs	(214)
Proceeds from exercise of stock options		477
Principal payments on capital lease obligations, pre adoption	(101)	(166)
Net cash from (used in) financing activities	21,003	22,332
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH	(9,121)	13,668
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH - Beginning of period	45,842	46,443
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH - End of period	36,721	60,111
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes	61	60
Cash paid for interest	4,977	4,991
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING INFORMATION:
Acquisition (disposal) of property and equipment financed under capital lease		565
Non-cash additions to property and equipment	391	261
Purchases of property and equipment in Accounts payable and Accrued expenses and other current liabilities	392	119
Private Placement [Member]
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of stock, net of offering costs	2,799
Public Offering [Member]
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of stock, net of offering costs	$ 21,144	$ 32,867

Organization and Description of

Organization and Description of Business	9 Months Ended
	Sep. 30, 2021
Organization and Description of Business
Organization and Description of Business	1. Organization and Description of Business When used in these notes, Blue Apron Holdings, Inc. and its subsidiaries are collectively referred to as the “Company.” The Company designs original recipes with fresh, seasonally-inspired produce and high-quality ingredients, which are sent directly to customers for them to prepare, cook, and enjoy. The Company creates meal experiences around original recipes every week based on what’s in-season with farming partners and other suppliers. Customers can choose which recipes they would like to receive in a given week, and the Company delivers those recipes to their doorsteps along with the pre-portioned ingredients required to cook those recipes. In addition to meals, the Company sells wine through Blue Apron Wine, a direct-to-consumer wine delivery service. The Company also sells a curated selection of cooking tools, utensils, pantry items, and add-on products for different culinary occasions through Blue Apron Market, its e-commerce market.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2021
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The unaudited interim Consolidated Financial Statements (the “Consolidated Financial Statements”) have been prepared on the same basis as the audited Consolidated Financial Statements, and in the opinion of management, reflect all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2021 and December 31, 2020, results of operations for the three months and nine months ended September 30, 2021 and 2020, and cash flows for the nine months ended September 30, 2021 and 2020. These unaudited Consolidated Financial Statements should be read in conjunction with the Company’s audited Consolidated Financial Statements and the notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 23, 2021 (the “Annual Report”). There have been no material changes in the Company's significant accounting policies from those that were disclosed in Note 2, Summary of Significant Accounting Policies, included in the Annual Report, except those additional significant policies as described within the accompanying notes to the Consolidated Financial Statements. The accompanying Consolidated Financial Statements include the accounts of Blue Apron Holdings, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company prepares its Consolidated Financial Statements and related disclosures in conformity with accounting principles generally accepted in the United States (“GAAP”). Use of Estimates In preparing its Consolidated Financial Statements in accordance with GAAP, the Company is required to make estimates and assumptions that affect the amounts of assets, liabilities, revenue, costs, and expenses, and disclosure of contingent assets and liabilities which are reported in the Consolidated Financial Statements and accompanying disclosures. The accounting estimates that require the most difficult and subjective judgments include revenue recognition, inventory valuation, leases, the fair value of share-based awards, the fair value of the Blue Torch warrant obligation (discussed in Note 14), recoverability of long-lived assets, and the recognition and measurement of contingencies. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could materially differ from the Company’s estimates and assumptions. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies. The Company may take advantage of these exemptions until the Company is no longer an emerging growth company. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period afforded by the JOBS Act for the implementation of new or revised accounting standards. The Company has elected to use the extended transition period for complying with new or revised accounting standards, and as a result of this election, its financial statements may not be comparable to companies that comply with public company effective dates. The Company may take advantage of these exemptions up until December 31, 2022 (the last day of the fiscal year following the fifth anniversary of the initial public offering, or the “IPO”), or such earlier time that it is no longer an emerging growth company. The Company would cease to be an emerging growth company if it has more than $1.07 billion in annual revenue, has more than $700.0 million in market value of its stock held by non-affiliates, or it issues more than $1.0 billion of non-convertible debt securities over a three-year period. Smaller Reporting Company Status The Company is a “smaller reporting company,” as defined by Rule 12b-2 of the Securities Exchange Act of 1934, and therefore qualifies for reduced disclosure requirements for smaller reporting companies. Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued its standard on lease accounting, Accounting Standards Update No. 2016-02, Leases (Topic 842) Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments Codification Improvements to Topic 842, Leases, Leases (Topic 842): Targeted Improvements, Leases (Topic 842): Codification Improvements Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, Leases (Topic 842): Lessors – Certain Leases with Variable Lease Payments In August 2018, the FASB issued Accounting Standards Update No. 2018-15 (“ASU 2018-15”), Intangibles — 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. In December 2019, the FASB issued Accounting Standards Update No. 2019-12 (“ASU 2019-12 ”), Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued Accounting Standards Update No. 2020-04 (“ASU 2020-04”), Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

Inventories, Net

Inventories, Net	9 Months Ended
	Sep. 30, 2021
Inventories, Net
Inventories, Net	3. Inventories, Net Inventories, net consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (In thousands) Fulfillment $ 2,839 ​ $ 3,366 Product 20,418 ​ 14,819 Inventories, net $ 23,257 ​ $ 18,185 ​ Product inventory primarily consists of bulk and prepped food, containers, products available for resale, and wine products. Fulfillment inventory consists of packaging used for shipping and handling. Product and fulfillment inventories are recognized as components of Cost of goods sold, excluding depreciation and amortization in the accompanying Consolidated Statements of Operations when sold.

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	9 Months Ended
	Sep. 30, 2021
Prepaid Expenses and Other Current Assets
Prepaid Expenses and Other Current Assets	4. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (In thousands) Insurance proceeds receivable $ — ​ $ 11,250 Prepaid insurance ​ 7,125 ​ ​ 7,092 Other current assets 5,499 ​ 5,309 Prepaid expenses and other current assets $ 12,624 ​ $ 23,651 ​ Estimated insurance proceeds recoveries are reflected as assets in the Company’s Consolidated Balance Sheets when it is determined that the recovery of such amounts is probable, and the amount can be reasonably determined.

Restricted Cash

Restricted Cash	9 Months Ended
	Sep. 30, 2021
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Restricted Cash	5. Restricted Cash Restricted cash reflects pledged cash deposited into savings accounts that is used as security primarily for fulfillment centers and office space leases, and as of December 31, 2019, cash held in escrow related to a pending legal judgment that was returned to the Company in the second quarter of 2020 following final resolution of the case. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of the same amounts reported in the Consolidated Statements of Cash Flows: ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (in thousands) Cash and cash equivalents $ 35,282 ​ $ 44,122 Restricted cash included in Prepaid expenses and other current assets ​ 279 ​ ​ 610 Restricted cash included in Other noncurrent assets ​ 1,160 ​ ​ 1,110 Total cash, cash equivalents, and restricted cash $ 36,721 ​ $ 45,842 ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2020 2019 ​ (in thousands) Cash and cash equivalents $ 58,722 ​ $ 43,531 Restricted cash included in Prepaid expenses and other current assets ​ 279 ​ ​ — Restricted cash included in Other noncurrent assets ​ 1,110 ​ ​ 2,912 Total cash, cash equivalents, and restricted cash $ 60,111 ​ $ 46,443 ​

Property and Equipment, Net

Property and Equipment, Net	9 Months Ended
	Sep. 30, 2021
Property and Equipment, Net
Property and Equipment, Net	6. Property and Equipment, Net Property and equipment, net consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2021 2020 ​ (In thousands) ​ Computer equipment $ 11,450 $ 11,110 Capitalized software ​ 23,490 ​ 21,318 Fulfillment equipment ​ 52,064 ​ 51,096 Furniture and fixtures ​ 2,730 ​ 3,408 Leasehold improvements ​ 32,331 ​ 32,969 Buildings (1) ​ 114,877 ​ ​ 114,877 ​ Construction in process ​ 1,553 ​ 1,442 Property and equipment, gross ​ 238,495 ​ 236,220 Less: accumulated depreciation and amortization ​ (125,839) ​ (111,012) Property and equipment, net $ 112,656 ​ $ 125,208 ​ (1) Buildings includes a build-to-suit lease arrangement in Linden, New Jersey where the Company is considered the owner for accounting purposes, and as of September 30, 2021 and December 31, 2020, contains $31.3 million of the capitalized fair value of the building, $80.8 million of costs incurred directly by the Company relating to this arrangement, and $2.8 million of capitalized interest for related construction projects. Fairfield Lease Termination In October 2017, the Company performed a review of its real estate needs and decided to no longer pursue its planned build-out of the Fairfield facility and as a result, pursued potential alternatives for the leased Fairfield property. On March 30, 2020 (the “termination date”), the Company terminated the lease, effective immediately, for its Fairfield facility (the “Fairfield lease termination”). In connection with the Fairfield lease termination, the Company agreed to a termination fee in the amount of $1.5 million, recognized upon the termination date and paid in the second quarter of 2020, which released the Company from all future minimum lease payments related to this facility in the amount of $32.9 million, which otherwise would have expired in 2028. For accounting purposes, the Company had been deemed to be the owner of this arrangement and followed build-to-suit accounting. Therefore, the Company had capitalized the fair value of the building and direct construction costs incurred and recorded a corresponding facility financing obligation. Prior to the lease termination, the net carrying value of the build-to-suit assets totaled $31.1 million, the facility financing obligation totaled $35.7 million, and the Company had deferred rent of $1.8 million. Accordingly, as of the termination date, the Company derecognized the net carrying value of the build-to-suit assets and liabilities and the deferred rent balance. As a result, the Company recorded a non-cash gain of $4.9 million, net of the lease termination fee, in Other operating expense during the first quarter of 2020. Impairment Charges on Long-Lived Assets In February 2020, the Company announced the closure of its fulfillment center in Arlington, Texas and the consolidation of production volume from the Arlington, Texas fulfillment center to the Company’s fulfillment centers in Linden, New Jersey and Richmond, California in order to more efficiently continue to service the Company’s national footprint while also enabling the Company to redirect financial resources into other parts of the business, including growth initiatives. The Company concluded that this change in operations represented a triggering event with respect to its long-lived assets at the Arlington fulfillment center and therefore performed an impairment test in accordance with Accounting Standards Codification (“ASC”) 360, Property, Plant, and Equipment In May 2020, the transition of production volume to the Linden and Richmond fulfillment centers was completed, with the Company’s Arlington fulfillment center equipment primarily having been relocated to the Company’s other fulfillment centers. The Company temporarily reopened its Arlington fulfillment center beginning in January 2021 to leverage existing assets to meet forecasted demand while continuing to implement operating efficiencies at its other fulfillment centers. In April 2021, the Company closed down the temporary Arlington fulfillment center, with all production volume consolidated at its other fulfillment centers. The closure of the Arlington fulfillment center after its temporary reopening did not have a material impact on the Company’s Consolidated Financial Statements. Additionally, in May 2021, the Company entered into an agreement to sublease the remainder of its Arlington fulfillment center. The sublease continues through the duration of the Company’s existing lease for the fulfillment center and entitles the Company to future minimum sublease payments of approximately $2.4 million as of September 30, 2021. The Company has non-cancelable future minimum lease payments of approximately $1.4 million to the original lessor of the fulfillment center as of September 30, 2021.

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	9 Months Ended
	Sep. 30, 2021
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities	7. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2021 2020 ​ (In thousands) ​ Accrued compensation $ 11,178 ​ $ 17,189 ​ Accrued credits and refunds reserve 1,312 ​ 1,547 ​ Accrued legal settlements ​ — ​ ​ 12,250 ​ Accrued marketing expenses ​ 2,155 ​ ​ 2,006 ​ Accrued shipping expenses 2,363 ​ 2,060 ​ Other current liabilities 7,940 ​ 6,580 ​ Accrued expenses and other current liabilities $ 24,948 ​ $ 41,632 ​ ​ Accrued legal settlements reflect contingencies for which the Company has concluded the loss is probable and reasonably estimable. As of December 31, 2020, the Company determined that insurance recovery was probable related to $11.3 million of a legal settlement and recognized the full recovery amount in Prepaid expenses and other current assets as of December 31, 2020 . The insurance proceeds receivable was recovered in full by the Company in the second quarter of 2021 following final resolution of the case. See Note 10 for further discussion of the accrued legal settlements.

Deferred Revenue

Deferred Revenue	9 Months Ended
	Sep. 30, 2021
Deferred Revenue
Deferred Revenue	8. Deferred Revenue Deferred revenue consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 ​ 2020 ​ (In thousands) ​ Cash received prior to fulfillment $ 3,349 ​ $ 1,550 ​ Gift cards, prepaid orders, and other ​ 1,996 ​ ​ 4,719 ​ Deferred revenue $ 5,345 ​ $ 6,269 ​ ​ Under ASC 606, Revenue from Contracts with Customers, Contractual liabilities included in Deferred revenue on the Consolidated Balance Sheets were $5.3 million and $6.3 million as of September 30, 2021 and December 31, 2020, respectively. During the nine months ended September 30, 2021, the Company recognized $5.1 million to Net revenue from the Deferred revenue at December 31, 2020.

Debt

Debt	9 Months Ended
	Sep. 30, 2021
Debt
Debt	9. Debt In August 2016, the Company entered into the revolving credit facility with a maximum amount available to borrow of $150.0 million. The borrower under the revolving credit facility was the Company’s wholly-owned subsidiary, Blue Apron, LLC. Between 2017 and 2020, the Company amended and refinanced the revolving credit facility to, among other things, reduce the aggregate lender commitments to $55.0 million and extend the final maturity date to August 2021. On October 16, 2020 (the “effective date”), the Company entered into a financing agreement which provided for a senior secured term loan in the aggregate principal amount of $35.0 million that matures in March 2023 (the “2020 Term Loan”). The proceeds of the 2020 Term Loan were used, together with cash on hand, to repay in full the outstanding indebtedness of $43.8 million under the revolving credit facility, and to pay fees and expenses in connection with the transactions contemplated by the 2020 Term Loan. The Company terminated the revolving credit facility effective as of the closing of the 2020 Term Loan. On May 5, 2021 (the “closing date”), the Company amended the financing agreement relating to the 2020 Term Loan (the “Amendment”). Among other things, the Amendment: (i) provided a $5.0 million term loan (the “2021 Term Loan”), which bore interest at a rate equal to LIBOR (subject to a 1.50% floor) plus 10.00% per annum and matured at the same time as the 2020 Term Loan, on March 31, 2023. The 2021 Term Loan was prepayable and did not require periodic principal payments; (ii) increased the interest rate margin on the 2020 Term Loan by 1.00% per annum, resulting in the 2020 Term Loan bearing interest, from and after the closing date, at a rate equal to LIBOR (subject to a 1.50% floor) plus 9.00% per annum; (iii) waived the requirement that the borrower prepay the 2020 Term Loan with 50% of the proceeds of equity issuances, provided that the waiver expired upon the earlier of (i) such time as the cumulative net proceeds from equity issuances of the borrower otherwise requiring such prepayment exceed $30.0 million (calculated net of the prepayment of the 2021 Term Loan described below) or (ii) 60 days after the closing date; (iv) required that the borrower prepay the 2021 Term Loan with 100% of the proceeds of equity issuances (in addition to the other mandatory prepayment provisions applicable to the 2020 Term Loan, which also applied to the 2021 Term Loan); and (v) reduced the minimum liquidity covenant from $20.0 million at all times to $15.0 million at all times until the earlier of (i) May 15, 2022, and (ii) the date on which the 2021 Term Loan and all accrued and unpaid interest thereon is repaid in full. The proceeds of the 2021 Term Loan were held in an escrow account and were considered qualified cash for purposes of the minimum liquidity covenant. Pursuant to the Amendment, the net proceeds of the June 2021 offering (discussed in Note 11) were not subject to the mandatory prepayment provision of the 2020 Term Loan. However, the Amendment required that the 2021 Term Loan be released in full from escrow to the lenders upon completion of the June 2021 offering, upon which the minimum liquidity covenant was reset to $20.0 million at all times. The Company also repaid $0.5 million of the $1.0 million closing fee charged under the Amendment, which (i) bore interest at the same rate as of the 2021 Term Loan, and (ii) 50% of which was forgiven because the 2021 Term Loan was repaid within 60 days As of September 30, 2021, the 2020 Term Loan bore interest at a rate equal to LIBOR (subject to a 1.50% floor) plus 9.00% per annum. The principal amount of the 2020 Term Loan is repayable in equal quarterly installments of $875,000 through December 31, 2022, with the remaining unpaid principal amount of the 2020 Term Loan repayable on March 31, 2023. The Company is also obligated under the 2020 Term Loan to pay customary fees, including an anniversary fee equal to 1.00% of the average daily principal amount of the 2020 Term Loan outstanding over the past 12 months. In connection with the Amendment, the Company agreed to prospectively grant warrants (the “Blue Torch warrant obligation”) to the lenders. Under the terms of the Blue Torch warrant obligation, so long as the 2020 Term Loan remains outstanding, on the first day of each quarter beginning on or after July 1, 2021, the Company will issue a warrant to the lenders to purchase at an exercise price of $0.01 per share such number of shares of Class A common stock of the Company as equals 0.50% of the then outstanding shares of common stock of the Company, on a fully-diluted basis. Subject to limited exceptions, subsequent to their respective issuance date the number of shares issuable upon exercise of each warrant is subject to increase each time the Company issues or sells any shares of common stock, common stock equivalents, options, or convertible securities for a consideration per share (including upon exercise, exchange, or conversion) of less than the fair market value per share of the Class A common stock as of the applicable issuance date in accordance with the Amendment. The warrants will expire five years after the applicable issuance date and will be exercisable on a cash basis or, at the election of the holder, on a cashless basis. ​ The Blue Torch warrant obligation was accounted for in accordance with ASC 815-40, Contracts in an Entity’s Own Equity The Company evaluated the Amendment under ASC 470-50, Modifications and Extinguishments In connection with the extinguishment accounting, the Company derecognized all related unamortized debt issuance costs, and simultaneously recorded additional debt issuance costs of $2.0 million within Long-term debt, which are being amortized using the effective interest method over the remaining term. The following table summarizes the presentation of the Company’s debt balances in the Consolidated Balance Sheets as of the dates indicated below: ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (In thousands) 2020 Term Loan $ 31,500 ​ $ 34,125 Debt issuance costs, net ​ (1,513) ​ ​ (1,878) Total debt outstanding, net of debt issuance costs ​ 29,987 ​ ​ 32,247 Less: current portion of long-term debt ​ 3,500 ​ ​ 3,500 Long-term debt $ 26,487 ​ $ 28,747 ​ The borrower under the 2020 Term Loan is the Company’s wholly-owned subsidiary, Blue Apron, LLC. The obligations under the 2020 Term Loan are guaranteed by Blue Apron Holdings, Inc. and its subsidiaries other than the borrower, and secured by substantially all of the assets of the borrower and the guarantors. The 2020 Term Loan contains certain restrictive covenants, financial covenants, and affirmative and financial reporting covenants restricting the Company and the Company’s subsidiaries’ activities. Restrictive covenants include limitations on the incurrence of indebtedness and liens, restrictions on affiliate transactions, restrictions on the sale or other disposition of collateral, and limitations on dividends and stock repurchases. The Company will be required to make mandatory prepayments under certain circumstances, and will have the option to make prepayments under the 2020 Term Loan subject to certain prepayment premiums through the first anniversary of the effective date. Non-compliance with the covenants under the 2020 Term Loan would result in an event of default upon which the lender could declare all outstanding principal and interest to be due and payable immediately and foreclose against the assets securing the borrowings. As of September 30, 2021, the Company was in compliance with all of the covenants under the 2020 Term Loan. Facility Financing Obligation As of September 30, 2021 and December 31, 2020, the Company had a facility financing obligation of $35.9 million and $36.0 million, respectively, related to the leased facility in Linden under the build-to-suit accounting guidance.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Commitments and Contingencies
Commitments and Contingencies	10. Commitments and Contingencies Legal Proceedings The Company records accruals for loss contingencies associated with legal matters when it is probable that a liability will be incurred and the amount of the loss can be reasonably estimated. If the Company determines that a loss is reasonably possible, the Company discloses the matter, and, if estimable, the amount or range of the possible loss in the notes to the Consolidated Financial Statements. The Company was subject to a consolidated putative class action lawsuit in the U.S. District Court for the Eastern District of New York alleging federal securities law violations in connection with the Company’s IPO. The amended complaint alleged that the Company and certain current and former officers and directors made material misstatements or omissions in the Company’s registration statement and prospectus that caused the stock price to drop. Pursuant to a stipulated schedule entered by the parties, defendants filed a motion to dismiss the amended complaint on May 21, 2018. Plaintiffs filed a response on July 12, 2018 and defendants filed a reply on August 13, 2018. On April 22, 2020, the Court entered an order (i) denying the motion to dismiss insofar as Plaintiffs’ allegations pertained to certain of the disclosures in the registration statement and prospectus claimed by plaintiff, and (ii) narrowing the factual issues in the case. On August 11, 2020, the parties held a mediation after which they entered into a memorandum of understanding on August 14, 2020 regarding a proposed settlement. Discovery has been stayed since August 14, 2020. The Company entered into a stipulation and agreement of settlement to resolve the class action litigation on October 28, 2020, which was subsequently amended on November 12, 2020. Under the terms of the settlement, a payment of $13.3 million is to be made by the Company and/or its insurers in exchange for the release of claims against the defendants and other released parties by the lead plaintiff and all settlement class members and for the dismissal of the action with prejudice. The court granted preliminary approval of the settlement on February 1, 2021 and the Company paid $1.0 million of the settlement amount into escrow, with the remaining $12.3 million balance of the settlement funded by the Company’s insurers. The Company’s contribution to the settlement represented the portion of its insurance retention amount, less the $1.0 million which had been paid by the Company as of December 31, 2020 to cover legal fees relating to this case and the related cases described below, as well as the settlement of the state court action described below. The court granted final approval of the settlement on May 10, 2021, and the deadline to appeal the court’s final approval order has passed. The Company was also subject to two state putative class action lawsuits alleging federal securities law violations in connection with the IPO, which were substantially similar to the above-referenced federal court action. One of the state court actions was originally filed in the New York Supreme Court, but was voluntarily dismissed by plaintiffs on September 15, 2020 and subsequently re-filed in the U.S. District Court for the Eastern District of New York on October 2, 2020. On December 2, 2020, the Company settled this lawsuit, which did not have a material impact on the Company’s Consolidated Financial Statements. The second state lawsuit was voluntarily dismissed on May 12, 2021. In June 2020, certain of the Company’s current and former officers and directors were named as defendants in a shareholder derivative action filed in the Eastern District of New York, captioned Jeffrey Peters v. Matthew B. Salzberg, et al., 1:20-cv-02627. The complaint sought contribution from the officer and director defendants for any damages that the Company may incur as a result of the above-referenced class action lawsuit, attorneys’ fees, and other costs, as well as an order directing the Company to reform and improve its corporate governance and internal procedures to comply with applicable laws. On September 11, 2020, this case was stayed pending resolution of the federal securities case. On June 16, 2021, the plaintiff filed a notice of voluntary dismissal requesting that the court to dismiss the action without prejudice and retain jurisdiction of the action solely for the purpose of adjudicating the plaintiff’s counsel’s anticipated application for an award of attorney’s fees and reimbursement of expenses in connection with purportedly mooted claims asserted by the plaintiff in the action. On June 22, 2021, the court dismissed the action but retained jurisdiction of the action solely for the purpose of adjudicating the plaintiff’s counsel’s anticipated application for fees and expenses. On July 28, 2021, the Company and plaintiff’s counsel reached an agreement concerning plaintiff’s counsel’s claim for fees and costs without the need for court intervention. In addition, from time to time the Company may become involved in legal proceedings or be subject to claims arising in the ordinary course of its business. Although the results of such litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on its business, operating results, financial condition or cash flows.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2021
Stockholders' Equity abstract
Stockholders' Equity	11. Stockholders’ Equity (Deficit) Salzberg Private Placement On September 15, 2021, the Company announced its intention to conduct (i) a fully backstopped $45.0 million rights offering for shares of its Class A common stock and related warrants and (ii) two private placements for an aggregate of $33.0 million of gross proceeds (collectively, the “Capital Raise”). In connection with the backstop for the rights offering and the two private placements, on September 15, 2021, the Company entered into a purchase agreement (the “Purchase Agreement”) with RJB Partners LLC (“RJB”), an affiliate of Joseph N. Sanberg, an existing stockholder of the Company, and Matthew B. Salzberg, the Company’s co-founder and former Chairman of the Board. For additional information regarding the Capital Raise and the Purchase Agreement, see Note 16 Subsequent Events. ​ Under the Purchase Agreement and concurrently with its execution, Mr. M. Salzberg purchased for an aggregate purchase price of $3.0 million, (i) 300,000 shares of Class A common stock, (ii) warrants to purchase 240,000 shares of Class A common stock at an exercise price of $15.00 per share, (iii) warrants to purchase 120,000 shares of Class A common stock at an exercise price of $18.00 per share, and (iv) warrants to purchase 60,000 shares of Class A common stock at an exercise price of $20.00 per share, resulting in $2.8 million of proceeds, net of issuance costs, without giving effect to the receipt of any exercise price of any warrants issued in the transactions (the “Salzberg Private Placement”). The shares of Class A common stock and warrants were issued separately and constitute separate securities. The warrants are non-transferable, except in limited circumstances. As of September 30, 2021, the warrants issued in the Salzberg Private Placement to purchase an aggregate of 420,000 shares of the Company’s Class A common stock were unexercised. The Company conducted an assessment of the classification of the warrants issued in the Salzberg Private Placement and, based on their terms, concluded the warrants are equity-classified. Accordingly, the net proceeds have been recorded within stockholders’ equity (deficit). Conversion of Class B Common Stock In connection with the transactions described above and as a condition of the Purchase Agreement, Mr. M. Salzberg, Barry Salzberg, and Mr. Sanberg and certain of their respective affiliates, elected to convert all of their respective outstanding shares of Class B common stock into shares of Class A common stock, on a one-share-for-one-share basis, effective on September 15, 2021. The Class B common stock was substantially the same as the Class A common stock except Class B common stock had ten votes per share whereas Class A common stock has one vote per share. As a result of these voluntary conversions, pursuant to Section 7.2(d) of Part A of Article Fourth of the Company’s Restated Certificate of Incorporation (the “Charter”), which provides for the automatic conversion of all outstanding Class B common stock when the outstanding shares of Class B common stock represent less than five percent (5%) of the combined voting power of the outstanding Class A common stock and Class B common stock, all of the Company’s outstanding shares of Class B common stock automatically converted into shares of Class A common stock on a one-share-for-one-share basis (the “Class B Automatic Conversion”). Following the Class B Automatic Conversion, the Company has only one class of common stock outstanding, its Class A common stock, and the Company ceased to be a “controlled company” as defined under New York Stock Exchange listing rules. Underwritten Public Offerings On June 18, 2021, the Company completed an underwritten public offering (the “June 2021 offering”), pursuant to its universal shelf registration filed with the SEC on April 29, 2020 (the “2020 Shelf”), of 5,411,900 shares of the Company’s Class A common stock, including the 705,900 shares issuable upon the underwriter’s exercise of its option to purchase additional shares, resulting in $21.1 million of proceeds, net of underwriting discounts and commissions and offering costs. On August 10, 2020, the Company completed an underwritten public offering, pursuant to the 2020 Shelf, of 4,000,000 shares of the Company’s Class A common stock, resulting in $32.9 million of proceeds, net of underwriting discounts and commissions and offering costs.

Share-based Compensation

Share-based Compensation	9 Months Ended
	Sep. 30, 2021
Share-based Compensation
Share-based Compensation	12. Share-based Compensation The Company recognized share-based compensation for share-based awards in Cost of goods sold, excluding depreciation and amortization, and Product, technology, general and administrative expenses as follows: ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ September 30, ​ 2021 2020 ​ (In thousands) Cost of goods sold, excluding depreciation and amortization $ 10 ​ $ 22 Product, technology, general and administrative ​ 2,156 ​ ​ 2,067 Total share-based compensation $ 2,166 ​ $ 2,089 ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ September 30, ​ 2021 2020 ​ (In thousands) Cost of goods sold, excluding depreciation and amortization $ 40 ​ $ 79 Product, technology, general and administrative ​ 7,591 ​ ​ 6,259 Total share-based compensation $ 7,631 ​ $ 6,338 ​ In February 2021, the Company granted 1,190,250 shares of performance-based restricted stock units for its Class A common stock to certain employees, including the Company’s executive officers. Such units are subject to vesting conditions that are tied to the achievement of certain stock price targets and time-based requirements beginning February 25, 2021 and continuing through February 25, 2024.

Earnings per Share

Earnings per Share	9 Months Ended
	Sep. 30, 2021
Earnings per Share
Earnings per Share	13. Earnings per Share Basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted-average number of common shares, including potential dilutive common shares assuming the dilutive effect of outstanding common stock options, restricted stock units, and warrants. For periods in which the Company has reported net loss, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, because dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Prior to the Class B Automatic Conversion, the rights, including the liquidation and dividend rights, of the Class A common stock, Class B common stock, and Class C capital stock were substantially the same, other than voting rights. For the three months and nine months ended September 30, 2021 and 2020, the Company did not have any outstanding shares of Class C capital stock. Following the Class B Automatic Conversion on September 15, 2021, the Company has only one class of common stock outstanding. See Note 11 for further discussion of the Class B Automatic Conversion. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ ​ 2021 ​ 2020 ​ Class A Class B ​ Class A ​ Class B ​ (In thousands, except share and per-share data) ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to common stockholders $ (24,368) ​ $ (3,268) ​ $ (11,746) ​ $ (3,516) ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—basic 20,906,141 ​ ​ 2,803,498 ​ 12,208,041 ​ ​ 3,653,907 ​ Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—diluted 20,906,141 ​ 2,803,498 ​ 12,208,041 ​ 3,653,907 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share attributable to common stockholders—basic (1) $ (1.17) ​ $ (1.17) ​ $ (0.96) ​ $ (0.96) ​ Net income (loss) per share attributable to common stockholders—diluted (1) $ (1.17) ​ $ (1.17) ​ $ (0.96) ​ $ (0.96) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ 2021 ​ 2020 ​ Class A Class B ​ Class A ​ Class B (In thousands, except share and per-share data) ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to common stockholders $ (52,099) ​ $ (9,845) ​ $ (24,810) ​ $ (9,483) Denominator: ​ ​ ​ ​ ​ ​ ​ Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—basic 16,986,570 ​ 3,209,872 ​ 10,278,021 ​ 3,928,252 Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—diluted 16,986,570 ​ 3,209,872 ​ 10,278,021 ​ 3,928,252 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share attributable to common stockholders—basic (1) $ (3.07) ​ $ (3.07) ​ $ (2.41) ​ $ (2.41) Net income (loss) per share attributable to common stockholders—diluted (1) $ (3.07) ​ $ (3.07) ​ $ (2.41) ​ $ (2.41) ​ (1) Net income (loss) per share attributable to common stockholders — basic and net income (loss) per share attributable to common stockholders — diluted may not recalculate due to rounding. The following have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders as their effect would have been antidilutive: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ ​ 2021 ​ 2020 ​ Class A Class B Class A Class B Stock options ​ 44,764 ​ — ​ — ​ 93,718 Restricted stock units ​ 2,299,766 ​ — ​ 1,689,874 ​ — Warrants ​ 550,350 ​ — ​ — ​ — Total anti-dilutive securities ​ 2,894,880 ​ — ​ 1,689,874 ​ 93,718 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ ​ 2021 ​ 2020 ​ Class A Class B Class A Class B Stock options ​ 48,542 ​ — ​ 5,241 ​ 144,818 Restricted stock units ​ 2,262,173 ​ — ​ 1,694,397 ​ — Warrants ​ 550,350 ​ — ​ — ​ — Total anti-dilutive securities ​ 2,861,065 ​ — ​ 1,699,638 ​ 144,818 ​

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2021
Fair Value Measurements
Fair Value Measurements	14. Fair Value Measurements The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs are developed using market data, such as publicly available information about actual events or transactions, and reflect the assumptions that market participants would use when pricing the asset or liability. Unobservable inputs are inputs for which market data is not available and that are developed using the best information available about the assumptions that market participants would use when pricing the asset or liability. The fair value hierarchy consists of the following three levels: Level 1 — Quoted market prices in active markets for identical assets or liabilities Level 2 — Observable market-based inputs or unobservable inputs that are corroborated by market data Level 3 — Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets The Company uses observable market data when available, and minimizes the use of unobservable inputs when determining fair value. The following are the major categories of assets and liabilities measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020 using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2) and significant unobservable inputs (Level 3): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2021 ​ Level 1 Level 2 Level 3 Total ​ ​ (In thousands) Assets: ​ ​ ​ ​ Cash and cash equivalents: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market accounts ​ $ 2,635 ​ $ — ​ $ — ​ $ 2,635 Total assets measured at fair value ​ $ 2,635 ​ $ — ​ $ — ​ $ 2,635 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ Warrant obligation ​ $ — ​ $ — ​ $ 7,003 ​ $ 7,003 Other noncurrent liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant obligation ​ ​ — ​ ​ — ​ ​ 3,449 ​ ​ 3,449 Total liabilities measured at fair value ​ $ — ​ $ — ​ $ 10,452 ​ $ 10,452 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​ Level 1 Level 2 Level 3 Total ​ ​ (In thousands) Assets: ​ ​ ​ ​ Cash and cash equivalents: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market accounts ​ $ 42,408 ​ $ — ​ $ — ​ $ 42,408 Total assets measured at fair value ​ $ 42,408 ​ $ — ​ $ — ​ $ 42,408 ​ Money market accounts Money market accounts are classified within Level 1 of the fair value hierarchy as they are valued using observable inputs that reflect quoted prices for identical assets in active markets. The carrying amount of the Company’s money market accounts approximates fair value due to their short-term maturities. Warrant obligation The Blue Torch warrant obligation issued in conjunction with the Amendment, as discussed in Note 9, is accounted for in accordance with ASC 815-40, Contracts in an Entity’s Own Equity The following table summarizes the changes of the Blue Torch warrant obligation as of September 30, 2021 and December 31, 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of December 31, 2020 ​ Initial recognition ​ Loss (gain) on changes in stock price ​ Loss (gain) on changes in estimated common stock on a fully-diluted basis ​ Issuance of warrants ​ Balance as of September 30, 2021 ​ ​ ​ (In thousands) Warrant obligation ​ $ — ​ $ 4,567 ​ $ 1,628 ​ $ 3,300 ​ $ 957 ​ $ 10,452 ​

Restructuring Costs

Restructuring Costs	9 Months Ended
	Sep. 30, 2021
Restructuring Costs
Restructuring Costs	15. Restructuring Costs In February 2020, the Company announced the closure of its fulfillment center in Arlington, Texas and the consolidation of production volume from the Arlington, Texas fulfillment center to the Company’s fulfillment centers in Linden, New Jersey and Richmond, California in order to more efficiently continue to service the Company’s national footprint while also enabling the Company to redirect financial resources into other parts of the business, including growth initiatives. As a result of the action, which was completed in May 2020, the Company recorded $0.8 million in total restructuring costs during the first half of 2020, including $0.4 million of employee-related expenses, primarily consisting of severance payments, and $0.4 million of other exit costs in Other operating expense, substantially all of which resulted in cash expenditures. In addition, during the first half of 2020, the Company recorded non-cash impairment charges of $7.6 million, primarily consisting of leasehold improvements and equipment. See Note 6 for further discussion of the impairment charges. The Company temporarily reopened its Arlington fulfillment center beginning in January 2021 to leverage existing assets to meet forecasted demand while continuing to implement operating efficiencies at its other fulfillment centers. In April 2021, the Company closed down the temporary Arlington fulfillment center, with all production volume consolidated at its other fulfillment centers. The closure of the Arlington fulfillment center after its temporary reopening did not have a material impact on the Company’s Consolidated Financial Statements.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events
Subsequent Events	16. Subsequent Events On September 15, 2021, the Company entered into the Purchase Agreement with RJB and Mr. M. Salzberg relating to the Capital Raise for an aggregate of $78.0 million of gross proceeds, without giving effect to the receipt of any exercise price of any warrants issued in the transactions. The Purchase Agreement provided that, among other things: ​ ● The Company would conduct a rights offering (the “Rights Offering”), pursuant to which the Company distributed, at no charge, to the holders of record of its outstanding shares of Class A common stock and certain outstanding warrants to purchase shares of Class A common stock held by the Company’s lenders (the “Eligible Securityholders”) one non-transferable subscription right (each, a “Subscription Right” and collectively, the “Subscription Rights”) for each share of Class A common stock held or, in the case of the holders of the applicable outstanding warrants, each share of Class A common stock issuable upon exercise of such warrants. Each Subscription Right provided the Eligible Securityholder the right to purchase one unit consisting of (i) a fraction of (the “Applicable Fraction”) of one share of Class A common stock, (ii) one warrant to purchase the Applicable Fraction of 0.8 of one share of Class A common stock at an exercise price of $15.00 per share, (iii) one warrant to purchase the Applicable Fraction of 0.4 of one share of Class A common stock at an exercise price of $18.00 per share, and (iv) one warrant to purchase the Applicable Fraction of 0.2 of one share of Class A common stock at an exercise price of $20.00 per share. The Applicable Fraction was equal to 0.185055707113895 based upon the shares held (or issuable upon exercise of the applicable outstanding warrants) by the Eligible Securityholders as of the record date. The subscription price for each unit was equal to $1.8505 (or $10.00 multiplied by the Applicable Fraction). 6,671,271 subscription rights were subscribed for in the rights offering, which closed on November 4, 2021, resulting in the issuance of (i) 1,234,187 shares of Class A common stock, (ii) warrants to purchase 987,645.417802738 shares of Class A common stock at an exercise price of $15.00 per share, (iii) warrants to purchase 493,822.7089013690 shares of Class A common stock at an exercise price of $18.00 per share, and (iv) warrants to purchase 246,911.3544506840 shares of Class A common stock at an exercise price of $20.00 per share. ​ ● RJB would purchase, in a private placement (the “Backstop Private Placement”), the number of shares of Class A common stock and warrants that remained unsubscribed at the expiration of the Rights Offering subscription period for an aggregate purchase price equal to $45.0 million less the aggregate purchase price received from purchasers of units in the Rights Offering. On November 4, 2021, RJB purchased $32.7 million of securities in the Backstop Private Placement and the Company issued (i) 3,265,813 shares of Class A common stock, (ii) warrants to purchase 2,612,354.58219726 shares of Class A common stock at an exercise price of $15.00 per share, (iii) warrants to purchase 1,306,177.291098630 shares of Class A common stock at an exercise price of $18.00 per share, and (iv) warrants to purchase 653,088.645549316 shares of Class A common stock at an exercise price of $20.00 per share. ​ ● RJB would purchase, in a private placement (the “Concurrent Private Placement”), on the same terms and concurrently with the consummation of the Backstop Private Placement and for an aggregate purchase price of $30.0 million, (i) 3,000,000 shares of Class A common stock, (ii) warrants to purchase 2,400,000 shares of Class A common stock at an exercise price of $15.00 per share, (iii) warrants to purchase 1,200,000 shares of Class A common stock at an exercise price of $18.00 per share, and (iv) warrants to purchase 600,000 shares of Class A common stock at an exercise price of $20.00 per share. The Concurrent Private Placement closed on November 4, 2021. ​ ● Mr. M. Salzberg would purchase, on the same terms as the Backstop Private Placement and the Concurrent Private Placement and for an aggregate purchase price of $3.0 million, (i) 300,000 shares of Class A common stock, (ii) warrants to purchase 240,000 shares of Class A common stock at an exercise price of $15.00 per share, (iii) warrants to purchase 120,000 shares of Class A common stock at an exercise price of $18.00 per share, and (iv) warrants to purchase 60,000 shares of Class A common stock at an exercise price of $20.00 per share, resulting in $2.8 million of proceeds, net of issuance costs, without giving effect to the receipt of any exercise price of any warrants issued in the transactions. The Salzberg Private Placement closed on September 15, 2021. For additional information on the Salzberg Private Placement, see Note 11 Stockholders’ Equity (Deficit). ​ ● The Class B Automatic Conversion would occur. For additional information on the Class B Automatic Conversion, see Note 11 Stockholders’ Equity (Deficit). ​ Under the Purchase Agreement, RJB agreed to a customary standstill for a period of three years, as well as provisions requiring RJB to vote all Company securities it beneficially owns, and to cause Company securities beneficially owned by Mr. Sanberg and certain of its or his respective affiliates to be voted, in each case in excess of 19.9% of the total voting power of the outstanding capital stock of the Company in the aggregate, in proportion to and in accordance with the vote of all stockholders of the Company. ​ As contemplated by the Purchase Agreement, on November 4, 2021, the Company entered into a registration rights agreement with RJB and Mr. M. Salzberg to provide them with customary registration rights with respect to the securities purchased in the private placements and other shares of Class A common stock owned by RJB and certain of its affiliates, and Mr. Salzberg. Further, the Purchase Agreement also requires the board of directors of the Company (the “Board”) to approve specified environmental, social, and corporate governance measures, including the following: (i) using reasonable best efforts to conduct and complete a greenhouse gas emissions inventory survey by December 31, 2021 and to become “carbon neutral” in specified respects from and after March 31, 2022; (ii) establishing a minimum wage of at least $15.00 66 ​ Each warrant issued in the Salzberg Private Placement, the Rights Offering, Backstop Private Placement and Concurrent Private Placement has a term of seven years from the date of issuance. Each such warrant may only be exercised for cash, except in connection with certain fundamental transactions, and no fractional shares will be issued upon exercise of the warrants. The warrants are non-transferable, except in limited circumstances, and have not been listed or otherwise trade on any stock exchange. The number of shares issuable upon exercise of the warrants and the applicable exercise prices is subject to adjustment upon the occurrence of certain events, including (i) dividends or distributions of shares of the Company’s Class A common stock, (ii) subdivisions, combinations and certain reclassifications of shares of the Company’s Class A common stock, (iii) certain additional issuances of Class A common stock or securities exercisable for or convertible into shares of Class A common stock at a price per share less than the market price for the Company’s Class A common stock, (iv) distributions of assets other than Class A common stock, or (v) certain repurchases by the Company. The Company plans to use the net proceeds of the Capital Raise for general corporate purposes, primarily consisting of: ● Acceleration and expansion of its growth strategy, with an expected focus on: o Opening up channels to appeal to new audiences and segments through new products and product categories; o Product innovation to increase variety, flexibility, and choice; and o Increasing investments in marketing and technology infrastructure to build on improvements over the past year to drive engagement with its current customers and attract new ones. ● Acceleration of its environmental and sustainability commitments, including a plan to accelerate its path to carbon neutrality by March 31, 2022, initially through carbon offsets, with plans to thereafter supplement or replace the offsets by systematic reduction of carbon use in packaging, logistics, sourcing, and production. ​ ● Increased investments in its hourly employees to attract, retain and engage a talented, diverse workforce, including raising the base hourly compensation rate to at least $18 per hour for employees in good standing in its existing offices and fulfillment centers (which it implemented in October 2021), as well as enhancing its employee benefits and programs. The Company may also use up to $5.0 million of such proceeds, at its sole discretion, to voluntarily repay any of its existing indebtedness under the 2020 Term Loan.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2021
Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The unaudited interim Consolidated Financial Statements (the “Consolidated Financial Statements”) have been prepared on the same basis as the audited Consolidated Financial Statements, and in the opinion of management, reflect all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2021 and December 31, 2020, results of operations for the three months and nine months ended September 30, 2021 and 2020, and cash flows for the nine months ended September 30, 2021 and 2020. These unaudited Consolidated Financial Statements should be read in conjunction with the Company’s audited Consolidated Financial Statements and the notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 23, 2021 (the “Annual Report”). There have been no material changes in the Company's significant accounting policies from those that were disclosed in Note 2, Summary of Significant Accounting Policies, included in the Annual Report, except those additional significant policies as described within the accompanying notes to the Consolidated Financial Statements. The accompanying Consolidated Financial Statements include the accounts of Blue Apron Holdings, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company prepares its Consolidated Financial Statements and related disclosures in conformity with accounting principles generally accepted in the United States (“GAAP”).
Use of Estimates	In preparing its Consolidated Financial Statements in accordance with GAAP, the Company is required to make estimates and assumptions that affect the amounts of assets, liabilities, revenue, costs, and expenses, and disclosure of contingent assets and liabilities which are reported in the Consolidated Financial Statements and accompanying disclosures. The accounting estimates that require the most difficult and subjective judgments include revenue recognition, inventory valuation, leases, the fair value of share-based awards, the fair value of the Blue Torch warrant obligation (discussed in Note 14), recoverability of long-lived assets, and the recognition and measurement of contingencies. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could materially differ from the Company’s estimates and assumptions.
Emerging Growth and Smaller Reporting Company Status	The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies. The Company may take advantage of these exemptions until the Company is no longer an emerging growth company. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period afforded by the JOBS Act for the implementation of new or revised accounting standards. The Company has elected to use the extended transition period for complying with new or revised accounting standards, and as a result of this election, its financial statements may not be comparable to companies that comply with public company effective dates. The Company may take advantage of these exemptions up until December 31, 2022 (the last day of the fiscal year following the fifth anniversary of the initial public offering, or the “IPO”), or such earlier time that it is no longer an emerging growth company. The Company would cease to be an emerging growth company if it has more than $1.07 billion in annual revenue, has more than $700.0 million in market value of its stock held by non-affiliates, or it issues more than $1.0 billion of non-convertible debt securities over a three-year period. Smaller Reporting Company Status The Company is a “smaller reporting company,” as defined by Rule 12b-2 of the Securities Exchange Act of 1934, and therefore qualifies for reduced disclosure requirements for smaller reporting companies.
Recently Issued/Adopted Accounting Pronouncements	Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued its standard on lease accounting, Accounting Standards Update No. 2016-02, Leases (Topic 842) Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments Codification Improvements to Topic 842, Leases, Leases (Topic 842): Targeted Improvements, Leases (Topic 842): Codification Improvements Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, Leases (Topic 842): Lessors – Certain Leases with Variable Lease Payments In August 2018, the FASB issued Accounting Standards Update No. 2018-15 (“ASU 2018-15”), Intangibles — 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. In December 2019, the FASB issued Accounting Standards Update No. 2019-12 (“ASU 2019-12 ”), Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued Accounting Standards Update No. 2020-04 (“ASU 2020-04”), Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

Inventories, Net (Tables)

Inventories, Net (Tables)	9 Months Ended
	Sep. 30, 2021
Inventories, Net
Summary of inventories, net	​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (In thousands) Fulfillment $ 2,839 ​ $ 3,366 Product 20,418 ​ 14,819 Inventories, net $ 23,257 ​ $ 18,185

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	9 Months Ended
	Sep. 30, 2021
Prepaid Expenses and Other Current Assets
Summary of prepaid expenses and other current assets	​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (In thousands) Insurance proceeds receivable $ — ​ $ 11,250 Prepaid insurance ​ 7,125 ​ ​ 7,092 Other current assets 5,499 ​ 5,309 Prepaid expenses and other current assets $ 12,624 ​ $ 23,651

Restricted Cash (Tables)

Restricted Cash (Tables)	9 Months Ended
	Sep. 30, 2021
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Reconciliation of cash between balance sheets and statements of cash flows	​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (in thousands) Cash and cash equivalents $ 35,282 ​ $ 44,122 Restricted cash included in Prepaid expenses and other current assets ​ 279 ​ ​ 610 Restricted cash included in Other noncurrent assets ​ 1,160 ​ ​ 1,110 Total cash, cash equivalents, and restricted cash $ 36,721 ​ $ 45,842 ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2020 2019 ​ (in thousands) Cash and cash equivalents $ 58,722 ​ $ 43,531 Restricted cash included in Prepaid expenses and other current assets ​ 279 ​ ​ — Restricted cash included in Other noncurrent assets ​ 1,110 ​ ​ 2,912 Total cash, cash equivalents, and restricted cash $ 60,111 ​ $ 46,443

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	9 Months Ended
	Sep. 30, 2021
Property and Equipment, Net
Summary of property and equipment	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2021 2020 ​ (In thousands) ​ Computer equipment $ 11,450 $ 11,110 Capitalized software ​ 23,490 ​ 21,318 Fulfillment equipment ​ 52,064 ​ 51,096 Furniture and fixtures ​ 2,730 ​ 3,408 Leasehold improvements ​ 32,331 ​ 32,969 Buildings (1) ​ 114,877 ​ ​ 114,877 ​ Construction in process ​ 1,553 ​ 1,442 Property and equipment, gross ​ 238,495 ​ 236,220 Less: accumulated depreciation and amortization ​ (125,839) ​ (111,012) Property and equipment, net $ 112,656 ​ $ 125,208 ​ (1) Buildings includes a build-to-suit lease arrangement in Linden, New Jersey where the Company is considered the owner for accounting purposes, and as of September 30, 2021 and December 31, 2020, contains $31.3 million of the capitalized fair value of the building, $80.8 million of costs incurred directly by the Company relating to this arrangement, and $2.8 million of capitalized interest for related construction projects.

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2021
Accrued Expenses and Other Current Liabilities
Summary of accrued expenses and other current liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2021 2020 ​ (In thousands) ​ Accrued compensation $ 11,178 ​ $ 17,189 ​ Accrued credits and refunds reserve 1,312 ​ 1,547 ​ Accrued legal settlements ​ — ​ ​ 12,250 ​ Accrued marketing expenses ​ 2,155 ​ ​ 2,006 ​ Accrued shipping expenses 2,363 ​ 2,060 ​ Other current liabilities 7,940 ​ 6,580 ​ Accrued expenses and other current liabilities $ 24,948 ​ $ 41,632 ​

Deferred Revenue (Tables)

Deferred Revenue (Tables)	9 Months Ended
	Sep. 30, 2021
Deferred Revenue
Summary of deferred revenue	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 ​ 2020 ​ (In thousands) ​ Cash received prior to fulfillment $ 3,349 ​ $ 1,550 ​ Gift cards, prepaid orders, and other ​ 1,996 ​ ​ 4,719 ​ Deferred revenue $ 5,345 ​ $ 6,269 ​

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2021
Debt
Summary of presentation of debt balances	​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 ​ (In thousands) 2020 Term Loan $ 31,500 ​ $ 34,125 Debt issuance costs, net ​ (1,513) ​ ​ (1,878) Total debt outstanding, net of debt issuance costs ​ 29,987 ​ ​ 32,247 Less: current portion of long-term debt ​ 3,500 ​ ​ 3,500 Long-term debt $ 26,487 ​ $ 28,747

Share-based Compensation (Table

Share-based Compensation (Tables)	9 Months Ended
	Sep. 30, 2021
Share-based Compensation
Schedule of Share-based Compensation Cost	​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ September 30, ​ 2021 2020 ​ (In thousands) Cost of goods sold, excluding depreciation and amortization $ 10 ​ $ 22 Product, technology, general and administrative ​ 2,156 ​ ​ 2,067 Total share-based compensation $ 2,166 ​ $ 2,089 ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ September 30, ​ 2021 2020 ​ (In thousands) Cost of goods sold, excluding depreciation and amortization $ 40 ​ $ 79 Product, technology, general and administrative ​ 7,591 ​ ​ 6,259 Total share-based compensation $ 7,631 ​ $ 6,338

Earnings per Share (Tables)

Earnings per Share (Tables)	9 Months Ended
	Sep. 30, 2021
Earnings per Share
Schedule of earnings per share	​
Summary of shares that are excluded from the computation of diluted net income (loss) per share attributable to common stockholders as their effect would have been antidilutive	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ ​ 2021 ​ 2020 ​ Class A Class B Class A Class B Stock options ​ 44,764 ​ — ​ — ​ 93,718 Restricted stock units ​ 2,299,766 ​ — ​ 1,689,874 ​ — Warrants ​ 550,350 ​ — ​ — ​ — Total anti-dilutive securities ​ 2,894,880 ​ — ​ 1,689,874 ​ 93,718 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ ​ 2021 ​ 2020 ​ Class A Class B Class A Class B Stock options ​ 48,542 ​ — ​ 5,241 ​ 144,818 Restricted stock units ​ 2,262,173 ​ — ​ 1,694,397 ​ — Warrants ​ 550,350 ​ — ​ — ​ — Total anti-dilutive securities ​ 2,861,065 ​ — ​ 1,699,638 ​ 144,818

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Measurements
Schedule of assets measured on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2021 ​ Level 1 Level 2 Level 3 Total ​ ​ (In thousands) Assets: ​ ​ ​ ​ Cash and cash equivalents: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market accounts ​ $ 2,635 ​ $ — ​ $ — ​ $ 2,635 Total assets measured at fair value ​ $ 2,635 ​ $ — ​ $ — ​ $ 2,635 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ Warrant obligation ​ $ — ​ $ — ​ $ 7,003 ​ $ 7,003 Other noncurrent liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant obligation ​ ​ — ​ ​ — ​ ​ 3,449 ​ ​ 3,449 Total liabilities measured at fair value ​ $ — ​ $ — ​ $ 10,452 ​ $ 10,452 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​ Level 1 Level 2 Level 3 Total ​ ​ (In thousands) Assets: ​ ​ ​ ​ Cash and cash equivalents: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market accounts ​ $ 42,408 ​ $ — ​ $ — ​ $ 42,408 Total assets measured at fair value ​ $ 42,408 ​ $ — ​ $ — ​ $ 42,408
Rollforward of fair value of Level 3 instruments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of December 31, 2020 ​ Initial recognition ​ Loss (gain) on changes in stock price ​ Loss (gain) on changes in estimated common stock on a fully-diluted basis ​ Issuance of warrants ​ Balance as of September 30, 2021 ​ ​ ​ (In thousands) Warrant obligation ​ $ — ​ $ 4,567 ​ $ 1,628 ​ $ 3,300 ​ $ 957 ​ $ 10,452

Inventories, Net (Details)

Inventories, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Inventories, Net
Fulfillment	$ 2,839	$ 3,366
Product	20,418	14,819
Inventories, net	$ 23,257	$ 18,185

Prepaid Expenses and Other Cu_3

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Prepaid Expenses and Other Current Assets
Insurance proceeds receivable		$ 11,250
Prepaid insurance	$ 7,125	7,092
Other current assets	5,499	5,309
Prepaid expenses and other current assets	$ 12,624	$ 23,651

Restricted Cash (Details)

Restricted Cash (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020	Sep. 30, 2020	Dec. 31, 2019
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents	$ 35,282	$ 44,122	$ 58,722	$ 43,531
Restricted Cash and Cash Equivalents, Current	$ 279	$ 610	$ 279
Restricted Cash and Cash Equivalents, Asset, Statement of Financial Position [Extensible List]	Prepaid Expense and Other Assets, Current	Prepaid Expense and Other Assets, Current	Prepaid Expense and Other Assets, Current	Prepaid Expense and Other Assets, Current
Restricted Cash and Cash Equivalents, Noncurrent	$ 1,160	$ 1,110	$ 1,110	$ 2,912
Restricted Cash and Cash Equivalents, Noncurrent, Asset, Statement of Financial Position [Extensible List]	Other Assets, Noncurrent	Other Assets, Noncurrent	Other Assets, Noncurrent	Other Assets, Noncurrent
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Total	$ 36,721	$ 45,842	$ 60,111	$ 46,443

Property and Equipment, Net (De

Property and Equipment, Net (Details) - USD ($) $ in Thousands	Mar. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Mar. 31, 2020	Jun. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Feb. 29, 2020
Property and equipment, net
Computer equipment		$ 11,450				$ 11,450		$ 11,110
Capitalized software		23,490				23,490		21,318
Fulfillment equipment		52,064				52,064		51,096
Furniture and fixtures		2,730				2,730		3,408
Leasehold improvements		32,331				32,331		32,969
Buildings		114,877				114,877		114,877
Construction in process		1,553				1,553		1,442
Property and equipment, gross		238,495				238,495		236,220
Less: accumulated depreciation and amortization		(125,839)				(125,839)		(111,012)
Property and equipment, net		112,656				112,656		125,208
Build-to-suit lease financings included in Buildings	$ 31,100	31,300				31,300		31,300
Cost incurred to date		80,800				80,800		80,800
Depreciation and amortization of property and equipment		5,507	$ 5,871			16,739	$ 18,799
Capitalized interest to date		2,800				2,800		2,800
Gain (loss) on lease termination	(1,500)			$ 4,900
Total non-cancelable minimum lease payments, pre adoption	32,900
Facility financing obligation	35,700	35,913				35,913		$ 35,957
Deferred rent	$ 1,800
Loss on impairment							7,662
Share based compensation		2,166	$ 2,089			7,631	6,338
Arlington Fulfillment Center [Member]
Property and equipment, net
Property and equipment, net									$ 11,700
Total non-cancelable minimum lease payments, pre adoption		1,400				1,400
Fair value of long-lived assets									$ 4,100
Loss on impairment					$ 7,600		$ 7,600
Future minimum sublease receipts		$ 2,400				$ 2,400

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Sep. 30, 2021	Dec. 31, 2020
Accrued expenses and other current liabilities
Accrued compensation		$ 11,178	$ 17,189
Accrued credits and refunds reserve		1,312	1,547
Accrued legal settlements			12,250
Accrued marketing expenses		2,155	2,006
Accrued shipping expenses		2,363	2,060
Other current liabilities		7,940	6,580
Accrued expenses and other current liabilities		$ 24,948	41,632
Portion of settlement covered by insuror	$ 11,300
Insurance proceeds receivable			$ 11,300

Deferred Revenue (Details)

Deferred Revenue (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)item	Dec. 31, 2020USD ($)
Deferred Revenue
Cash received prior to fulfillment	$ 3,349	$ 1,550
Gift cards, prepaid orders, and other	1,996	4,719
Deferred revenue	$ 5,345	$ 6,269
Number of types of contractual liabilities | item	2
Deferred revenue recognized during the period	$ 5,100

Debt (Details)

Debt (Details) - USD ($) $ / shares in Units, $ in Thousands	May 05, 2021	May 04, 2021	Oct. 16, 2020	Jun. 30, 2021	Sep. 30, 2021	Aug. 31, 2016
Debt instruments
Maximum borrowing capacity, line of credit			$ 55,000			$ 150,000
Repayment of revolving credit facility			43,800
Debt issuance costs					$ 214
Warrant exercise price (in dollars per share)	$ 0.01
Equity subject to warrant exercise (as a percent)	0.50%
Loss on extinguishment of debt				$ 4,100	4,089
Loss related to contemporaneous issuance of warrants				4,600
Fees paid on modification				100
Fair Value Adjustment of Warrants				$ (600)	$ 5,884
2020 Term Loan
Debt instruments
Face value of debt			$ 35,000
Interest rate (as a percent)	9.00%				9.00%
Increase in interest rate (as a percent)	1.00%
Prepayment required, as percentage of equity issuances		50.00%
Equity issuance triggering prepayment requirement	$ 30,000
Equity issuance period	60 days
Minimum liquidity balance		$ 20,000			$ 20,000
Minimum liquidity balance, initial period	$ 15,000
Quarterly principal payment amount					$ 875
Anniversary fee (as a percent)					1.00%
Warrant exercise price (in dollars per share)	$ 0.01
Equity subject to warrant exercise (as a percent)	0.50%
Warrant term	5 years
2020 Term Loan | LIBOR | Minimum
Debt instruments
Margin added to variable rate (as a percent)	1.50%				1.50%
2021 Term Loan
Debt instruments
Face value of debt	$ 5,000
Interest rate (as a percent)	10.00%
Prepayment required, as percentage of equity issuances	100.00%
Minimum liquidity balance	$ 20,000
Payments of Loan Costs	500
Closing fees per amendment	$ 1,000
Closing costs subject to forgiveness (as a percent)	50.00%
Closing cost forgiveness period	60 days
2021 Term Loan | LIBOR | Minimum
Debt instruments
Margin added to variable rate (as a percent)	1.50%

Debt - Components, covenants, f

Debt - Components, covenants, facility financing obligation (Details) item in Thousands, $ in Thousands	May 05, 2021USD ($)	May 04, 2021USD ($)	Sep. 30, 2021USD ($)item	Dec. 31, 2020USD ($)	Oct. 16, 2020USD ($)	Mar. 30, 2020USD ($)
Debt instruments
Deferred financing costs, net			$ (1,513)	$ (1,878)
Total debt outstanding, net of debt issuance costs			29,987	32,247
Current portion of long-term debt			3,500	3,500
Long-term debt, excluding current maturities			26,487	28,747
Facility financing obligation			35,913	35,957		$ 35,700
2020 Term Loan
Debt instruments
Senior secured term loan			31,500	$ 34,125
Deferred financing costs, net					$ (2,000)
Minimum liquidity balance		$ 20,000	$ 20,000
Minimum subscription count, initial period | item			300
Minimum subscription count, subsequent period | item			320
2021 Term Loan
Debt instruments
Minimum liquidity balance	$ 20,000

Commitments and Contingencies -

Commitments and Contingencies - Legal Proceedings (Details) $ in Millions	Dec. 02, 2020item	Oct. 28, 2020USD ($)	Jun. 30, 2021USD ($)	Sep. 30, 2021USD ($)	Dec. 31, 2020USD ($)
Loss Contingencies [Line Items]
Portion of settlement covered by insuror			$ 11.3
Number of claims | item	2
Number of claims settled | item	1
Class Action Suit Alleging Federal Securities Law Violations In Connection With IPO [Member]
Loss Contingencies [Line Items]
Settlement amount		$ 13.3
Portion of settlement covered by insuror				$ 12.3
Payments to settle litigation cases				$ 1	$ 1

Stockholders' Equity (Details)

Stockholders' Equity (Details) $ / shares in Units, $ in Thousands	Sep. 15, 2021USD ($)item$ / sharesshares	Jun. 18, 2021USD ($)shares	Aug. 10, 2020USD ($)shares	Sep. 30, 2021USD ($)shares	Sep. 30, 2020USD ($)	May 05, 2021$ / shares
Class of Stock [Line Items]
Proceeds from issuance of stock, net of offering costs | $		$ 21,100	$ 32,900
Issuance of stock (in shares)		5,411,900	4,000,000
Number of warrants				130,350
Warrant exercise price (in dollars per share) | $ / shares						$ 0.01
Number of warrants outstanding				420,000
Percentage voting power to trigger automatic conversion of stock	5.00%
Class A
Class of Stock [Line Items]
Number of votes per share | item	1
Number of shares of Class A common stock will be automatically converted by each outstanding share of Class B common stock | item	1
Class B
Class of Stock [Line Items]
Number of votes per share | item	10
Number of shares of Class A common stock will be automatically converted by each outstanding share of Class B common stock | item	1
Public Offering [Member]
Class of Stock [Line Items]
Proceeds from issuance of stock, net of offering costs | $				$ 21,144	$ 32,867
Over-Allotment Option
Class of Stock [Line Items]
Issuance of stock (in shares)		705,900
Purchase Agreement With RJB Partners LLC And Matthew Salzberg [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross | $	$ 78,000
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Warrant exercise price (in dollars per share) | $ / shares	$ 15
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Warrant exercise price (in dollars per share) | $ / shares	18
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Warrant exercise price (in dollars per share) | $ / shares	$ 20
Private Offering, Backstop [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross | $	$ 45,000
Private Placement [Member]
Class of Stock [Line Items]
Proceeds from issuance of stock, net of offering costs | $				$ 2,799
Private Placement [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross | $	33,000
Private Offering, Salzberg Private Placement [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross | $	$ 3,000
Private Offering, Salzberg Private Placement [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	240,000
Warrant exercise price (in dollars per share) | $ / shares	$ 15
Private Offering, Salzberg Private Placement [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	120,000
Warrant exercise price (in dollars per share) | $ / shares	$ 18
Private Offering, Salzberg Private Placement [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	60,000
Warrant exercise price (in dollars per share) | $ / shares	$ 20
Private Offering, Salzberg Private Placement [Member] | Class A
Class of Stock [Line Items]
Proceeds from issuance of stock, net of offering costs | $	$ 2,800
Issuance of stock (in shares)	300,000
Private Offering, Concurrent [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross | $	$ 30,000
Private Offering, Concurrent [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Number of warrants	2,400,000
Warrant exercise price (in dollars per share) | $ / shares	$ 15
Private Offering, Concurrent [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Number of warrants	1,200,000
Warrant exercise price (in dollars per share) | $ / shares	$ 18
Private Offering, Concurrent [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Number of warrants	600,000
Warrant exercise price (in dollars per share) | $ / shares	$ 20
Private Offering, Concurrent [Member] | Class A | Scenario, Plan [Member]
Class of Stock [Line Items]
Issuance of stock (in shares)	3,000,000

Share-based Compensation - Expe

Share-based Compensation - Expense and Assumptions (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation recognized	$ 2,166	$ 2,089	$ 7,631	$ 6,338
Corporate general and administrative expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation recognized	2,156	2,067	7,591	6,259
Total cost of revenue
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation recognized	$ 10	$ 22	$ 40	$ 79

Share-based Compensation - Rest

Share-based Compensation - Restricted Stock Units (Details) $ in Millions	1 Months Ended
	Feb. 28, 2021USD ($)shares
Nonvested instruments
Units granted | shares	1,190,250
Unrecognized share-based compensation, other than options | $	$ 7.7
Minimum
Nonvested instruments
Period of recognition of costs	11 months 26 days
Maximum
Nonvested instruments
Period of recognition of costs	2 years 11 months 26 days

Earnings per Share (Details)

Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Numerator:
Net income (loss)	$ (27,636)	$ (18,587)	$ (15,721)	$ (15,262)	$ 1,114	$ (20,145)	$ (61,944)	$ (34,293)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders-basic	23,709,639			15,861,948			20,196,442	14,206,273
Weighted average diluted shares outstanding (in shares)	23,709,639			15,861,948			20,196,442	14,206,273
Net income (loss) per share attributable to common stockholders-basic	$ (1.17)			$ (0.96)			$ (3.07)	$ (2.41)
Net income (loss) per share attributable to common stockholders-diluted	$ (1.17)			$ (0.96)			$ (3.07)	$ (2.41)
Class A
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Common stock, outstanding (in shares)	24,052,784						24,052,784		14,365,664
Numerator:
Net income (loss) attributable to common stockholders	$ (24,368)			$ (11,746)			$ (52,099)	$ (24,810)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders-basic	20,906,141			12,208,041			16,986,570	10,278,021
Weighted average diluted shares outstanding (in shares)	20,906,141			12,208,041			16,986,570	10,278,021
Net income (loss) per share attributable to common stockholders-basic	$ (1.17)			$ (0.96)			$ (3.07)	$ (2.41)
Net income (loss) per share attributable to common stockholders-diluted	$ (1.17)			$ (0.96)			$ (3.07)	$ (2.41)
Class B
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Common stock, outstanding (in shares)	0						0		3,493,791
Numerator:
Net income (loss) attributable to common stockholders	$ (3,268)			$ (3,516)			$ (9,845)	$ (9,483)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders-basic	2,803,498			3,653,907			3,209,872	3,928,252
Weighted average diluted shares outstanding (in shares)	2,803,498			3,653,907			3,209,872	3,928,252
Net income (loss) per share attributable to common stockholders-basic	$ (1.17)			$ (0.96)			$ (3.07)	$ (2.41)
Net income (loss) per share attributable to common stockholders-diluted	$ (1.17)			$ (0.96)			$ (3.07)	$ (2.41)

Earnings per Share - Antidiluti

Earnings per Share - Antidilutive Common Shares (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Class A
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities that have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders	2,894,880	1,689,874	2,861,065	1,699,638
Class A | Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities that have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders	44,764		48,542	5,241
Class A | Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities that have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders	2,299,766	1,689,874	2,262,173	1,694,397
Class A | Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities that have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders	550,350		550,350
Class B
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities that have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders		93,718		144,818
Class B | Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities that have been excluded from the computation of diluted net income (loss) per share attributable to common stockholders		93,718		144,818

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ / shares in Units, $ in Thousands	May 05, 2021	Sep. 30, 2021	Dec. 31, 2020
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Warrant exercise price (in dollars per share)	$ 0.01
Equity subject to warrant exercise (as a percent)	0.50%
Number of warrants		130,350
Warrant [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial recognition		$ 4,567
Loss (gain) on changes in stock price		1,628
Loss (gain) on changes in estimated common stock outstanding on a fully-diluted basis		3,300
Balance at end of period		10,452
Fair Value, Measurements, Recurring
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets, fair value		2,635	$ 42,408
Financial liabilities, fair value		10,452
Fair Value, Measurements, Recurring | Warrant [Member] | Other accrued liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		7,003
Fair Value, Measurements, Recurring | Warrant [Member] | Noncurrent liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		3,449
Fair Value, Measurements, Recurring | Money market funds
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets, fair value		2,635	42,408
Fair Value, Measurements, Recurring | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets, fair value		2,635	42,408
Fair Value, Measurements, Recurring | Level 1 | Money market funds
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets, fair value		2,635	$ 42,408
Fair Value, Measurements, Recurring | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		10,452
Fair Value, Measurements, Recurring | Level 3 | Warrant [Member] | Other accrued liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		7,003
Fair Value, Measurements, Recurring | Level 3 | Warrant [Member] | Noncurrent liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		$ 3,449

Restructuring (Details)

Restructuring (Details) - USD ($) $ in Thousands	6 Months Ended	9 Months Ended
	Jun. 30, 2020	Sep. 30, 2020
Restructuring Cost and Reserve [Line Items]
Net restructuring costs incurred	$ 800
Loss on impairment		$ 7,662
Arlington Fulfillment Center [Member]
Restructuring Cost and Reserve [Line Items]
Loss on impairment	7,600	$ 7,600
Employee-Related Costs
Restructuring Cost and Reserve [Line Items]
Net restructuring costs incurred	400
Other Exit Costs
Restructuring Cost and Reserve [Line Items]
Net restructuring costs incurred	$ 400

Subsequent Events (Details)

Subsequent Events (Details) $ / shares in Units, $ in Thousands	Nov. 04, 2021USD ($)$ / sharesshares	Sep. 15, 2021USD ($)$ / sharesshares	Jun. 18, 2021USD ($)shares	Aug. 10, 2020USD ($)shares	Sep. 30, 2021USD ($)shares	Sep. 30, 2020USD ($)	May 05, 2021$ / shares
Subsequent Event [Line Items]
Proceeds from issuance of stock, net of offering costs | $			$ 21,100	$ 32,900
Issuance of stock (in shares)			5,411,900	4,000,000
Number of warrants					130,350
Warrant exercise price (in dollars per share) | $ / shares							$ 0.01
Public Offering [Member]
Subsequent Event [Line Items]
Proceeds from issuance of stock, net of offering costs | $					$ 21,144	$ 32,867
Purchase Agreement With RJB Partners LLC And Matthew Salzberg [Member]
Subsequent Event [Line Items]
Standstill Agreement, Term		3 years
Percentage of voting power		19.90%
Warrant term		7 years
Maximum available to repay debt | $		$ 5,000
Purchase Agreement With RJB Partners LLC And Matthew Salzberg [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross | $		$ 78,000
Private Offering, Rights Offering [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Share Price | $ / shares		$ 1.8505
Applicable fraction		0.185055707113895
Share price multiplier | $ / shares		$ 10
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Warrant exercise price (in dollars per share) | $ / shares		$ 15
Portion of share for each subscription right		80.00%
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Warrant exercise price (in dollars per share) | $ / shares		$ 18
Portion of share for each subscription right		40.00%
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Warrant exercise price (in dollars per share) | $ / shares		$ 20
Portion of share for each subscription right		20.00%
Private Offering, Backstop [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross | $		$ 45,000
Private Placement [Member]
Subsequent Event [Line Items]
Proceeds from issuance of stock, net of offering costs | $					$ 2,799
Private Placement [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross | $		33,000
Private Offering, Salzberg Private Placement [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross | $		$ 3,000
Private Offering, Salzberg Private Placement [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants		240,000
Warrant exercise price (in dollars per share) | $ / shares		$ 15
Private Offering, Salzberg Private Placement [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants		120,000
Warrant exercise price (in dollars per share) | $ / shares		$ 18
Private Offering, Salzberg Private Placement [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants		60,000
Warrant exercise price (in dollars per share) | $ / shares		$ 20
Private Offering, Salzberg Private Placement [Member] | Class A
Subsequent Event [Line Items]
Proceeds from issuance of stock, net of offering costs | $		$ 2,800
Issuance of stock (in shares)		300,000
Private Offering, Concurrent [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross | $		$ 30,000
Private Offering, Concurrent [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Number of warrants		2,400,000
Warrant exercise price (in dollars per share) | $ / shares		$ 15
Private Offering, Concurrent [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Number of warrants		1,200,000
Warrant exercise price (in dollars per share) | $ / shares		$ 18
Private Offering, Concurrent [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Number of warrants		600,000
Warrant exercise price (in dollars per share) | $ / shares		$ 20
Private Offering, Concurrent [Member] | Class A | Scenario, Plan [Member]
Subsequent Event [Line Items]
Issuance of stock (in shares)		3,000,000
Subsequent Event | Purchase Agreement With RJB Partners LLC And Matthew Salzberg [Member]
Subsequent Event [Line Items]
Minimum Wage Per Hour	15
Special meeting, percentage voting power necessary to call	25.00%
Voting power no longer needed to remove Director or change bylaws	66.70%
Subsequent Event | Private Offering, Rights Offering [Member]
Subsequent Event [Line Items]
Issuance of stock (in shares)	6,671,271
Subsequent Event | Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants	987,645.417802738
Warrant exercise price (in dollars per share) | $ / shares	$ 15
Subsequent Event | Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants	493,822.7089013690
Warrant exercise price (in dollars per share) | $ / shares	$ 18
Subsequent Event | Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants	246,911.3544506840
Warrant exercise price (in dollars per share) | $ / shares	$ 20
Subsequent Event | Private Offering, Rights Offering [Member] | Class A
Subsequent Event [Line Items]
Issuance of stock (in shares)	1,234,187
Subsequent Event | Private Offering, Backstop [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross | $	$ 32,700
Subsequent Event | Private Offering, Backstop [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants	2,612,354.58219726
Warrant exercise price (in dollars per share) | $ / shares	$ 15
Subsequent Event | Private Offering, Backstop [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants	1,306,177.291098630
Warrant exercise price (in dollars per share) | $ / shares	$ 18
Subsequent Event | Private Offering, Backstop [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member]
Subsequent Event [Line Items]
Number of warrants	653,088.645549316
Warrant exercise price (in dollars per share) | $ / shares	$ 20
Subsequent Event | Private Offering, Backstop [Member] | Class A
Subsequent Event [Line Items]
Issuance of stock (in shares)	3,265,813