Blue Apron (APRN) 10-K 25 Feb 22 2021 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Feb. 15, 2022	Jun. 30, 2021
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 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 Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
ICFR Auditor Attestation Flag	false
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
Entity Public Float			$ 86.2
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Entity Central Index Key	0001701114
Amendment Flag	false
Auditor Name	Ernst & Young LLP
Auditor Firm ID	42
Auditor Location	New York, New York
Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		32,539,871
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	Dec. 31, 2021	Dec. 31, 2020
CURRENT ASSETS:
Cash and cash equivalents	$ 82,160	$ 44,122
Accounts receivable, net	234	116
Inventories, net	24,989	18,185
Prepaid expenses and other current assets	12,249	23,651
Total current assets	119,632	86,074
Property and equipment, net	108,355	125,208
Other noncurrent assets	3,719	4,053
TOTAL ASSETS	231,706	215,335
CURRENT LIABILITIES:
Accounts payable	27,962	23,691
Accrued expenses and other current liabilities	31,951	41,632
Current portion of long-term debt	3,500	3,500
Deferred revenue	7,958	6,269
Warrant obligation	8,001
Total current liabilities	79,372	75,092
Long-term debt	25,886	28,747
Facility financing obligation	35,886	35,957
Other noncurrent liabilities	10,509	11,564
TOTAL LIABILITIES	151,653	151,360
Commitments and contingencies (Note 10)
STOCKHOLDERS' EQUITY:
Additional paid-in capital	746,564	642,106
Accumulated deficit	(666,514)	(578,133)
TOTAL STOCKHOLDERS' EQUITY	80,053	63,975
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	231,706	215,335
Class A
STOCKHOLDERS' EQUITY:
Common Stock	3	1
Class B
STOCKHOLDERS' EQUITY:
Common Stock		1
Class C
STOCKHOLDERS' EQUITY:
Common Stock

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 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)	31,694,400	14,365,664
Common stock, outstanding (in shares)	31,694,400	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	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Consolidated Statements of Operations
Net revenue	$ 470,377	$ 460,608	$ 454,868
Operating expenses:
Cost of goods sold, excluding depreciation and amortization	301,763	282,924	279,135
Marketing	72,086	49,934	48,133
Product, technology, general and administrative	145,442	137,244	144,925
Depreciation and amortization	22,203	24,503	31,200
Other operating expense		4,567	3,571
Total operating expenses	541,494	499,172	506,964
Income (loss) from operations	(71,117)	(38,564)	(52,096)
Gain (loss) on extinguishment of debt	(4,089)
Interest income (expense), net	(8,131)	(7,548)	(8,943)
Other income (expense), net	(5,021)
Income (loss) before income taxes	(88,358)	(46,112)	(61,039)
Benefit (provision) for income taxes	(23)	(42)	(42)
Net income (loss)	$ (88,381)	$ (46,154)	$ (61,081)
Net income (loss) per share attributable to Class A and Class B common stockholders:
Basic (in dollars per share)	$ (3.97)	$ (3.06)	$ (4.67)
Diluted (in dollars per share)	$ (3.97)	$ (3.06)	$ (4.67)
Weighted-average shares used to compute net income (loss) per share attributable to Class A and Class B common stockholders:
Basic (in shares)	22,289,803	15,098,783	13,089,908
Diluted (in shares)	22,289,803	15,098,783	13,089,908

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Common StockClass A	Common StockClass B	Additional Paid-In Capital	Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment [Member]	Accumulated Deficit	Cumulative Effect, Period of Adoption, Adjustment [Member]	Total
Beginning balance at Dec. 31, 2018	$ 1	$ 1	$ 590,538	$ 340	$ (471,238)	$ 340	$ 119,302
Beginning balance (in shares) at Dec. 31, 2018	5,240,073	7,714,036
Conversion from Class B to Class A common stock	$ 0	$ 0
Conversion from Class B to Class A common stock (in shares)	2,277,388	(2,277,388)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0	$ 0	53				53
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings (in shares)	281,696	27,583
Share-based compensation			9,385				9,385
Other	$ 0	$ 0
Other (in shares)	(64)	(35)
Net income (loss)					(61,081)		(61,081)
Ending balance at Dec. 31, 2019	$ 1	$ 1	599,976		(531,979)		67,999
Ending 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)	1,996,404	(1,996,404)
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings	$ 0	$ 0	468				468
Issuance of common stock upon exercise of stock options and vesting of restricted stock, net of tax withholdings (in shares)	570,167	25,999
Issuance of common stock, net of offering costs	$ 0		32,867				32,867
Issuance of common stock, net of offering costs (in shares)	4,000,000
Share-based compensation			8,795				8,795
Net income (loss)					(46,154)		(46,154)
Ending balance at Dec. 31, 2020	$ 1	$ 1	642,106		(578,133)		63,975
Ending balance (in shares) at Dec. 31, 2020	14,365,664	3,493,791
Conversion from Class B to Class A common stock	$ 0	$ (1)					(1)
Conversion from Class B to Class A common stock (in shares)	3,493,791	(3,493,791)
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, net of tax withholdings (in shares)	623,045
Issuance of common stock, net of offering costs	$ 1		21,143				21,144
Issuance of common stock, net of offering costs (in shares)	5,411,900
Issuance of common stock from the Salzberg Private Placement, net of issuance costs	$ 0		2,799				2,799
Issuance of common stock from the Salzberg Private Placement, net of issuance costs (in shares)	300,000
Issuance of common stock from the November 2021 Capital Raise, net of issuance costs	$ 1		70,288				70,289
Issuance of common stock from the November 2021 Capital Raise, net of issuance costs (in shares)	7,500,000
Share-based compensation			10,228				10,228
Net income (loss)					(88,381)		(88,381)
Ending balance at Dec. 31, 2021	$ 3		$ 746,564		$ (666,514)		$ 80,053
Ending balance (in shares) at Dec. 31, 2021	31,694,400

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ (88,381)	$ (46,154)	$ (61,081)
Adjustments to reconcile net income (loss) to net cash from (used in) operating activities:
Depreciation and amortization of property and equipment	22,203	24,503	31,200
Loss (gain) on disposal of property and equipment	(987)	17	273
Loss (gain) on build-to-suit accounting derecognition		(4,936)
Loss on impairment	0	7,585	1,261
Loss on extinguishment of debt	4,089
Change in fair value of warrant obligation	5,021
Changes in reserves and allowances	(254)	(807)	(140)
Share-based compensation	9,699	8,457	8,970
Non-cash interest expense	1,365	1,452	601
Changes in operating assets and liabilities:
Accounts receivable	(118)	132	324
Inventories	(6,839)	8,066	8,618
Prepaid expenses and other current assets	11,183	(14,387)	3,005
Accounts payable	4,345	(473)	1,661
Accrued expenses and other current liabilities	(9,401)	9,527	(2,190)
Deferred revenue	1,689	149	(5,912)
Other noncurrent assets and liabilities	(2,576)	1,497	(3,056)
Net cash from (used in) operating activities	(48,962)	(5,372)	(16,466)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(5,077)	(5,997)	(5,220)
Proceeds from sale of property and equipment	1,411	220	739
Net cash from (used in) investing activities	(3,666)	(5,777)	(4,481)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock, net of offering costs	21,144	32,867
Proceeds from the Salzberg Private Placement, net of issuance costs	2,799
Proceeds from the November 2021 Capital Raise, net of issuance costs	70,289
Receipt of funds held in escrow	5,000	34,028
Release of funds held in escrow	(5,000)
Repayments of debt	(3,500)	(55,553)	(28,900)
Payments of debt issuance costs	(214)	(1,076)	(812)
Proceeds from exercise of stock options		487	51
Principal payments on capital lease obligations	(135)	(205)	(256)
Net cash from (used in) financing activities	90,383	10,548	(29,917)
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	37,755	(601)	(50,864)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH - Beginning of period	45,842	46,443	97,307
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH - End of period	83,597	45,842	46,443
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes, net of refunds	40	60	60
Cash paid for interest	7,009	6,259	9,951
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING INFORMATION:
Acquisition (disposal) of property and equipment financed under capital lease obligations		(565)
Non-cash additions to property and equipment	553	338	415
Purchases of property and equipment in Accounts payable and Accrued expenses and other current liabilities	$ 438	$ 512	$ 320

Organization and Description of

Organization and Description of Business	12 Months Ended
	Dec. 31, 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, an e-commerce market. Blue Apron Holdings, Inc., was incorporated in Delaware in December 2016 to enable Blue Apron, Inc. to implement a holding company organizational structure, effected by a merger conducted pursuant to Section 251(g) of the General Corporation Law of the State of Delaware. The Company refers to this transaction as its “Corporate Reorganization.” In December 2016, immediately after the merger, Blue Apron, Inc. converted into Blue Apron, LLC, a Delaware limited liability company. The Company’s headquarters are in New York, New York.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 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 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”). Certain reclassifications were made to prior year amounts to conform to current year presentation. 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, 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. Cash and Cash Equivalents All highly liquid investments with original maturities of three months or less at the date of purchase are considered to be cash equivalents. Cash and cash equivalents are stated at cost plus accrued interest and consist of cash on hand, money market accounts, and amounts held by third party financial institutions for credit and debit card transactions. Cash and cash equivalents as of December 31, 2021 and 2020 was $82.2 million and $44.1 million, respectively, and consist of qualifying money market accounts and amounts due from third party institutions which generally settle within three Accounts Receivable Accounts receivable primarily represent amounts due from third parties that market the Company’s products and other trade receivables. Accounts receivable are recorded at invoiced amounts, net of allowances for doubtful accounts if applicable, are unsecured, and do not bear interest. The allowance for doubtful accounts was $0.1 million as of December 31, 2021 and 2020. Certain Risks and Concentrations Financial instruments that subject the Company to significant concentrations of credit risk consist of cash, cash equivalents, and restricted cash. All of the Company’s cash, cash equivalents, and restricted cash are held at financial institutions in the United States that management believes to be of high credit quality. Deposits held in the United States with these financial institutions exceed federally insured limits. The primary focus of the Company’s investment strategy is to preserve capital and meet liquidity requirements. The Company’s investment policy addresses the level of credit exposure by limiting the concentration in any one corporate issuer or sector and establishing a minimum allowable credit rating. No individual customer accounted for 10% or more of the Company’s total Net revenue for the years ended December 31, 2021, 2020, and 2019. There are no significant concentration risks within the Company’s Accounts receivable as of December 31, 2021 and 2020. For the years ended December 31, 2021, 2020, and 2019, an individual shipping carrier accounted for 13.4%, 13.7% and 14.9% of the Company’s total Cost of goods sold, excluding depreciation and amortization, respectively. No individual supplier accounted for 10% or more of total Accounts payable as of December 31, 2021 and 2020. The Company has experienced net losses in each year since inception. In the years ended December 31, 2021, 2020, and 2019, the Company incurred net losses of $88.4 million, $46.2 million, and $61.1 million, respectively. As of December 31, 2021, the Company has $82.2 million of cash on hand. The Company plans to continue to significantly increase marketing spend in 2022 to continue to invest to attract new and retain existing customers while maintaining compliance with its debt covenants. In addition, the 2020 Term Loan is repayable in equal quarterly installments with the remaining unpaid principal amount repayable on March 31, 2023. The Company’s ability, including the timing and extent, to successfully execute its growth strategy is inherently uncertain and is dependent on continued sufficiency of cash resources, and its ability to implement the initatives and deliver the results as forecasted, among other factors. Inventories, Net Inventories, net consist primarily of bulk and prepped food, products available for resale, packaging, containers, and wine products which are stated at the lower of cost or net realizable value. Inventory costs consist of product costs, inbound shipping and handling costs, and applicable direct labor costs. Inventories are valued on a first in, first out cost basis. The Company records an inventory valuation reserve when applicable based on currently available information about the likely method of disposition, such as through sales to individual customers, donations, or liquidations and expected recoverable values of each inventory category. Leases The Company categorizes lease agreements at their inception as either operating or capital leases. For operating leases, the Company recognizes rent expense on a straight-line basis over the term of the lease. For capital leases, the Company records a leased asset with a corresponding liability. Payments are recorded as reductions to the liability with an interest charge recorded based on the remaining liability. Sublease payments received by the Company are recorded as income against the associated rent expense. The Company reviews leases for which it is involved in construction to determine if it is considered to be the owner for accounting purposes during the construction period. If the Company is determined to be the owner for accounting purposes, the Company follows build-to-suit accounting and capitalizes the fair value of the building and direct construction costs incurred along with a corresponding facility financing liability. At the end of the construction period, the Company assesses whether these arrangements qualify for sales recognition under sale-leaseback accounting guidance. If upon completion of construction, the arrangement does not meet the sale-leaseback criteria, the Company will continue to be considered the owner of the building for accounting purposes. Property and Equipment, Net Property and equipment, net, including leasehold improvements, are stated at cost and are depreciated using a straight-line method over the estimated useful lives of the related assets. The estimated useful lives are as follows: ​ ​ ​ Computer equipment 2 Capitalized software ​ 2 years Fulfillment equipment ​ 5 Furniture and fixtures ​ 5 years Leasehold improvements ​ Shorter of expected useful life or lease term Buildings ​ 30 years ​ Capitalized Software Development Costs The Company capitalizes qualifying internally-developed software development costs that are incurred during the application development stage, so long as management with the relevant authority authorizes the project, it is probable the project will be completed, and the software will be used to perform the function intended. Capitalized costs are amortized on a straight-line basis over their expected useful lives, which is approximately two years. Costs incurred for enhancements that are expected to result in additional significant functionality are capitalized and amortized over the estimated useful life of the enhancement. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred. Capitalized software development costs net of accumulated amortization are included as a component of Property and equipment, net in the accompanying Consolidated Balance Sheets. Recoverability of Long-Lived Assets Long-lived assets consist of the Company’s property and equipment and capitalized software development costs. The Company periodically evaluates whether events and circumstances have occurred that indicate the remaining estimated useful life of long-lived assets may warrant revision or that the remaining balance may not be recoverable. These factors may include a significant deterioration of operating results, changes in business plans, or changes in anticipated cash flows. Recoverability is measured by comparing the carrying amount of an asset group to future undiscounted net cash flows expected to be generated. If future undiscounted cash flows are less than the carrying value, an impairment is recognized in earnings to the extent that the carrying value exceeds fair value. For the year ended December 31, 2021, there were no impairments of long-lived assets For the year ended December 31, 2020, the Company recorded impairment charges of $7.6 million in Other operating expense on long-lived assets related to its Arlington fulfillment center. For the year ended December 31, 2019, the Company recorded impairment charges of $1.3 million in Other operating expense on long-lived assets primarily related to the reprioritization of initiatives to support its growth strategy. Fair Value Estimates The fair value of financial instruments and non-financial instruments is determined based on assumptions that market participants would use when pricing an asset or liability at the balance sheet date. Certain assets are categorized based on the following fair value hierarchy of market participant assumptions: ● Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. ● Level 2 — Inputs, other than quoted prices in active markets, that are observable either directly or indirectly. ● Level 3 — Prices or valuation techniques that require inputs that are both significant to the fair value of the asset or liability and supported by little or no market activity. The Company uses observable market data when available, and minimizes the use of unobservable inputs when determining fair value. Cash and cash equivalents, restricted cash, receivables, accounts payable, and accrued liabilities are stated at carrying amounts as reported in the Consolidated Financial Statements, which approximates fair value due to their short-term nature. The fair value of the long-term debt approximates its carrying value based on the variable nature of interest rates and current market rates available to the Company. 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 Revenue Recognition The Company primarily generates revenue from the sale of its products to customers, including meals, wine, and kitchen tools. For the years ended December 31, 2021, 2020, and 2019, the Company derived substantially all of its Net revenue from sales of its meals. The Company's revenue contracts represent a single performance obligation to sell its products to its customers. The Company recognizes revenue upon transfer of control, including passage of title to the customer and transfer of risk of loss related to the products, in an amount that reflects the consideration the Company expects to be entitled to. In general, the Company charges credit cards in advance of shipment. Transfer of control generally passes upon delivery to the customer. Sales taxes imposed on the Company’s sales are presented on a net basis in the Consolidated Statements of Operations, and therefore do not impact Net revenue or Cost of goods sold, excluding depreciation and amortization. The Company deducts promotional discounts, actual customer credits and refunds as well as credits and refunds expected to be issued to determine Net revenue. Customers who receive a damaged meal or wine order or are dissatisfied with an order and contact the Company within seven days of receipt of the order may receive a full or partial refund, full or partial credit against future purchase, or replacement, at the Company's sole discretion. Credits only remain available for customers who maintain a valid account with the Company. Customers who return an unused, undamaged Blue Apron Market product within 30 days of receipt receive a full refund. The Company estimates and records expected credits and refunds based on prior history, recent trends, and projections for credits and refunds on sales in the current period. Reserves for credits and refunds are included within Accrued expenses and other current liabilities on the Consolidated Balance Sheets. The Company periodically enters into agreements with third parties to market the Company’s products. The Company records revenue from such arrangements at the gross amount as the Company is the principal in these arrangements as it is primarily responsible for fulfilling the goods to customers, provides primary customer service for such products sold on its website, has latitude in establishing price and selecting such products sold on its website, and maintains inventory risk. The Company has two types of contractual liabilities: (i) cash collections from its customers prior to delivery of products purchased, which are included in Deferred revenue on the Consolidated Balance Sheets, and are recognized as revenue upon transfer of control of its products, and (ii) unredeemed gift cards and other prepaid orders, which are included in Deferred revenue on the Consolidated Balance Sheets, and are recognized as revenue when gift cards are redeemed and the products are delivered. Certain gift cards are not expected to be redeemed, also known as breakage, and are recognized as revenue over the expected redemption period, subject to requirements to remit balances to governmental agencies. Contractual liabilities included in Deferred revenue on the Consolidated Balance Sheets were $8.0 million and $6.3 million as of December 31, 2021 and December 31, 2020, respectively. During the year ended December 31, 2021, the Company recognized $5.4 million to Net revenue from the Deferred revenue at December 31, 2020. The Company adopted ASU 2014-09 using a modified retrospective approach and recognized $0.3 million cumulative-effect adjustment to reduce Accumulated deficit as of January 1, 2019. The cumulative-effect adjustment to Accumulated deficit was due to breakage of gift cards to the extent there is no requirement for remitting balances to governmental agencies. Under the modified retrospective approach, prior period balances are not retrospectively adjusted. Cost of Goods Sold, Excluding Depreciation and Amortization Cost of goods sold, excluding depreciation and amortization consists of product and fulfillment costs. Product costs include the cost of food, packaging for food that is portioned prior to delivery to customers, labor and related personnel costs incurred to portion food for the Company’s meals, inbound shipping costs, and cost of products sold through Blue Apron Wine, and Blue Apron Market. Fulfillment costs consist of costs incurred in the shipping and handling of inventory including the shipping costs to the Company’s customers, labor and related personnel costs related to receiving, inspecting, warehousing, picking inventory, and preparing customer orders for shipment, and the cost of packaging materials and shipping supplies. Advertising Costs Advertising costs are charged to Marketing expense in the accompanying Consolidated Statements of Operations. Advertising costs were $68.4 million, $45.1 million, and $41.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. The Company recognizes advertising costs the first time the advertising takes place. Deferred advertising, marketing, and promotional costs, which principally relate to advertisements that have not yet been exhibited or services that have not yet been received, were $1.0 million and $1.5 million as of December 31, 2021 and 2020, respectively, and are recorded within Prepaid expenses and other current assets in the Consolidated Balance Sheets. Product, Technology, General and Administrative Product, technology, general and administrative expenses consist of costs related to the development of the Company’s products and technology, general and administrative expenses, and overhead expenses, which include: payroll and related expenses for employees involved in the application, production, and maintenance of the Company’s platform and other technology infrastructure costs; payroll and related expenses for employees performing corporate and other managerial functions; facilities costs such as occupancy and rent costs for the Company’s corporate offices and fulfillment centers; and payment processing fees, professional fees, and other general corporate and administrative costs. Share-Based Compensation The Company recognizes share-based compensation for share-based awards, including stock options and restricted stock units, based on the estimated fair value of the awards on a straight-line basis over the period in which the employee is required to provide services, generally up to four years. The Company estimates the fair value of stock options on the grant date generally using the Black-Scholes option-pricing model. The fair value of restricted stock units is determined based on the closing price of the Company’s Class A common stock on the New York Stock Exchange on the grant date. The Company recognizes forfeitures as they occur. Other Operating Expense Other operating expense consists of a non-cash gain, net of a termination fee, on the Fairfield lease termination, impairment losses on long-lived assets, charges for estimated legal settlements, and restructuring costs. Interest Income (Expense), Net Interest income and expense consists primarily of interest expense associated with the Company’s outstanding borrowings, capital lease financings, and build-to-suit lease financing offset by interest income on cash and cash equivalents. Other Income (Expense), Net Other income and expense consists of the change in fair value of the Blue Torch warrant obligation upon remeasurement as of each reporting period. For additional information on the Blue Torch warrant obligation, see Note 9 and Note 15. Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Management makes an assessment of the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. In evaluating the ability to recover deferred tax assets in the jurisdiction from which they arise, the Company considers all available positive and negative evidence, including historical operating results, ongoing tax planning, and forecasts of future taxable income. Based on the Company’s historical operating losses, the Company has recorded a valuation allowance to reduce our net deferred tax assets to the amount that is more likely than not to be realized. The Company recognizes uncertain income tax positions at the largest amount that is more likely than not to be sustained upon audit in accordance with ASC 740, Income Taxes Segments Operating segments are defined as components of an entity for which discrete financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s CODM is its Chief Executive Officer. The Company has determined it operates in one operating segment and one reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. 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 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 , Leases (Topic 842): Discount Rate for Lessees That Are Not Public Business Entities 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 Facilitation of the Effects of Reference Rate Reform on Financial Reporting Recently Adopted Accounting Pronouncements 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.

Inventories, Net

Inventories, Net	12 Months Ended
	Dec. 31, 2021
Inventories, Net
Inventories, Net	3. Inventories, Net Inventories, net consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ (In thousands) Fulfillment $ 1,879 ​ $ 3,366 Product 23,110 ​ 14,819 Inventories, net $ 24,989 ​ $ 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 Consolidated Statements of Operations when sold

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	12 Months Ended
	Dec. 31, 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ 2021 2020 ​ ​ (In thousands) Insurance proceeds receivable ​ $ — ​ $ 11,250 Prepaid insurance ​ ​ 6,929 ​ $ 7,092 Other current assets ​ 5,320 ​ 5,309 Prepaid expenses and other current assets ​ $ 12,249 ​ $ 23,651 ​ Estimated insurance proceeds recoveries are reflected as assets in the 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	12 Months Ended
	Dec. 31, 2021
Restricted Cash
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 accompanying Consolidated Statements of Cash Flows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ 2019 2018 ​ (in thousands) Cash and cash equivalents $ 82,160 ​ $ 44,122 ​ $ 43,531 ​ $ 95,615 Restricted cash included in Prepaid expenses and other current assets ​ 608 ​ ​ 610 ​ ​ — ​ ​ — Restricted cash included in Other noncurrent assets ​ 829 ​ ​ 1,110 ​ ​ 2,912 ​ ​ 1,692 Total cash, cash equivalents, and restricted cash $ 83,597 ​ $ 45,842 ​ $ 46,443 ​ $ 97,307 ​

Property and Equipment, Net

Property and Equipment, Net	12 Months Ended
	Dec. 31, 2021
Property and Equipment, Net
Property and Equipment, Net	6. Property and Equipment, Net Property and equipment, net consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ ​ ​ (In thousands) Computer equipment $ 11,556 $ 11,110 Capitalized software ​ 24,163 ​ 21,318 Fulfillment equipment ​ 52,058 ​ 51,096 Furniture and fixtures ​ 2,730 ​ 3,408 Leasehold improvements ​ 32,507 ​ 32,969 Buildings (1) ​ ​ ​ 114,877 ​ ​ 114,877 Construction in process (2) ​ 1,746 ​ 1,442 Property and equipment, gross ​ 239,637 ​ 236,220 Less: accumulated depreciation and amortization ​ (131,282) ​ (111,012) Property and equipment, net ​ ​ $ 108,355 ​ $ 125,208 (1) Buildings includes a build-to-suit lease financing in Linden, New Jersey where the Company is considered the owner for accounting purposes, and as of December 31, 2021 and 2020, contains $31.3 million of the capitalized fair value of the building, $80.8 million of costs incurred by the Company relating to this arrangement, and $2.8 million of capitalized interest for related construction projects. The Company capitalized the cost of interest for the related construction projects based on the applicable capitalization rate for the project. (2) Construction in process includes all costs capitalized related to projects that have not yet been placed in service. Depreciation and amortization related to the Company’s Property and equipment, net for the years ended December 31, 2021, 2020, and 2019 was $22.2 million, $24.5 million, and $31.2 million, respectively. As of December 31, 2021 and 2020, total equipment financed under capital leases was $0.7 million, with related accumulated depreciation of $0.7 million and $0.6 million, respectively. For the years ended December 31, 2021, 2020, and 2019 depreciation expense related to property and equipment under capital leases was $0.0 million, $0.1 million, and $0.2 million, respectively. For the years ended December 31, 2021, 2020, and 2019 the Company capitalized software development costs of $3.4 million, $2.1 million, and $3.1 million including share-based compensation of $0.6 million, $0.3 million, and $0.4 million, respectively. As of December 31, 2021 and 2020, the net book value of capitalized software development costs was $4.6 million and $3.9 million, respectively. Amortization expense for capitalized software development costs recognized in Depreciation and amortization in the Consolidated Statements of Operations for the years ended December 31, 2021, 2020, and 2019 was $2.7 million, $3.6 million and $5.5 million, respectively. 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 its national footprint while also enabling the Company to redirect its financial resources into other parts of the business, including growth initiatives. The Company concluded that this change in operations represents 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. In November 2020, the Company announced a plan to temporarily reopen our fulfillment center in Arlington, Texas beginning in January 2021. The temporary reopening of its Arlington fulfillment center is designed to allow the Company to focus on utilizing existing assets to help address some of the capacity constraints the Company has experienced during the COVID-19 pandemic in order to supplement labor while the Company continues to implement operating efficiencies at its other fulfillment centers. See Note 16 for further discussion of the temporary reopening. In September 2019, the Company recorded impairment charges of $1.3 million, primarily related to abandoned capital projects due to the reprioritization of initiatives to support its growth strategy.

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	12 Months Ended
	Dec. 31, 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ ​ (In thousands) Accrued compensation ​ $ 14,848 ​ $ 17,189 Accrued credits and refunds reserve ​ 1,258 ​ 1,547 Accrued legal settlements ​ — ​ 12,250 Accrued marketing expenses ​ ​ 7,095 ​ ​ 2,006 Accrued shipping expenses ​ 1,344 ​ 2,060 Other current liabilities ​ ​ 7,406 ​ ​ 6,580 Accrued expenses and other current liabilities ​ $ 31,951 ​ $ 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

Deferred Revenue

Deferred Revenue	12 Months Ended
	Dec. 31, 2021
Deferred Revenue
Deferred Revenue	8. Deferred Revenue Deferred revenue consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 ​ 2020 ​ ​ ​ (In thousands) Cash received prior to fulfillment ​ ​ $ 4,861 ​ $ 1,550 Gift cards, prepaid orders, and other ​ ​ ​ 3,097 ​ ​ 4,719 Deferred revenue ​ ​ $ 7,958 ​ $ 6,269 ​

Debt

Debt	12 Months Ended
	Dec. 31, 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 26, 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 senior secured 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 after the closing date. As of December 31, 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 senior secured term loan will be repayable in equal quarterly installments of $875,000 through December 31, 2022, with the remaining unpaid principal amount of the senior secured term loan repayable on March 31, 2023. The Company is also obligated under the senior secured term loan to pay customary fees, including an anniversary fee equal to 1.00% of the average daily principal amount of the senior secured term loan outstanding over the past 12 months. As of December 31, 2021, the remaining principal repayments required under the senior secured term loan are as follows: ​ ​ ​ ​ ​ (In thousands) Fiscal year ended December 31, 2022 ​ 3,500 Fiscal year ended December 31, 2023 ​ 27,125 ​ $ 30,625 ​ 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 senior secured term loan, the Company incurred and capitalized $2.1 million in deferred financing costs in 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: ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ (In thousands) 2020 Term Loan $ 30,625 ​ $ 34,125 Debt issuance costs, net ​ (1,239) ​ ​ (1,878) Total debt outstanding, net of debt issuance costs ​ 29,386 ​ ​ 32,247 Less: current portion of long-term debt ​ 3,500 ​ ​ 3,500 Long-term debt $ 25,886 ​ $ 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 senior secured 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 December 31, 2021, the Company was in compliance with all of the covenants under the senior secured term loan. Facility Financing Obligation As of December 31, 2021 and 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	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies
Commitments and Contingencies	10. Commitments and Contingencies Lease and Other Commitments The Company leases fulfillment centers and office space under non-cancelable operating lease arrangements that expire on various dates through 2027. These arrangements require the Company to pay certain operating expenses, such as taxes, repairs, and insurance, and contain renewal and escalation clauses. The Company recognizes rent expense under these arrangements on a straight-line basis over the term of the lease. As of December 31, 2021 and 2020, deferred rent amounted to $1.5 million and $2.2 million, respectively, included in Other noncurrent liabilities and $1.1 million and $1.5 million, respectively, included in Accrued expenses and other current liabilities in the Consolidated Balance Sheets. In addition, the Company leases certain equipment under capital lease arrangements that expire at various dates through 2023. The Company has entered into agreements to sublease portions of its corporate offices and fulfillment centers. The subleases continue through the duration of the Company’s existing leases for each location and entitle the Company to future minimum sublease payments of approximately $7.7 million as of December 31, 2021. In March 2016, the Company signed a lease for a fulfillment center in Linden and in August 2016 the Company signed a lease for a fulfillment center in Fairfield, which expire in 2026 and 2028, respectively. As a result of the nature of the Company’s involvement in the construction of these leased fulfillment centers, the Company is considered to be the owner during the construction period for accounting purposes. The Company follows build-to-suit lease accounting for these arrangements and capitalized the fair value of the buildings and direct construction costs incurred along with a corresponding facility financing liability. At the end of the construction period, the Company assessed whether these arrangements qualify for sales recognition under sale-leaseback accounting guidance. Upon substantial completion of the construction phase of the new facilities in New Jersey and California in June 2017 and December 2017, respectively, the Company performed a sale-leaseback analysis pursuant to Accounting Standards Codification (“ASC”) 840 – Leases 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. 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. As of December 31, 2021, the aggregate future non-cancelable minimum lease payments consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital Build-to-Suit Operating Years Ended December 31: ​ Leases ​ Leases ​ Leases ​ ​ (In thousands) 2022 ​ $ 27 ​ $ 2,528 ​ $ 13,589 2023 ​ 4 ​ 2,579 ​ 9,946 2024 ​ — ​ 2,631 ​ 8,741 2025 ​ — ​ 2,683 ​ 6,181 2026 ​ — ​ 1,812 ​ 5,651 Thereafter ​ — ​ — ​ — ​ ​ $ 31 ​ $ 12,233 ​ $ 44,108 Less: amount representing interest and taxes ​ (1) ​ ​ ​ ​ Lease obligations net of interest and taxes ​ 30 ​ ​ ​ ​ Less: current portion of capital lease obligations ​ (25) ​ ​ ​ Noncurrent portion of capital lease obligations ​ $ 5 ​ ​ ​ ​ ​ Rent expense was $6.3 million, $7.1 million and $9.0 million for the years ended December 31, 2021, 2020, and 2019, respectively, and is recognized in Product, technology, general, and administrative expenses in the Consolidated Statements of Operations. As of December 31, 2021, 2020, and 2019, the current portion of the Company’s capital lease obligations is a component of Accrued expenses and other current liabilities on the Consolidated Balance Sheets and the noncurrent portion of the Company’s capital lease obligations is a component of Other noncurrent liabilities on the Consolidated Balance Sheets. Letters of Credit As of December 31, 2021 and 2020, the Company had $1.4 million and $1.6 million, respectively, in letters of credit issued. The letters of credit serve as security primarily for fulfillment centers and office space leases entered into by the Company. As of December 31, 2021 and 2020, the letters of credit were collateralized by noncurrent restricted cash of $0.8 million and $1.1 million, respectively, and current restricted cash of $0.6 million and $0.5 million, respectively. As of December 31, 2020 and 2019, the beneficiaries of the letters of credit had not drawn upon any of the letters of credit. 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 was 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. The Company is subject to a lawsuit filed in California Superior Court under the Private Attorneys General Act on behalf of certain non-exempt employees in the Company’s Richmond, California fulfillment center. The complaint was filed on October 16, 2017, and alleges that the Company failed to pay wages and overtime, provide required meal and rest breaks, provide suitable resting facilities and provide accurate wage statements, to non-exempt employees in violation of California law. Plaintiffs’ counsel filed a separate class action lawsuit alleging largely the same claims, but covering a longer period, which is now pending in the United States District Court for the Northern District of California. A mediation was held on November 20, 2019, at which time the cases were not resolved. On December 16, 2019, Plaintiff filed a motion for class certification in federal court. On December 18, 2019, the parties entered into a memorandum of understanding which, if finalized and approved by the court, will resolve both actions in their entirety. The parties finalized a settlement agreement on March 2, 2020 and the court has vacated all other deadlines in the class-action case, including the due date for the Company’s opposition to the motion for class certification. On July 6, 2020, the court granted preliminary approval of the final settlement agreement. A hearing for final approval was held on November 19, 2020 and the court granted final approval of the settlement agreement on that day. The Company paid approximately $2.0 million under the settlement agreement on December 9, 2020. Although the Company believes that it is reasonably possible that it may incur losses in these cases, the Company is currently unable to estimate the amount of such losses, except as noted above, due to the early stages of certain of the litigations, among other factors. 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 (Deficit)

Stockholders' Equity (Deficit)	12 Months Ended
	Dec. 31, 2021
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit)	11. Stockholders’ Equity (Deficit) November 2021 Capital Raise 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 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 Company refers to this series of transactions as the “Capital Raise”. 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. The Company refers to the Rights Offering, Backstop Private Placement, and Concurrent Private Placement, collectively, as the “November 2021 Capital Raise”. ● Mr. M. Salzberg would purchase, on the same terms as the Backstop Private Placement and the Concurrent Private Placement (the “Salzberg 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. ● 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. In connection with the Corporate Reorganization discussed in Note 1, the Company had a tri-class capital structure consisting of two classes of voting common stock, Class A common stock and Class B common stock, and one class of non-voting stock, Class C capital stock. 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. Each warrant issued under the Purchase Agreement 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 shares of Class A common stock and warrants were issued separately and constitute separate securities. As of December 31, 2021, the warrants issued under the Purchase Agreement to purchase an aggregate of 10,920,000 shares of the Company’s Class A common stock were unexercised. The Company conducted an assessment of the classification of the warrants issued under the Purchase Agreement and, based on their terms, concluded the warrants are equity-classified. Accordingly, the net proceeds have been recorded within 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 election to the Board at the 2022 annual stockholders meeting (the “2022 Annual Meeting”) to be composed of individuals at least half of whom are women and at least half of whom are persons of color and, if at least half the directors are not women or if at least half of the directors are not persons of color immediately after the 2022 Annual Meeting, to increase the size of the Board and appoint new directors, or obtain resignations from then-current directors, such that at least half of the directors are women and at least half of the directors are persons of color. The Company has engaged a national search firm to assist it in recruiting new Board members. The Company has further agreed, at the 2022 Annual Meeting, to propose amendments to its Charter, to: (i) permit stockholders representing at least twenty-five percent (25%) of the voting power of the Company’s outstanding capital stock to call a special meeting of stockholders and (ii) eliminate the requirement that the affirmative vote of stockholders representing at least sixty-six and two-thirds percent ( 66 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	12 Months Ended
	Dec. 31, 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ (In thousands) Cost of goods sold, excluding depreciation and amortization $ 45 ​ $ 98 ​ $ 193 Product, technology, general and administrative ​ 9,654 ​ ​ 8,359 ​ ​ 8,777 Total share-based compensation $ 9,699 ​ $ 8,457 ​ $ 8,970 ​ Performance Stock Awards 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. In 2020, the Company did not grant any performance stock units. In 2019, the Company granted 54,740 performance stock units of its Class A common stock to certain employees, including the Company’s executive officers. Such units were subject to vesting conditions that were tied to the achievement of certain financial targets through December 31, 2019. A portion of the financial target options would have, subject to certain conditions, accelerated in connection with a change in control event based on the time that had elapsed from the commencement of the applicable measurement period through the date of such change in control. As of December 31, 2019, the financial targets were not achieved and the awards were forfeited. Equity Incentive Plan In connection with the IPO, the Company’s board of directors adopted the 2017 Equity Incentive Plan for the purpose of granting incentive stock options, non-qualified stock options, restricted stock, restricted stock units, and other share-based awards to employees, directors, and consultants. Options may be granted at a price per share not less than 100% of the fair market value at the date of grant. If, at the time the Company grants an incentive stock option, the optionee owns stock that holds more than 10% of the total combined voting power of all classes of the Company’s stock (“10% stockholder”), the exercise price must be at least 110% of the fair value of the common stock on the grant date. Options granted are exercisable over a maximum term of ten years from the date of grant, or five years from the date of grant for a 10% stockholder and generally vest over a period of four years. In August 2012, the Company’s board of directors adopted the 2012 Equity Incentive Plan for the purpose of granting incentive stock options, non-qualified stock options, restricted stock, and restricted stock units to employees, directors, and consultants. Options may be granted at a price per share not less than 100% of the fair market value at the date of grant. If, at the time the Company grants an incentive stock option, the optionee owns stock that holds more than 10% of the total combined voting power of all classes of the Company’s stock (“10% stockholder”), the exercise price must be at least 110% of the fair value of the common stock on the grant date. Options granted are exercisable over a maximum term of ten years from the date of grant, or five years from the date of grant for a 10% stockholder and generally vest over a period of four years. In August 2016, the Company’s stockholders approved an increase of 280,000 Class B common stock shares available in the Plan. In connection with the Corporate Reorganization as discussed in Note 11, Blue Apron Holdings, Inc. assumed Blue Apron, Inc.’s Restated 2012 Equity Incentive Plan, as previously amended, and then amended and restated the plan in its entirety. Following the assumption of the 2012 Equity Incentive Plan, outstanding options to purchase Blue Apron, Inc.’s common stock were automatically converted into options to purchase an equal number of shares of Class B common stock of Blue Apron Holdings, Inc. with no change in the applicable exercise price, vesting schedule, or term. Upon completion of the Corporate Reorganization and adoption of the 2017 Equity Incentive Plan, 3,177,114 shares of Class A and Class B common stock were reserved for issuance. Following the adoption and effectiveness of the 2017 Equity Incentive Plan, no additional awards have been granted under the 2012 Equity Incentive Plan. As of December 31, 2021, 2020 and 2019, 1,453,718, 1,369,567 and 1,305,944 shares of Class A common stock remained available for future grants under the 2017 Equity Plan. Under the 2017 Equity incentive plan an annual increase to the number of shares of Class A common stock issuable is added on the first day of each fiscal year, beginning with the fiscal year ending December 31, 2018 and continuing for each fiscal year until, and including the fiscal year ending December 31, 2027. The increase is equal to the lesser of 666,667 shares of Class A common stock, 5% of the outstanding shares of Class A common stock, Class B common stock, and Class C capital stock, and an amount determined by the Board of Directors. Executive Severance Benefits Plan During 2018, the Company adopted an executive severance benefits plan covering certain designated eligible executive officers of the Company, which provides for, among other things, severance benefits upon certain termination events, including full accelerated vesting of the executive officer's unvested, time-based equity awards if such executive officer is terminated without cause, or terminates his or her employment for good reason, within 12 months following a change in control of the Company. Restricted Stock Units The following table summarizes outstanding restricted stock units, including performance-based restricted stock units, which were granted under the 2017 Equity Incentive Plan: ​ ​ ​ ​ ​ ​ ​ ​ ​ Number ​ Weighted-Average ​ ​ of ​ Grant Date ​ ​ Shares Fair Value Unvested — December 31, 2020 ​ 1,694,199 ​ $ 9.65 Granted ​ 1,440,714 ​ 6.09 Vested ​ (627,914) ​ 11.41 Forfeited / canceled ​ (519,929) ​ 8.18 Unvested — December 31, 2021 ​ 1,987,070 ​ $ 6.86 ​ For the years ended December 31, 2021, 2020, and 2019, 627,914, 569,272, and 291,885 shares of restricted stock units vested and were released to employees under the 2017 Equity Incentive Plan. These shares primarily vest over a period of four years . Compensation expense related to the restricted stock units is recognized using the grant date fair value recognized evenly over the service period. As of December 31, 2021 and 2020, the unrecognized share-based compensation related to unvested restricted stock units was $9.4 million and $16.2 million, respectively. As of December 31, 2021 and 2020, these costs are expected to be recognized over a weighted-average period of 1.85 and Stock Options The following table summarizes outstanding options, which were granted under the 2012 Equity Incentive Plan and 2017 Equity Incentive Plan: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- Aggregate ​ ​ ​ ​ Weighted- ​ Average ​ Intrinsic ​ ​ Number ​ Average ​ Remaining ​ Value of ​ ​ of ​ Exercise ​ Contractual ​ Outstanding ​ Options Price Term Options ​ ​ ​ ​ ​ ​ ​ (Years) ​ (In thousands) Outstanding — December 31, 2020 59,936 ​ $ 100.96 4.43 ​ $ — Granted — ​ — ​ Exercised — ​ — ​ Forfeited / canceled (22,178) ​ 107.14 ​ Outstanding — December 31, 2021 37,758 ​ $ 97.33 4.09 ​ $ — Exercisable — December 31, 2021 37,758 ​ $ 97.33 4.09 ​ $ — ​ The weighted-average grant date fair value of options granted for the years ended December 31, 2021, 2020, and 2019 was $0.00. The total intrinsic value of options exercised was $0.0 million, $0.0 million and $0.5 million for the years ended December 31, 2021, 2020, and 2019, respectively. The total grant date fair value of options vested for the years ended December 31, 2021, 2020, and 2019 was $3.1 million, $1.0 million and $4.0 million, respectively. For the years ended December 31, 2021, 2020, and 2019, the Company received $0.0 million, $0.5 million, and $0.1 million, respectively, from the exercise of share options granted under share-based payment arrangements. There was no tax benefit realized from stock options exercised during these periods. As of December 31, 2021 and 2020, total unrecognized share-based compensation related to unvested options was $0.0 million. As of December 31, 2021 and 2020, the weighted-average recognition period was 0.00 years and 0.18 years, respectively. Award Modifications In April 2019, the Company modified the vested stock options and unvested restricted stock units held by two of its departing executives. The modifications extend the exercise period for certain vested stock options and result in continued vesting of certain unvested restricted stock units for a specified period of time following the departure of the executives. These award modifications did not have a material impact on the Company’s Consolidated Financial Statements.

Earnings per Share

Earnings per Share	12 Months Ended
	Dec. 31, 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 shares, 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. Following the Class B Automatic Conversion on September 15, 2021, the Company has only one class of common stock outstanding, its Class A common stock. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ Class A Class B ​ Class A Class B ​ Class A Class B (In thousands, except share and per-share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to common stockholders $ (78,861) ​ $ (9,520) ​ $ (34,453) ​ $ (11,701) ​ $ (31,930) ​ $ (29,151) Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—basic 19,888,995 ​ 2,400,808 ​ 11,270,830 ​ 3,827,953 ​ 6,842,752 ​ 6,247,156 Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—diluted 19,888,995 ​ 2,400,808 ​ 11,270,830 ​ 3,827,953 ​ 6,842,752 ​ 6,247,156 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share attributable to common stockholders—basic (1) $ (3.97) ​ $ (3.97) ​ $ (3.06) ​ $ (3.06) ​ $ (4.67) ​ $ (4.67) Net income (loss) per share attributable to common stockholders—diluted (1) $ (3.97) ​ $ (3.97) ​ $ (3.06) ​ $ (3.06) ​ $ (4.67) ​ $ (4.67) (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 anti-dilutive: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 ​ 2020 2019 ​ Class A ​ Class B ​ Class A ​ Class B ​ Class A ​ Class B Stock options 46,537 ​ — ​ 3,923 ​ 123,817 ​ 65,022 ​ 254,138 Restricted shares — ​ — ​ — ​ — ​ — ​ 450 Restricted stock units 2,208,666 ​ — ​ 1,688,527 ​ — ​ 1,159,923 ​ — Warrants 11,184,218 ​ — ​ — ​ — ​ — ​ — Total anti-dilutive securities 13,439,421 ​ — ​ 1,692,450 ​ 123,817 ​ 1,224,945 ​ 254,588 ​

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2021
Income Taxes
Income Taxes	14. Income Taxes The components of the provision for income taxes are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ ​ (In thousands) Current provisions for income taxes: ​ ​ ​ ​ Federal ​ $ — ​ $ — ​ $ — State ​ 23 ​ 42 ​ 42 Total current ​ 23 ​ 42 ​ 42 Deferred tax benefit: ​ ​ ​ Federal ​ — ​ — ​ — State ​ — ​ — ​ — Total deferred ​ ​ — ​ ​ — ​ ​ — Provision for income taxes ​ $ 23 ​ $ 42 ​ $ 42 ​ A reconciliation of the provisions (benefits) for income taxes to the amounts computed by applying the statutory federal income tax rate to income (loss) before income taxes is shown as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2021 2020 2019 Tax at statutory federal rate ​ 21.00 % 21.00 % 21.00 % State tax — net of federal benefit ​ (0.04) % (0.05) % (0.09) % Change in valuation allowance ​ (12.85) % (11.10) % (17.26) % Share-based compensation ​ (0.79) % (3.41) % (3.47) % Debt extinguishment and warrant obligation ​ (3.32) % — % — % Charitable contributions ​ (4.73) % (6.20) % (0.65) % Other ​ 0.70 % (0.33) % 0.40 % Provision for income taxes ​ (0.03) % (0.09) % (0.07) % ​ The tax effects of cumulative temporary differences that give rise to significant deferred tax assets and deferred tax liabilities are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ ​ (In thousands) Deferred tax assets: ​ ​ Tax attribute carryforwards ​ $ 121,346 ​ $ 109,246 Build-to-suit deferred tax assets ​ ​ 9,237 ​ ​ 9,210 Inventories ​ 3,052 ​ 2,338 Share-based compensation ​ ​ 1,074 ​ ​ 500 Accruals, reserves, and other ​ 12,370 ​ 12,105 Gross deferred tax assets ​ 147,079 ​ 133,399 Deferred tax liabilities: ​ ​ Build-to-suit deferred tax liabilities ​ 6,857 ​ 7,392 Gross deferred tax liabilities ​ 6,857 ​ 7,392 ​ ​ ​ ​ ​ ​ ​ Valuation allowance ​ 140,222 ​ 126,007 Net deferred taxes ​ $ — ​ $ — ​ Recognition of deferred tax assets is appropriate when realization of these assets is more likely than not. Each reporting period the Company assesses the recoverability of its deferred tax assets and are required to establish a valuation allowance for any portion of the assets that the Company concludes is not more likely than not realizable. Based upon the weight of available evidence, which includes the Company’s historical operating performance and the recorded cumulative net losses in prior fiscal periods, the Company recorded a valuation allowance of $140.2 million and $126.0 million against the net U.S. deferred tax assets as of December 31, 2021 and 2020, respectively. The valuation allowance increased by $14.2 million during 2021, which was primarily a result of additional losses generated, partially offset by the expiration of certain charitable contribution carryforwards. As of December 31, 2021, the Company had U.S. federal and state net operating loss carryforwards of $460.9 million and $197.7 million, respectively. Of the $460.9 million of federal net operating loss carryforwards, $221.5 million was generated before January 1, 2018, and is subject to a 20-year carryforward period. The remaining $239.4 million can be carried forward indefinitely, but is subject to an 80% taxable income limitation in any future taxable year. The pre-2018 federal and all state net operating loss carryforwards will begin to expire in 2032 and 2033, respectively, if not utilized. The Company’s tax attributes may be limited by the ownership provisions of Section 382 of the Internal Revenue Code. As a result, if the Company experienced an “ownership change” during any three-year period, its use of these tax attributes may be limited. The Company has not performed a detailed analysis to determine if an ownership change has occurred. Uncertain Tax Positions As of December 31, 2021 and 2020, the Company did not have any gross unrecognized tax benefits. The Company’s policy for classifying interest and penalties associated with unrecognized income tax benefits is to include such items in the provision for income tax. The activity related to the unrecognized tax benefits is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ ​ (In thousands) Gross unrecognized tax benefits—beginning balance ​ $ — ​ $ — ​ $ 1,367 Decreases related to settlements ​ ​ — ​ ​ — ​ ​ (1,174) Decrease related to lapse of statute of limitations ​ ​ — ​ ​ — ​ ​ (193) Gross unrecognized tax benefits—ending balance ​ $ — ​ $ — ​ $ — ​ The Company files U.S. federal and state income tax returns in jurisdictions with varying statutes of limitations. The Company’s tax years from 2012 (inception) are subject to examination by the United States and state authorities due to the carry forward of unutilized net operating losses.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2021
Fair Value Measurements
Fair Value Measurements	15. Fair Value Measurements Financial Instruments The fair value of financial instruments is determined based on assumptions that market participants would use when pricing an asset or liability at the balance sheet date. 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 December 31, 2021 and 2020, respectively, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2) and significant unobservable inputs (Level 3): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 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 ​ $ — ​ $ — ​ $ 8,001 ​ $ 8,001 Other noncurrent liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant obligation ​ ​ — ​ ​ — ​ ​ 1,588 ​ ​ 1,588 Total liabilities measured at fair value ​ $ — ​ $ — ​ $ 9,589 ​ $ 9,589 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 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 in the fair value of the Blue Torch warrant obligation as of December 31, 2021 and 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 December 31, 2021 ​ ​ ​ (In thousands) Warrant obligation ​ $ — ​ $ 4,567 ​ $ 826 ​ $ 2,420 ​ $ 1,776 ​ $ 9,589 ​ Non-Financial Assets Certain non-financial assets, such as long-lived assets, are only recorded at fair value if an impairment loss is recognized. Impairment losses recognized for the years ended December 31, 2021, 2020, and 2019 were $0.0 million, $7.6 million, and $1.3 million, respectively. The following tables present non-financial assets that were measured and recorded at fair value on a non-recurring basis and the total impairment losses recorded during the years ended December 31, 2021, 2020, and 2019 on those assets. Non-recurring fair value measurements for the years ended December 31, 2021, 2020, and 2019 included the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2021 ​ Carrying value before impairment Fair value (Level 3) ​ Impairment Loss Non-financial assets (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-lived assets $ — $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2020 ​ Carrying value before impairment Fair value (Level 3) ​ Impairment Loss Non-financial assets (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-lived assets $ 11,658 $ 4,073 ​ $ 7,585 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2019 ​ Carrying value before impairment Fair value (Level 3) ​ Impairment Loss Non-financial assets (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-lived assets $ 1,514 $ 253 ​ $ 1,261 ​ See Note 6 for further discussion on the long-lived assets’ impairment losses.

Restructuring Costs

Restructuring Costs	12 Months Ended
	Dec. 31, 2021
Restructuring Costs
Restructuring Costs	16. 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 temporarily reopened 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. In January 2019, the Company announced that it was transferring a substantial portion of the production volume from its Arlington, Texas fulfillment center to its Linden, New Jersey fulfillment center. As a result of the action the Company recorded approximately $0.6 million in total restructuring costs, including $0.2 million of employee-related expenses, substantially all of which resulted in cash expenditures in Other operating expense, and $0.4 million of accelerated depreciation in Depreciation and amortization, all of which were recorded during the first half of 2019. ​

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2021
Subsequent Events
Subsequent Events	17. Subsequent Events On February 14, 2022, the Company entered into a purchase agreement (the “February Purchase Agreement”) with RJB, under which the Company agreed to issue and sell to RJB in a private placement (the “Private Placement”), for an aggregate purchase price of $5.0 million (or $14.00 per unit), 357,143 units each consisting of (i) 1 share of Class A common stock, (ii) 1 warrant to purchase 0.8 shares of Class A common stock at an exercise price of $15.00 per share, (iii) 1 warrant to purchase 0.4 shares of Class A common stock at an exercise price of $18.00 per share and (iv) 1 warrant to purchase 0.2 shares of Class A common stock at an exercise price of $20.00 per share. In the aggregate, RJB received (i) 357,143 shares of Class A common stock, (ii) warrants to purchase 285,714 shares of Class A common stock at an exercise price of $15.00 per share, (iii) warrants to purchase 142,857 shares of Class A common stock at an exercise price of $18.00 per share, and (iv) warrants to purchase 71,429 shares of Class A common stock at an exercise price of $20.00 per share, resulting in approximately $4.8 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 Private Placement closed on February 14, 2022. The February Purchase Agreement contains customary representations from the Company, on the one hand, and RJB, on the other hand. In accordance with the terms of the February Purchase Agreement, RJB has also 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 Joseph N. 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. Concurrently with the execution of the February Purchase Agreement, the Company and RJB entered into a registration rights agreement (the “Registration Rights Agreement”) with respect to the securities purchased in the Private Placement, pursuant to which the Company agreed, among other things, to file a registration statement (the “Shelf Registration Statement”) with the Securities and Exchange Commission (the “SEC”) on the earliest of (i) February 14, 2023, (ii) within thirty (30) days of the date requested by RJB and (iii) such other date as mutually agreed by the Company and RJB, covering the resale of the shares of Class A common stock and shares of Class A common stock underlying the warrants issued to RJB under the Purchase Agreement (collectively, the “Registrable Securities”). Further, at any time the Shelf Registration Statement is not effective, subject to the terms and conditions of the Registration Rights Agreement, the Company is required upon a demand by RJB to file and cause to be declared effective a shelf registration statement registering the resale of the Registrable Securities, provided that RJB and its affiliates are entitled to a total of four demands in the aggregate under the Registration Rights Agreement and previous rights granted to such parties by the Company pursuant to a separate registration rights agreement in November 2021. In addition, the Registration Rights Agreement provides certain piggyback registration rights to RJB; however, so long as a Shelf Registration Statement is effective, then, subject to the terms and conditions of the Registration Rights Agreement, the Company shall have no obligation to allow RJB to exercise its piggyback registration rights and include Registrable Securities in another registration statement being filed by the Company. The Registration Rights Agreement contains customary covenants and indemnification provisions that the parties made to, and solely for the benefit of, each other in the context of the terms and conditions of the Registration Rights Agreement, the February Purchase Agreement, and the transactions contemplated thereunder. The provisions of the Registration Rights Agreement, including any representations, warranties and covenants contained therein, were made solely for the benefit of the parties thereto and may be subject to limitations agreed upon by the contracting parties. Each warrant issued in the 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 will be nontransferable, except in limited circumstances, and will not be listed or otherwise trade on any stock exchange. The number of shares issuable upon exercise of the warrants and the applicable exercise prices will be subject to adjustment in 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 intends to use the net proceeds of the Private Placement for working capital and general corporate purposes, including to continue to accelerate its growth strategy. ​

Schedule II - Valuation and Qua

Schedule II - Valuation and Qualifying Accounts	12 Months Ended
	Dec. 31, 2021
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]
SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block]	Schedule II: Valuation and Qualifying Accounts ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additions ​ ​ ​ ​ ​ ​ ​ Balance at Beginning of Period Charges to Costs and Expenses ​ Other ​ Reductions ​ Balance at End of Period ​ (In thousands) Deferred Tax Asset Valuation Allowance: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal year ended December 31, 2021 $ 126,007 ​ $ - ​ $ 14,215 ​ $ - ​ $ 140,222 Fiscal year ended December 31, 2020 $ 120,330 ​ $ - ​ $ 5,677 ​ $ - ​ $ 126,007 Fiscal year ended December 31, 2019 $ 109,774 ​ $ - ​ $ 10,556 ​ $ - ​ $ 120,330 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inventory Valuation Reserve: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal year ended December 31, 2021 $ 330 ​ $ 827 ​ $ - ​ $ (792) ​ $ 365 Fiscal year ended December 31, 2020 $ 1,474 ​ $ 441 ​ $ - ​ $ (1,585) ​ $ 330 Fiscal year ended December 31, 2019 $ 1,565 ​ $ 1,708 ​ $ - ​ $ (1,799) ​ $ 1,474 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credits and Refunds Reserve: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal year ended December 31, 2021 $ 1,522 ​ $ 19,552 ​ $ - ​ $ (19,839) ​ $ 1,235 Fiscal year ended December 31, 2020 $ 1,172 ​ $ 18,797 ​ $ - ​ $ (18,447) ​ $ 1,522 Fiscal year ended December 31, 2019 $ 1,094 ​ $ 13,466 ​ $ - ​ $ (13,388) ​ $ 1,172 ​

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2021
Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation 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”). Certain reclassifications were made to prior year amounts to conform to current year presentation.
Use of Estimates	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, 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.
Cash and Cash Equivalents	Cash and Cash Equivalents All highly liquid investments with original maturities of three months or less at the date of purchase are considered to be cash equivalents. Cash and cash equivalents are stated at cost plus accrued interest and consist of cash on hand, money market accounts, and amounts held by third party financial institutions for credit and debit card transactions. Cash and cash equivalents as of December 31, 2021 and 2020 was $82.2 million and $44.1 million, respectively, and consist of qualifying money market accounts and amounts due from third party institutions which generally settle within three
Accounts Receivable	Accounts Receivable Accounts receivable primarily represent amounts due from third parties that market the Company’s products and other trade receivables. Accounts receivable are recorded at invoiced amounts, net of allowances for doubtful accounts if applicable, are unsecured, and do not bear interest. The allowance for doubtful accounts was $0.1 million as of December 31, 2021 and 2020.
Certain Risks and Concentrations	Certain Risks and Concentrations Financial instruments that subject the Company to significant concentrations of credit risk consist of cash, cash equivalents, and restricted cash. All of the Company’s cash, cash equivalents, and restricted cash are held at financial institutions in the United States that management believes to be of high credit quality. Deposits held in the United States with these financial institutions exceed federally insured limits. The primary focus of the Company’s investment strategy is to preserve capital and meet liquidity requirements. The Company’s investment policy addresses the level of credit exposure by limiting the concentration in any one corporate issuer or sector and establishing a minimum allowable credit rating. No individual customer accounted for 10% or more of the Company’s total Net revenue for the years ended December 31, 2021, 2020, and 2019. There are no significant concentration risks within the Company’s Accounts receivable as of December 31, 2021 and 2020. For the years ended December 31, 2021, 2020, and 2019, an individual shipping carrier accounted for 13.4%, 13.7% and 14.9% of the Company’s total Cost of goods sold, excluding depreciation and amortization, respectively. No individual supplier accounted for 10% or more of total Accounts payable as of December 31, 2021 and 2020. The Company has experienced net losses in each year since inception. In the years ended December 31, 2021, 2020, and 2019, the Company incurred net losses of $88.4 million, $46.2 million, and $61.1 million, respectively. As of December 31, 2021, the Company has $82.2 million of cash on hand. The Company plans to continue to significantly increase marketing spend in 2022 to continue to invest to attract new and retain existing customers while maintaining compliance with its debt covenants. In addition, the 2020 Term Loan is repayable in equal quarterly installments with the remaining unpaid principal amount repayable on March 31, 2023. The Company’s ability, including the timing and extent, to successfully execute its growth strategy is inherently uncertain and is dependent on continued sufficiency of cash resources, and its ability to implement the initatives and deliver the results as forecasted, among other factors.
Inventories, Net	Inventories, Net Inventories, net consist primarily of bulk and prepped food, products available for resale, packaging, containers, and wine products which are stated at the lower of cost or net realizable value. Inventory costs consist of product costs, inbound shipping and handling costs, and applicable direct labor costs. Inventories are valued on a first in, first out cost basis. The Company records an inventory valuation reserve when applicable based on currently available information about the likely method of disposition, such as through sales to individual customers, donations, or liquidations and expected recoverable values of each inventory category.
Leases	Leases The Company categorizes lease agreements at their inception as either operating or capital leases. For operating leases, the Company recognizes rent expense on a straight-line basis over the term of the lease. For capital leases, the Company records a leased asset with a corresponding liability. Payments are recorded as reductions to the liability with an interest charge recorded based on the remaining liability. Sublease payments received by the Company are recorded as income against the associated rent expense. The Company reviews leases for which it is involved in construction to determine if it is considered to be the owner for accounting purposes during the construction period. If the Company is determined to be the owner for accounting purposes, the Company follows build-to-suit accounting and capitalizes the fair value of the building and direct construction costs incurred along with a corresponding facility financing liability. At the end of the construction period, the Company assesses whether these arrangements qualify for sales recognition under sale-leaseback accounting guidance. If upon completion of construction, the arrangement does not meet the sale-leaseback criteria, the Company will continue to be considered the owner of the building for accounting purposes.
Property and Equipment, Net	Property and Equipment, Net Property and equipment, net, including leasehold improvements, are stated at cost and are depreciated using a straight-line method over the estimated useful lives of the related assets. The estimated useful lives are as follows: ​ ​ ​ Computer equipment 2 Capitalized software ​ 2 years Fulfillment equipment ​ 5 Furniture and fixtures ​ 5 years Leasehold improvements ​ Shorter of expected useful life or lease term Buildings ​ 30 years ​
Capitalized Software Development Costs	Capitalized Software Development Costs The Company capitalizes qualifying internally-developed software development costs that are incurred during the application development stage, so long as management with the relevant authority authorizes the project, it is probable the project will be completed, and the software will be used to perform the function intended. Capitalized costs are amortized on a straight-line basis over their expected useful lives, which is approximately two years. Costs incurred for enhancements that are expected to result in additional significant functionality are capitalized and amortized over the estimated useful life of the enhancement. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred. Capitalized software development costs net of accumulated amortization are included as a component of Property and equipment, net in the accompanying Consolidated Balance Sheets.
Recoverability of Long Lived Assets	Recoverability of Long-Lived Assets Long-lived assets consist of the Company’s property and equipment and capitalized software development costs. The Company periodically evaluates whether events and circumstances have occurred that indicate the remaining estimated useful life of long-lived assets may warrant revision or that the remaining balance may not be recoverable. These factors may include a significant deterioration of operating results, changes in business plans, or changes in anticipated cash flows. Recoverability is measured by comparing the carrying amount of an asset group to future undiscounted net cash flows expected to be generated. If future undiscounted cash flows are less than the carrying value, an impairment is recognized in earnings to the extent that the carrying value exceeds fair value. For the year ended December 31, 2021, there were no impairments of long-lived assets For the year ended December 31, 2020, the Company recorded impairment charges of $7.6 million in Other operating expense on long-lived assets related to its Arlington fulfillment center. For the year ended December 31, 2019, the Company recorded impairment charges of $1.3 million in Other operating expense on long-lived assets primarily related to the reprioritization of initiatives to support its growth strategy.
Fair Value Estimates	Fair Value Estimates The fair value of financial instruments and non-financial instruments is determined based on assumptions that market participants would use when pricing an asset or liability at the balance sheet date. Certain assets are categorized based on the following fair value hierarchy of market participant assumptions: ● Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. ● Level 2 — Inputs, other than quoted prices in active markets, that are observable either directly or indirectly. ● Level 3 — Prices or valuation techniques that require inputs that are both significant to the fair value of the asset or liability and supported by little or no market activity. The Company uses observable market data when available, and minimizes the use of unobservable inputs when determining fair value. Cash and cash equivalents, restricted cash, receivables, accounts payable, and accrued liabilities are stated at carrying amounts as reported in the Consolidated Financial Statements, which approximates fair value due to their short-term nature. The fair value of the long-term debt approximates its carrying value based on the variable nature of interest rates and current market rates available to the Company. 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
Revenue Recognition	Revenue Recognition The Company primarily generates revenue from the sale of its products to customers, including meals, wine, and kitchen tools. For the years ended December 31, 2021, 2020, and 2019, the Company derived substantially all of its Net revenue from sales of its meals. The Company's revenue contracts represent a single performance obligation to sell its products to its customers. The Company recognizes revenue upon transfer of control, including passage of title to the customer and transfer of risk of loss related to the products, in an amount that reflects the consideration the Company expects to be entitled to. In general, the Company charges credit cards in advance of shipment. Transfer of control generally passes upon delivery to the customer. Sales taxes imposed on the Company’s sales are presented on a net basis in the Consolidated Statements of Operations, and therefore do not impact Net revenue or Cost of goods sold, excluding depreciation and amortization. The Company deducts promotional discounts, actual customer credits and refunds as well as credits and refunds expected to be issued to determine Net revenue. Customers who receive a damaged meal or wine order or are dissatisfied with an order and contact the Company within seven days of receipt of the order may receive a full or partial refund, full or partial credit against future purchase, or replacement, at the Company's sole discretion. Credits only remain available for customers who maintain a valid account with the Company. Customers who return an unused, undamaged Blue Apron Market product within 30 days of receipt receive a full refund. The Company estimates and records expected credits and refunds based on prior history, recent trends, and projections for credits and refunds on sales in the current period. Reserves for credits and refunds are included within Accrued expenses and other current liabilities on the Consolidated Balance Sheets. The Company periodically enters into agreements with third parties to market the Company’s products. The Company records revenue from such arrangements at the gross amount as the Company is the principal in these arrangements as it is primarily responsible for fulfilling the goods to customers, provides primary customer service for such products sold on its website, has latitude in establishing price and selecting such products sold on its website, and maintains inventory risk. The Company has two types of contractual liabilities: (i) cash collections from its customers prior to delivery of products purchased, which are included in Deferred revenue on the Consolidated Balance Sheets, and are recognized as revenue upon transfer of control of its products, and (ii) unredeemed gift cards and other prepaid orders, which are included in Deferred revenue on the Consolidated Balance Sheets, and are recognized as revenue when gift cards are redeemed and the products are delivered. Certain gift cards are not expected to be redeemed, also known as breakage, and are recognized as revenue over the expected redemption period, subject to requirements to remit balances to governmental agencies. Contractual liabilities included in Deferred revenue on the Consolidated Balance Sheets were $8.0 million and $6.3 million as of December 31, 2021 and December 31, 2020, respectively. During the year ended December 31, 2021, the Company recognized $5.4 million to Net revenue from the Deferred revenue at December 31, 2020. The Company adopted ASU 2014-09 using a modified retrospective approach and recognized $0.3 million cumulative-effect adjustment to reduce Accumulated deficit as of January 1, 2019. The cumulative-effect adjustment to Accumulated deficit was due to breakage of gift cards to the extent there is no requirement for remitting balances to governmental agencies. Under the modified retrospective approach, prior period balances are not retrospectively adjusted.
Cost of Goods Sold, Excluding Depreciation and Amortization	Cost of Goods Sold, Excluding Depreciation and Amortization Cost of goods sold, excluding depreciation and amortization consists of product and fulfillment costs. Product costs include the cost of food, packaging for food that is portioned prior to delivery to customers, labor and related personnel costs incurred to portion food for the Company’s meals, inbound shipping costs, and cost of products sold through Blue Apron Wine, and Blue Apron Market. Fulfillment costs consist of costs incurred in the shipping and handling of inventory including the shipping costs to the Company’s customers, labor and related personnel costs related to receiving, inspecting, warehousing, picking inventory, and preparing customer orders for shipment, and the cost of packaging materials and shipping supplies.
Advertising Costs	Advertising Costs Advertising costs are charged to Marketing expense in the accompanying Consolidated Statements of Operations. Advertising costs were $68.4 million, $45.1 million, and $41.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. The Company recognizes advertising costs the first time the advertising takes place. Deferred advertising, marketing, and promotional costs, which principally relate to advertisements that have not yet been exhibited or services that have not yet been received, were $1.0 million and $1.5 million as of December 31, 2021 and 2020, respectively, and are recorded within Prepaid expenses and other current assets in the Consolidated Balance Sheets.
Product, Technology, General and Administrative	Product, Technology, General and Administrative Product, technology, general and administrative expenses consist of costs related to the development of the Company’s products and technology, general and administrative expenses, and overhead expenses, which include: payroll and related expenses for employees involved in the application, production, and maintenance of the Company’s platform and other technology infrastructure costs; payroll and related expenses for employees performing corporate and other managerial functions; facilities costs such as occupancy and rent costs for the Company’s corporate offices and fulfillment centers; and payment processing fees, professional fees, and other general corporate and administrative costs.
Share-Based Compensation	Share-Based Compensation The Company recognizes share-based compensation for share-based awards, including stock options and restricted stock units, based on the estimated fair value of the awards on a straight-line basis over the period in which the employee is required to provide services, generally up to four years. The Company estimates the fair value of stock options on the grant date generally using the Black-Scholes option-pricing model. The fair value of restricted stock units is determined based on the closing price of the Company’s Class A common stock on the New York Stock Exchange on the grant date. The Company recognizes forfeitures as they occur.
Other Operating Expense	Other Operating Expense Other operating expense consists of a non-cash gain, net of a termination fee, on the Fairfield lease termination, impairment losses on long-lived assets, charges for estimated legal settlements, and restructuring costs.
Interest Income (Expense), Net	Interest Income (Expense), Net Interest income and expense consists primarily of interest expense associated with the Company’s outstanding borrowings, capital lease financings, and build-to-suit lease financing offset by interest income on cash and cash equivalents.
Other Income (Expense), Net	Other Income (Expense), Net Other income and expense consists of the change in fair value of the Blue Torch warrant obligation upon remeasurement as of each reporting period. For additional information on the Blue Torch warrant obligation, see Note 9 and Note 15.
Income Taxes	Other Income (Expense), Net Other income and expense consists of the change in fair value of the Blue Torch warrant obligation upon remeasurement as of each reporting period. For additional information on the Blue Torch warrant obligation, see Note 9 and Note 15.
Segments	Segments Operating segments are defined as components of an entity for which discrete financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s CODM is its Chief Executive Officer. The Company has determined it operates in one operating segment and one reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance.
Emerging Growth and Smaller Reporting Company Status	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 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 , Leases (Topic 842): Discount Rate for Lessees That Are Not Public Business Entities 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 Facilitation of the Effects of Reference Rate Reform on Financial Reporting Recently Adopted Accounting Pronouncements 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.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2021
Summary of Significant Accounting Policies
Schedule of estimated useful lives of Property and equipment, net	​ ​ ​ Computer equipment 2 Capitalized software ​ 2 years Fulfillment equipment ​ 5 Furniture and fixtures ​ 5 years Leasehold improvements ​ Shorter of expected useful life or lease term Buildings ​ 30 years

Inventories, Net (Tables)

Inventories, Net (Tables)	12 Months Ended
	Dec. 31, 2021
Inventories, Net
Summary of inventories, net	​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ (In thousands) Fulfillment $ 1,879 ​ $ 3,366 Product 23,110 ​ 14,819 Inventories, net $ 24,989 ​ $ 18,185

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	12 Months Ended
	Dec. 31, 2021
Prepaid Expenses and Other Current Assets
Summary of prepaid expenses and other current assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ 2021 2020 ​ ​ (In thousands) Insurance proceeds receivable ​ $ — ​ $ 11,250 Prepaid insurance ​ ​ 6,929 ​ $ 7,092 Other current assets ​ 5,320 ​ 5,309 Prepaid expenses and other current assets ​ $ 12,249 ​ $ 23,651

Restricted Cash (Tables)

Restricted Cash (Tables)	12 Months Ended
	Dec. 31, 2021
Restricted Cash
Reconciliation of cash between balance sheets and statements of cash flows	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ 2019 2018 ​ (in thousands) Cash and cash equivalents $ 82,160 ​ $ 44,122 ​ $ 43,531 ​ $ 95,615 Restricted cash included in Prepaid expenses and other current assets ​ 608 ​ ​ 610 ​ ​ — ​ ​ — Restricted cash included in Other noncurrent assets ​ 829 ​ ​ 1,110 ​ ​ 2,912 ​ ​ 1,692 Total cash, cash equivalents, and restricted cash $ 83,597 ​ $ 45,842 ​ $ 46,443 ​ $ 97,307

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2021
Property and Equipment, Net
Summary of property and equipment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ ​ ​ (In thousands) Computer equipment $ 11,556 $ 11,110 Capitalized software ​ 24,163 ​ 21,318 Fulfillment equipment ​ 52,058 ​ 51,096 Furniture and fixtures ​ 2,730 ​ 3,408 Leasehold improvements ​ 32,507 ​ 32,969 Buildings (1) ​ ​ ​ 114,877 ​ ​ 114,877 Construction in process (2) ​ 1,746 ​ 1,442 Property and equipment, gross ​ 239,637 ​ 236,220 Less: accumulated depreciation and amortization ​ (131,282) ​ (111,012) Property and equipment, net ​ ​ $ 108,355 ​ $ 125,208 (1) Buildings includes a build-to-suit lease financing in Linden, New Jersey where the Company is considered the owner for accounting purposes, and as of December 31, 2021 and 2020, contains $31.3 million of the capitalized fair value of the building, $80.8 million of costs incurred by the Company relating to this arrangement, and $2.8 million of capitalized interest for related construction projects. The Company capitalized the cost of interest for the related construction projects based on the applicable capitalization rate for the project. (2) Construction in process includes all costs capitalized related to projects that have not yet been placed in service.

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	12 Months Ended
	Dec. 31, 2021
Accrued Expenses and Other Current Liabilities
Summary of accrued expenses and other current liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ ​ (In thousands) Accrued compensation ​ $ 14,848 ​ $ 17,189 Accrued credits and refunds reserve ​ 1,258 ​ 1,547 Accrued legal settlements ​ — ​ 12,250 Accrued marketing expenses ​ ​ 7,095 ​ ​ 2,006 Accrued shipping expenses ​ 1,344 ​ 2,060 Other current liabilities ​ ​ 7,406 ​ ​ 6,580 Accrued expenses and other current liabilities ​ $ 31,951 ​ $ 41,632

Deferred Revenue (Tables)

Deferred Revenue (Tables)	12 Months Ended
	Dec. 31, 2021
Deferred Revenue
Summary of deferred revenue	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 ​ 2020 ​ ​ ​ (In thousands) Cash received prior to fulfillment ​ ​ $ 4,861 ​ $ 1,550 Gift cards, prepaid orders, and other ​ ​ ​ 3,097 ​ ​ 4,719 Deferred revenue ​ ​ $ 7,958 ​ $ 6,269

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2021
Debt
Schedule of principal payments	​ ​ ​ ​ ​ (In thousands) Fiscal year ended December 31, 2022 ​ 3,500 Fiscal year ended December 31, 2023 ​ 27,125 ​ $ 30,625
Summary of presentation of debt balances	​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ (In thousands) 2020 Term Loan $ 30,625 ​ $ 34,125 Debt issuance costs, net ​ (1,239) ​ ​ (1,878) Total debt outstanding, net of debt issuance costs ​ 29,386 ​ ​ 32,247 Less: current portion of long-term debt ​ 3,500 ​ ​ 3,500 Long-term debt $ 25,886 ​ $ 28,747

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies
Summary of aggregate future non-cancelable minimum lease payments	As of December 31, 2021, the aggregate future non-cancelable minimum lease payments consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital Build-to-Suit Operating Years Ended December 31: ​ Leases ​ Leases ​ Leases ​ ​ (In thousands) 2022 ​ $ 27 ​ $ 2,528 ​ $ 13,589 2023 ​ 4 ​ 2,579 ​ 9,946 2024 ​ — ​ 2,631 ​ 8,741 2025 ​ — ​ 2,683 ​ 6,181 2026 ​ — ​ 1,812 ​ 5,651 Thereafter ​ — ​ — ​ — ​ ​ $ 31 ​ $ 12,233 ​ $ 44,108 Less: amount representing interest and taxes ​ (1) ​ ​ ​ ​ Lease obligations net of interest and taxes ​ 30 ​ ​ ​ ​ Less: current portion of capital lease obligations ​ (25) ​ ​ ​ Noncurrent portion of capital lease obligations ​ $ 5 ​ ​ ​ ​

Share-based Compensation (Table

Share-based Compensation (Tables)	12 Months Ended
	Dec. 31, 2021
Share-based Compensation
Schedule of Share-based Compensation Cost	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ (In thousands) Cost of goods sold, excluding depreciation and amortization $ 45 ​ $ 98 ​ $ 193 Product, technology, general and administrative ​ 9,654 ​ ​ 8,359 ​ ​ 8,777 Total share-based compensation $ 9,699 ​ $ 8,457 ​ $ 8,970 ​
Schedule of Restricted Stock Units Activity	​ ​ ​ ​ ​ ​ ​ ​ ​ Number ​ Weighted-Average ​ ​ of ​ Grant Date ​ ​ Shares Fair Value Unvested — December 31, 2020 ​ 1,694,199 ​ $ 9.65 Granted ​ 1,440,714 ​ 6.09 Vested ​ (627,914) ​ 11.41 Forfeited / canceled ​ (519,929) ​ 8.18 Unvested — December 31, 2021 ​ 1,987,070 ​ $ 6.86
Schedule of Options Activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- Aggregate ​ ​ ​ ​ Weighted- ​ Average ​ Intrinsic ​ ​ Number ​ Average ​ Remaining ​ Value of ​ ​ of ​ Exercise ​ Contractual ​ Outstanding ​ Options Price Term Options ​ ​ ​ ​ ​ ​ ​ (Years) ​ (In thousands) Outstanding — December 31, 2020 59,936 ​ $ 100.96 4.43 ​ $ — Granted — ​ — ​ Exercised — ​ — ​ Forfeited / canceled (22,178) ​ 107.14 ​ Outstanding — December 31, 2021 37,758 ​ $ 97.33 4.09 ​ $ — Exercisable — December 31, 2021 37,758 ​ $ 97.33 4.09 ​ $ —

Earnings per Share (Tables)

Earnings per Share (Tables)	12 Months Ended
	Dec. 31, 2021
Earnings per Share
Schedule of earnings per share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ Class A Class B ​ Class A Class B ​ Class A Class B (In thousands, except share and per-share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to common stockholders $ (78,861) ​ $ (9,520) ​ $ (34,453) ​ $ (11,701) ​ $ (31,930) ​ $ (29,151) Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—basic 19,888,995 ​ 2,400,808 ​ 11,270,830 ​ 3,827,953 ​ 6,842,752 ​ 6,247,156 Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—diluted 19,888,995 ​ 2,400,808 ​ 11,270,830 ​ 3,827,953 ​ 6,842,752 ​ 6,247,156 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share attributable to common stockholders—basic (1) $ (3.97) ​ $ (3.97) ​ $ (3.06) ​ $ (3.06) ​ $ (4.67) ​ $ (4.67) Net income (loss) per share attributable to common stockholders—diluted (1) $ (3.97) ​ $ (3.97) ​ $ (3.06) ​ $ (3.06) ​ $ (4.67) ​ $ (4.67) (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.
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	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 ​ 2020 2019 ​ Class A ​ Class B ​ Class A ​ Class B ​ Class A ​ Class B Stock options 46,537 ​ — ​ 3,923 ​ 123,817 ​ 65,022 ​ 254,138 Restricted shares — ​ — ​ — ​ — ​ — ​ 450 Restricted stock units 2,208,666 ​ — ​ 1,688,527 ​ — ​ 1,159,923 ​ — Warrants 11,184,218 ​ — ​ — ​ — ​ — ​ — Total anti-dilutive securities 13,439,421 ​ — ​ 1,692,450 ​ 123,817 ​ 1,224,945 ​ 254,588

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2021
Income Taxes
Summary of components of the provision for income taxes	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ ​ (In thousands) Current provisions for income taxes: ​ ​ ​ ​ Federal ​ $ — ​ $ — ​ $ — State ​ 23 ​ 42 ​ 42 Total current ​ 23 ​ 42 ​ 42 Deferred tax benefit: ​ ​ ​ Federal ​ — ​ — ​ — State ​ — ​ — ​ — Total deferred ​ ​ — ​ ​ — ​ ​ — Provision for income taxes ​ $ 23 ​ $ 42 ​ $ 42
Summary of reconciliation of the provisions (benefits) for income taxes	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2021 2020 2019 Tax at statutory federal rate ​ 21.00 % 21.00 % 21.00 % State tax — net of federal benefit ​ (0.04) % (0.05) % (0.09) % Change in valuation allowance ​ (12.85) % (11.10) % (17.26) % Share-based compensation ​ (0.79) % (3.41) % (3.47) % Debt extinguishment and warrant obligation ​ (3.32) % — % — % Charitable contributions ​ (4.73) % (6.20) % (0.65) % Other ​ 0.70 % (0.33) % 0.40 % Provision for income taxes ​ (0.03) % (0.09) % (0.07) %
Summary of tax effects of temporary differences that give rise to significant portions of deferred tax assets (liabilities)	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 2020 ​ ​ (In thousands) Deferred tax assets: ​ ​ Tax attribute carryforwards ​ $ 121,346 ​ $ 109,246 Build-to-suit deferred tax assets ​ ​ 9,237 ​ ​ 9,210 Inventories ​ 3,052 ​ 2,338 Share-based compensation ​ ​ 1,074 ​ ​ 500 Accruals, reserves, and other ​ 12,370 ​ 12,105 Gross deferred tax assets ​ 147,079 ​ 133,399 Deferred tax liabilities: ​ ​ Build-to-suit deferred tax liabilities ​ 6,857 ​ 7,392 Gross deferred tax liabilities ​ 6,857 ​ 7,392 ​ ​ ​ ​ ​ ​ ​ Valuation allowance ​ 140,222 ​ 126,007 Net deferred taxes ​ $ — ​ $ —
Schedule of activity related to the unrecognized tax benefits	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2021 2020 2019 ​ ​ (In thousands) Gross unrecognized tax benefits—beginning balance ​ $ — ​ $ — ​ $ 1,367 Decreases related to settlements ​ ​ — ​ ​ — ​ ​ (1,174) Decrease related to lapse of statute of limitations ​ ​ — ​ ​ — ​ ​ (193) Gross unrecognized tax benefits—ending balance ​ $ — ​ $ — ​ $ —

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2021
Fair Value Measurements
Schedule of assets measured on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 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 ​ $ — ​ $ — ​ $ 8,001 ​ $ 8,001 Other noncurrent liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant obligation ​ ​ — ​ ​ — ​ ​ 1,588 ​ ​ 1,588 Total liabilities measured at fair value ​ $ — ​ $ — ​ $ 9,589 ​ $ 9,589 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 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 December 31, 2021 ​ ​ ​ (In thousands) Warrant obligation ​ $ — ​ $ 4,567 ​ $ 826 ​ $ 2,420 ​ $ 1,776 ​ $ 9,589
Schedule of assets measured on a non-recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2021 ​ Carrying value before impairment Fair value (Level 3) ​ Impairment Loss Non-financial assets (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-lived assets $ — $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2020 ​ Carrying value before impairment Fair value (Level 3) ​ Impairment Loss Non-financial assets (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-lived assets $ 11,658 $ 4,073 ​ $ 7,585 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2019 ​ Carrying value before impairment Fair value (Level 3) ​ Impairment Loss Non-financial assets (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-lived assets $ 1,514 $ 253 ​ $ 1,261

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Cash, accts rec (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Cash and Cash Equivalents
Cash and cash equivalents	$ 82,160	$ 44,122	$ 43,531	$ 95,615
Credit and debit card transactions, settlement period	3 days
Credit and debit card transaction receivables	$ 4,300	1,500
Accounts Receivable
Allowance for doubtful accounts	$ 100	$ 100

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Certain Risks and Concentrations (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)itemcustomer	Dec. 31, 2020USD ($)customeritem	Dec. 31, 2019USD ($)itemcustomer	Dec. 31, 2018USD ($)
Certain Risks and Concentrations
Net loss | $	$ (88,381)	$ (46,154)	$ (61,081)
Cash and cash equivalents | $	$ 82,160	$ 44,122	$ 43,531	$ 95,615
Customer Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]
Certain Risks and Concentrations
Number of customers/suppliers exceeding 10% concentration | customer	0	0	0
Supplier Concentration | Cost of goods sold.
Certain Risks and Concentrations
Number of customers/suppliers exceeding 10% concentration | item	1	1	1
Supplier Concentration | Cost of goods sold. | Shipping carrier
Certain Risks and Concentrations
Concentration risk, percentage	13.40%	13.70%	14.90%
Supplier Concentration | Accounts Payable As Risk Concentration Benchmark [Member]
Certain Risks and Concentrations
Number of customers/suppliers exceeding 10% concentration | item	0	0

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Property and Equipment, Net (Details)	12 Months Ended
	Dec. 31, 2021
Computer equipment | Maximum
Property and equipment
Estimated useful life	P3Y
Computer equipment | Minimum
Property and equipment
Estimated useful life	P2Y
Capitalized software
Property and equipment
Estimated useful life	P2Y
Fulfillment equipment | Maximum
Property and equipment
Estimated useful life	P7Y
Fulfillment equipment | Minimum
Property and equipment
Estimated useful life	P5Y
Furniture and fixtures
Property and equipment
Estimated useful life	P5Y
Buildings
Property and equipment
Estimated useful life	P30Y

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Capitalized Software Development Costs (Details)	12 Months Ended
	Dec. 31, 2021
Capitalized software
Capitalized Software Development Costs
Expected useful lives of capitalized costs	2 years

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Recoverability of Long Lived Assets (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Recoverability of Long Lived Assets
Loss on impairment		$ 0	$ 7,585	$ 1,261
Arlington Fulfillment Center [Member]
Recoverability of Long Lived Assets
Loss on impairment	$ 7,600		$ 7,600

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Revenue Recognition (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)item	Dec. 31, 2020USD ($)	Dec. 31, 2018USD ($)
Significant Accounting Policies [Line Items]
Notification period	7 days
Notification period for unused product refund	30 days
Contract liabilities, number of types | item	2
Contract liability	$ 7,958	$ 6,269
Deferred revenue recognized during the period	5,400
Accumulated deficit	$ (666,514)	$ (578,133)
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member]
Significant Accounting Policies [Line Items]
Accumulated deficit			$ 300

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Advertising, etc. (Details) $ in Millions	12 Months Ended
	Dec. 31, 2021USD ($)segment	Dec. 31, 2020USD ($)	Dec. 31, 2019USD ($)
Advertising Costs
Advertising costs | $	$ 68.4	$ 45.1	$ 41.4
Deferred advertising, marketing and promotional costs | $	$ 1	$ 1.5
Share Based Compensation
Service period	4 years
Operating Information by Segment
Number of Operating Segments | segment	1
Number of Reportable Segments | segment	1

Inventories, Net (Details)

Inventories, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Inventories, Net
Fulfillment	$ 1,879	$ 3,366
Product	23,110	14,819
Inventories, net	$ 24,989	$ 18,185

Prepaid Expenses and Other Cu_3

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Prepaid Expenses and Other Current Assets
Insurance proceeds receivable		$ 11,250
Prepaid insurance	$ 6,929	7,092
Other current assets	5,320	5,309
Prepaid expenses and other current assets	$ 12,249	$ 23,651

Restricted Cash (Details)

Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Restricted Cash
Cash and cash equivalents	$ 82,160	$ 44,122	$ 43,531	$ 95,615
Restricted Cash and Cash Equivalents, Current	$ 608	$ 610
Restricted Cash and Cash Equivalents, Asset, Statement of Financial Position [Extensible List]	Prepaid Expense and Other Assets, Current	Prepaid Expense and Other Assets, Current
Restricted Cash and Cash Equivalents, Noncurrent	$ 829	$ 1,110	2,912	1,692
Restricted Cash and Cash Equivalents, Noncurrent, Asset, Statement of Financial Position [Extensible List]	Other Assets, Noncurrent	Other Assets, Noncurrent
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Total	$ 83,597	$ 45,842	$ 46,443	$ 97,307

Property and Equipment, Net (De

Property and Equipment, Net (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended
	Sep. 30, 2019	Mar. 31, 2020	Jun. 30, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Mar. 30, 2020	Feb. 29, 2020
Property and equipment, net
Computer equipment				$ 11,556	$ 11,110
Capitalized software				24,163	21,318
Fulfillment equipment				52,058	51,096
Furniture and fixtures				2,730	3,408
Leasehold improvements				32,507	32,969
Buildings				114,877	114,877
Construction in process				1,746	1,442
Property and equipment, gross				239,637	236,220
Less: accumulated depreciation and amortization				(131,282)	(111,012)
Property and equipment, net				108,355	125,208
Build-to-suit lease financings included in Buildings				31,300	31,300		$ 31,100
Cost incurred to date				80,800	80,800
Depreciation and amortization of property and equipment				22,203	24,503	$ 31,200
Capitalized interest to date				2,800	2,800
Gain (loss) on lease termination		$ 4,900
Total non-cancelable minimum lease payments, pre adoption				44,108			32,900
Facility financing obligation				35,886	35,957		35,700
Deferred rent							$ 1,800
Loss on impairment				0	7,585	1,261
Future minimum sublease receipts				7,700
Total equipment financed under capital leases				700
Total equipment financed under capital leases, related accumulated depreciation				700	600
Depreciation expense related to total property and equipment under capital leases				0	100	200
Share based compensation				9,699	8,457	8,970
Net book value of capitalized software development costs				4,600	3,900
Amortization expense for capitalized software development costs				2,700	3,600	5,500
Write-off on abandonment	$ 1,300
Capitalized software
Property and equipment, net
Development costs				3,400	2,100	3,100
Share based compensation				$ 600	300	$ 400
Arlington Fulfillment Center [Member]
Property and equipment, net
Property and equipment, net								$ 11,700
Fair value of long-lived assets								$ 4,100
Loss on impairment			$ 7,600		$ 7,600

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Accrued expenses and other current liabilities
Accrued compensation		$ 14,848	$ 17,189
Accrued credits and refunds reserve		1,258	1,547
Accrued legal settlements			12,250
Accrued marketing expenses		7,095	2,006
Accrued shipping expenses		1,344	2,060
Other current liabilities		7,406	6,580
Accrued expenses and other current liabilities		$ 31,951	41,632
Portion of settlement covered by insuror	$ 11,300
Insurance proceeds receivable			$ 11,300

Deferred Revenue (Details)

Deferred Revenue (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred Revenue
Cash received prior to fulfillment	$ 4,861	$ 1,550
Gift cards, prepaid orders, and other	3,097	4,719
Deferred revenue	$ 7,958	$ 6,269

Debt (Details)

Debt (Details) - USD ($) $ / shares in Units, $ in Thousands	May 05, 2021	May 04, 2021	Oct. 16, 2020	Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	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	$ 1,076	$ 812
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	5,021
Maturities of Long-term Debt [Abstract]
2022					3,500
2023					27,125
Amount outstanding					$ 30,625
2020 Term Loan
Debt instruments
Face value of debt			$ 35,000
Margin added to variable rate (as a percent)					9.00%
Interest rate (as a percent)	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 ($)	May 04, 2021USD ($)	Oct. 16, 2020USD ($)	Dec. 31, 2021USD ($)item	Dec. 31, 2020USD ($)	Mar. 30, 2020USD ($)
Debt instruments
Senior secured term loan				$ 30,625	$ 34,125
Deferred financing costs, net				(1,239)	(1,878)
Total debt outstanding, net of debt issuance costs				29,386	32,247
Current portion of long-term debt				3,500	3,500
Long-term debt, excluding current maturities				25,886	28,747
Facility financing obligation				35,886	$ 35,957	$ 35,700
2020 Term Loan
Debt instruments
Deferred financing costs in Long-term debt			$ 2,100
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_2

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Mar. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020
Commitments and Contingencies
Deferred rent, long-term			$ 1,500	$ 2,200
Deferred rent, current			1,100	1,500
Future minimum sublease receipts			7,700
Lease termination fee	$ 1,500
Total non-cancelable minimum lease payments, pre adoption	32,900		44,108
Build-to-suit lease financings included in Buildings	31,100		31,300	31,300
Facility financing obligation	35,700		$ 35,886	$ 35,957
Deferred rent	$ 1,800
Gain (loss) on lease termination		$ 4,900

Commitments and Contingencies -

Commitments and Contingencies - Lease Maturities, etc. (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Mar. 30, 2020
Capital leases, aggregate future non cancelable minimum lease payments
2022	$ 27
2023	4
Total capital leases	31
Less: amount representing interest and taxes	(1)
Lease obligations net of interest and taxes	30
Less: current portion of capital lease obligations	(25)
Noncurrent portion of capital lease obligations	5
2022	2,528
2023	2,579
2024	2,631
2025	2,683
2026	1,812
Total Build-to-Suit Leases	12,233
Operating Leases, aggregate future non cancelable minimum lease payments
2022	13,589
2023	9,946
2024	8,741
2025	6,181
2026	5,651
Total operating Leases pre adoption	44,108			$ 32,900
Rent expense	6,300	$ 7,100	$ 9,000
Letters of credit issued	1,400	1,600
Letters of credit collateralized by noncurrent restricted cash	800	1,100
Letters of credit collateralized by current restricted cash	$ 600	$ 500

Commitments and Contingencies_3

Commitments and Contingencies - Legal Proceedings (Details) $ in Millions	Dec. 09, 2020USD ($)	Dec. 02, 2020item	Oct. 28, 2020USD ($)	Jun. 30, 2021USD ($)	Dec. 31, 2021USD ($)	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
Litigation Regarding Employee Matters [Member]
Loss Contingencies [Line Items]
Payments to settle litigation cases	$ 2

Stockholders' Equity (Deficit)

Stockholders' Equity (Deficit) (Details) $ / shares in Units, $ in Thousands	Nov. 04, 2021USD ($)$ / sharesshares	Sep. 15, 2021USD ($)itemVote$ / sharesshares	Jun. 18, 2021USD ($)shares	Aug. 10, 2020USD ($)shares	Dec. 31, 2021USD ($)shares	Dec. 31, 2020USD ($)	May 05, 2021$ / shares
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross proceeds | $					$ 21,144	$ 32,867
Proceeds from issuance of stock, net of offering costs | $			$ 21,100	$ 32,900
Issuance of common stock, net of offering costs (in shares)			5,411,900	4,000,000
Warrant exercise price (in dollars per share) | $ / shares							$ 0.01
Number of warrants outstanding					10,920,000
Percentage voting power to trigger automatic conversion of stock		5.00%
Class A
Class of Stock [Line Items]
Number of Votes Per Share | Vote		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 | Vote		10
Number of shares of Class A common stock will be automatically converted by each outstanding share of Class B common stock | item		1
Over-Allotment Option
Class of Stock [Line Items]
Issuance of common stock, net of offering costs (in shares)			705,900
Purchase Agreement With RJB Partners LLC And Matthew Salzberg [Member]
Class of Stock [Line Items]
Standstill Agreement, Term		3 years
Percentage of voting power		19.90%
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%
Warrant term		7 years
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 proceeds | $		$ 78,000
Private Offering, Rights Offering [Member]
Class of Stock [Line Items]
Issuance of common stock, net of offering costs (in shares)	6,671,271
Private Offering, Rights Offering [Member] | Scenario, Plan [Member]
Class of Stock [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]
Class of Stock [Line Items]
Number of warrants	987,645.417802738
Warrant exercise price (in dollars per share) | $ / shares	$ 15
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
Portion of share for each subscription right		0.80%
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	493,822.7089013690
Warrant exercise price (in dollars per share) | $ / shares	$ 18
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
Portion of share for each subscription right		0.40%
Private Offering, Rights Offering [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	246,911.3544506840
Warrant exercise price (in dollars per share) | $ / shares	$ 20
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
Portion of share for each subscription right		0.20%
Private Offering, Rights Offering [Member] | Class A
Class of Stock [Line Items]
Issuance of common stock, net of offering costs (in shares)	1,234,187
Private Offering, Backstop [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross proceeds | $	$ 32,700
Private Offering, Backstop [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross proceeds | $		$ 45,000
Private Offering, Backstop [Member] | Warrants At Exercise Price Of 15 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	2,612,354.58219726
Warrant exercise price (in dollars per share) | $ / shares	$ 15
Private Offering, Backstop [Member] | Warrants At Exercise Price Of 18 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	1,306,177.291098630
Warrant exercise price (in dollars per share) | $ / shares	$ 18
Private Offering, Backstop [Member] | Warrants At Exercise Price Of 20 Dollars Per Share [Member]
Class of Stock [Line Items]
Number of warrants	653,088.645549316
Warrant exercise price (in dollars per share) | $ / shares	$ 20
Private Offering, Backstop [Member] | Class A
Class of Stock [Line Items]
Issuance of common stock, net of offering costs (in shares)	3,265,813
Private Offering, Salzberg Private Placement [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross proceeds | $		$ 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 common stock, net of offering costs (in shares)		300,000
Private Offering, Concurrent [Member] | Scenario, Plan [Member]
Class of Stock [Line Items]
Proceeds from issuance of common stock, gross proceeds | $		$ 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 common stock, net of offering costs (in shares)		3,000,000

Share-based Compensation - Expe

Share-based Compensation - Expense and Assumptions (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation recognized	$ 9,699	$ 8,457	$ 8,970
Corporate general and administrative expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation recognized	9,654	8,359	8,777
Total cost of revenue
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation recognized	$ 45	$ 98	$ 193

Share-based Compensation - Perf

Share-based Compensation - Performance Stock Awards (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Feb. 28, 2021	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units granted	1,190,250
Unrecognized share-based compensation, other than options	$ 7.7
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition of costs	2 years 11 months 26 days
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition of costs	11 months 26 days
Performance-based VDI units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units granted		54,740

Share-based Compensation - Equi

Share-based Compensation - Equity Incentive Plan (Details) - shares	1 Months Ended	12 Months Ended
	Aug. 31, 2016	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Jul. 05, 2017
2012 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise period		10 years
Vesting period		4 years
Increase in shares	280,000
2012 Equity Incentive Plan | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of fair market value at date of grant		100.00%
2012 Equity Incentive Plan | Ten Percent Stockholder [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of total combined voting power of common stock		10.00%
Exercise period		5 years
2012 Equity Incentive Plan | Ten Percent Stockholder [Member] | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of fair market value at date of grant		110.00%
2017 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise period		10 years
Vesting period		4 years
Shares reserved					3,177,114
Shares available for issuance		1,453,718	1,369,567	1,305,944
Annual increase, shares issuable		666,667
Annual increase, percentage of shares outstanding		5.00%
2017 Equity Incentive Plan | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of fair market value at date of grant		100.00%
2017 Equity Incentive Plan | Ten Percent Stockholder [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of total combined voting power of common stock		10.00%
Exercise period		5 years
2017 Equity Incentive Plan | Ten Percent Stockholder [Member] | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of fair market value at date of grant		110.00%

Share-based Compensation - Rest

Share-based Compensation - Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	Feb. 28, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Nonvested instruments
Units granted	1,190,250
Nonvested Instruments, Weighted-Average Grant Date Fair Value
Unrecognized share-based compensation, other than options	$ 7.7
Minimum
Nonvested Instruments, Weighted-Average Grant Date Fair Value
Period of recognition of costs	11 months 26 days
Maximum
Nonvested Instruments, Weighted-Average Grant Date Fair Value
Period of recognition of costs	2 years 11 months 26 days
Restricted stock units
Nonvested instruments
Unvested at the beginning of year (in shares)		1,694,199
Units granted		1,440,714
Vested (in shares)		(627,914)	(569,272)	(291,885)
Forfeited/canceled (in shares)		(519,929)
Unvested at the end of year (in shares)		1,987,070	1,694,199
Nonvested Instruments, Weighted-Average Grant Date Fair Value
Unvested at the beginning of year (in dollars per share)		$ 9.65
Granted (in dollars per share)		6.09
Vested (in dollars per share)		11.41
Forfeited/canceled (in dollars per share)		8.18
Unvested at the end of year (in dollars per share)		$ 6.86	$ 9.65
Vesting period		4 years
Unrecognized share-based compensation, other than options		$ 9.4	$ 16.2
Period of recognition of costs		1 year 10 months 6 days	2 years 9 months 14 days

Share-based Compensation - Stoc

Share-based Compensation - Stock Options and Award Modifications (Details) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	Apr. 30, 2019item	Dec. 31, 2021USD ($)$ / sharesshares	Dec. 31, 2020USD ($)$ / sharesshares	Dec. 31, 2019USD ($)$ / shares
Number of Options
Outstanding at the beginning of year (in shares) | shares		59,936
Forfeited / canceled | shares		(22,178)
Outstanding at the end of year (in shares) | shares		37,758	59,936
Excercisable (in shares) | shares		37,758
Options, Weighted-Average Exercise Price
Outstanding at the beginning of year (in dollars per share) | $ / shares		$ 100.96
Forfeited / canceled (in dollars per share) | $ / shares		107.14
Outstanding at the end of year (in dollars per share) | $ / shares		97.33	$ 100.96
Exercisable (in dollars per share) | $ / shares		$ 97.33
Options, Additional Disclosures
Contractual term, Outstanding (in years)		4 years 1 month 2 days	4 years 5 months 4 days
Contractual term, Exercisable (in years)		4 years 1 month 2 days
Options, Weighted-Average Grant Date Fair Value
Granted, Weighted-average grant date fair value (in dollars per share) | $ / shares		$ 0	$ 0	$ 0
Intrinsic value, Exercised | $		$ 0	$ 0	$ 0.5
Vested, Total grant date fair value | $		3.1	1	4
Proceeds from exercise of stock options, gross | $		0	0.5	0.1
Tax benefit realized from stock options exercised during the period | $		$ 0	0	$ 0
Unrecognized share-based compensation related to unvested options | $			$ 0
Number of participants affected | item	2
Stock Options
Options, Weighted-Average Grant Date Fair Value
Period of recognition of costs		0 years	2 months 4 days

Earnings per Share (Details)

Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Numerator:
Net income (loss)	$ (88,381)	$ (46,154)	$ (61,081)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders-basic	22,289,803	15,098,783	13,089,908
Weighted average diluted shares outstanding (in shares)	22,289,803	15,098,783	13,089,908
Net income (loss) per share attributable to common stockholders-basic	$ (3.97)	$ (3.06)	$ (4.67)
Net income (loss) per share attributable to common stockholders-diluted	$ (3.97)	$ (3.06)	$ (4.67)
Class A
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Common stock, outstanding (in shares)	31,694,400	14,365,664
Numerator:
Net income (loss) attributable to common stockholders	$ (78,861)	$ (34,453)	$ (31,930)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders-basic	19,888,995	11,270,830	6,842,752
Weighted average diluted shares outstanding (in shares)	19,888,995	11,270,830	6,842,752
Net income (loss) per share attributable to common stockholders-basic	$ (3.97)	$ (3.06)	$ (4.67)
Net income (loss) per share attributable to common stockholders-diluted	$ (3.97)	$ (3.06)	$ (4.67)
Class B
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Common stock, outstanding (in shares)	0	3,493,791
Numerator:
Net income (loss) attributable to common stockholders	$ (9,520)	$ (11,701)	$ (29,151)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders-basic	2,400,808	3,827,953	6,247,156
Weighted average diluted shares outstanding (in shares)	2,400,808	3,827,953	6,247,156
Net income (loss) per share attributable to common stockholders-basic	$ (3.97)	$ (3.06)	$ (4.67)
Net income (loss) per share attributable to common stockholders-diluted	$ (3.97)	$ (3.06)	$ (4.67)

Earnings per Share - Antidiluti

Earnings per Share - Antidilutive Common Shares (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
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	13,439,421	1,692,450	1,224,945
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	46,537	3,923	65,022
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	2,208,666	1,688,527	1,159,923
Class A | Warrants
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	11,184,218
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		123,817	254,588
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		123,817	254,138
Class B | Restricted shares
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			450

Income Taxes - Provision for In

Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Current provisions for income taxes:
State	$ 23	$ 42	$ 42
Total current	23	42	42
Provision for income taxes	$ 23	$ 42	$ 42

Income Taxes - U.S. Federal Inc

Income Taxes - U.S. Federal Income Tax Rate, Percentage (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
The reconciliation of provisions (benefits) for income taxes
Tax at statutory federal rate	21.00%	21.00%	21.00%
State tax - net of federal benefit	(0.04%)	(0.05%)	(0.09%)
Change in valuation allowance	(12.85%)	(11.10%)	(17.26%)
Share-based compensation	(0.79%)	(3.41%)	(3.47%)
Debt extinguishment and warrant obligation	(3.32%)
Charitable contributions	(4.73%)	(6.20%)	(0.65%)
Other	0.70%	(0.33%)	0.40%
Provision for income taxes	(0.03%)	(0.09%)	(0.07%)

Income Taxes - Deferred Tax Ass

Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Tax attribute carryforwards	$ 121,346	$ 109,246
Build-to-suit deferred tax assets	9,237	9,210
Inventories	3,052	2,338
Share-based compensation	1,074	500
Accruals, reserves, and other	12,370	12,105
Gross deferred tax assets	147,079	133,399
Deferred tax liabilities:
Build-to-suit deferred tax liabilities	6,857	7,392
Gross deferred tax liabilities	6,857	7,392
Valuation allowance	140,222	$ 126,007
Increase in valuation allowance	14,200
U.S. federal net operating loss carryforwards	460,900
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration	221,500
Deferred Tax Assets, Operating Loss Carryforwards, Not Subject to Expiration	239,400
State net operating loss carryforwards	$ 197,700

Income Taxes - Uncertain Tax Po

Income Taxes - Uncertain Tax Positions (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019USD ($)
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Gross unrecognized tax benefits -beginning balance	$ 1,367
Decreases related to settlements	(1,174)
Decrease related to lapse of statute of limitations	$ (193)

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ / shares in Units, $ in Thousands	May 05, 2021	Dec. 31, 2021	Jan. 22, 2022	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%
Blue Torch Warrant Obligation [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Number of warrants		264,218	488,055
Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial recognition		$ 4,567
Loss (gain) on changes in stock price		826
Loss (gain) on changes in estimated common stock outstanding on a fully-diluted basis		2,420
Issuance of warrants		1,776
Balance at end of period		9,589
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		9,589
Fair Value, Measurements, Recurring | Warrants | Other accrued liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		8,001
Fair Value, Measurements, Recurring | Warrants | Noncurrent liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		1,588
Fair Value, Measurements, Recurring | Money market funds
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Money market accounts		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]
Money market accounts		2,635		$ 42,408
Fair Value, Measurements, Recurring | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		9,589
Fair Value, Measurements, Recurring | Level 3 | Warrants | Other accrued liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		8,001
Fair Value, Measurements, Recurring | Level 3 | Warrants | Noncurrent liabilities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities, fair value		$ 1,588

Fair Value Measurements - Nonre

Fair Value Measurements - Nonrecurring (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of long lived assets	$ 0	$ 7.6	$ 1.3
Fair value, measurements, nonrecurring
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of long lived assets		7,585	1,261
Fair value, measurements, nonrecurring | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-lived assets		11,658	1,514
Fair value, measurements, nonrecurring | Level 3 | Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-lived assets		$ 4,073	$ 253

Restructuring Costs (Details)

Restructuring Costs (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Restructuring Cost and Reserve [Line Items]
Net restructuring costs incurred	$ 800	$ 600
Loss on impairment			$ 0	$ 7,585	$ 1,261
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	200
Asset-related Charges
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) - USD ($) $ / shares in Units, $ in Thousands	Feb. 14, 2022	Sep. 15, 2021	Jun. 18, 2021	Aug. 10, 2020	Dec. 31, 2021	Dec. 31, 2020	May 05, 2021
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross proceeds					$ 21,144	$ 32,867
Proceeds from issuance of stock, net of offering costs			$ 21,100	$ 32,900
Issuance of common stock, net of offering costs (in shares)			5,411,900	4,000,000
Warrant exercise price (in dollars per share)							$ 0.01
Private Placement [Member] | Class A | Warrants At Exercise Price Of 18 Dollars Per Share [Member] | February Purchase Agreement [Member] | Scenario, Plan [Member]
Subsequent Event [Line Items]
Warrant exercise price (in dollars per share)	$ 18
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
Subsequent Event | Private Placement [Member] | February Purchase Agreement [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common stock, gross proceeds	$ 5,000
Warrant exercise price (in dollars per share)	$ 14
Subsequent Event | Private Placement [Member] | Class A | February Purchase Agreement [Member]
Subsequent Event [Line Items]
Proceeds from issuance of stock, net of offering costs	$ 4,800
Issuance of common stock, net of offering costs (in shares)	357,143
Portion of share for each subscription right	0.40%
Subsequent Event | Private Placement [Member] | Class A | Warrants At Exercise Price Of 15 Dollars Per Share [Member] | February Purchase Agreement [Member]
Subsequent Event [Line Items]
Number of warrants	285,714
Warrant exercise price (in dollars per share)	$ 15
Portion of share for each subscription right	0.80%
Subsequent Event | Private Placement [Member] | Class A | Warrants At Exercise Price Of 18 Dollars Per Share [Member] | February Purchase Agreement [Member]
Subsequent Event [Line Items]
Number of warrants	142,857
Warrant exercise price (in dollars per share)	$ 18
Subsequent Event | Private Placement [Member] | Class A | Warrants At Exercise Price Of 20 Dollars Per Share [Member] | February Purchase Agreement [Member]
Subsequent Event [Line Items]
Number of warrants	71,429
Warrant exercise price (in dollars per share)	$ 20
Portion of share for each subscription right	0.20%
Subsequent Event | Purchase Agreement With RJB Partners LLC And Matthew Salzberg [Member] | February Purchase Agreement [Member]
Subsequent Event [Line Items]
Standstill Agreement, Term	3 years
Percentage of voting power	19.90%
Warrant term	7 years

Schedule II - Valuation and Q_2

Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member]
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	$ 126,007	$ 120,330	$ 109,774
Other	14,215	5,677	10,556
Balance at end of period	140,222	126,007	120,330
SEC Schedule, 12-09, Reserve, Inventory [Member]
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	330	1,474	1,565
Charges to costs and expenses	827	441	1,708
Reductions	(792)	(1,585)	(1,799)
Balance at end of period	365	330	1,474
Valuation Reserve For Credits And Refunds [Member]
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	1,522	1,172	1,094
Charges to costs and expenses	19,552	18,797	13,466
Reductions	(19,839)	(18,447)	(13,388)
Balance at end of period	$ 1,235	$ 1,522	$ 1,172