Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 10, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Entity File Number | 001-38835 | ||
Entity Registrant Name | DESKTOP METAL, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 83-2044042 | ||
Entity Address, Address Line One | 63 3rd Avenue | ||
Entity Address, City or Town | Burlington | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01803 | ||
City Area Code | 978 | ||
Local Phone Number | 224-1244 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 244,448,748 | ||
Entity Public Float | $ 95,050 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001754820 | ||
Amendment Flag | false | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Common Stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Stock, $0.001 Par Value per Share | ||
Trading Symbol | DM | ||
Security Exchange Name | NYSE | ||
Debentures 6.55% Due 2030 | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Warrants to purchase common stock | ||
Trading Symbol | DM.WS | ||
Security Exchange Name | NYSE |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 483,525 | $ 66,161 |
Short-term investments | 111,867 | 84,754 |
Accounts receivable | 6,516 | 4,523 |
Inventory | 9,708 | 8,405 |
Prepaid expenses and other current assets | 976 | 1,888 |
Total current assets | 612,592 | 165,731 |
Restricted cash | 612 | 612 |
Property and equipment, net | 12,160 | 18,387 |
Capitalized software, net | 312 | 446 |
Goodwill | 2,252 | 2,252 |
Acquired technology, net | 9,102 | 2,994 |
Other noncurrent assets | 4,879 | 2,289 |
Total Assets | 641,909 | 192,711 |
Current liabilities: | ||
Accounts payable | 7,591 | 10,228 |
Customer deposits | 1,480 | 2,325 |
Current portion of operating lease liability | 868 | 806 |
Accrued expenses and other current liabilities | 7,565 | 5,053 |
Deferred revenue | 3,004 | 2,230 |
Current portion of long-term debt, net of deferred financing costs | 9,991 | |
Total current liabilities | 30,499 | 20,642 |
Long-term debt, net of deferred financing costs | 9,972 | |
Lease liability, net of current portion | 2,157 | 3,026 |
Total liabilities | 32,656 | 33,640 |
Commitments and Contingences (Note 15) | ||
Legacy Convertible Preferred Stock (Note 17) | ||
Convertible Preferred Stock (Note 11) | ||
Stockholders' Equity | ||
Preferred Stock, $0.0001 par value-authorized, 50,000,000 shares; no shares issued and outstanding at December 31, 2020 and December 31, 2019, respectively | ||
Common Stock, $0.0001 par value-500,000,000 shares authorized; 226,756,733 and 160,500,702 shares issued at December 31, 2020 and December 31, 2019, respectively, 224,626,597 and 154,913,934 shares outstanding at December 31, 2020 and December 31, 2019, respectively | 23 | 16 |
Additional paid-in capital | 993,933 | 453,242 |
Accumulated deficit | (384,694) | (294,262) |
Accumulated other comprehensive (loss) income | (9) | 75 |
Total Stockholders' Equity | 609,253 | 159,071 |
Total Liabilities and Stockholders' Equity | 641,909 | $ 192,711 |
Acquired technology | ||
Current assets: | ||
Acquired technology, net | $ 9,102 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares, issued | 0 | 0 |
Preferred Stock, shares, outstanding | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares, issued | 226,756,733 | 160,500,702 |
Common stock, shares, outstanding | 224,626,597 | 154,913,934 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | ||
Total revenues | $ 16,470 | $ 26,439 |
Cost of sales | ||
Total cost of sales | 31,519 | 50,796 |
Gross margin | (15,049) | (24,357) |
Operating expenses | ||
Research and development | 43,136 | 54,656 |
Sales and marketing | 13,136 | 18,749 |
General and administrative | 20,734 | 11,283 |
Total operating expenses | 77,006 | 84,688 |
Loss from operations | (92,055) | (109,045) |
Interest expense | (328) | (503) |
Interest and other income, net | 1,011 | 5,952 |
Loss before income taxes | (91,372) | (103,596) |
Income tax benefit | 940 | 0 |
Net loss | $ (90,432) | $ (103,596) |
Net loss per share-basic and diluted | $ (0.57) | $ (0.69) |
Product | ||
Revenues | ||
Total revenues | $ 13,718 | $ 22,758 |
Cost of sales | ||
Total cost of sales | 26,945 | 45,268 |
Service | ||
Revenues | ||
Total revenues | 2,752 | 3,681 |
Cost of sales | ||
Total cost of sales | $ 4,574 | $ 5,528 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||
Net loss | $ (90,432) | $ (103,596) |
Other comprehensive income, net of taxes: | ||
Unrealized (loss) gain on available-for-sale marketable securities, net | (84) | 171 |
Total comprehensive loss, net of taxes of $0 | $ (90,516) | $ (103,425) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||
Tax on Comprehensive income (loss) | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Cumulative Effect, Period of Adoption, Adjustment [Member]Convertible Preferred Stock | Cumulative Effect, Period of Adoption, Adjustment [Member]Common Stock | Cumulative Effect, Period of Adoption, Adjustment [Member]Additional Paid-In Capital | Cumulative Effect, Period of Adoption, Adjustment [Member] | Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Common Stock | Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Additional Paid-In Capital | Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Notes Receivable | Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Accumulated Deficit | Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Accumulated Other Comprehensive (Loss) Income | Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Convertible Preferred Stock | Series E Preferred StockCommon Stock | Series E Preferred StockAdditional Paid-In Capital | Series E Preferred Stock | Series E1 Preferred StockCommon Stock | Series E1 Preferred StockAdditional Paid-In Capital | Series E1 Preferred Stock | Common Stock | Additional Paid-In Capital | Notes Receivable | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Total |
BALANCE at Dec. 31, 2018 | $ (276,889) | $ 276,889 | |||||||||||||||||||||
BALANCE (in shares) at Dec. 31, 2018 | (84,092,669) | 84,092,669 | |||||||||||||||||||||
Temporary Equity, Carrying Amount, Including Portion Attributable to Noncontrolling Interests [Abstract] | |||||||||||||||||||||||
Issuance of Preferred Stock | $ 2 | $ 134,665 | $ 134,667 | $ 24,977 | $ 24,977 | ||||||||||||||||||
Issuance of Preferred Stock (in shares) | 16,426,267 | 3,046,623 | |||||||||||||||||||||
BALANCE at Dec. 31, 2018 | $ 11 | $ 276,878 | $ 276,889 | $ 13 | $ 283,318 | $ (249) | $ (190,666) | $ (96) | $ 92,320 | $ 2 | $ 6,440 | $ (249) | $ (190,666) | $ (96) | $ (184,569) | ||||||||
BALANCE (in shares) at Dec. 31, 2018 | 106,977,440 | 126,329,695 | 19,352,255 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Exercise of Common Stock options | 708 | 708 | |||||||||||||||||||||
Exercise of Common Stock options (in shares) | 1,217,255 | ||||||||||||||||||||||
Vesting of restricted Common Stock | $ 1 | 7 | 8 | ||||||||||||||||||||
Vesting of restricted Common Stock (in shares) | 6,904,182 | ||||||||||||||||||||||
Issuance of common stock for acquisitions | 3,563 | 3,563 | |||||||||||||||||||||
Issuance of common stock for acquisitions (in shares) | 1,066,373 | ||||||||||||||||||||||
Stock-based compensation expense | 5,215 | 5,215 | |||||||||||||||||||||
Common Stock warrants issued and exercised | 1,038 | 1,038 | |||||||||||||||||||||
Repayment of notes receivable | (249) | $ 249 | |||||||||||||||||||||
Repayment of notes receivable (in shares) | (76,461) | ||||||||||||||||||||||
Net loss | (103,596) | (103,596) | |||||||||||||||||||||
Other comprehensive income | 171 | 171 | |||||||||||||||||||||
BALANCE at Dec. 31, 2019 | $ 16 | 453,242 | (294,262) | 75 | $ 159,071 | ||||||||||||||||||
BALANCE (in shares) at Dec. 31, 2019 | 154,913,934 | ||||||||||||||||||||||
BALANCE (in shares) at Dec. 31, 2020 | 100,038,109 | ||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Exercise of Common Stock options | 325 | $ 325 | |||||||||||||||||||||
Exercise of Common Stock options (in shares) | 521,925 | ||||||||||||||||||||||
Vesting of restricted Common Stock | $ 1 | 6 | 7 | ||||||||||||||||||||
Vesting of restricted Common Stock (in shares) | 5,307,357 | ||||||||||||||||||||||
Issuance of common stock for acquisitions | 500 | 500 | |||||||||||||||||||||
Issuance of common stock for acquisitions (in shares) | 61,060 | ||||||||||||||||||||||
Repurchase of shares for employee tax withholdings | (101) | (101) | |||||||||||||||||||||
Repurchase of shares for employee tax withholdings (in shares) | (9,308) | ||||||||||||||||||||||
Stock-based compensation expense | 8,006 | 8,006 | |||||||||||||||||||||
Common Stock warrants issued and exercised | 1,915 | 1,915 | |||||||||||||||||||||
Common Stock warrants issued and exercised (in shares) | 692,366 | ||||||||||||||||||||||
Reverse recapitalization, net of transaction costs | $ 6 | 530,040 | 530,046 | ||||||||||||||||||||
Reverse recapitalization, net of transaction costs (in shares) | 63,139,263 | ||||||||||||||||||||||
Net loss | (90,432) | (90,432) | |||||||||||||||||||||
Other comprehensive income | (84) | (84) | |||||||||||||||||||||
BALANCE at Dec. 31, 2020 | $ 23 | $ 993,933 | $ (384,694) | $ (9) | $ 609,253 | ||||||||||||||||||
BALANCE (in shares) at Dec. 31, 2020 | 224,626,597 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Series E Preferred Stock | |
Stock issuance cost | $ 124 |
Series E1 Preferred Stock | |
Stock issuance cost | $ 22 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (90,432) | $ (103,596) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 8,589 | 8,087 |
Stock-based compensation | 8,006 | 5,215 |
Expense related to Common Stock warrants issued | 1,915 | 1,038 |
Loss (gain) on disposal of property and equipment | 18 | (7) |
Gain on investment, related to Make Composites, Inc. | (1,426) | |
Impairment of capitalized software | 444 | |
Amortization (accretion) of discount on investments | 75 | (1,570) |
Amortization of debt financing cost | 19 | 19 |
Provision for bad debt | 377 | 199 |
Net increase in accrued interest related to marketable securities | (3) | (36) |
Deferred tax benefit | (940) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,370) | (1,664) |
Inventory | (1,303) | (1,694) |
Prepaid expenses and other current assets | 901 | 809 |
Accounts payable | (2,637) | (4,455) |
Accrued expenses and other current liabilities | (2,391) | 3,272 |
Customer deposits | (845) | 152 |
Deferred revenue | 774 | (1,693) |
Change in right of use assets and lease liabilities, net | (328) | (296) |
Net cash used in operating activities | (80,575) | (97,202) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,429) | (6,867) |
Purchase of other investments | (3,000) | |
Capitalized software | (321) | |
Purchase of marketable securities | (136,286) | (215,584) |
Proceeds from sales and maturities of marketable securities | 109,016 | 196,836 |
Cash paid for asset acquisition, net of cash acquired | (5,284) | (96) |
Net cash used in investing activities | (36,983) | (26,032) |
Cash flows from financing activities: | ||
Proceeds from Preferred Stock issuances, net of issuance cost | 159,644 | |
Proceeds from reverse recapitalization, net of issuance costs | 534,597 | |
Proceeds from exercise of stock options | 325 | 708 |
Proceeds from PPP loan | 5,379 | |
Repayment of PPP loan | (5,379) | |
Net cash provided by financing activities | 534,922 | 160,352 |
Net increase in cash, cash equivalents, and restricted cash | 417,364 | 37,118 |
Cash and cash equivalents at beginning of year | 66,161 | 29,043 |
Restricted cash | 612 | 612 |
Cash, cash equivalents, and restricted cash at year-end | 484,137 | 66,773 |
Supplemental cash flow information: | ||
Interest paid | 322 | 485 |
Non-cash investing and financing activities: | ||
Net liabilities assumed from Trine in Business Combination | 2,650 | |
Accrued reverse recapitalization transaction costs | 1,901 | |
Common Stock issued for acquisitions | 500 | 3,563 |
Accrued purchase price for asset acquisition | 200 | |
Tax liabilities related to withholdings on Common Stock issued in connection with acquisitions | $ 102 | |
Additions to right of use assets and lease liabilities | 296 | |
Purchase of property and equipment included in accrued expenses and other current liabilities | 109 | |
Common Stock forfeited in satisfaction of note receivable | $ 249 |
ORGANIZATION, NATURE OF BUSINES
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2020 | |
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES | |
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES | 1. ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES Organization and Nature of Business Desktop Metal, Inc. is a Delaware corporation headquartered in Burlington, Massachusetts. The company was founded in 2015 and is accelerating the transformation of manufacturing with 3D printing solutions for engineers, designers, and manufacturers. The Company designs, produces and markets 3D printing systems to a variety of end customers. On December 9, 2020 (the “Closing Date”), Trine Acquisition Corp. (“Trine”) consummated the previously announced merger pursuant to the Agreement and Plan of Merger, dated August 26, 2020, by and among Trine, Desktop Metal, Inc. and Sparrow Merger Sub, Inc., pursuant to which Sparrow Merger Sub, Inc. merged with and into Desktop Metal, Inc., with Desktop Metal, Inc. becoming our wholly owned subsidiary (the “Business Combination”). Upon the closing of the Business Combination, Trine changed its name to Desktop Metal, Inc. and Desktop Metal, Inc. changed its name to Desktop Metal Operating, Inc. Unless otherwise indicated or the context otherwise requires, references in this Annual Report on Form 10-K to the “Company” and “Desktop Metal” refer to the consolidated operations of Desktop Metal, Inc. and its subsidiaries. References to “Trine” refer to the company prior to the consummation of the Business Combination and references to “Legacy Desktop Metal” refer to Desktop Metal Operating, Inc. prior to the consummation of the Business Combination. Legacy Desktop Metal was deemed the accounting acquirer in the Business Combination based on an analysis of the criteria outlined in Accounting Standards Codification (“ASC”) 805. This determination was primarily based on Legacy Desktop Metal’s stockholders prior to the Business Combination having a majority of the voting power in the combined company, Legacy Desktop Metal having the ability to appoint a majority of the Board of Directors of the combined company, Legacy Desktop Metal’s existing management comprising the senior management of the combined company, Legacy Desktop Metal comprising the ongoing operations of the combined company, Legacy Desktop Metal being the larger entity based on historical revenues and business operations, and the combined company assuming Legacy Desktop Metal’s name. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy Desktop Metal issuing stock for the net assets of Trine, accompanied by a recapitalization. The net assets of Trine are stated at historical cost, with no goodwill or other intangible assets recorded. While Trine was the legal acquirer in the Business Combination, because Legacy Desktop Metal was deemed the accounting acquirer, the historical financial statements of Legacy Desktop Metal became the historical financial statements of the combined company upon the consummation of the Business Combination. As a result, the financial statements included in this report reflect (i) the historical operating results of Legacy Desktop Metal prior to the Business Combination; (ii) the combined results of Trine and Legacy Desktop Metal following the close of the Business Combination; (iii) the assets and liabilities of Legacy Desktop Metal at their historical cost; and (iv) the Company’s equity structure for all periods presented. In accordance with guidance applicable to these circumstances, the equity structure has been restated in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy Desktop Metal’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy Desktop Metal convertible preferred stock and Legacy Desktop Metal common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio of 1.22122 established in the Business Combination. Legacy Desktop Metal’s convertible preferred stock previously classified as mezzanine was retroactively adjusted, converted into Common Stock, and reclassified to permanent as a result of the reverse recapitalization. Risks and Uncertainties The Company is subject to a number of risks similar to those of other companies of similar size in its industry, including, but not limited to, the need for successful development of products, the need for additional funding, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, dependence on key individuals, and risks associated with changes in information technology. The Company has financed its operations to date primarily with proceeds from the sale of preferred stock and the Business Combination. The Company’s long-term success is dependent upon its ability to successfully market its products and services; generate revenue; maintain or reduce its operating costs and expenses; meet its obligations; obtain additional capital when needed; and, ultimately, achieve profitable operations. Management believes that existing cash and investments as of December 31, 2020 will be sufficient to fund operating and capital expenditure requirements through at least twelve months from the date of issuance of these consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S Securities and Exchange Commission (“SEC”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The functional currency of all wholly owned subsidiaries is U.S. Dollars. All intercompany transactions and balances have been eliminated in consolidation. COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of a disease caused by a novel strain of the coronavirus (“COVID-19”) to be a pandemic. As of December 31, 2020, the impact of the COVID-19 pandemic continues to unfold and there has been uncertainty and disruption in the global economy and financial markets. The Company has considered the COVID-19 pandemic related impacts on its estimates, as appropriate, within its consolidated financial statements and there may be changes to those estimates in future periods. The COVID-19 pandemic, as well as the response to mitigate the spread and effects of COVID-19, may impact the Company and its customers, as well as the demand for its products and services. The impact of COVID-19 on the Company’s operational results in subsequent periods will largely depend on future developments, and cannot be accurately predicted. These developments may include, but are not limited to, new information concerning the severity of COVID-19, the degree of success of actions take to contain or treat COVID-19 and the reactions by consumers, companies, governmental entities, and capital markets to such actions. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company’s management to make judgements, estimates and assumptions regarding uncertainties that affect the reported amounts of assets, liabilities and related disclosures of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition, collectability of receivables, realizability of inventory, goodwill, intangibles, stock-based compensation, and fair values of common stock. The Company bases its estimates on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities. The Company assesses estimates on an ongoing basis; however, actual results could materially differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of standard checking accounts, money market accounts and certain investments. The Company classifies any marketable security with an original maturity date of 90 days or less at the time of purchase as a cash equivalent. Short - Term Investments The Company invests its excess cash in fixed income instruments denominated and payable in U.S. dollars including U.S. treasury securities, commercial paper, corporate bonds and asset-backed securities in accordance with the Company’s investment policy that primarily seeks to maintain adequate liquidity and preserve capital. Short-term investments represent holdings of available-for-sale marketable securities in accordance with the Company’s investment policy and cash management strategy. Investments in marketable securities are recorded at fair value, with any unrealized gains and losses reported within accumulated other comprehensive income as a separate component of stockholders’ equity until realized or until a determination is made that an other-than-temporary decline in market value has occurred. When such reductions occur, the cost of the investment is adjusted to fair value through recording a loss on investments in the consolidated statements of operations. All investments mature within one year. Restricted Cash The Company maintains a letter of credit for the benefit of the landlord for their office facility. The issuer of the letter of credit requires the Company to maintain a deposit in the amount of $0.6 million to secure the letter, which is reported as restricted cash in the consolidated balance sheets. This letter of credit automatically renews every year until it matures on February 7, 2024; therefore, it is classified as long term in nature at December 31, 2020 and 2019. Financial Instruments The Company’s financial instruments are comprised of cash and cash equivalents, short-term investments, restricted cash, accounts receivable and accounts payable. The Company’s other current financial assets and current financial liabilities have fair values that approximate their carrying values due to the short maturity of these balances. Revenue Product Revenue and Service Revenue Product revenue include sales of the Company’s additive manufacturing systems as well as sale of related accessories and consumables. These consumables are primarily comprised of materials, which are used by the printers during the printing process to produce parts. Certain on-device software is embedded with the hardware and sold with the product bundle and is included within product revenue. Revenue from products is recognized upon transfer of control, which is generally at the point of shipment. Services revenue consists of installation, training, and post-installation hardware and software support, as well as various software solutions the Company offers to facilitate the design of parts and operation of the Company’s products. The Company offers multiple software products, which are licensed through either a cloud-based solution and/or an on-device software subscription, depending on the product. For the cloud-based solution, the Company typically provides an annual subscription that the customer does not have the right to take possession of and is renewable at expiration. The revenue from the cloud-based solution is recognized ratably over the annual term as the Company considers the services provided under the cloud-based solution to be a series of distinct performance obligations, as the Company provides continuous daily access to the cloud solution. For on-device software subscriptions, the Company typically recognizes revenue once the customer has been given access to the software. When the Company enters into development contracts, control of the development service is transferred over time, and the related revenue is recognized as services are performed. Revenue Recognition Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. The amount of consideration is typically a fixed price at the contract inception. Consideration from shipping and handling is recorded on a gross basis within product revenue. The Company determines revenue recognition through the following steps: • • • • • Nature of Products and Services The Company sells its products primarily through authorized resellers, independent sales agents, and its own sales force. Revenue from hardware and consumables is recognized upon transfer of control, which is generally at the point of shipment. The Company’s post-installation support is primarily sold through one-year annual contracts and such revenue is recognized ratably over the term of the agreement. Service revenue from installation and training is recognized as performed. The Company’s terms of sale generally provide payment terms that are customary in the countries where the Company transacts business. To reduce credit risk in connection with certain sales, the Company may, depending upon the circumstances, require significant deposits or payment in full prior to shipment. Due to the short-term nature of the Company’s contracts substantially all of the outstanding performance obligations are recognized within one year Shipping and handling activities that occur after control over a product has transferred to a customer are accounted for as fulfillment activities rather than performance obligations, as allowed under a practical expedient provided by ASC 606. The shipping and handling fees charged to customers are recognized as revenue and the related costs are included in cost of revenue at the point in time when ownership of the product is transferred to the customer. Sales taxes and value added taxes collected concurrently with revenue generating activities are excluded from revenue. Significant Judgements The Company enters into contracts with customers that can include various combinations of hardware products, software licenses, and services, which are distinct and accounted for as separate performance obligations. Products or services that are promised to a customer can be considered distinct if both of the following criteria are met: (i) the customer can benefit from the products or services either on its own or together with other readily available resources and (ii) the Company’s promise to transfer the products, software, or services to the customer is separately identifiable from other promises in the contract. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Judgement is required to determine the standalone selling price (“SSP”). The transaction price is allocated to each distinct performance obligation on a relative standalone selling price basis and revenue is recognized for each performance obligation when control has passed. In most cases, the Company is able to establish SSP based historical transaction data of the observable prices of hardware products sold separately in comparable circumstances to similar customers, observable renewal rates for software and post-installation support, and the Company’s best estimate of the selling price at which the Company would have sold the product regularly on a stand-alone basis for training and installation. The Company reassesses the SSP on a periodic basis or when facts and circumstances change. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, customer deposits and deferred revenues (contract liabilities) on the consolidated balance sheets. Timing of revenue recognition may differ from the timing of invoicing to customers. The Company records a receivable at the time of invoicing. For most contracts, customers are invoiced when products are shipped or when services are performed. The Company will typically bill in advance for post-installation support and cloud-based software licenses, resulting in deferred revenue. The Company’s deferred revenue balance was $3.0 million and $2.2 million as of December 31, 2020 and 2019, respectively. During the year ended December 31, 2020, the Company recognized $2.2 million of deferred revenue from 2019. The deferred revenue consists primarily of billed post-installation support and cloud-based software licenses that are recognized ratably over the term of the agreement, as well as contracts that have outstanding performance obligations or contracts that have acceptance terms that have not yet been fulfilled. When products have been delivered, but the product revenue associated with the arrangement has been deferred the Company includes the costs for the delivered items in deferred costs of sales on the consolidated balance sheets until recognition of the related revenue occurs, at which time it is recognized in cost of sales. The Company’s deferred cost of sales balance was $0.5 and $0.3 million as of December 31, 2020 and 2019, respectively. The Company’s contracts are primarily one year or less, so substantially all deferred revenue outstanding at the end of the fiscal year is recognized during the following year. The Company primarily sells products through a reseller network. Under this arrangement, the reseller is determined to be the Company’s customer, and revenue is recognized based on the amounts the Company is entitled to, reduced by any payments owed to the resellers. On certain contracts, the Company utilizes external partners and an internal sales team to sell direct to the end user. The Company acts as a principal in the contracts with users when utilizing external partners because the Company controls the product, establishing the price, and bearing the risk of nonperformance, until it is transferred to the end user. The Company records the revenue on a gross basis and commissions are recorded as a sales and marketing expense in the statement of operations. The Company recognizes its commission expense as a point-in-time expense as contract obligations are primarily completed within a one-year contract period. During the years ended December 31, 2020 and 2019, the Company paid $0.6 million and $0.4 million of commission expense, respectively. Allowance for Doubtful Accounts In evaluating the collectability of accounts receivable, the Company assesses a number of factors, including specific customers’ abilities to meet their financial obligations, the length of time receivables are past due, and historical collection experience. If circumstances related to specific customers change, or economic conditions deteriorate such that past collection experience is no longer relevant, the Company’s estimate of the recoverability of accounts receivable could be further reduced from the levels provided for in the consolidated financial statements. The Company evaluates specific accounts for which it is believed a customer may have an inability to meet their financial obligations. In these cases, judgment is applied, based on available facts and circumstances, and a specific reserve is recorded for that customer to reduce the receivable to an amount expected to be collected. These specific reserves are reevaluated and adjusted as additional information is received that impacts the amount reserved. As of December 31, 2020, and 2019, the Company has recorded $0.5 million and $0.2 million respectively, in allowance of doubtful accounts. In the years ended December 31, 2020 and 2019 the Company recorded bad debt expense of $0.4 million and $0.2 million, respectively. Net Loss Per share The Company presents basic and diluted loss per share amounts. Basic loss per share is calculated by dividing net loss available to holders of Common Stock by the weighted average number of shares of Common Stock outstanding during the applicable period. The denominator for diluted earnings per share is a computation of the weighted-average number of ordinary shares and the potential dilutive ordinary shares outstanding during the period. Potential dilutive shares outstanding include the dilutive effect of in-the-money options and unvested Restricted Stock Agreements (“RSAs”), and unvested Restricted Stock Units (“RSUs”) using the treasury stock method. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share because dilutive shares are not assumed to have been issued if their effect is anti-dilutive. See Note 20 for further information. Warranty Reserve Substantially all of the Company’s hardware and software products are covered by a standard assurance warranty of one year, and estimated warranty obligations are recorded as an expense at the time or revenue recognition. In the event of a failure of hardware product or software covered by this warranty, the Company will repair or replace the software or hardware product. The Company’s warranty reserve reflects estimated material and labor costs for potential or actual product issues in its installed base for which the Company expects to incur an obligation. The Company periodically assesses the adequacy of the warranty reserve and adjusts the amount as necessary. If the data used to calculate the adequacy of the warranty reserve are not indicative of future requirements, additional or reduced warranty reserves may be required. As of December 31, 2020, and 2019 the Company has recorded $1.6 million and $1.5 million, respectively, of warranty reserve within accrued expenses and other current liabilities on the consolidated balance sheets. Warranty reserve consisted of the following (in thousands): 2020 2019 Warranty reserve, at the beginning of the year $ 1,491 $ 116 Additions to warranty reserve 346 2,352 Claims fulfilled (284) (977) Warranty reserve, at the end of the year $ 1,553 $ 1,491 Warranty reserve is recorded through cost of sales in the consolidated statements of operations. Inventory Inventory is stated at the lower of cost or net realizable value, determined on a first-in, first-out basis, and consists of the following (in thousands): December 31, 2020 2019 Work in process $ 2,896 $ 1,081 Finished goods 6,812 7,324 Total inventory $ 9,708 $ 8,405 The Company provides for inventory losses based on obsolescence and levels in excess of forecasted demand. Inventory is reduced to the estimated net realizable value based on historical usage and expected demand. Inventory provisions based on obsolescence and inventory in excess of forecasted demand are recorded through cost of sales in the consolidated statements of operations. Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. As of December 31, 2020, and 2019, no single customer accounted for more than 10% of revenue. As of December 31, 2020 and 2019, no single customer accounted for more than 10% of total accounts receivables. Customer Deposits Payments received from customers who have placed reservations or purchase orders in advance of shipment are refundable upon cancellation or non-delivery by the Company and are included within customer deposits on the consolidated balance sheets. Other Investments The Company periodically makes investments in companies within the additive manufacturing industry. The Company monitors events or changes in circumstances that may have a significant effect on the fair value of investments, either due to impairment or based on observable price changes, and records necessary adjustments. Property and Equipment Property and equipment is stated at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is included in the determination of net income or loss. Depreciation is expensed using the straight-line method over the estimated useful lives of the assets as follows: Asset Classification Useful Life Equipment 3 Furniture and fixtures 3 years Computer equipment 3 years Tooling 3 years Software 3 years Leasehold improvements Shorter of asset’s useful life or remaining life of the lease Leases The Company determines if an arrangement is a lease at inception. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. The Company assesses it plans to renew its material leases on an annual basis. Operating leases are included in other assets, current portion of lease liability, and lease liability, net of current portion on the Company’s consolidated balance sheets. Right of use (“ROU”) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the expected remaining lease term. As the interest rate implicit in the Company’s leases is typically not readily determinable, the Company uses its incremental borrowing rate for a similar term of lease payments based on the information available at commencement date in determining the present value of future payments. The Company elected the short-term lease recognition and therefore, the Company does not recognize right of use assets or lease liabilities for leases with less than a twelve-month duration. The Company also elected the practical expedient to account for lease agreements which contain both lease and non-lease components as a single lease component. Business Combinations The Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The Company generally values the identifiable intangible assets acquired using a discounted cash flow model. The significant estimates used in valuing certain of the intangible assets, include, but are not limited to future expected cash flows of the asset, discount rates to determine the present value of the future cash flows and expected technology life cycles. Intangible assets are amortized over their estimated useful life; the period over which the Company anticipates generating economic benefit from the asset. Fair value adjustments subsequent to the acquisition date, that are not measurement period adjustments, are recognized in earnings. Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that is not individually identified and separately recorded. The excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination is recognized as goodwill. Goodwill is not amortized but is tested for impairment at least annually (as of the first day of the fourth quarter) or as circumstances indicate the value may no longer be recoverable. To assess if goodwill is impaired, the Company performs a qualitative assessment to determine whether further impairment testing is necessary. The Company then compares the carrying amount of the single reporting unit to the fair value of the reporting unit. An excess carrying value over fair value would indicate that goodwill may be impaired. The Company performed a qualitative assessment during its annual impairment review for 2020 as of October 1, 2020 and concluded that it is more likely than not that the fair value of the Company’s single reporting unit is not less than its carrying amount. Therefore, the two-step goodwill impairment test for the reporting unit was not necessary in 2020. Acquired Technology Intangible assets consist of identifiable intangible assets, including developed technology, resulting from the Company’s acquisitions. The Company evaluates definite-lived intangible assets for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If indicators of impairment are present, the Company then compares the estimated undiscounted cash flows that the specific asset is expected to generate to its carrying value. If such assets are impaired, the impairment recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value. To date, there have been no impairments of intangible assets. Intangible assets are amortized over their useful life. Impairment of Long-Lived Assets The Company evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets may warrant revision or that the carrying value of these assets may be impaired. The Company does not believe that any events have occurred through December 31, 2020, that would indicate its long-lived assets are impaired. Research and Development Research and development costs are expensed as incurred. Research and development expense includes costs, primarily related to salaries and benefits for employees, prototypes and design expenses, incurred to develop intellectual property and is charged to expense as incurred. Capitalized Software Costs incurred internally in researching and developing a software product to be sold to customers are charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, costs incurred during the application development phase are capitalized only when the Company believes it is probable the development will result in new or additional functionality, and such software costs are capitalized until the product is available for general release to customers. Judgment is required in determining when technological feasibility of a product is established. The Company has determined that technological feasibility for software products is reached after all high-risk development issues have been resolved through coding and testing. Generally, this occurs shortly before the products are released, such that there are no material costs to capitalize. The Company capitalizes certain costs related to the development and implementation of cloud computing software. The types of costs capitalized during the application development phase include employee compensation, as well as consulting fees for third-party developers working on these projects. The capitalized costs are amortized on a straight-line basis over the estimated useful life of the asset, which is typically 3 years. Advertising Expense Advertising expense is included within sales and marketing expense in the consolidated statements of operations and was $0.04 million and $0.1 million for the years ended years ended December 31, 2020 and 2019, respectively. It primarily includes promotional expenditures and is expensed as incurred; as such, efforts have not met the direct-response criteria required for capitalization. Stock-Based Compensation The Company accounts for all stock options granted to employees and nonemployees using a fair value method. The fair value of options on the date of grant is calculated using the Black-Scholes option pricing model based on key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends and factors. In determining the exercise prices for options granted, the Company’s Board of Directors has considered the fair value of the common stock as of the measurement date. Prior to the Business Combination, the fair value of the common stock has been determined by the Board of Directors at each award grant date based upon a variety of factors, including the results obtained from an independent third-party valuation, the Company’s financial position and historical financial performance, the status of technological developments within the Company’s proposed products, an evaluation or benchmark of the Company’s competition, the current business climate in the marketplace, the illiquid nature of the common stock, arm’s length sales of the Company’s capital stock, including convertible preferred stock, the effect of the rights and preferences of the preferred shareholders, and the prospects of a liquidity event, among others. Stock-based compensation is measured at the grant-date fair value of the award and is then recognized as the related services are rendered, typically over the vesting period. The Company estimates forfeitures that will occur in their determination of the expense recorded. The measurement date for employee awards is the date of grant, and stock-based compensation costs are recognized as expense over the employees' requisite service period, which is the vesting period, on a straight-line basis. Prior to the adoption of Accounting Standards Update (“ASU”) No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting Income Taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the Company’s consolidated financial statements and tax returns. Deferred tax assets and liabilities are determined based upon the differences between the consolidated financial statements carrying amounts and the tax bases of existing assets and liabilities and for loss and credit carryforwards, using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that these assets may not be realized. The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount recognized is equal to the largest amount that is more than 50% likely to be sustained. Interest and penalties associated with uncertain tax positions are recorded as a component of income tax expense. As of December 31, 2020, and 2019, the Company has not identified any uncertain tax positions for which reserves would be required. Comprehensive Loss The Company’s comprehensive loss consists of its net loss and unrealized gain and loss from investments in debt securities. Recently Issued Accounting Standards Recently Adopted Accounting Guidance In June 2018, the FASB issued ASU No. 2018-07 which substantially aligns the measurement and classification guidance for share-based payments to nonemployees with the guidance for share-based payments to employees. The ASU also clarifies that any share-based payment issued to a customer should be evaluated by the new revenue recognition standard. The new ASU requires a modified retrospective transition approach. The Company has adopted the ASU as of January 1, 2020, which did not have a material effect on the Company’s consolidated financial statements. Recent Accounting Guidance Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes, Income Taxes In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses. that have a low risk of loss. As a smaller reporting company pursuant to Rule 12b-2 of the Securities Exchange Act of 1934, as amended, these changes become effective for the Company on January 1, 2023. The Company is currently evaluating the potential impact of these changes on the consolidated financial statements. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2020 | |
ACQUISITIONS | |
ACQUISITIONS | 3. ACQUISITIONS Business Combination On December 9, 2020, the Company and Trine consummated the Business Combination, with Legacy Desktop Metal surviving the merger as a wholly-owned subsidiary of Trine. Upon the consummation of the Business Combination, each share of Legacy Desktop Metal capital stock issued and outstanding was converted into the right to receive 1.22122 shares (the “Exchange Ratio”) of the Company’s common stock (the “Per Share Merger Consideration”). Upon the closing of the Business Combination, Trine’s certificate of incorporation was amended and restated to, among other things, increase the total number of authorized shares of all classes of capital stock to 550,000,000 shares, of which 500,000,000 shares were designated common stock; $0.0001 par value per share, and of which 50,000,000 shares were designated preferred stock, $0.0001 par value per share. In connection with the execution of the definitive agreement for the Business Combination, Trine entered into separate subscription agreements (each, a “Subscription Agreement”) with a number of investors (each, a “Subscriber”), pursuant to which the Subscribers agreed to purchase, and Trine agreed to sell to the Subscribers, an aggregate of 27,497,500 shares of the Company’s Common Stock, for a purchase price of $10.00 per share and an aggregate purchase price of $275 million, in a private placement pursuant to the subscription agreements (the “PIPE financing”). The PIPE financing closed simultaneously with the consummation of the Business Combination. The Business Combination is accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, Trine was treated as the “acquired” company for financial reporting purposes. See Note 1 “Organization and Nature of Business” for further details. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Desktop Metal issuing stock for the net assets of Trine, accompanied by a recapitalization. The net assets of Trine are stated at historical cost, with no goodwill or other intangible assets recorded. Prior to the Business Combination, Legacy Desktop Metal and Trine filed separate standalone federal, state and local income tax returns. As a result of the Business Combination, structured as a reverse recapitalization for tax purposes, Desktop Metal, Inc. (f/k/a Trine Acquisition Corp.), became the parent of the consolidated filing group, with Desktop Metal Operating, Inc. (f/k/a Desktop Metal, Inc.) as a subsidiary. The following table reconciles the elements of the Business Combination to the consolidated statement of cash flows and the consolidated statement of changes in equity for the year ended December 31, 2020: Recapitalization Cash – Trine's trust and cash (net of redemptions) $ 305,084,695 Cash – PIPE financing 274,975,000 Less: transaction costs and advisory fees paid (45,463,074) Net proceeds from reverse recapitalization 534,596,621 Plus: non-cash net liabilities assumed (2,649,804) Less: accrued transaction costs and advisory fees (1,900,793) Net contributions from reverse recapitalization $ 530,046,024 The number of shares of common stock issued immediately following the consummation of the Business Combination: Number of Shares Common stock, outstanding prior to Business Combination 30,015,000 Less: redemption of Trine shares (26,049) Common stock of Trine 29,988,951 Trine Founder Shares 5,552,812 Trine Director Shares 100,000 Shares issued in PIPE financing 27,497,500 Business Combination and PIPE financing shares 63,139,263 Legacy Desktop Metal shares (1) 161,487,334 Total shares of common stock immediately after Business Combination 224,626,597 (1) In connection with the Business Combination, 7,403,750 Trine Founder Shares were issued. Pursuant to the Business Combination agreement, 75% of the Founder shares, or 5,552,812 shares, vested at the close of the Business Combination, with the remaining 25%, or 1,850,938 shares, vesting if the Company trades at $12.50 per share or higher for any 20 trading days within a 30-day window by the fifth anniversary of the Business Combination. As of December 31, 2020, 20 trading days had not yet passed since the date of the Business Combination, and the shares remained unvested and held in escrow. The vesting criteria was met on January 8, 2021. 2020 Acquisitions In December 2020, the Company acquired all issued and outstanding membership interests of Figur Machine Tools, LLC (“Figur”) for a total purchase price of $3.5 million. Figur is engaged in research and development of 3D metal forming for sheet metal. The Company concluded the arrangement did not result in the acquisition of a business, as substantially all of the fair value of the gross assets acquired was concentrated in a single acquired technology asset and the Company did not obtain any substantive processes in connection with this acquisition. Therefore, the Company accounted for the arrangement as an asset acquisition. The fair value attributable to the acquired assets was $3.5 million, which was recorded as acquired technology in the Company’s consolidated balance sheet. In October 2020, the Company acquired all outstanding shares of Forust Corporation (“Forust”) for a total purchase price of $2.5 million. The purchase price consisted of cash consideration of $2.0 million and $0.5 million of consideration relating to 61,061 shares of Common Stock. The Company paid $1.8 million at closing and will pay the additional $0.2 million within one year. Forust is engaged in research and development of 3D printing of wood products using sawdust in the process of additive manufacturing. The Company concluded the arrangement did not result in the acquisition of a business, as substantially all of the fair value of the gross assets acquired was concentrated in a single acquired technology asset and the Company did not obtain any substantive processes in connection with this acquisition. Therefore, the Company accounted for the arrangement as an asset acquisition. The fair value attributable to the acquired assets was $2.5 million, which was recorded as acquired technology in the Company’s consolidated balance sheet. In connection with the acquisition, the Company issued additional restricted stock units to employees and contractors of Forust which vest over a service period of two years and are accounted for as post-combination expense. 2019 Acquisitions In July 2019, the Company acquired all outstanding shares of Make Composites, Inc. (“Make”) for a total purchase price of $5.4 million through the issuance of 873,203 shares of the Company’s Common Stock. Make is a composite printer research and development company that was acquired primarily for the complementary technology. The Company incurred transaction costs totaling $0.1 million that are included in general and administrative expenses in the consolidated statements of operations. The purchase price was allocated with $1.9 million to goodwill, $3.2 million to acquired technology, and $0.3 million to acquired tangible assets, consisting primarily of cash. The Company recorded a gain of $1.4 million on its original non-controlling investment of Make. This gain is recorded in interest and other income, net in the consolidated statements of operations. The goodwill acquired is deductible for income tax purposes. As of December 31, 2019, the Company’s accounting for the acquisition is complete. In connection with the acquisition, the Company issued restricted stock, options and warrants to employees and contractors of Make which have future service obligations to vest and are accounted for as post-combination expense. In March 2019, the Company acquired all outstanding shares of addLEAP AB, a Swedish3D printer research and development company, for a purchase price of $0.4 million paid in cash. The acquisition was completed to further the Company’s advances in 3D printing. The purchase price was allocated to $0.3 million of goodwill and $0.1 million of acquired technology. Total transaction costs of $0.1 million are included in general and administrative expenses in the consolidated statements of operations. The goodwill acquired is deductible for income tax purposes. As of December 31, 2019, the Company’s accounting for the acquisition is complete. In connection with the acquisition, the Company issued 74,843 shares of restricted stock that have future service obligations to vest and are accounted for as post-combination expense. |
CASH EQUIVALENTS AND SHORT TERM
CASH EQUIVALENTS AND SHORT TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2020 | |
CASH EQUIVALENTS AND SHORT TERM INVESTMENTS | |
CASH EQUIVALENTS AND SHORT TERM INVESTMENTS | 4. CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS The Company’s cash equivalents and short-term investments are invested in the following (in thousands): December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Commercial paper $ 75,374 $ — $ — $ 75,374 Money market funds 407,512 — — 407,512 Total cash equivalents 482,886 — — 482,886 U.S Treasury securities 19,995 2 — 19,997 Commercial paper 43,911 — — 43,911 Corporate bonds 47,970 — (11) 47,959 Total short-term investments 111,876 2 (11) 111,867 Total cash equivalents and short-term investments $ 594,762 $ 2 $ (11) $ 594,753 December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Repurchase agreements $ 25,001 $ — $ — $ 25,001 Money market funds 40,454 — — 40,454 Total cash equivalents 65,455 — — 65,455 Asset‑backed securities 16,786 20 — 16,806 Commercial paper 19,938 — — 19,938 Corporate bonds 47,955 55 — 48,010 Total short-term investments 84,679 75 — 84,754 Total cash equivalents and short-term investments $ 150,134 $ 75 $ — $ 150,209 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2020 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 5. FAIR VALUE MEASUREMENTS The Company uses the following three-tier fair value hierarchy, which prioritizes the inputs used in measuring the fair values for certain of its assets and liabilities: Level 1 is based on observable inputs, such as quoted prices in active markets; Level 2 is based on inputs other than the quoted prices in active markets that are observable either directly or indirectly; and Level 3 is based on unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Items measured at fair value on a recurring basis include money market funds. The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value (in thousands): December 31, 2020 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 407,512 $ — $ — $ 407,512 Commercial paper — 119,285 — 119,285 Corporate bonds — 47,959 — 47,959 U.S. Treasury securities 19,997 — — 19,997 Other investments — — 3,000 3,000 Total assets $ 427,509 $ 167,244 $ 3,000 $ 597,753 December 31, 2019 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 40,454 $ — $ — $ 40,454 Commercial paper — 19,938 — 19,938 Corporate bonds — 48,010 — 48,010 Asset‑backed securities — 16,806 — 16,806 Repurchase agreements — 25,001 — 25,001 Total assets $ 40,454 $ 109,755 $ — $ 150,209 The Company has determined that the estimated fair value of its repurchase agreements, corporate bonds, commercial paper, and asset-backed securities are reported as Level 2 financial assets as they are based on model-driven valuations in which all significant inputs are observable, or can be derived from or corroborated by observable market data for substantially the full term of the asset. The other investment is reported as a Level 3 financial asset because the methodology used to develop the estimated fair value includes significant unobservable inputs reflecting management’s own assumptions, including the rights and obligations of the securities the Company holds as well as the probability of a qualified financing event, acquisition, or change in control. There were no transfers between fair value measure levels during the years ended December 31, 2020 and 2019. The following table presents information about the Company’s movement in Level 3 assets measured at fair value (in thousands): 2020 2019 Balance at beginning of year $ — $ — Additions 3,000 — Balance at end of year $ 3,000 $ — |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2020 | |
ACCOUNTS RECEIVABLE | |
ACCOUNTS RECEIVABLE | 6. ACCOUNTS RECEIVABLE The components of accounts receivable are as follows (in thousands): December 31, 2020 2019 Trade receivables $ 7,016 $ 4,722 Allowance for doubtful accounts (500) (199) Total accounts receivable $ 6,516 $ 4,523 The following table summarizes activity in the allowance for doubtful accounts (in thousands): Years Ended December 31, 2020 2019 Balance at beginning of year $ 199 $ — Provision for uncollectible accounts 377 199 Uncollectible accounts written off (76) — Balance at end of year $ 500 $ 199 |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2020 | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 7. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consists of the following (in thousands): December 31, 2020 2019 Deferred cost of goods sold $ 454 $ 262 Prepaid operating expenses 68 585 Prepaid dues and subscriptions 189 503 Prepaid insurance 121 45 Prepaid rent 118 11 Other 26 482 Total prepaid expenses and other current assets $ 976 $ 1,888 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2020 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | 8. PROPERTY AND EQUIPMENT Property and equipment, net consists of the following (in thousands): December 31, 2020 2019 Equipment $ 13,708 $ 13,358 Furniture and fixtures 895 895 Computer equipment 1,089 1,089 Tooling 1,805 1,823 Software 1,249 954 Leasehold improvements 13,870 13,880 Construction in process 879 170 Property and equipment, gross 33,495 32,169 Less: accumulated depreciation (21,335) (13,782) Total property and equipment, net $ 12,160 $ 18,387 Depreciation and amortization expense was $7.6 million and $7.6 million for the years ended years ended December 31, 2020 and 2019, respectively. |
ACQUIRED TECHNOLOGY
ACQUIRED TECHNOLOGY | 12 Months Ended |
Dec. 31, 2020 | |
ACQUIRED TECHNOLOGY. | |
ACQUIRED TECHNOLOGY | 9. ACQUIRED TECHNOLOGY Acquired technology consisted of the following (in thousands): Accumulated Balance Gross Value Estimated Life Amortization December 31, 2020 Acquired technology $ 10,193 5 years $ 1,091 $ 9,102 The Company recognized $0.8 million and $0.3 million of amortization expense as of December 31, 2020 and 2019, respectively, and expects to recognize $2.0 million of amortization expense annually in the years ended December 31, 2021 2023 , years. |
CAPITALIZED SOFTWARE
CAPITALIZED SOFTWARE | 12 Months Ended |
Dec. 31, 2020 | |
CAPITALIZED SOFTWARE. | |
CAPITALIZED SOFTWARE | 10. CAPITALIZED SOFTWARE Capitalized software consists of the following (in thousands): Years Ended December 31, 2020 2019 Capitalized software development costs $ 1,127 $ 1,127 Accumulated amortization (815) (237) Impairment — (444) Total capitalized software, net $ 312 $ 446 The Company incurred $0.1 million and $0.2 million in amortization expense for the years ended December 31, 2020 and 2019, respectively, which is recorded in research and development operating expenses in the consolidated statements of operations. The Company recorded impairment charges of $0.0 million and $0.4 million in the years ended December 31, 2020 and 2019, for software that will no longer be utilized by the Company. The Company expects to incur amortization expense of $0.2 million, $0.1 million for the years ending 2021 2022, respectively and immaterial amortization expense for the year ending 2023. |
OTHER NONCURRENT ASSETS
OTHER NONCURRENT ASSETS | 12 Months Ended |
Dec. 31, 2020 | |
OTHER NONCURRENT ASSETS | |
OTHER NONCURRENT ASSETS | 11. OTHER NONCURRENT ASSETS The following table summarizes the Company’s components of other noncurrent assets (in thousands): December 31, 2020 2019 Other investments $ 3,000 $ — Right of use asset 1,810 2,289 Long-term deposits 69 — Total other noncurrent assets $ 4,879 $ 2,289 During the year ended December 31, 2020, the Company made an investment in a privately held company in the form of convertible debt for $3.0 million. Under the terms of this agreement, the debt will be converted to common stock of the investee upon the closing of a qualified financing, acquisition or change in control. The full principal balance plus 3% annual interest is due in two years and does not allow voluntary prepayment. As of December 31, 2020, the balance of other investments was $3.0 million. As of December 31, 2019, there were no other investments. |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2020 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The following table summarizes the Company’s components of accrued expenses and other current liabilities (in thousands): December 31, 2020 2019 Professional services $ 2,508 $ 780 Compensation and benefits related 2,068 897 Warranty reserve 1,553 1,491 Sales and use and franchise taxes 586 578 Franchise and royalty fees 159 — Inventory purchases 86 620 Other 605 687 Total accrued expenses and other current liabilities $ 7,565 $ 5,053 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2020 | |
DEBT | |
DEBT | 13. DEBT Term Loan The outstanding amount as of December 31, 2020 and 2019 was $10.0 million in both periods. The $10.0 million is due in June 2021. PPP Loan Deferred Financing Costs |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2020 | |
LEASES | |
LEASES | 14. LEASES At December 31, 2020, the Company recorded $1.8 million as a right of use asset and $3.0 million as an operating lease liability. At December 31, 2019, the Company recorded $2.3 million as a right of use asset and $3.8 million as an operating lease liability. The Company assesses its right of use asset and other lease-related assets for impairment. There were no impairments recorded related to these assets during the years ended December 31, 2020 and 2019. The Company identified one service agreement that contained an embedded lease. The agreement does not contain fixed or minimum payments, but the Company has concluded that the variable lease expense was immaterial during the years ended December 31, 2020 and 2019, respectively. Information about other lease-related balances is as follows (in thousands): Years Ended December 31, 2020 2019 Lease cost Operating lease cost $ 746 $ 655 Short‑term lease cost — 32 Variable lease cost 40 40 Total lease cost $ 786 $ 727 Other Information Operating cash flows from operating leases $ 1,073 $ 951 Weighted‑average remaining lease term—operating leases (years) 3.2 4.2 Weighted‑average discount rate—operating leases 7.6 % 7.6 % The rate implicit in the lease is not readily determinable in most of the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Future minimum lease payments under noncancelable operating leases at December 31, 2020, are as follows (in thousands): 2021 $ 1,071 2022 1,069 2023 1,028 2024 258 2025 — Total lease payments 3,426 Less amount representing interest (401) Total lease liability 3,025 Less current portion of lease liability (868) Lease liability, net of current portion $ 2,157 As of December 31, 2020, the Company does not have material operating leases that have not commenced. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | 15. COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, the Company may face legal claims or actions in the normal course of business. At each reporting date, the Company evaluates whether a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to its legal proceedings. The Company was engaged in arbitration with Markforged, Inc., a competitor in the 3D printing industry, regarding claims against the Company alleging false and misleading statements about Markforged, Inc’s products in violation of a settlement agreement that the Company entered into with Markforged, Inc. to settle a prior dispute regarding patent infringement and trade secret misappropriation. The hearing was held in December 2020 and the arbitrator has ruled that that the Company does not owe Markforged any damages in association with the claim. Manufacturing Commitments As of December 31, 2020, the Company had outstanding purchase orders with contract manufacturers in the amount of $9.5 million. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
INCOME TAXES | 16. INCOME TAXES During the years ended December 31, 2020 and 2019, the Company recorded ($940) and $0 of income tax benefit which was primarily driven by a partial valuation allowance release. For financial reporting purposes, Loss before provision for income taxes, includes the following components (in thousands): Years Ended December 31, 2020 2019 United States $ (90,702) $ (103,596) Foreign (670) — Loss before income taxes $ (91,372) $ (103,596) The provision (benefit) for income taxes consists of the following (in thousands): Years Ended December 31, 2020 2019 Current $ — $ — Deferred (940) — Provision (benefit) for income taxes $ (940) $ — A reconciliation of the expected income tax (benefit) computed using the federal statutory income tax rate to the Company’s effective income tax rate for the years ended December 31, 2020 and 2019 is as follows: Years Ended December 31, 2020 2019 Effective income tax rate: Expected income tax benefit at the federal statutory rate 21 % 21 % State taxes 6 % 6 % Change in valuation allowance (26) % (30) % Research and development credit carryover 2 % 2 % Permanent differences (2) % 1 % Effective income tax rate 1 % — % As of December 31, 2020, and 2019, deferred tax assets consist of the following (in thousands): Years Ended December 31, 2020 2019 Deferred tax assets: Federal and state net operating carryforwards $ 77,463 $ 56,333 Research and development and other credits 13,555 11,072 Capitalized start‑up costs 15,717 17,032 Compensation‑related items 2,257 1,286 Deferred lease liability 872 1,111 Depreciation 1,503 — Other deferred tax assets 2,272 2,068 Total gross deferred tax asset 113,639 88,902 Valuation allowance (111,494) (87,370) Net deferred tax asset 2,145 1,532 Deferred tax liabilities: Right‑of‑use asset (522) (664) Acquired technology (1,623) (868) Total deferred tax liabilities (2,145) (1,532) Net deferred tax asset $ — $ — Realization of deferred tax assets is dependent upon the generation of future taxable income. As required by ASC 740 Income Taxes Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2020 and 2019 were as follows (in thousands): Years Ended December 31, 2020 2019 Valuation allowance at beginning of the year $ 87,370 $ 56,405 Increases recorded to income tax provision 25,058 30,965 Decreases recorded as a benefit to income tax provision (934) — Valuation allowance at end of year $ 111,494 $ 87,370 As of December 31, 2020, and 2019, the Company had federal net operating loss carryforwards of $273.8 million and $197.7 million, respectively, which may be available to reduce future taxable income. These carryforwards generated in 2017 and prior expire at various dates through 2037. The $228.3 million in carryforwards generated from 2018 forward do not expire. As of December 31, 2020, and 2019, the Company had State net operating loss carryforwards of $243.2 million and $184.2 million, respectively, which may be available to reduce future taxable income. These carryforwards expire at various dates through 2040. In addition, the Company had federal and state research and development tax credit carryforwards of $13.5 million available to reduce future tax liabilities, which will expire at various dates through 2040. Utilization of the Company’s net operating loss (“NOL”) carryforwards and research and development (“R&D”) credit carryforwards may be subject to a substantial annual limitation due to ownership change limitations that have occurred previously or that could occur in the future in accordance with Section 382 of the Internal Revenue Code of 1986 (“Section 382”) as well as similar state provisions. These ownership changes may limit the amount of NOL and R&D credit carryforwards that can be utilized annually to offset future taxable income and taxes, respectively. In general, an ownership change as defined by Section 382 results from transactions increasing the ownership of certain shareholders or public groups in the stock of a corporation by more than 50% over a three-year period. The Company has not conducted a study to assess whether a change of control has occurred or whether there have been multiple changes of control since inception due to significant complexity with such a study. If the Company has experienced a change of control, as defined by Section 382, at any time since inception, utilization of the net operating loss carryforward or research and development tax credits carryforwards would be subject to an annual limitation under Section 382. Although the Company has not completed its analysis, it is reasonably possible that its federal NOLs available to offset future taxable income could materially decrease. This reduction would be offset by an equal and offsetting adjustment to the existing valuation allowance. Given the offsetting adjustments to the existing valuation allowance, any ownership change is not expected to have an adverse material effect on the Company’s consolidated financial statements. Any limitation may result in expiration of a portion of the net operating loss carryforward or research and development tax credit carryforwards before utilization. The Company files income tax returns in the U.S. federal tax jurisdiction, Massachusetts and Rhode Island. Since the Company is in a loss carryforward position, the Company is generally subject to examination by the U.S. federal, state and local income tax authorities for all tax years in which a loss carryforward is available. The Company is currently not under examination by the Internal Revenue Service of any other jurisdiction for any tax years. The Company has not recorded any interest or penalties on any unrecognized tax benefits since inception. The Company does not believe material uncertain tax positions have arisen to date. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2020 | |
STOCKHOLDERS EQUITY | |
STOCKHOLDERS' EQUITY | 17. STOCKHOLDERS’ EQUITY As of December 31, 2020, the Company’s authorized shares consisted of 500,000,000 shares of Class A Common Stock, $0.0001 par value (the “Common Stock”) and 50,000,000 shares of Preferred Stock, $0.0001 par value (the “Preferred Stock”). Common Stock Restricted Stock Agreements During the year ended December 31, 2019, as part of the Company’s acquisitions, the Company issued 607,300 shares of restricted stock with a value of $2.0 million which are considered post-combination consideration and accounted for as stock-based compensation as the shares vest. The shares vest over a four-year service period. The activity for stock subject to vesting for years ended December 31, 2020 and 2019, are as follows (shares in thousands): Shares subject Weighted Average to Vesting Purchase Price Balance of unvested shares as of January 1, 2020 5,587 $0.0001 Issuance of additional shares — — Vested (5,307) $0.001 Balance of unvested shares as of December 31, 2020 280 $0.001 At December 31, 2020, the remaining weighted-average vesting period for the stock subject to vesting was 0.6 years. Promissory Note Shares In March 2018, the Company issued a promissory note totaling $0.2 million in exchange for 340,923 shares of Common Stock. The note accrued interest at the rate of 2.57% per annum and was fully collateralized by the assets of the holder. The Company has accounted for the note as recourse note and has recorded it as a deduction from stockholders’ equity. The note plus immaterial interest was settled with the Company through the repurchase of 76,461 shares of Common Stock by the Company, at the then current fair value in March 2019. Common Stock Warrants In May 2017, the Company entered into a strategic collaboration agreement with an investor allowing the investor’s resellers to sell and distribute the Company’s products. In consideration for this agreement, the Company agreed to issue warrants to purchase up to 2,442,440 shares of Common Stock. The investor was eligible to receive a warrant to purchase one share of Common Stock for every $35.00 in revenue generated by the Company from the investor’s resellers. Each warrant was issued at an exercise price equal to $3.34 per share (subject to appropriate adjustment in the event of a stock dividend, stock split, combination, or other similar recapitalization) and was set to expire on December 31, 2027. The Company issued 122,073 warrants in 2020 and 611,969 warrants in 2019. The Company recorded $0.2 million related to the fair value of the warrants in 2020 and $1.0 million in 2019, calculated using the Black-Scholes warrant-pricing model with the following assumptions: Years Ended December 31, 2020 2019 Risk‑free interest rate 2.0 % 2.0 % Expected volatility 52.5 % 52.5 % Expected life (in years) 8.0 8.0 – 8.8 Expected dividend yield — — Fair value of Common Stock $ 3.34 $ 3.34 756,498 warrants were converted to 447,938 shares of Common Stock through a cashless exercise in connection with the Business Combination. In August 2020, the Company issued a warrant to purchase up to 366,366 shares of common stock, par value $0.0001, in exchange for technical research and development advisor services. Each warrant was issued at an exercise price of $3.34 per share (subject to appropriate adjustment in the event of a stock dividend, stock split, combination, or other similar recapitalization) and was set to expire on August 22, 2027. The Company recorded $1.7 million related to the fair value of the warrants in 2020, calculated using the Black-Scholes warrant-pricing model with the following assumptions: Year Ended December 31, 2020 Risk‑free interest rate 0.5 % Expected volatility 52.5 % Expected life (in years) 0.3 Expected dividend yield — Fair value of Common Stock $ 7.98 366,366 warrants vested upon a change in control and were converted to 244,428 shares of Common Stock through a cashless exercise in connection with the Business Combination. Trine Warrants In Trine’s initial public offering, it sold units at a price of $10.00 per unit, which consisted of one share of Common Stock, $0.0001 par value, and one from the date of the Business Combination. Unless earlier redeemed, the Public Warrants will expire Company’s Common Stock is at least $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which notice of redemption is given. If the Company redeems the Public Warrants as described above, it will have the option to require all Public Warrant holders that wish to exercise to do so on a “cashless basis”. As of December 31, 2020, 20 trading days had not yet passed since the date of the Business Combination, and the Company did not yet have the right to redeem the outstanding Public Warrants. As of December 31, 2020, there were 15,007,494 million outstanding Public Warrants. The Warrant Agreement, dated as of March 14, 2019, by and between the Company and Continental Stock Transfer & Trust Company also obligated the Company to use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act of 1933, as amended (the “Securities Act”), of the issuance of the shares of Common Stock issuable upon exercise of the Public Warrants, and to cause the same to become effective and remain effective while the Public Warrants remain outstanding. On February 4, 2021, the Company’s registration statement covering such shares became effective. Simultaneously with the consummation of Trine’s initial public offering, Trine Sponsor IH, LLC (the “Sponsor”) purchased an aggregate of 8,503,000 warrants to purchase one share of Common Stock at an exercise price of $11.50 (the “Private Placement Warrants”) at a price of $1.00 per warrant ($8,503,000) in the aggregate in a private placement. The Private Placement Warrants are identical to the Public Warrants except that the Private Placement Warrants are not redeemable by Desktop Metal, and may be exercised for cash or on a cashless basis so long as they are held by the Sponsor or any of its permitted transferees. Additionally, pursuant to the terms of the amended and restated registration rights agreement entered in connection with the Business Combination, the Sponsor had the right to have the resale of the shares of Common Stock acquired upon exercise of the Private Placement Warrants registered under the Securities Act. On February 4, 2021, the Company’s registration statement covering such shares became effective. On February 24, 2020, Trine issued an unsecured promissory note (the “2020 Note”) to the Sponsor. The 2020 Note bore no interest and was repayable in full upon consummation of the Business Combination. The Sponsor had the option to convert any unpaid balance of the 2020 Note into warrants equal to the principal amount of the 2020 Note so converted divided by $1.00. Upon closing of the Business Combination, the 2020 Note was converted into a Private Placement Warrant for 1,500,000 shares of Common Stock, with an exercise price of $0.0001. The terms of these warrants are identical to the terms of the private placement warrants. Pursuant to the terms of the amended and restated registration rights agreement entered in connection with the Business Combination, the Sponsor had the right to have the resale of the shares of Common Stock acquired upon exercise of such warrant registered under the Securities Act. On February 4, 2021, the Company’s registration statement covering such shares became effective. Legacy Desktop Metal Convertible Preferred Stock In connection with the Business Combination, Legacy Desktop Metal’s Convertible Preferred Stock (“Legacy Convertible Preferred Stock”) previously classified as mezzanine was retroactively adjusted, converted into Common Stock, and reclassified to permanent equity as a result of the reverse recapitalization. As of December 31, 2020, there is no Legacy Convertible Preferred Stock authorized, issued or outstanding. The following table summarizes details of Legacy Convertible Preferred Stock authorized, issued and outstanding immediately prior to the Business Combination ($ in thousands): Prior to Business Combination Legacy Convertible Preferred Stock Classes Shares Authorized, Issued and Outstanding Preferred Stock Series A Legacy Convertible Preferred Stock, $0.0001 par value 26,189,545 $ 13,878 Series B Legacy Convertible Preferred Stock, $0.0001 par value 23,675,035 37,806 Series C Legacy Convertible Preferred Stock, $0.0001 par value 13,152,896 44,852 Series D Legacy Convertible Preferred Stock, $0.0001 par value 21,075,193 180,353 Series E Legacy Convertible Preferred Stock, $0.0001 par value 13,450,703 134,667 Series E‑1 Legacy Convertible Preferred Stock, $0.0001 par value 2,494,737 24,977 Total 100,038,109 $ 436,533 The following describes the rights and preferences of the Company’s Legacy Convertible Preferred Stock prior to conversion to common stock in the Business Combination: Voting Dividends Liquidation Conversion stock with a value of at least $5.13 per common share and $50 million in proceeds to the Company or upon the election of a majority of the holders of Legacy Convertible Preferred Stock, voting as a single class on an as-converted basis. Redemption |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2020 | |
STOCK BASED COMPENSATION | |
STOCK BASED COMPENSATION | 18. STOCK BASED COMPENSATION Stock Incentive Plan As part of the acquisition of Make in 2019, the Company assumed the 2018 equity incentive plan of Make Composites, Inc. (the “Make Plan”). The Make Plan allows for the award of incentive and nonqualified stock options and warrants for those employees and contractors that were hired as part of the acquisition. The Make Plan allowed for 232,304 options and warrants to be issued, which were issued in 2019, with no additional options to be issued in the future. Option awards expire 10 years from the grant date and generally vest over four years; however, vesting conditions can vary at the discretion of our Board of Directors. In December 2020, the Board of Directors and stockholders of the Company approved the adoption of the 2020 Incentive Award Plan (the “2020 Plan” and together with the 2015 Plan and the Make Plan, the “Plans”), which became effective on the date of the Business Combination. Upon effectiveness of the 2020 Plan, the company ceased granting new awards under the 2015 Plan. The 2020 Plan allows for the award of incentive and nonqualified stock options, restricted stock, and other stock-based awards to employees, officers, directors, consultants, and advisers of the Company. The number of shares of common stock initially available for issuance under the 2020 Plan was 12,400,813 shares of common stock plus the number of shares subject to awards outstanding under the 2015 Plan that expire, lapse, terminate, or are exchanged for cash, surrendered, repurchased, or canceled without having been fully exercised or forfeited. In addition, the number of shares of common stock available for issuance under the 2020 Plan is subject to an annual increase on the first day of each calendar year beginning on January 1, 2021 and ending on and including January 1, 2030 equal to the lesser of (i) 5% of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the Board. The Company grants stock options at exercise prices deemed by the Board of Directors to be equal to the fair value of the Common Stock at the time of grant. The fair value of Common Stock has been determined by the Board of Directors of the Company at each stock option measurement date based on a variety of different factors, including the results obtained from independent third-party appraisals, the Company’s consolidated financial position and historical financial performance, the status of technological development within the Company, the composition and ability of the current engineering and management team, an evaluation and benchmark of the Company’s competition, the current climate in the marketplace, the illiquid nature of the Common Stock, arm’s-length sales of the Company’s capital stock, and the prospects of a liquidity event, among others. In July 2020 in order to incentivize and retain personnel, the Company repriced certain employee unvested stock options held by employees to have an exercise price equal to the most recent 409A private stock valuation. Vested awards were not eligible for repricing. Employees were allowed to opt out of the repricing of unvested stock option grants by providing notice to the Company within a month following the repricing. If an employee did not opt out of the repricing, all unvested options held by such employee were repriced and subject to a new vesting schedule. Repriced options vest over a period of four years from the date of the repricing, with one-year cliff vesting and monthly vesting thereafter. The repricing affected 116 employees, at an incremental compensation cost of $3.6 million to the Company, which will be recognized over the vesting period. During years ended December 31, 2020 and 2019, the Company granted options to purchase 8,450,799 shares and 5,730,586 shares of Common Stock to employees with a fair value of $29.8 million and $10.1 million, respectively, calculated using the Black-Scholes option-pricing model with the following assumptions: Years Ended December 31, 2020 2019 Risk‑free interest rate 0.3% – 1.7% % 1.7% – 2.6 % Expected volatility 52.7% – 54.2 % 52.7% – 53.6 % Expected life (in years) 5.9 – 6.3 5.6 – 6.1 Expected dividend yield — — Fair value of Common Stock $ 1.40 – 7.98 $ 3.34 During the years ended December 31, 2020, and 2019, the Company granted options to purchase 12,212 shares and 119,581 shares of Common Stock to consultants with a fair value of $0.1 million and $0.6 million, respectively, calculated using the Black-Scholes option-pricing model with the following assumptions: Years Ended December 31, 2020 2019 Risk‑free interest rate 0.6% – 0.8 % 1.4% – 3.1 % Expected volatility 54.3% – 54.8 % 52.4% – 61.5 % Expected life (in years) 9.4 – 10.0 6.2 – 10.0 Expected dividend yield — — Fair value of Common Stock $ 1.40 – 7.98 $ 3.34 The risk-free interest rate assumption is based upon observed interest rates appropriate for the term of the related stock options. The expected life of stock options was calculated using the average of the contractual term of the option and the weighted-average vesting period of the option, as the Company does not have sufficient history to use an alternative method to the simplified method to calculate an expected life for employees. The Company has not paid a dividend and is not expected to pay a dividend in the foreseeable future. Expected volatility for the Common Stock was determined based on an average of the historical volatility of a peer group of similar public companies. At December 31, 2020 and 2019, the total unrecognized stock-based compensation expense related to unvested stock options aggregated $13.7 million and $13.0 million, respectively. The costs are expected to be recognized over a weighted-average period of 2.8 years. Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the consolidated statements of operations as follows (in thousands): Years Ended December 31, 2020 2019 Research and development $ 3,276 $ 2,713 General and administrative expense 3,464 941 Sales and marketing expense 894 1,373 Cost of sales 372 188 Total stock-based compensation expenses $ 8,006 $ 5,215 There were 14,379,052 shares available for award under the 2020 Plan at December 31, 2020. The option activity of the 2015 Plan and Make Plan for the year ended December 31, 2020, is as follows (shares in thousands): Weighted-Average Weighted-Average Remaining Aggregate Number of Exercise Price Contractual Term Intrinsic Value Shares per Share (in years) (in thousands) Outstanding at January 1, 2020 18,072 $ 2.01 7.84 $ 24,045 Granted 8,463 $ 1.51 Exercised (522) $ 0.62 Forfeited/expired (6,460) $ 2.92 Outstanding at December 31, 2020 19,553 $ 1.53 7.75 $ 306,408 Options vested at December 31, 2020 10,905 $ 1.53 6.52 $ 170,868 Options vested or expected to vest at December 31, 2020 18,818 $ 1.53 7.69 $ 294,824 The weighted-average grant-date fair value for options granted during 2020 and 2019 was approximately $3.52 and $1.78, respectively. The aggregate intrinsic value of options exercised during the years ended December 31, 2020 and 2019, was $1.8 million and $3.4 million, respectively. On September 28, 2020 the Company modified the vesting conditions for certain awards granted to one of our officers such that in the event of a change in control, half of the outstanding unvested options would vest. Upon the Business Combination, the total incremental compensation expense resulting from the modification was approximately $1.8 million. Restricted Stock Units 1-year RSU activity under the 2020 Plan for the year ended December 31, 2020 is as follows (shares in thousands): Shares subject Weighted Average to Vesting Grant Date Fair Value Balance of unvested shares as of January 1, 2020 — — Granted 683 $ 8.02 Vested — — Balance of unvested shares as of December 31, 2020 683 $ 8.02 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2020 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | 19. SEGMENT INFORMATION In its operation of the business, management, including the Company’s chief operating decision maker, who is also Chief Executive Officer, reviews the business as one segment. The Company currently ships its product to markets in the Americas, Europe Middle East and Africa (“EMEA”), and Asia Pacific (“APAC”). Disaggregated revenue data for those markets is as follows (in thousands): Revenue during the year ended December 31, 2020 Americas EMEA APAC Total Product $ 5,250 $ 6,629 $ 1,839 $ 13,718 Services 1,415 1,159 178 2,752 Total $ 6,665 $ 7,788 $ 2,017 $ 16,470 Revenue during the year ended December 31, 2019 Americas EMEA APAC Total Product $ 12,746 $ 8,430 $ 1,582 $ 22,758 Services 3,055 563 63 3,681 Total $ 15,801 $ 8,993 $ 1,645 $ 26,439 During the years ended December 31, 2020 and 2019, the Company recognized the following revenue from service contracts and cloud-based software licenses over time, and hardware and consumable product shipments and subscription software at a point in time (in thousands): Years Ended December 31, 2020 2019 Revenue recognized at a point in time $ 13,718 $ 22,758 Revenue recognized over time 2,752 3,681 Total $ 16,470 $ 26,439 The Company’s long-lived assets are substantially all located in the United States where the Company’s primary operations are located. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2020 | |
NET LOSS PER SHARE | |
NET LOSS PER SHARE | 20. NET LOSS PER SHARE The Company computes basic loss per share using net loss attributable to Common Stockholders and the weighted-average number of Common Stock shares outstanding during each period. Diluted earnings per share include shares issuable upon exercise of outstanding stock options and stock-based awards where the conversion of such instruments would be dilutive. Years Ended December 31, (in thousands, except per share amounts) 2020 2019 Numerator for basic and diluted net loss per share: Net loss attributable to Common Stockholders $ (90,432) $ (103,596) Denominator for basic and diluted net loss per share: Weighted average shares 157,906 150,002 Net loss per share—Basic and Diluted $ (0.57) $ (0.69) The Company’s potential dilutive securities, which include outstanding Common Stock options, unvested restricted stock units, unvested restricted stock awards, outstanding Common Stock warrants, and Trine Founder Shares held in escrow, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding as of December 31, 2020 and 2019, from the computation of diluted net loss per share attributable to common stockholders because including them would have an anti-dilutive effect (in thousands): Years Ended December 31, 2020 2019 Common Stock options outstanding 19,553 18,072 Unvested restricted stock units outstanding 683 — Unvested restricted stock awards outstanding 279 5,587 Common Stock warrants outstanding 25,010 634 Unvested Trine Founder Shares, held in escrow 1,851 — Total shares 47,376 24,293 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 21. SUBSEQUENT EVENTS On February 16, 2021, the Company acquired EnvisionTEC US, LLC and certain of its affiliates (“EnvisionTEC”) pursuant to a Purchase Agreement and Plan of Merger dated as of January 15, 2021. The Company expects this acquisition to create a comprehensive portfolio across metals, polymers and composites and grow distribution channels both in quantity and through the addition of a vertically-focused channel. The Company paid consideration of $143.8 million in cash and issued 5,036,142 shares of the Company’s Common Stock with a fair value of $159.8 million as of the close of business on the transaction date. In connection with the transaction, the Company also agreed to grant restricted stock units totaling 475,848 shares of the Company’s Common Stock to key EnvisionTEC employees. The acquisition will be accounted for as a business combination using the acquisition method of accounting. The Company is currently finalizing the allocation of the purchase price and expects the purchase price to be allocated primarily to goodwill and intangible assets. On February 26, 2021, the Company delivered a notice to redeem all of its outstanding Public Warrants that remain unexercised at 5:00 p.m. New York City time on March 29, 2021. From January 1, 2021 through March 10, 2021, Public Warrants for 11,898,122 shares of Common Stock were exercised for cash, resulting in the Company receiving net proceeds of $136.8 million. An aggregate of 11,898,122 shares of the Company’s Common Stock were issued in connection with these exercises. From January 1, 2021 through March 10, 2021, 8,503,000 Private Placement Warrants were exercised on a cashless basis. An aggregate of 5,850,386 shares of the Company’s Common Stock were issued in connection with these exercises. Management has evaluated subsequent events occurring through March 15, 2021, the date that these consolidated financial statements were issued and determined that no additional subsequent events occurred that would require recognition or disclosure in these consolidated financial statements other than those in this note. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S Securities and Exchange Commission (“SEC”). |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The functional currency of all wholly owned subsidiaries is U.S. Dollars. All intercompany transactions and balances have been eliminated in consolidation. |
COVID-19 Pandemic | COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of a disease caused by a novel strain of the coronavirus (“COVID-19”) to be a pandemic. As of December 31, 2020, the impact of the COVID-19 pandemic continues to unfold and there has been uncertainty and disruption in the global economy and financial markets. The Company has considered the COVID-19 pandemic related impacts on its estimates, as appropriate, within its consolidated financial statements and there may be changes to those estimates in future periods. The COVID-19 pandemic, as well as the response to mitigate the spread and effects of COVID-19, may impact the Company and its customers, as well as the demand for its products and services. The impact of COVID-19 on the Company’s operational results in subsequent periods will largely depend on future developments, and cannot be accurately predicted. These developments may include, but are not limited to, new information concerning the severity of COVID-19, the degree of success of actions take to contain or treat COVID-19 and the reactions by consumers, companies, governmental entities, and capital markets to such actions. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company’s management to make judgements, estimates and assumptions regarding uncertainties that affect the reported amounts of assets, liabilities and related disclosures of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition, collectability of receivables, realizability of inventory, goodwill, intangibles, stock-based compensation, and fair values of common stock. The Company bases its estimates on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities. The Company assesses estimates on an ongoing basis; however, actual results could materially differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of standard checking accounts, money market accounts and certain investments. The Company classifies any marketable security with an original maturity date of 90 days or less at the time of purchase as a cash equivalent. |
Short-Term Investments | Short - Term Investments The Company invests its excess cash in fixed income instruments denominated and payable in U.S. dollars including U.S. treasury securities, commercial paper, corporate bonds and asset-backed securities in accordance with the Company’s investment policy that primarily seeks to maintain adequate liquidity and preserve capital. Short-term investments represent holdings of available-for-sale marketable securities in accordance with the Company’s investment policy and cash management strategy. Investments in marketable securities are recorded at fair value, with any unrealized gains and losses reported within accumulated other comprehensive income as a separate component of stockholders’ equity until realized or until a determination is made that an other-than-temporary decline in market value has occurred. When such reductions occur, the cost of the investment is adjusted to fair value through recording a loss on investments in the consolidated statements of operations. All investments mature within one year. |
Restricted Cash | Restricted Cash The Company maintains a letter of credit for the benefit of the landlord for their office facility. The issuer of the letter of credit requires the Company to maintain a deposit in the amount of $0.6 million to secure the letter, which is reported as restricted cash in the consolidated balance sheets. This letter of credit automatically renews every year until it matures on February 7, 2024; therefore, it is classified as long term in nature at December 31, 2020 and 2019. |
Financial Instruments | Financial Instruments The Company’s financial instruments are comprised of cash and cash equivalents, short-term investments, restricted cash, accounts receivable and accounts payable. The Company’s other current financial assets and current financial liabilities have fair values that approximate their carrying values due to the short maturity of these balances. |
Revenue | Revenue Product Revenue and Service Revenue Product revenue include sales of the Company’s additive manufacturing systems as well as sale of related accessories and consumables. These consumables are primarily comprised of materials, which are used by the printers during the printing process to produce parts. Certain on-device software is embedded with the hardware and sold with the product bundle and is included within product revenue. Revenue from products is recognized upon transfer of control, which is generally at the point of shipment. Services revenue consists of installation, training, and post-installation hardware and software support, as well as various software solutions the Company offers to facilitate the design of parts and operation of the Company’s products. The Company offers multiple software products, which are licensed through either a cloud-based solution and/or an on-device software subscription, depending on the product. For the cloud-based solution, the Company typically provides an annual subscription that the customer does not have the right to take possession of and is renewable at expiration. The revenue from the cloud-based solution is recognized ratably over the annual term as the Company considers the services provided under the cloud-based solution to be a series of distinct performance obligations, as the Company provides continuous daily access to the cloud solution. For on-device software subscriptions, the Company typically recognizes revenue once the customer has been given access to the software. When the Company enters into development contracts, control of the development service is transferred over time, and the related revenue is recognized as services are performed. Revenue Recognition Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. The amount of consideration is typically a fixed price at the contract inception. Consideration from shipping and handling is recorded on a gross basis within product revenue. The Company determines revenue recognition through the following steps: • • • • • Nature of Products and Services The Company sells its products primarily through authorized resellers, independent sales agents, and its own sales force. Revenue from hardware and consumables is recognized upon transfer of control, which is generally at the point of shipment. The Company’s post-installation support is primarily sold through one-year annual contracts and such revenue is recognized ratably over the term of the agreement. Service revenue from installation and training is recognized as performed. The Company’s terms of sale generally provide payment terms that are customary in the countries where the Company transacts business. To reduce credit risk in connection with certain sales, the Company may, depending upon the circumstances, require significant deposits or payment in full prior to shipment. Due to the short-term nature of the Company’s contracts substantially all of the outstanding performance obligations are recognized within one year Shipping and handling activities that occur after control over a product has transferred to a customer are accounted for as fulfillment activities rather than performance obligations, as allowed under a practical expedient provided by ASC 606. The shipping and handling fees charged to customers are recognized as revenue and the related costs are included in cost of revenue at the point in time when ownership of the product is transferred to the customer. Sales taxes and value added taxes collected concurrently with revenue generating activities are excluded from revenue. Significant Judgements The Company enters into contracts with customers that can include various combinations of hardware products, software licenses, and services, which are distinct and accounted for as separate performance obligations. Products or services that are promised to a customer can be considered distinct if both of the following criteria are met: (i) the customer can benefit from the products or services either on its own or together with other readily available resources and (ii) the Company’s promise to transfer the products, software, or services to the customer is separately identifiable from other promises in the contract. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Judgement is required to determine the standalone selling price (“SSP”). The transaction price is allocated to each distinct performance obligation on a relative standalone selling price basis and revenue is recognized for each performance obligation when control has passed. In most cases, the Company is able to establish SSP based historical transaction data of the observable prices of hardware products sold separately in comparable circumstances to similar customers, observable renewal rates for software and post-installation support, and the Company’s best estimate of the selling price at which the Company would have sold the product regularly on a stand-alone basis for training and installation. The Company reassesses the SSP on a periodic basis or when facts and circumstances change. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, customer deposits and deferred revenues (contract liabilities) on the consolidated balance sheets. Timing of revenue recognition may differ from the timing of invoicing to customers. The Company records a receivable at the time of invoicing. For most contracts, customers are invoiced when products are shipped or when services are performed. The Company will typically bill in advance for post-installation support and cloud-based software licenses, resulting in deferred revenue. The Company’s deferred revenue balance was $3.0 million and $2.2 million as of December 31, 2020 and 2019, respectively. During the year ended December 31, 2020, the Company recognized $2.2 million of deferred revenue from 2019. The deferred revenue consists primarily of billed post-installation support and cloud-based software licenses that are recognized ratably over the term of the agreement, as well as contracts that have outstanding performance obligations or contracts that have acceptance terms that have not yet been fulfilled. When products have been delivered, but the product revenue associated with the arrangement has been deferred the Company includes the costs for the delivered items in deferred costs of sales on the consolidated balance sheets until recognition of the related revenue occurs, at which time it is recognized in cost of sales. The Company’s deferred cost of sales balance was $0.5 and $0.3 million as of December 31, 2020 and 2019, respectively. The Company’s contracts are primarily one year or less, so substantially all deferred revenue outstanding at the end of the fiscal year is recognized during the following year. The Company primarily sells products through a reseller network. Under this arrangement, the reseller is determined to be the Company’s customer, and revenue is recognized based on the amounts the Company is entitled to, reduced by any payments owed to the resellers. On certain contracts, the Company utilizes external partners and an internal sales team to sell direct to the end user. The Company acts as a principal in the contracts with users when utilizing external partners because the Company controls the product, establishing the price, and bearing the risk of nonperformance, until it is transferred to the end user. The Company records the revenue on a gross basis and commissions are recorded as a sales and marketing expense in the statement of operations. The Company recognizes its commission expense as a point-in-time expense as contract obligations are primarily completed within a one-year contract period. During the years ended December 31, 2020 and 2019, the Company paid $0.6 million and $0.4 million of commission expense, respectively. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts In evaluating the collectability of accounts receivable, the Company assesses a number of factors, including specific customers’ abilities to meet their financial obligations, the length of time receivables are past due, and historical collection experience. If circumstances related to specific customers change, or economic conditions deteriorate such that past collection experience is no longer relevant, the Company’s estimate of the recoverability of accounts receivable could be further reduced from the levels provided for in the consolidated financial statements. The Company evaluates specific accounts for which it is believed a customer may have an inability to meet their financial obligations. In these cases, judgment is applied, based on available facts and circumstances, and a specific reserve is recorded for that customer to reduce the receivable to an amount expected to be collected. These specific reserves are reevaluated and adjusted as additional information is received that impacts the amount reserved. As of December 31, 2020, and 2019, the Company has recorded $0.5 million and $0.2 million respectively, in allowance of doubtful accounts. In the years ended December 31, 2020 and 2019 the Company recorded bad debt expense of $0.4 million and $0.2 million, respectively. |
Net Loss Per share | Net Loss Per share The Company presents basic and diluted loss per share amounts. Basic loss per share is calculated by dividing net loss available to holders of Common Stock by the weighted average number of shares of Common Stock outstanding during the applicable period. The denominator for diluted earnings per share is a computation of the weighted-average number of ordinary shares and the potential dilutive ordinary shares outstanding during the period. Potential dilutive shares outstanding include the dilutive effect of in-the-money options and unvested Restricted Stock Agreements (“RSAs”), and unvested Restricted Stock Units (“RSUs”) using the treasury stock method. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share because dilutive shares are not assumed to have been issued if their effect is anti-dilutive. See Note 20 for further information. |
Warranty Reserve | Warranty Reserve Substantially all of the Company’s hardware and software products are covered by a standard assurance warranty of one year, and estimated warranty obligations are recorded as an expense at the time or revenue recognition. In the event of a failure of hardware product or software covered by this warranty, the Company will repair or replace the software or hardware product. The Company’s warranty reserve reflects estimated material and labor costs for potential or actual product issues in its installed base for which the Company expects to incur an obligation. The Company periodically assesses the adequacy of the warranty reserve and adjusts the amount as necessary. If the data used to calculate the adequacy of the warranty reserve are not indicative of future requirements, additional or reduced warranty reserves may be required. As of December 31, 2020, and 2019 the Company has recorded $1.6 million and $1.5 million, respectively, of warranty reserve within accrued expenses and other current liabilities on the consolidated balance sheets. Warranty reserve consisted of the following (in thousands): 2020 2019 Warranty reserve, at the beginning of the year $ 1,491 $ 116 Additions to warranty reserve 346 2,352 Claims fulfilled (284) (977) Warranty reserve, at the end of the year $ 1,553 $ 1,491 Warranty reserve is recorded through cost of sales in the consolidated statements of operations. |
Inventory | Inventory Inventory is stated at the lower of cost or net realizable value, determined on a first-in, first-out basis, and consists of the following (in thousands): December 31, 2020 2019 Work in process $ 2,896 $ 1,081 Finished goods 6,812 7,324 Total inventory $ 9,708 $ 8,405 The Company provides for inventory losses based on obsolescence and levels in excess of forecasted demand. Inventory is reduced to the estimated net realizable value based on historical usage and expected demand. Inventory provisions based on obsolescence and inventory in excess of forecasted demand are recorded through cost of sales in the consolidated statements of operations. |
Concentrations of Credit Risk and Off-Balance-Sheet Risk | Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. As of December 31, 2020, and 2019, no single customer accounted for more than 10% of revenue. As of December 31, 2020 and 2019, no single customer accounted for more than 10% of total accounts receivables. |
Customer Deposits | Customer Deposits Payments received from customers who have placed reservations or purchase orders in advance of shipment are refundable upon cancellation or non-delivery by the Company and are included within customer deposits on the consolidated balance sheets. |
Other Investments | Other Investments The Company periodically makes investments in companies within the additive manufacturing industry. The Company monitors events or changes in circumstances that may have a significant effect on the fair value of investments, either due to impairment or based on observable price changes, and records necessary adjustments. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is included in the determination of net income or loss. Depreciation is expensed using the straight-line method over the estimated useful lives of the assets as follows: Asset Classification Useful Life Equipment 3 Furniture and fixtures 3 years Computer equipment 3 years Tooling 3 years Software 3 years Leasehold improvements Shorter of asset’s useful life or remaining life of the lease |
Leases | Leases The Company determines if an arrangement is a lease at inception. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. The Company assesses it plans to renew its material leases on an annual basis. Operating leases are included in other assets, current portion of lease liability, and lease liability, net of current portion on the Company’s consolidated balance sheets. Right of use (“ROU”) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the expected remaining lease term. As the interest rate implicit in the Company’s leases is typically not readily determinable, the Company uses its incremental borrowing rate for a similar term of lease payments based on the information available at commencement date in determining the present value of future payments. The Company elected the short-term lease recognition and therefore, the Company does not recognize right of use assets or lease liabilities for leases with less than a twelve-month duration. The Company also elected the practical expedient to account for lease agreements which contain both lease and non-lease components as a single lease component. |
Business Combinations | Business Combinations The Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The Company generally values the identifiable intangible assets acquired using a discounted cash flow model. The significant estimates used in valuing certain of the intangible assets, include, but are not limited to future expected cash flows of the asset, discount rates to determine the present value of the future cash flows and expected technology life cycles. Intangible assets are amortized over their estimated useful life; the period over which the Company anticipates generating economic benefit from the asset. Fair value adjustments subsequent to the acquisition date, that are not measurement period adjustments, are recognized in earnings. |
Goodwill | Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that is not individually identified and separately recorded. The excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination is recognized as goodwill. Goodwill is not amortized but is tested for impairment at least annually (as of the first day of the fourth quarter) or as circumstances indicate the value may no longer be recoverable. To assess if goodwill is impaired, the Company performs a qualitative assessment to determine whether further impairment testing is necessary. The Company then compares the carrying amount of the single reporting unit to the fair value of the reporting unit. An excess carrying value over fair value would indicate that goodwill may be impaired. The Company performed a qualitative assessment during its annual impairment review for 2020 as of October 1, 2020 and concluded that it is more likely than not that the fair value of the Company’s single reporting unit is not less than its carrying amount. Therefore, the two-step goodwill impairment test for the reporting unit was not necessary in 2020. |
Acquired Technology | Acquired Technology Intangible assets consist of identifiable intangible assets, including developed technology, resulting from the Company’s acquisitions. The Company evaluates definite-lived intangible assets for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If indicators of impairment are present, the Company then compares the estimated undiscounted cash flows that the specific asset is expected to generate to its carrying value. If such assets are impaired, the impairment recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value. To date, there have been no impairments of intangible assets. Intangible assets are amortized over their useful life. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets may warrant revision or that the carrying value of these assets may be impaired. The Company does not believe that any events have occurred through December 31, 2020, that would indicate its long-lived assets are impaired. |
Research and Development | Research and Development Research and development costs are expensed as incurred. Research and development expense includes costs, primarily related to salaries and benefits for employees, prototypes and design expenses, incurred to develop intellectual property and is charged to expense as incurred. |
Capitalized Software | Capitalized Software Costs incurred internally in researching and developing a software product to be sold to customers are charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, costs incurred during the application development phase are capitalized only when the Company believes it is probable the development will result in new or additional functionality, and such software costs are capitalized until the product is available for general release to customers. Judgment is required in determining when technological feasibility of a product is established. The Company has determined that technological feasibility for software products is reached after all high-risk development issues have been resolved through coding and testing. Generally, this occurs shortly before the products are released, such that there are no material costs to capitalize. The Company capitalizes certain costs related to the development and implementation of cloud computing software. The types of costs capitalized during the application development phase include employee compensation, as well as consulting fees for third-party developers working on these projects. The capitalized costs are amortized on a straight-line basis over the estimated useful life of the asset, which is typically 3 years. |
Advertising Expense | Advertising Expense Advertising expense is included within sales and marketing expense in the consolidated statements of operations and was $0.04 million and $0.1 million for the years ended years ended December 31, 2020 and 2019, respectively. It primarily includes promotional expenditures and is expensed as incurred; as such, efforts have not met the direct-response criteria required for capitalization. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for all stock options granted to employees and nonemployees using a fair value method. The fair value of options on the date of grant is calculated using the Black-Scholes option pricing model based on key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends and factors. In determining the exercise prices for options granted, the Company’s Board of Directors has considered the fair value of the common stock as of the measurement date. Prior to the Business Combination, the fair value of the common stock has been determined by the Board of Directors at each award grant date based upon a variety of factors, including the results obtained from an independent third-party valuation, the Company’s financial position and historical financial performance, the status of technological developments within the Company’s proposed products, an evaluation or benchmark of the Company’s competition, the current business climate in the marketplace, the illiquid nature of the common stock, arm’s length sales of the Company’s capital stock, including convertible preferred stock, the effect of the rights and preferences of the preferred shareholders, and the prospects of a liquidity event, among others. Stock-based compensation is measured at the grant-date fair value of the award and is then recognized as the related services are rendered, typically over the vesting period. The Company estimates forfeitures that will occur in their determination of the expense recorded. The measurement date for employee awards is the date of grant, and stock-based compensation costs are recognized as expense over the employees' requisite service period, which is the vesting period, on a straight-line basis. Prior to the adoption of Accounting Standards Update (“ASU”) No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting |
Income Taxes | Income Taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the Company’s consolidated financial statements and tax returns. Deferred tax assets and liabilities are determined based upon the differences between the consolidated financial statements carrying amounts and the tax bases of existing assets and liabilities and for loss and credit carryforwards, using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that these assets may not be realized. The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount recognized is equal to the largest amount that is more than 50% likely to be sustained. Interest and penalties associated with uncertain tax positions are recorded as a component of income tax expense. As of December 31, 2020, and 2019, the Company has not identified any uncertain tax positions for which reserves would be required. |
Comprehensive Loss | Comprehensive Loss The Company’s comprehensive loss consists of its net loss and unrealized gain and loss from investments in debt securities. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Recently Adopted Accounting Guidance In June 2018, the FASB issued ASU No. 2018-07 which substantially aligns the measurement and classification guidance for share-based payments to nonemployees with the guidance for share-based payments to employees. The ASU also clarifies that any share-based payment issued to a customer should be evaluated by the new revenue recognition standard. The new ASU requires a modified retrospective transition approach. The Company has adopted the ASU as of January 1, 2020, which did not have a material effect on the Company’s consolidated financial statements. Recent Accounting Guidance Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes, Income Taxes In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses. that have a low risk of loss. As a smaller reporting company pursuant to Rule 12b-2 of the Securities Exchange Act of 1934, as amended, these changes become effective for the Company on January 1, 2023. The Company is currently evaluating the potential impact of these changes on the consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of Accrued warranty | 2020 2019 Warranty reserve, at the beginning of the year $ 1,491 $ 116 Additions to warranty reserve 346 2,352 Claims fulfilled (284) (977) Warranty reserve, at the end of the year $ 1,553 $ 1,491 |
Schedule of Inventory | Inventory is stated at the lower of cost or net realizable value, determined on a first-in, first-out basis, and consists of the following (in thousands): December 31, 2020 2019 Work in process $ 2,896 $ 1,081 Finished goods 6,812 7,324 Total inventory $ 9,708 $ 8,405 |
Schedule of estimated useful lives of the assets | Asset Classification Useful Life Equipment 3 Furniture and fixtures 3 years Computer equipment 3 years Tooling 3 years Software 3 years Leasehold improvements Shorter of asset’s useful life or remaining life of the lease |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ACQUISITIONS | |
Schedule of reconciliation of business combination to Statement of Cash Flows and Statement of Changes in Equity | Recapitalization Cash – Trine's trust and cash (net of redemptions) $ 305,084,695 Cash – PIPE financing 274,975,000 Less: transaction costs and advisory fees paid (45,463,074) Net proceeds from reverse recapitalization 534,596,621 Plus: non-cash net liabilities assumed (2,649,804) Less: accrued transaction costs and advisory fees (1,900,793) Net contributions from reverse recapitalization $ 530,046,024 |
Schedule of number of shares issued on consummation of business combination | Number of Shares Common stock, outstanding prior to Business Combination 30,015,000 Less: redemption of Trine shares (26,049) Common stock of Trine 29,988,951 Trine Founder Shares 5,552,812 Trine Director Shares 100,000 Shares issued in PIPE financing 27,497,500 Business Combination and PIPE financing shares 63,139,263 Legacy Desktop Metal shares (1) 161,487,334 Total shares of common stock immediately after Business Combination 224,626,597 |
CASH EQUIVALENTS AND SHORT TE_2
CASH EQUIVALENTS AND SHORT TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
CASH EQUIVALENTS AND SHORT TERM INVESTMENTS | |
Schedule of cash equivalents and shortterm investments | The Company’s cash equivalents and short-term investments are invested in the following (in thousands): December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Commercial paper $ 75,374 $ — $ — $ 75,374 Money market funds 407,512 — — 407,512 Total cash equivalents 482,886 — — 482,886 U.S Treasury securities 19,995 2 — 19,997 Commercial paper 43,911 — — 43,911 Corporate bonds 47,970 — (11) 47,959 Total short-term investments 111,876 2 (11) 111,867 Total cash equivalents and short-term investments $ 594,762 $ 2 $ (11) $ 594,753 December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Repurchase agreements $ 25,001 $ — $ — $ 25,001 Money market funds 40,454 — — 40,454 Total cash equivalents 65,455 — — 65,455 Asset‑backed securities 16,786 20 — 16,806 Commercial paper 19,938 — — 19,938 Corporate bonds 47,955 55 — 48,010 Total short-term investments 84,679 75 — 84,754 Total cash equivalents and short-term investments $ 150,134 $ 75 $ — $ 150,209 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
FAIR VALUE MEASUREMENTS | |
Schedule of financial assets measured at fair value on a recurring basis | The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value (in thousands): December 31, 2020 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 407,512 $ — $ — $ 407,512 Commercial paper — 119,285 — 119,285 Corporate bonds — 47,959 — 47,959 U.S. Treasury securities 19,997 — — 19,997 Other investments — — 3,000 3,000 Total assets $ 427,509 $ 167,244 $ 3,000 $ 597,753 December 31, 2019 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 40,454 $ — $ — $ 40,454 Commercial paper — 19,938 — 19,938 Corporate bonds — 48,010 — 48,010 Asset‑backed securities — 16,806 — 16,806 Repurchase agreements — 25,001 — 25,001 Total assets $ 40,454 $ 109,755 $ — $ 150,209 |
schedule of Level 3 assets measured at fair value | The following table presents information about the Company’s movement in Level 3 assets measured at fair value (in thousands): 2020 2019 Balance at beginning of year $ — $ — Additions 3,000 — Balance at end of year $ 3,000 $ — |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ACCOUNTS RECEIVABLE | |
Schedule of accounts receivable | The components of accounts receivable are as follows (in thousands): December 31, 2020 2019 Trade receivables $ 7,016 $ 4,722 Allowance for doubtful accounts (500) (199) Total accounts receivable $ 6,516 $ 4,523 |
Schedule of allowance for doubtful accounts | The following table summarizes activity in the allowance for doubtful accounts (in thousands): Years Ended December 31, 2020 2019 Balance at beginning of year $ 199 $ — Provision for uncollectible accounts 377 199 Uncollectible accounts written off (76) — Balance at end of year $ 500 $ 199 |
PREPAID EXPENSES AND OTHER CU_2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | |
Schedule of Prepaid expenses and other current assets | Prepaid expenses and other current assets consists of the following (in thousands): December 31, 2020 2019 Deferred cost of goods sold $ 454 $ 262 Prepaid operating expenses 68 585 Prepaid dues and subscriptions 189 503 Prepaid insurance 121 45 Prepaid rent 118 11 Other 26 482 Total prepaid expenses and other current assets $ 976 $ 1,888 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment-net | Property and equipment, net consists of the following (in thousands): December 31, 2020 2019 Equipment $ 13,708 $ 13,358 Furniture and fixtures 895 895 Computer equipment 1,089 1,089 Tooling 1,805 1,823 Software 1,249 954 Leasehold improvements 13,870 13,880 Construction in process 879 170 Property and equipment, gross 33,495 32,169 Less: accumulated depreciation (21,335) (13,782) Total property and equipment, net $ 12,160 $ 18,387 |
ACQUIRED TECHNOLOGY (Tables)
ACQUIRED TECHNOLOGY (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ACQUIRED TECHNOLOGY. | |
Schedule of acquired technology | Acquired technology consisted of the following (in thousands): Accumulated Balance Gross Value Estimated Life Amortization December 31, 2020 Acquired technology $ 10,193 5 years $ 1,091 $ 9,102 |
CAPITALIZED SOFTWARE (Tables)
CAPITALIZED SOFTWARE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
CAPITALIZED SOFTWARE. | |
Schedule of capitalized software | Capitalized software consists of the following (in thousands): Years Ended December 31, 2020 2019 Capitalized software development costs $ 1,127 $ 1,127 Accumulated amortization (815) (237) Impairment — (444) Total capitalized software, net $ 312 $ 446 |
OTHER NONCURRENT ASSETS (Tables
OTHER NONCURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
OTHER NONCURRENT ASSETS | |
Schedule of components of other noncurrent assets | The following table summarizes the Company’s components of other noncurrent assets (in thousands): December 31, 2020 2019 Other investments $ 3,000 $ — Right of use asset 1,810 2,289 Long-term deposits 69 — Total other noncurrent assets $ 4,879 $ 2,289 |
ACCRUED EXPENSES AND OTHER CU_2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |
Schedule of Accrued Expenses and Other Current Liabilities | The following table summarizes the Company’s components of accrued expenses and other current liabilities (in thousands): December 31, 2020 2019 Professional services $ 2,508 $ 780 Compensation and benefits related 2,068 897 Warranty reserve 1,553 1,491 Sales and use and franchise taxes 586 578 Franchise and royalty fees 159 — Inventory purchases 86 620 Other 605 687 Total accrued expenses and other current liabilities $ 7,565 $ 5,053 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES. | |
Schedule of other lease related balances | Information about other lease-related balances is as follows (in thousands): Years Ended December 31, 2020 2019 Lease cost Operating lease cost $ 746 $ 655 Short‑term lease cost — 32 Variable lease cost 40 40 Total lease cost $ 786 $ 727 Other Information Operating cash flows from operating leases $ 1,073 $ 951 Weighted‑average remaining lease term—operating leases (years) 3.2 4.2 Weighted‑average discount rate—operating leases 7.6 % 7.6 % |
Schedule of future minimum lease payments | Future minimum lease payments under noncancelable operating leases at December 31, 2020, are as follows (in thousands): 2021 $ 1,071 2022 1,069 2023 1,028 2024 258 2025 — Total lease payments 3,426 Less amount representing interest (401) Total lease liability 3,025 Less current portion of lease liability (868) Lease liability, net of current portion $ 2,157 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
Schedule of components Income (Loss) before provision for income taxes | Years Ended December 31, 2020 2019 United States $ (90,702) $ (103,596) Foreign (670) — Loss before income taxes $ (91,372) $ (103,596) |
Schedule of provision (benefit) for income taxes | The provision (benefit) for income taxes consists of the following (in thousands): Years Ended December 31, 2020 2019 Current $ — $ — Deferred (940) — Provision (benefit) for income taxes $ (940) $ — |
Schedule of Reconciliation of the expected income tax (benefit) computed using the federal statutory income tax rate | Years Ended December 31, 2020 2019 Effective income tax rate: Expected income tax benefit at the federal statutory rate 21 % 21 % State taxes 6 % 6 % Change in valuation allowance (26) % (30) % Research and development credit carryover 2 % 2 % Permanent differences (2) % 1 % Effective income tax rate 1 % — % |
Schedule of deferred net tax assets | As of December 31, 2020, and 2019, deferred tax assets consist of the following (in thousands): Years Ended December 31, 2020 2019 Deferred tax assets: Federal and state net operating carryforwards $ 77,463 $ 56,333 Research and development and other credits 13,555 11,072 Capitalized start‑up costs 15,717 17,032 Compensation‑related items 2,257 1,286 Deferred lease liability 872 1,111 Depreciation 1,503 — Other deferred tax assets 2,272 2,068 Total gross deferred tax asset 113,639 88,902 Valuation allowance (111,494) (87,370) Net deferred tax asset 2,145 1,532 Deferred tax liabilities: Right‑of‑use asset (522) (664) Acquired technology (1,623) (868) Total deferred tax liabilities (2,145) (1,532) Net deferred tax asset $ — $ — |
Schedule of changes in the valuation allowance for deferred tax assets | Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2020 and 2019 were as follows (in thousands): Years Ended December 31, 2020 2019 Valuation allowance at beginning of the year $ 87,370 $ 56,405 Increases recorded to income tax provision 25,058 30,965 Decreases recorded as a benefit to income tax provision (934) — Valuation allowance at end of year $ 111,494 $ 87,370 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
RSU activity under the Plan | The activity for stock subject to vesting for years ended December 31, 2020 and 2019, are as follows (shares in thousands): Shares subject Weighted Average to Vesting Purchase Price Balance of unvested shares as of January 1, 2020 5,587 $0.0001 Issuance of additional shares — — Vested (5,307) $0.001 Balance of unvested shares as of December 31, 2020 280 $0.001 |
Schedule of Preferred Stock authorized, issued and outstanding | Prior to Business Combination Legacy Convertible Preferred Stock Classes Shares Authorized, Issued and Outstanding Preferred Stock Series A Legacy Convertible Preferred Stock, $0.0001 par value 26,189,545 $ 13,878 Series B Legacy Convertible Preferred Stock, $0.0001 par value 23,675,035 37,806 Series C Legacy Convertible Preferred Stock, $0.0001 par value 13,152,896 44,852 Series D Legacy Convertible Preferred Stock, $0.0001 par value 21,075,193 180,353 Series E Legacy Convertible Preferred Stock, $0.0001 par value 13,450,703 134,667 Series E‑1 Legacy Convertible Preferred Stock, $0.0001 par value 2,494,737 24,977 Total 100,038,109 $ 436,533 |
Collaboration Agreement | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of warrants-pricing model | Years Ended December 31, 2020 2019 Risk‑free interest rate 2.0 % 2.0 % Expected volatility 52.5 % 52.5 % Expected life (in years) 8.0 8.0 – 8.8 Expected dividend yield — — Fair value of Common Stock $ 3.34 $ 3.34 |
Technical Technical Research and Development Advisor Services | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of warrants-pricing model | Year Ended December 31, 2020 Risk‑free interest rate 0.5 % Expected volatility 52.5 % Expected life (in years) 0.3 Expected dividend yield — Fair value of Common Stock $ 7.98 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock-based compensation expense | Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the consolidated statements of operations as follows (in thousands): Years Ended December 31, 2020 2019 Research and development $ 3,276 $ 2,713 General and administrative expense 3,464 941 Sales and marketing expense 894 1,373 Cost of sales 372 188 Total stock-based compensation expenses $ 8,006 $ 5,215 |
Schedule of option activity | There were 14,379,052 shares available for award under the 2020 Plan at December 31, 2020. The option activity of the 2015 Plan and Make Plan for the year ended December 31, 2020, is as follows (shares in thousands): Weighted-Average Weighted-Average Remaining Aggregate Number of Exercise Price Contractual Term Intrinsic Value Shares per Share (in years) (in thousands) Outstanding at January 1, 2020 18,072 $ 2.01 7.84 $ 24,045 Granted 8,463 $ 1.51 Exercised (522) $ 0.62 Forfeited/expired (6,460) $ 2.92 Outstanding at December 31, 2020 19,553 $ 1.53 7.75 $ 306,408 Options vested at December 31, 2020 10,905 $ 1.53 6.52 $ 170,868 Options vested or expected to vest at December 31, 2020 18,818 $ 1.53 7.69 $ 294,824 |
Schedule of RSU activity | Shares subject Weighted Average to Vesting Grant Date Fair Value Balance of unvested shares as of January 1, 2020 — — Granted 683 $ 8.02 Vested — — Balance of unvested shares as of December 31, 2020 683 $ 8.02 |
Consultant | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of assumptions using Black-Scholes option-pricing model | Years Ended December 31, 2020 2019 Risk‑free interest rate 0.6% – 0.8 % 1.4% – 3.1 % Expected volatility 54.3% – 54.8 % 52.4% – 61.5 % Expected life (in years) 9.4 – 10.0 6.2 – 10.0 Expected dividend yield — — Fair value of Common Stock $ 1.40 – 7.98 $ 3.34 |
Employee | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of assumptions using Black-Scholes option-pricing model | Years Ended December 31, 2020 2019 Risk‑free interest rate 0.3% – 1.7% % 1.7% – 2.6 % Expected volatility 52.7% – 54.2 % 52.7% – 53.6 % Expected life (in years) 5.9 – 6.3 5.6 – 6.1 Expected dividend yield — — Fair value of Common Stock $ 1.40 – 7.98 $ 3.34 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SEGMENT INFORMATION | |
Schedule of disaggregation of revenue by geographic areas | Revenue during the year ended December 31, 2020 Americas EMEA APAC Total Product $ 5,250 $ 6,629 $ 1,839 $ 13,718 Services 1,415 1,159 178 2,752 Total $ 6,665 $ 7,788 $ 2,017 $ 16,470 Revenue during the year ended December 31, 2019 Americas EMEA APAC Total Product $ 12,746 $ 8,430 $ 1,582 $ 22,758 Services 3,055 563 63 3,681 Total $ 15,801 $ 8,993 $ 1,645 $ 26,439 |
Schedule of disaggregation of revenue | Years Ended December 31, 2020 2019 Revenue recognized at a point in time $ 13,718 $ 22,758 Revenue recognized over time 2,752 3,681 Total $ 16,470 $ 26,439 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
NET LOSS PER SHARE | |
Schedule of Net Loss Per Share, Basic and Diluted | Years Ended December 31, (in thousands, except per share amounts) 2020 2019 Numerator for basic and diluted net loss per share: Net loss attributable to Common Stockholders $ (90,432) $ (103,596) Denominator for basic and diluted net loss per share: Weighted average shares 157,906 150,002 Net loss per share—Basic and Diluted $ (0.57) $ (0.69) |
Schedule of antidilutive securities excluded from computation of earnings per share | Years Ended December 31, 2020 2019 Common Stock options outstanding 19,553 18,072 Unvested restricted stock units outstanding 683 — Unvested restricted stock awards outstanding 279 5,587 Common Stock warrants outstanding 25,010 634 Unvested Trine Founder Shares, held in escrow 1,851 — Total shares 47,376 24,293 |
ORGANIZATION, NATURE OF BUSIN_2
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES (Details) | Dec. 09, 2020$ / shares | Dec. 31, 2020$ / shares | Aug. 31, 2020$ / shares | Dec. 31, 2019$ / shares |
Number of months cash and Investments sufficient to fund operating and capital expenditure | 12 months | |||
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Trine | ||||
Exchange ratio | 1.22122 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($)item | Dec. 31, 2018USD ($) | |
Significant Accounting Policies [Line Items] | |||
Term of annual contract | 1 year | ||
Revenue, Remaining Performance Obligation, Optional Exemption, Performance Obligation [true false] | true | ||
Deferred revenue recognized | $ 3,000 | $ 2,200 | |
Deferred revenue | 3,004 | 2,230 | |
Deferred cost of sales | 500 | 300 | |
Commission expense | 600 | 400 | |
Allowance for doubtful accounts | 500 | 200 | |
Bad debt expense | $ 377 | $ 199 | |
Number of clients representing 10% or more of the company's total revenue | item | 0 | 0 | |
Warranty reserve | $ 1,553 | $ 1,491 | $ 116 |
Sales and marketing expense | |||
Significant Accounting Policies [Line Items] | |||
Advertising Expense | 40 | 100 | |
Accrued expenses and other current liabilities | |||
Significant Accounting Policies [Line Items] | |||
Warranty reserve | 1,600 | $ 1,500 | |
Restricted Cash | |||
Significant Accounting Policies [Line Items] | |||
Security deposit | $ 600 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Warranty Reserve (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Standard assurance warranty period | 1 year | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Warranty reserve, at the beginning of the year | $ 1,491 | $ 116 |
Additions to warranty reserve | 346 | 2,352 |
Claims fulfilled | (284) | (977) |
Warranty reserve, at the end of the period | $ 1,553 | $ 1,491 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Inventory | ||
Work in process | $ 2,896 | $ 1,081 |
Finished goods | 6,812 | 7,324 |
Inventory | $ 9,708 | $ 8,405 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Tooling | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Software | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Minimum | Equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Maximum | Equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Impairment of goodwill or intangible assets | $ 0 |
ACQUISITIONS - Business Combina
ACQUISITIONS - Business Combination to the consolidated statement of cash flows and the consolidated statement of changes in equity (Details) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Business Acquisition [Line Items] | |
Net proceeds from reverse recapitalization | $ 534,597,000 |
Trine | |
Business Acquisition [Line Items] | |
Cash - Trine's trust and cash (net of redemptions) | 305,084,695 |
Cash - PIPE financing | 274,975,000 |
Less: transaction costs and advisory fees paid | (45,463,074) |
Net proceeds from reverse recapitalization | 534,596,621 |
Plus: non-cash net liabilities assumed | (2,649,804) |
Less: accrued transaction costs and advisory fees | (1,900,793) |
Net contributions from reverse recapitalization | $ 530,046,024 |
ACQUISITIONS - Business Combi_2
ACQUISITIONS - Business Combination common shares issued (Details) | Dec. 09, 2020D$ / sharesshares | Dec. 31, 2020Dshares |
Business Acquisition [Line Items] | ||
Number of trading days | D | 20 | |
Number of days window by fifth anniversary of business combination | D | 30 | |
Number of trading days not yet passed since the date of business combination | D | 20 | |
Tranche One | ||
Business Acquisition [Line Items] | ||
Trine Founder Shares | 5,552,812 | |
Vesting percentage | 75.00% | |
Tranche Two | ||
Business Acquisition [Line Items] | ||
Trine Founder Shares | 1,850,938 | |
Vesting percentage | 25.00% | |
Trine | ||
Business Acquisition [Line Items] | ||
BALANCE (in shares) | 30,015,000 | |
Less: redemption of Trine shares | (26,049) | |
Common stock of Trine | 29,988,951 | |
Trine Founder Shares | 5,552,812 | 7,403,750 |
Trine Director Shares | 100,000 | |
Share price | $ / shares | $ 12.50 | |
Shares issued in PIPE | 27,497,500 | |
Business Combination and PIPE financing shares | 63,139,263 | |
Legacy Desktop Metal shares (1) | 161,487,334 | |
BALANCE (in shares) | 224,626,597 |
ACQUISITIONS (Details)
ACQUISITIONS (Details) | Dec. 09, 2020USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Oct. 31, 2020USD ($)shares | Jul. 31, 2019USD ($)shares | Mar. 31, 2019USD ($)shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Aug. 31, 2020$ / shares | Aug. 20, 2020shares |
Business Acquisition [Line Items] | |||||||||
Shares authorized | shares | 550,000,000 | ||||||||
Common Stock, Shares Authorized | shares | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | 366,366 | ||||
Common stock par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares authorized | shares | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | |||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Intangible asset excluding goodwill | $ 9,102,000 | $ 9,102,000 | $ 2,994,000 | ||||||
Vesting period | 1 year | ||||||||
Goodwill | 2,252,000 | $ 2,252,000 | $ 2,252,000 | ||||||
Figur Machine Tools LLC. | |||||||||
Business Acquisition [Line Items] | |||||||||
Intangible asset excluding goodwill | $ 3,500,000 | $ 3,500,000 | |||||||
Forust Corporation | |||||||||
Business Acquisition [Line Items] | |||||||||
Intangible asset excluding goodwill | $ 2,500,000 | ||||||||
Payments to Acquire Productive Assets | 2,000,000 | ||||||||
Asset Acquisition, Consideration Transferred, Equity Interest Issued and Issuable | $ 500,000 | ||||||||
Asset Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 61,061 | ||||||||
Asset Acquisition, Payment made at Closing | $ 1,800,000 | ||||||||
Additional payment | $ 200,000 | ||||||||
Vesting period | 2 years | ||||||||
Restricted stock | |||||||||
Business Acquisition [Line Items] | |||||||||
Vesting period | 4 years | ||||||||
Preferred Stock | |||||||||
Business Acquisition [Line Items] | |||||||||
Preferred stock, shares authorized | shares | 50,000,000 | 50,000,000 | |||||||
Trine | |||||||||
Business Acquisition [Line Items] | |||||||||
Exchange ratio | 1.22122 | ||||||||
Shares issued in PIPE | shares | 27,497,500 | ||||||||
Business Acquisition, Share Price | $ / shares | $ 12.50 | ||||||||
Cash - PIPE financing | $ 274,975,000 | ||||||||
Trine | Business Combination Subscription Agreement [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Shares issued in PIPE | shares | 27,497,500 | ||||||||
Business Acquisition, Share Price | $ / shares | $ 10 | ||||||||
Cash - PIPE financing | $ 275,000,000 | ||||||||
Figur Machine Tools LLC. | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | $ 3,500,000 | ||||||||
Forust Corporation | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration | $ 2,500,000 | ||||||||
Make Composites, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration | $ 5,400,000 | ||||||||
issuance of shares of the Common Stock on aquisition | shares | 873,203 | ||||||||
Goodwill | $ 1,900,000 | ||||||||
Acquired technology | 3,200,000 | ||||||||
Acquired tangible assets | 300,000 | ||||||||
Amount of gain on its original non controlling investment | 1,400,000 | ||||||||
Make Composites, Inc. | General and administrative expenses | |||||||||
Business Acquisition [Line Items] | |||||||||
Transaction costs | $ 100,000 | ||||||||
addLEAP AB | |||||||||
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 300,000 | ||||||||
Acquired technology | 100,000 | ||||||||
Payment to acquire business | $ 400,000 | ||||||||
addLEAP AB | Restricted stock | |||||||||
Business Acquisition [Line Items] | |||||||||
issuance of shares of the Common Stock on aquisition | shares | 74,843 | ||||||||
addLEAP AB | General and administrative expenses | |||||||||
Business Acquisition [Line Items] | |||||||||
Transaction costs | $ 100,000 |
CASH EQUIVALENTS AND SHORT TE_3
CASH EQUIVALENTS AND SHORT TERM INVESTMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Line Items] | ||
Cash equivalents | $ 482,886 | $ 65,455 |
Amortized Cost | 111,876 | 84,679 |
Unrealized Gains | 2 | 75 |
Unrealized losses | (11) | 0 |
Fair Value | 111,867 | 84,754 |
Total cash equivalents and short-term investments, Amortized Cost | 594,762 | 150,134 |
Total cash equivalents and short-term investments, Fair Value | 594,753 | 150,209 |
Assetbacked securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 16,786 | |
Unrealized Gains | 20 | |
Unrealized losses | 0 | |
Fair Value | 16,806 | |
U.S Treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 19,995 | |
Unrealized Gains | 2 | |
Unrealized losses | 0 | |
Fair Value | 19,997 | |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 43,911 | 19,938 |
Unrealized losses | 0 | 0 |
Fair Value | 43,911 | 19,938 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 47,970 | 47,955 |
Unrealized Gains | 55 | |
Unrealized losses | (11) | 0 |
Fair Value | 47,959 | 48,010 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cash equivalents | 75,374 | |
Repurchase agreements | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cash equivalents | 25,001 | |
Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cash equivalents | $ 407,512 | $ 40,454 |
FAIR VALUE MEASUREMENTS - Asset
FAIR VALUE MEASUREMENTS - Assets measured on recurring basis (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Assets | ||
Level 1 to Level 2 transfer | $ 0 | $ 0 |
Level 2 to Level 1 transfer | 0 | 0 |
Transfer into Level 3 | 0 | 0 |
Transfer out of Level 3 | 0 | 0 |
Level 3 | ||
Assets | ||
Additions | 3,000,000 | |
Balance at end of year | 3,000,000 | |
Recurring | ||
Assets | ||
Total assets at fair value | 597,753,000 | 150,209,000 |
Recurring | Money market funds | ||
Assets | ||
Total assets at fair value | 407,512,000 | 40,454,000 |
Recurring | Commercial paper | ||
Assets | ||
Total assets at fair value | 119,285,000 | 19,938,000 |
Recurring | Corporate bonds | ||
Assets | ||
Total assets at fair value | 47,959,000 | 48,010,000 |
Recurring | U.S Treasury securities | ||
Assets | ||
Total assets at fair value | 19,997,000 | |
Recurring | Other investments | ||
Assets | ||
Total assets at fair value | 3,000,000 | |
Recurring | Assetbacked securities | ||
Assets | ||
Total assets at fair value | 16,806,000 | |
Recurring | Repurchase agreements | ||
Assets | ||
Total assets at fair value | 25,001,000 | |
Recurring | Level 1 | ||
Assets | ||
Total assets at fair value | 427,509,000 | 40,454,000 |
Recurring | Level 1 | Money market funds | ||
Assets | ||
Total assets at fair value | 407,512,000 | 40,454,000 |
Recurring | Level 1 | U.S Treasury securities | ||
Assets | ||
Total assets at fair value | 19,997,000 | |
Recurring | Level 2 | ||
Assets | ||
Total assets at fair value | 167,244,000 | 109,755,000 |
Recurring | Level 2 | Commercial paper | ||
Assets | ||
Total assets at fair value | 119,285,000 | 19,938,000 |
Recurring | Level 2 | Corporate bonds | ||
Assets | ||
Total assets at fair value | 47,959,000 | 48,010,000 |
Recurring | Level 2 | Assetbacked securities | ||
Assets | ||
Total assets at fair value | 16,806,000 | |
Recurring | Level 2 | Repurchase agreements | ||
Assets | ||
Total assets at fair value | $ 25,001,000 | |
Recurring | Level 3 | ||
Assets | ||
Total assets at fair value | 3,000,000 | |
Recurring | Level 3 | Other investments | ||
Assets | ||
Total assets at fair value | $ 3,000,000 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
ACCOUNTS RECEIVABLE | ||
Trade receivables | $ 7,016 | $ 4,722 |
Allowance for doubtful accounts | (500) | (199) |
Total accounts receivable | $ 6,516 | $ 4,523 |
ACCOUNTS RECEIVABLE - Allowance
ACCOUNTS RECEIVABLE - Allowance for doubtful accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
ACCOUNTS RECEIVABLE | ||
Balance at beginning of year | $ 199 | |
Provision for bad debt | 377 | $ 199 |
Uncollectible accounts written off | (76) | |
Balance at end of year | $ 500 | $ 199 |
PREPAID EXPENSES AND OTHER CU_3
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||
Deferred cost of goods sold | $ 454 | $ 262 |
Prepaid operating expenses | 68 | 585 |
Prepaid dues and subscriptions | 189 | 503 |
Prepaid insurance | 121 | 45 |
Prepaid rent | 118 | 11 |
Other | 26 | 482 |
Total prepaid expenses and other current assets | $ 976 | $ 1,888 |
PROPERTY AND EQUIPMENT - Proper
PROPERTY AND EQUIPMENT - Property and Equipment - Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | $ 33,495 | $ 32,169 |
Less: accumulated depreciation | (21,335) | (13,782) |
Property, Plant and Equipment, Net, Total | 12,160 | 18,387 |
Depreciation and amortization expense | 8,589 | 8,087 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 13,708 | 13,358 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 895 | 895 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 1,089 | 1,089 |
Tooling | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 1,805 | 1,823 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 1,249 | 954 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 13,870 | 13,880 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment-gross | 879 | 170 |
PPE not including acquired technology or capitalized software | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization expense | $ 7,600 | $ 7,600 |
ACQUIRED TECHNOLOGY (Details)
ACQUIRED TECHNOLOGY (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired technology, net | $ 9,102 | $ 2,994 |
Acquired technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Value | $ 10,193 | |
Estimated Life | 5 years | |
Accumulated Amortization | $ 1,091 | |
Acquired technology, net | 9,102 | |
Amortization expense | 800 | $ 300 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2021 | 2,000 | |
2022 | 2,000 | |
2023 | 2,000 | |
2024 | 1,800 | |
2025 | $ 1,300 | |
Weighted-average remaining amortization period | 4 years 7 months 6 days |
CAPITALIZED SOFTWARE (Details)
CAPITALIZED SOFTWARE (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Total capitalized software costs | $ 312 | $ 446 |
Capitalized Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | 100 | 200 |
Capitalized software development costs | 1,127 | 1,127 |
Accumulated amortization | (815) | (237) |
Impairment | 0 | (444) |
Total capitalized software costs | 312 | $ 446 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2021 | 200 | |
2022 | $ 100 |
OTHER NONCURRENT ASSETS - Compo
OTHER NONCURRENT ASSETS - Components of other noncurrent assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
OTHER NONCURRENT ASSETS | ||
Other investments | $ 3,000 | |
Right-of-use assets | 1,810 | $ 2,289 |
Long-term deposits | 69 | |
Total other noncurrent assets | $ 4,879 | $ 2,289 |
OTHER NONCURRENT ASSETS - Chang
OTHER NONCURRENT ASSETS - Change in the balance of other investments (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
OTHER NONCURRENT ASSETS | ||
Percentage of annual interest rate due in two years | 3.00% | |
Change in fair value, net | $ 3,000,000 | $ 0 |
Ending balance | $ 3,000,000 |
ACCRUED EXPENSES AND OTHER CU_3
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||
Professional services | $ 2,508 | $ 780 |
Compensation and benefits related | 2,068 | 897 |
Warranty reserve | 1,553 | 1,491 |
Sales and use and franchise taxes | 586 | 578 |
Franchise and royalty fees | 159 | |
Inventory purchases | 86 | 620 |
Other | 605 | 687 |
Total | $ 7,565 | $ 5,053 |
DEBT (Details)
DEBT (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Apr. 30, 2020USD ($) | Jun. 30, 2018USD ($)item | Dec. 31, 2020USD ($) | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||||
Proceeds from PPP loan | $ 5,379 | |||
Cash and Investments | 30,000 | |||
Outstanding amount | 10,000 | |||
Debt, current | 10,000 | |||
Deferred financing costs | $ 100 | |||
Term loan | ||||
Debt Instrument [Line Items] | ||||
Nominal amount | $ 20,000 | |||
Term of loan | 36 months | |||
Proceeds from PPP loan | $ 10,000 | |||
Remaining borrowing capacity | $ 10,000 | |||
Threshold Number of times additional amount drawn | item | 3 | |||
Minimum amount to be drawn | $ 2,000 | |||
Term loan | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Spread percentage | 0.50% | 0.50% | ||
Interest rate | 3.25% | 4.75% | ||
Interest rate | 2.75% | 4.25% | ||
Paycheck Protection Program | ||||
Debt Instrument [Line Items] | ||||
Loan Proceeds | $ 5,400 |
LEASES (Details)
LEASES (Details) | 12 Months Ended | |
Dec. 31, 2020USD ($)agreement | Dec. 31, 2019USD ($) | |
LEASES | ||
Right of use assets | $ 1,810,000 | $ 2,289,000 |
Operating lease liability | 3,025,000 | 3,800,000 |
Impairment loss | 0 | 0 |
Variable lease expenses | $ 40,000 | $ 40,000 |
Number of service agreements contained embedded lease | agreement | 1 |
LEASES - Other lease related ba
LEASES - Other lease related balances (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Lease cost | ||
Operating lease cost | $ 746 | $ 655 |
Short-term lease cost | 32 | |
Variable lease cost | 40 | 40 |
Total lease cost | 786 | 727 |
Operating cash flows from operating leases | $ 1,073 | $ 951 |
Weighted-average remaining lease term-operating leases (years) | 3 years 2 months 12 days | 4 years 2 months 12 days |
Weighted-average discount rate-operating leases | 7.60% | 7.60% |
LEASES - Future minimum lease p
LEASES - Future minimum lease payments (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
COMMITMENTS AND CONTINGENCIES. | ||
2021 | $ 1,071 | |
2022 | 1,069 | |
2023 | 1,028 | |
2024 | 258 | |
Total lease payments | 3,426 | |
Less amount representing interest | (401) | |
Total lease liability | 3,025 | $ 3,800 |
Less current portion of lease liability | (868) | (806) |
Lease liability, net of current portion | $ 2,157 | $ 3,026 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | Dec. 31, 2020USD ($) |
COMMITMENTS AND CONTINGENCIES. | |
Purchase orders with contract manufacturers | $ 9.5 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
INCOME TAXES | ||
Income tax benefit | $ (940) | $ 0 |
United States | (90,702) | (103,596) |
Foreign | (670) | |
Loss before income taxes | $ (91,372) | $ (103,596) |
INCOME TAXES - provision (benef
INCOME TAXES - provision (benefit) for income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
INCOME TAXES | ||
Deferred | $ (940) | |
Provision (benefit) for income taxes | $ (940) | $ 0 |
INCOME TAXES - Components Incom
INCOME TAXES - Components Income (Loss) Before Provision for Income Taxes (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Effective income tax rate: | ||
Expected income tax benefit at the federal statutory rate | 21.00% | 21.00% |
State taxes | 6.00% | 6.00% |
Change in valuation allowance | (26.00%) | (30.00%) |
Research and development credit carryover | 2.00% | 2.00% |
Permanent differences | (2.00%) | 1.00% |
Effective income tax rate | 1.00% |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | |||
Federal and state net operating carryforwards | $ 77,463 | $ 56,333 | |
Research and development and other credits | 13,555 | 11,072 | |
Capitalized startup costs | 15,717 | 17,032 | |
Compensation-related items | 2,257 | 1,286 | |
Deferred lease liability | 872 | 1,111 | |
Depreciation | 1,503 | ||
Other deferred tax assets | 2,272 | 2,068 | |
Total gross deferred tax asset | 113,639 | 88,902 | |
Valuation allowance | (111,494) | (87,370) | $ (56,405) |
Net deferred tax asset | 2,145 | 1,532 | |
Deferred tax liabilities: | |||
Right-of-use asset | (522) | (664) | |
Acquired technology | (1,623) | (868) | |
Total deferred tax liabilities | $ (2,145) | $ (1,532) |
INCOME TAXES - Valuation Allowa
INCOME TAXES - Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
INCOME TAXES | ||
Valuation allowance at beginning of the year | $ 87,370 | $ 56,405 |
Increases recorded to income tax provision | 25,058 | 30,965 |
Decreases recorded as a benefit to income tax provision | (934) | |
Valuation allowance at end of year | $ 111,494 | $ 87,370 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards, not subject to expiration | $ 228.3 | ||
Federal and state research and development tax credit carryforwards | $ 13.5 | ||
Federal tax | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 273.8 | $ 197.7 | |
State and local jurisdiction | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | $ 243.2 | $ 184.2 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - $ / shares | Dec. 31, 2020 | Dec. 09, 2020 | Aug. 31, 2020 | Aug. 20, 2020 | Dec. 31, 2019 |
Convertible Preferred Stock and Stockholders' Equity | |||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | 366,366 | 500,000,000 | |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | ||
Common Class A | |||||
Convertible Preferred Stock and Stockholders' Equity | |||||
Common stock, shares authorized | 500,000,000 | ||||
Common stock par value (in dollars per share) | $ 0.0001 | ||||
Preferred Stock | |||||
Convertible Preferred Stock and Stockholders' Equity | |||||
Preferred stock, shares authorized | 50,000,000 | ||||
Preferred stock par value (in dollars per share) | $ 0.0001 |
STOCKHOLDERS' EQUITY - Restrict
STOCKHOLDERS' EQUITY - Restricted Stock Agreements (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting of restricted Common Stock | $ 7 | $ 8 | ||
Vesting period | 1 year | |||
Weighted-average remaining contractual term (in years) | 7 years 9 months | 7 years 10 months 2 days | ||
Amount of convertible notes issued | $ 200 | |||
Shares issues upon conversion | 340,923 | |||
Accrued interest rate | 2.57% | |||
Repurchase of common stock | 76,461 | |||
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued | 34,010,977 | |||
Share price | $ 0.0001 | |||
Vesting of restricted Common Stock (in shares) | 607,300 | |||
Vesting of restricted Common Stock | $ 2,000 | |||
Vesting period | 4 years | |||
Weighted-average remaining contractual term (in years) | 7 months 6 days |
STOCKHOLDERS' EQUITY - The acti
STOCKHOLDERS' EQUITY - The activity for stock subject to vesting (Details) - Restricted stock shares in Thousands | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Shared subject to vesting | |
Balance at beginning of period, unvested shares (in shares) | shares | 5,587 |
Vested (in shares) | shares | (5,307) |
Balance at end of period, unvested shares (in shares) | shares | 280 |
Weighted Average Grant Date Fair Value | |
Balance at beginning of Period, unvested shares (in dollars per share) | $ / shares | $ 0.0001 |
Vested (in dollars per share) | $ / shares | 0.001 |
Balance at end of Period, unvested shares (in dollars per share) | $ / shares | $ 0.001 |
STOCKHOLDERS' EQUITY - Warrants
STOCKHOLDERS' EQUITY - Warrants (Details) | Feb. 24, 2020$ / sharesshares | Dec. 31, 2020USD ($)D$ / sharesshares | Dec. 09, 2020$ / shares | Aug. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | May 31, 2017$ / sharesshares |
Class of Warrant or Right [Line Items] | ||||||
Warrants to purchase shares | shares | 2,442,440 | |||||
Number of common stock purchased by each warrant | shares | 1 | |||||
Revenue generated per share | $ 35 | |||||
Exercise price | $ 3.34 | $ 3.34 | ||||
Warrants and Rights Outstanding | $ | $ 122,073 | $ 611,969 | ||||
Fair value of the warrants | $ | $ 200,000 | $ 1,700,000 | $ 1,000,000 | |||
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Class of Warrant or Right, Outstanding | shares | 15,007,494 | |||||
Divisional Factor for Conversion of Debt to Warrants | $ 1 | |||||
Common Class A | ||||||
Class of Warrant or Right [Line Items] | ||||||
Common stock par value (in dollars per share) | $ 0.0001 | |||||
Trine Warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Exercise price | $ 0.0001 | 11.50 | ||||
Warrant redemption price | 0.01 | |||||
Share Price | $ 10 | |||||
Warrant exercisable term | 30 days | |||||
Warrants and Rights Outstanding, Term | 5 years | |||||
Debt Instrument, Convertible, Threshold Trading Days | D | 20 | |||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | D | 30 | |||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | shares | 1,500,000 | |||||
Trine Warrants | Common Class A | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of common stock purchased by each warrant | shares | 1 | |||||
Common stock par value (in dollars per share) | $ 0.0001 | |||||
Trine Warrants | Warrant | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of common stock purchased by each warrant | shares | 0.5 | |||||
Desktop Metal Private Placement Warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Warrants to purchase shares | shares | 8,503,000 | |||||
Exercise price | $ 11.50 | |||||
Warrant redemption price | $ 1 | |||||
Warrants and Rights Outstanding | $ | $ 8,503,000 | |||||
Minimum | ||||||
Class of Warrant or Right [Line Items] | ||||||
Share Price | $ 5.13 | |||||
Minimum | Trine Warrants | Common Class A | ||||||
Class of Warrant or Right [Line Items] | ||||||
Share Price | $ 18 |
STOCKHOLDERS' EQUITY - Common S
STOCKHOLDERS' EQUITY - Common Stock Warrants (Details) | 12 Months Ended | |
Dec. 31, 2020Y$ / sharesshares | Dec. 31, 2019Y$ / shares | |
Minimum | ||
Class of Warrant or Right [Line Items] | ||
Share price | $ / shares | $ 5.13 | |
Collaboration Agreement | ||
Class of Warrant or Right [Line Items] | ||
Share price | $ / shares | $ 3.34 | $ 3.34 |
Common Stock Warrants Converted | shares | 756,498 | |
Shares issued on exercise of warrants | shares | 447,938 | |
Collaboration Agreement | Riskfree interest rate | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 2 | 2 |
Collaboration Agreement | Expected volatility | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 52.5 | 52.5 |
Collaboration Agreement | Expected life (in years) | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | Y | 8 | |
Collaboration Agreement | Maximum | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | Y | 8.8 | |
Collaboration Agreement | Minimum | Expected life (in years) | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | Y | 8 | |
Technical Technical Research and Development Advisor Services | ||
Class of Warrant or Right [Line Items] | ||
Share price | $ / shares | $ 7.98 | |
Common Stock Warrants Converted | shares | 366,366 | |
Shares issued on exercise of warrants | shares | 244,428 | |
Technical Technical Research and Development Advisor Services | Riskfree interest rate | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.5 | |
Technical Technical Research and Development Advisor Services | Expected volatility | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 52.5 | |
Technical Technical Research and Development Advisor Services | Expected life (in years) | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | Y | 0.3 |
STOCKHOLDERS' EQUITY - Legacy D
STOCKHOLDERS' EQUITY - Legacy Desktop Metal Convertible Preferred Stock (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)director$ / sharesshares | |
Class of Warrant or Right [Line Items] | |
Convertible Preferred Stock, Authorized | shares | 100,038,109 |
Convertible Preferred Stock, Issued | shares | 100,038,109 |
Convertible Preferred Stock, Outstanding | shares | 100,038,109 |
Preferred stock authorized | $ 436,533 |
Preferred stock issued | 436,533 |
Preferred stock outstanding | $ 436,533 |
Dividend rate (as a percent) | 8.00% |
Dividends declared | $ 0 |
Proceeds from Issuance Initial Public Offering | $ 50,000 |
Series A Legacy Preferred Stock | |
Class of Warrant or Right [Line Items] | |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Convertible Preferred Stock, Authorized | shares | 26,189,545 |
Convertible Preferred Stock, Issued | shares | 26,189,545 |
Convertible Preferred Stock, Outstanding | shares | 26,189,545 |
Preferred stock authorized | $ 13,878 |
Preferred stock issued | 13,878 |
Preferred stock outstanding | $ 13,878 |
Number of directors entitled to elect | director | 1 |
Preferred stock liquidation preference Per Share | $ / shares | $ 0.53372 |
Preferred Stock Convertible conversion price | $ / shares | 0.53372 |
Series B Legacy Preferred Stock | |
Class of Warrant or Right [Line Items] | |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Convertible Preferred Stock, Authorized | shares | 23,675,035 |
Convertible Preferred Stock, Issued | shares | 23,675,035 |
Convertible Preferred Stock, Outstanding | shares | 23,675,035 |
Preferred stock authorized | $ 37,806 |
Preferred stock issued | 37,806 |
Preferred stock outstanding | $ 37,806 |
Number of directors entitled to elect | director | 2 |
Preferred stock liquidation preference Per Share | $ / shares | $ 1.6013 |
Preferred Stock Convertible conversion price | $ / shares | 1.6013 |
Series C Legacy Preferred Stock | |
Class of Warrant or Right [Line Items] | |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Convertible Preferred Stock, Authorized | shares | 13,152,896 |
Convertible Preferred Stock, Issued | shares | 13,152,896 |
Convertible Preferred Stock, Outstanding | shares | 13,152,896 |
Preferred stock authorized | $ 44,852 |
Preferred stock issued | 44,852 |
Preferred stock outstanding | $ 44,852 |
Number of directors entitled to elect | director | 1 |
Preferred stock liquidation preference Per Share | $ / shares | $ 3.4213 |
Preferred Stock Convertible conversion price | $ / shares | 3.4213 |
Series D Legacy Preferred Stock | |
Class of Warrant or Right [Line Items] | |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Convertible Preferred Stock, Authorized | shares | 21,075,193 |
Convertible Preferred Stock, Issued | shares | 21,075,193 |
Convertible Preferred Stock, Outstanding | shares | 21,075,193 |
Preferred stock authorized | $ 180,353 |
Preferred stock issued | 180,353 |
Preferred stock outstanding | $ 180,353 |
Preferred stock liquidation preference Per Share | $ / shares | $ 8.5656 |
Preferred Stock Convertible conversion price | $ / shares | 8.5656 |
Series E Legacy Preferred Stock | |
Class of Warrant or Right [Line Items] | |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Convertible Preferred Stock, Authorized | shares | 13,450,703 |
Convertible Preferred Stock, Issued | shares | 13,450,703 |
Convertible Preferred Stock, Outstanding | shares | 13,450,703 |
Preferred stock authorized | $ 134,667 |
Preferred stock issued | 134,667 |
Preferred stock outstanding | $ 134,667 |
Number of directors entitled to elect | director | 1 |
Series E-1 Legacy Preferred Stock | |
Class of Warrant or Right [Line Items] | |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Convertible Preferred Stock, Authorized | shares | 2,494,737 |
Convertible Preferred Stock, Issued | shares | 2,494,737 |
Convertible Preferred Stock, Outstanding | shares | 2,494,737 |
Preferred stock authorized | $ 24,977 |
Preferred stock issued | 24,977 |
Preferred stock outstanding | $ 24,677 |
Preferred stock liquidation preference Per Share | $ / shares | $ 10.0211 |
Preferred Stock Convertible conversion price | $ / shares | 10.0211 |
Minimum | |
Class of Warrant or Right [Line Items] | |
Share price | $ / shares | $ 5.13 |
STOCK BASED COMPENSATION - Stoc
STOCK BASED COMPENSATION - Stock Incentive Plan (Details) $ in Thousands | Sep. 28, 2020USD ($) | Dec. 31, 2020USD ($)shares | Jul. 31, 2020USD ($)employee | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018shares | Dec. 31, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 1 year | ||||||
Number of employees affected by repricing | employee | 116 | ||||||
Expenses recognized | $ | $ 3,600 | ||||||
Granted (in shares) | 8,463,000 | ||||||
Unrecognized stock-based compensation expense, stock options | $ | $ 13,700 | $ 13,700 | $ 13,000 | ||||
Weighted-average period | 2 years 9 months 18 days | ||||||
Shares available for grant | 14,379,052 | 14,379,052 | |||||
Compensation expenses | $ | $ 1,800 | $ 8,006 | $ 5,215 | ||||
Consultant | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted (in shares) | 12,212 | 119,581 | |||||
Fair value of shares | $ | $ 100 | $ 600 | |||||
Employee | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted (in shares) | 8,450,799 | 5,730,586 | |||||
Fair value of shares | $ | $ 29,800 | $ 10,100 | |||||
2015 stock incentive plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Awards made under the plan | 26,283,789 | ||||||
Vesting period | 4 years | ||||||
Expiration period | 10 years | ||||||
Make Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Expiration period | 10 years | ||||||
Options and warrants to be issued | 232,304 | ||||||
Granted (in shares) | 0 | ||||||
2020 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock available for future issuance | 12,400,813 | 12,400,813 | |||||
Percentage of stock outstanding | 5.00% |
STOCK BASED COMPENSATION - Comm
STOCK BASED COMPENSATION - Common Stock to Employees (Details) - Employee - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, Minimum | 0.30% | 1.70% |
Risk-free interest rate, Maximum | 1.70% | 2.60% |
Expected volatility, Minimum | 52.70% | 52.70% |
Expected volatility, Maximum | 54.20% | 53.60% |
Expected life, Minimum (in years) | 5 years 10 months 24 days | 5 years 7 months 6 days |
Expected life, Maximum (in years) | 6 years 3 months 18 days | 6 years 1 month 6 days |
Fair value of Common Stock, Minimum | $ 1.40 | |
Fair value of Common Stock, Maximum | $ 7.98 | |
Fair value of Common Stock | $ 3.34 |
STOCK BASED COMPENSATION - Co_2
STOCK BASED COMPENSATION - Common Stock to Consultants (Details) - Consultant - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, Minimum | 0.60% | 1.40% |
Risk-free interest rate, Maximum | 0.80% | 3.10% |
Expected volatility, Minimum | 54.30% | 52.40% |
Expected volatility, Maximum | 54.80% | 61.50% |
Expected life, Minimum (in years) | 9 years 4 months 24 days | 6 years 2 months 12 days |
Expected life, Maximum (in years) | 10 years | 10 years |
Fair value of Common Stock, Minimum | $ 1.40 | |
Fair value of Common Stock, Maximum | $ 7.98 | |
Fair value of Common Stock | $ 3.34 |
STOCK BASED COMPENSATION - St_2
STOCK BASED COMPENSATION - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | Sep. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock based compensation expenses | $ 1,800 | $ 8,006 | $ 5,215 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock based compensation expenses | 3,276 | 2,713 | |
General and administrative expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock based compensation expenses | 3,464 | 941 | |
Sales and marketing expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock based compensation expenses | 894 | 1,373 | |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock based compensation expenses | $ 372 | $ 188 |
STOCK BASED COMPENSATION - Opti
STOCK BASED COMPENSATION - Option Activity of the Plan (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Number of shares | ||
Outstanding at beginning of period (in shares) | 18,072 | |
Granted (in shares) | 8,463 | |
Exercised (in shares) | (522) | |
Forfeited/expired (in shares) | (6,460) | |
Outstanding at end of period (in shares) | 19,553 | 18,072 |
Options vested at end of period (in shares) | 10,905 | |
Options vested or expected to vest at end of period (in shares) | 18,818 | |
Weighted-Average Exercise Price per share | ||
Outstanding at beginning of period (in dollars per share) | $ 2.01 | |
Granted (in dollars per share) | 1.51 | |
Exercised (in dollars per share) | 0.62 | |
Forfeited/expired (in dollars per share) | 2.92 | |
Outstanding at end of period (in dollars per share) | 1.53 | $ 2.01 |
Options vested at end of period (in dollars per share) | 1.53 | |
Options vested or expected to vest at December 31, 2020 | $ 1.53 | |
Weighted-average remaining contractual term (in years) | 7 years 9 months | 7 years 10 months 2 days |
Options vested at December 31, 2020 | 6 years 6 months 7 days | |
Options vested or expected to vest at December 31, 2020 | 7 years 8 months 8 days | |
Aggregate intrinsic value of options outstanding | $ 306,408 | $ 24,045 |
Weighted average grant date fair value for options granted | $ 3.52 | $ 1.78 |
Aggregate intrinsic value of options exercised | $ 1,800 | $ 3,400 |
Options vested (in dollars) | 170,868 | |
Options vested or expected to vest (in dollars) | $ 294,824 |
STOCK BASED COMPENSATION - Rest
STOCK BASED COMPENSATION - Restricted Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 1 Months Ended | 12 Months Ended |
Jul. 31, 2020 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 1 year | |
Cliff Vesting Period | 4 years | |
Weighted-average period | 2 years 9 months 18 days | |
Expenses recognized | $ 3.6 | |
RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | |
Cliff Vesting Period | 1 year | |
Unrecognized compensation costs, non-vested RSUs | $ 4.8 | |
Weighted-average period | 3 years 3 months 18 days | |
Expenses recognized | $ 0.6 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Issuance of additional shares (in shares) | 683 | |
Balance at end of period, unvested shares (in shares) | 683 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Issuance of additional shares (in dollars per share) | $ 8.02 | |
Balance at end of Period, unvested shares (in dollars per share) | $ 8.02 |
STOCK BASED COMPENSATION - Co_3
STOCK BASED COMPENSATION - Common Stock Reserved for Future Issuance (Details) | Dec. 31, 2020shares |
STOCK BASED COMPENSATION | |
Shares available for issuance under the Plan | 14,379,052 |
Common Stock warrants outstanding | 15,007,494 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Information | ||
Number of segments | 1 | |
Revenue | $ 16,470,000 | $ 26,439,000 |
Revenue recognized at a point in time | ||
Segment Information | ||
Revenue | 13,718,000 | 22,758,000 |
Revenue recognized over time | ||
Segment Information | ||
Revenue | 2,752,000 | 3,681,000 |
Product | ||
Segment Information | ||
Revenue | 13,718,000 | 22,758,000 |
Service | ||
Segment Information | ||
Revenue | 2,752,000 | 3,681,000 |
Americas | ||
Segment Information | ||
Revenue | 6,665,000 | 15,801,000 |
Americas | Product | ||
Segment Information | ||
Revenue | 5,250,000 | 12,746,000 |
Americas | Service | ||
Segment Information | ||
Revenue | 1,415,000 | 3,055,000 |
EMEA | ||
Segment Information | ||
Revenue | 7,788,000 | 8,993,000 |
EMEA | Product | ||
Segment Information | ||
Revenue | 6,629,000 | 8,430,000 |
EMEA | Service | ||
Segment Information | ||
Revenue | 1,159,000 | 563,000 |
APAC | ||
Segment Information | ||
Revenue | 2,017,000 | 1,645,000 |
APAC | Product | ||
Segment Information | ||
Revenue | 1,839,000 | 1,582,000 |
APAC | Service | ||
Segment Information | ||
Revenue | $ 178,000 | $ 63,000 |
NET LOSS PER SHARE (Details)
NET LOSS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator for basic and diluted net loss per share: | ||
Net loss attributable to Common Stockholders | $ (90,432) | $ (103,596) |
Denominator for basic and diluted net loss per share: | ||
Weighted average shares | 157,906 | 150,002 |
Net loss per share-Basic and Diluted | $ (0.57) | $ (0.69) |
NET LOSS PER SHARE - Antidiluti
NET LOSS PER SHARE - Antidilutive securities excluded from computation of earnings per share (Details) - shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded | 47,376 | 24,293 |
Common Stock options outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded | 19,553 | 18,072 |
Restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded | 683 | |
RSU | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded | 279 | 5,587 |
Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded | 25,010 | 634 |
Unvested Trine Founder Shares, held in escrow | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded | 1,851 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ in Thousands | Feb. 26, 2021 | Feb. 16, 2021 | Mar. 10, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | |||||
Issuance of common stock for acquisitions | $ 500 | $ 3,563 | |||
RSU | |||||
Subsequent Event [Line Items] | |||||
Issuance of additional shares (in shares) | 683,000 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Shares issued on exercise of warrants | 11,898,122 | ||||
Subsequent Event | Private Placement Warrants | |||||
Subsequent Event [Line Items] | |||||
Shares issued on exercise of warrants | 5,850,386 | ||||
Warrants exercised on a cashless basis | 8,503,000 | ||||
Subsequent Event | Warrant | |||||
Subsequent Event [Line Items] | |||||
Warrants exercised for cash | 11,898,122 | ||||
Net proceeds from warrant exercises | $ 136,800 | ||||
EnvisionTEC US, LLC And Affiliates | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Payment to acquire business | $ 143,800 | ||||
Issuance of common stock for acquisitions (in shares) | 5,036,142 | ||||
Issuance of common stock for acquisitions | $ 159,800 | ||||
EnvisionTEC US, LLC And Affiliates | Subsequent Event | RSU | |||||
Subsequent Event [Line Items] | |||||
Issuance of additional shares (in shares) | 475,848 |