Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 01, 2021 | |
Document Information Line Items | ||
Entity Registrant Name | AUGMEDIX, INC. | |
Trading Symbol | AUGX | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 37,158,404 | |
Amendment Flag | false | |
Entity Central Index Key | 0001769804 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-56036 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-3299164 | |
Entity Address, Address Line One | 111 Sutter Street | |
Entity Address, Address Line Two | Suite 1300 | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94104 | |
City Area Code | (888) | |
Local Phone Number | 669-4885 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash | $ 10,786 | $ 20,762 |
Restricted cash | 125 | 2,211 |
Accounts receivable, net of allowance for doubtful accounts of $10 at September 30, 2021 and December 31, 2020 | 5,542 | 2,693 |
Prepaid expenses and other current assets | 1,201 | 1,104 |
Total current assets | 17,654 | 26,770 |
Property and equipment, net | 972 | 992 |
Restricted cash, non-current | 207 | |
Deferred offering costs | 208 | |
Deposits | 69 | 173 |
Total assets | 19,110 | 27,935 |
Current liabilities: | ||
Note payable, current portion | 2,894 | |
Subordinated note payable, current portion | 3,719 | |
Accounts payable | 1,370 | 259 |
Accrued expenses and other current liabilities | 3,469 | 3,109 |
Deferred revenue | 5,708 | 5,439 |
Customer deposits | 747 | 1,053 |
Total current liabilities | 11,294 | 16,473 |
Note payable, net of current portion | 2,180 | |
Subordinated note payable, net of current portion | 6,158 | |
Loan payable | 14,684 | |
Deferred rent, net of current portion | 296 | |
Total liabilities | 26,274 | 24,811 |
Commitments and contingencies (Note 10) | ||
Stockholders’ (deficit) equity: | ||
Preferred stock, $0.0001 par value; 10,000,000 authorized, no shares issued and outstanding | ||
Common stock, $0.0001 par value; 500,000,000 shares authorized; 27,134,285 and 26,859,850 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively | 3 | 3 |
Additional paid-in capital | 89,157 | 87,051 |
Accumulated deficit | (96,278) | (83,878) |
Accumulated other comprehensive loss | (46) | (52) |
Total stockholders’ (deficit) equity | (7,164) | 3,124 |
Total liabilities and stockholders’ (deficit) equity | $ 19,110 | $ 27,935 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts (in Dollars) | $ 10 | $ 10 |
Preferred stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
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 | 27,134,285 | 26,859,850 |
Common Stock, shares outstanding | 27,134,285 | 26,859,850 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenues | $ 5,625 | $ 4,245 | $ 15,588 | $ 11,940 |
Cost of revenues | 3,092 | 2,368 | 8,518 | 7,153 |
Gross profit | 2,533 | 1,877 | 7,070 | 4,787 |
Operating expenses: | ||||
General and administrative | 3,238 | 3,336 | 9,987 | 8,480 |
Sales and marketing | 2,157 | 887 | 5,459 | 2,945 |
Research and development | 1,810 | 1,009 | 4,735 | 3,485 |
Total operating expenses | 7,205 | 5,232 | 20,181 | 14,910 |
Loss from operations | (4,672) | (3,355) | (13,111) | (10,123) |
Other income (expenses): | ||||
Interest expense | (589) | (402) | (1,885) | (1,197) |
Interest income | 1 | 8 | 3 | |
Forgiveness of PPP loan | 2,180 | 2,180 | ||
Other income (expenses) | 221 | (359) | 408 | (496) |
Total other income (expenses), net | 1,813 | (761) | 711 | (1,690) |
Net loss | (2,859) | (4,116) | (12,400) | (11,813) |
Other comprehensive income (loss): | ||||
Foreign exchange translation adjustment | 3 | 3 | 6 | (9) |
Total comprehensive loss | $ (2,856) | $ (4,113) | $ (12,394) | $ (11,822) |
Net loss per share of common stock, basic and diluted (in Dollars per share) | $ (0.11) | $ (4.93) | $ (0.46) | $ (14.14) |
Weighted average shares of common stock outstanding, basic and diluted (in Shares) | 27,123,885 | 835,696 | 27,002,774 | 835,441 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Convertible Preferred Stock and Changes in Stockholders’ (Deficit) Equity (Unaudited) - USD ($) $ in Thousands | Convertible Preferred StockPreferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total |
Balance at Dec. 31, 2019 | $ 53,882 | $ 3,174 | $ (68,274) | $ (41) | $ (65,141) | |
Balance (in Shares) at Dec. 31, 2019 | 14,639,043 | 833,505 | ||||
Issuance of Series B convertible preferred stock, net of issuance costs | $ 401 | |||||
Issuance of Series B convertible preferred stock, net of issuance costs (in Shares) | 173,752 | |||||
Exercise of common stock options | 2 | 2 | ||||
Exercise of common stock options (in Shares) | 1,924 | |||||
Stock-based compensation expense | 97 | 97 | ||||
Foreign currency translation adjustment | (1) | (1) | ||||
Net loss | (4,738) | (4,738) | ||||
Balance at Mar. 31, 2020 | $ 54,283 | 3,273 | (73,012) | (42) | (69,781) | |
Balance (in Shares) at Mar. 31, 2020 | 14,812,795 | 835,429 | ||||
Stock-based compensation expense | 295 | 295 | ||||
Foreign currency translation adjustment | (11) | (11) | ||||
Net loss | (2,959) | (2,959) | ||||
Balance at Jun. 30, 2020 | $ 54,283 | 3,568 | (75,971) | (53) | (72,456) | |
Balance (in Shares) at Jun. 30, 2020 | 14,812,795 | 835,429 | ||||
Exercise of common stock options | ||||||
Exercise of common stock options (in Shares) | 606 | |||||
Stock-based compensation expense | 99 | 99 | ||||
Foreign currency translation adjustment | 3 | 3 | ||||
Net loss | (4,116) | (4,116) | ||||
Balance at Sep. 30, 2020 | $ 54,283 | 3,667 | (80,087) | (50) | (76,470) | |
Balance (in Shares) at Sep. 30, 2020 | 14,812,795 | 836,035 | ||||
Balance at Dec. 31, 2020 | $ 3 | 87,051 | (83,878) | (52) | 3,124 | |
Balance (in Shares) at Dec. 31, 2020 | 26,859,850 | |||||
Issuance of common stock warrants | 395 | 395 | ||||
Issuance of common stock in connection with exercise of warrants | 4 | 4 | ||||
Issuance of common stock in connection with exercise of warrants (in Shares) | 4,208 | |||||
Stock-based compensation expense | 384 | 384 | ||||
Foreign currency translation adjustment | 4 | 4 | ||||
Net loss | (4,904) | (4,904) | ||||
Balance at Mar. 31, 2021 | $ 3 | 87,834 | (88,782) | (48) | (993) | |
Balance (in Shares) at Mar. 31, 2021 | 26,864,058 | |||||
Issuance of common stock to service provider | 600 | 600 | ||||
Issuance of common stock to service provider (in Shares) | 120,000 | |||||
Exercise of common stock options | 100 | 100 | ||||
Exercise of common stock options (in Shares) | 126,876 | |||||
Stock-based compensation expense | 239 | 239 | ||||
Foreign currency translation adjustment | (1) | (1) | ||||
Net loss | (4,637) | (4,637) | ||||
Balance at Jun. 30, 2021 | $ 3 | 88,773 | (93,419) | (49) | (4,692) | |
Balance (in Shares) at Jun. 30, 2021 | 27,110,934 | |||||
Exercise of common stock options | 13 | 13 | ||||
Exercise of common stock options (in Shares) | 23,351 | |||||
Stock-based compensation expense | 371 | 371 | ||||
Foreign currency translation adjustment | 3 | 3 | ||||
Net loss | (2,859) | (2,859) | ||||
Balance at Sep. 30, 2021 | $ 3 | $ 89,157 | $ (96,278) | $ (46) | $ (7,164) | |
Balance (in Shares) at Sep. 30, 2021 | 27,134,285 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (12,400) | $ (11,813) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 523 | 646 |
Stock-based compensation | 994 | 491 |
Non-cash interest expense | 346 | 246 |
Change in fair value of preferred stock warrant liability | 766 | |
Non-cash portion of loss on debt extinguishment | 161 | |
Forgiveness of PPP loan | (2,180) | |
Deferred rent | 355 | (157) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,849) | (271) |
Prepaid expenses and other current assets | 502 | 44 |
Security Deposits | 104 | |
Accounts payable | 942 | (361) |
Accrued expenses and other current liabilities | 229 | 454 |
Deferred revenue | 269 | (344) |
Customer Deposits | (306) | |
Net cash used in operating activities | (13,310) | (10,299) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (423) | (427) |
Net cash used in investing activities | (423) | (427) |
Cash flows from financing activities: | ||
Proceeds from loan | 15,000 | |
Payment to unaccredited investors of Augmedix Operating Corporation | (22) | |
Repayment of notes payable | (12,966) | |
Proceeds of notes payable | 2,180 | |
Proceeds from issuance of convertible notes payable | 500 | |
Payment of financing costs | (232) | (129) |
Payment of offering costs in relation to equity issuance | (16) | |
Proceeds from exercise of common stock warrants | 4 | |
Proceeds from exercise of stock options | 113 | 2 |
Net cash provided by financing activities | 1,881 | 2,553 |
Effect of exchange rate changes on cash and restricted cash | (3) | (1) |
Net decrease in cash and restricted cash | (11,855) | (8,174) |
Cash and restricted cash at beginning of period | 22,973 | 11,603 |
Cash and restricted cash at end of period | 11,118 | 3,429 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 1,290 | 942 |
Supplemental schedule of non-cash investing and financing activities: | ||
Deferred offering costs in accounts payable and accrued expenses | 192 | 810 |
Fair value of warrants issued in connection with loan | 395 | |
Fair value of common stock issued to service provider | 600 | |
Property, plant, and equipment in accounts payable | $ 83 |
Organization and Nature of Busi
Organization and Nature of Business | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Organization and Nature of Business | 1. Organization and Nature of Business Augmedix, Inc. (the “Company” or “Augmedix”) (formerly known as Malo Holdings Corporation) is a leading digital health platform that offers virtual medical documentation and live clinical support to large healthcare systems and physician practices, supporting medical offices, clinics, hospitals, emergency departments and telemedicine practices nationwide. The Company’s Ambient Automation Platform (“AAP”) converts the natural conversation between physicians and patients into timely and comprehensive medical notes and provides a suite of related services. The medical note is generated using Augmedix’s proprietary platform, which incorporates structured data models, automatic speech recognition (“ASR”) and natural language processing and is overseen by trained medical documentation specialists (“MDS”). Augmedix saves physicians up to 3 hours per day, improves productivity by as much as 20%, and increases satisfaction with work-life balance by over 40%. Malo Holdings Corporation Merger On October 5, 2020 (the “Effective Time”), pursuant to an Agreement and Plan of Merger and Reorganization dated October 5, 2020 (“Merger Agreement”) among the Company, its wholly-owned subsidiary, August Acquisition Corp., a Delaware corporation (“Acquisition Sub”) and Augmedix Operating Corporation (“Private Augmedix”), a privately-held Delaware corporation, Acquisition Sub merged with and into Private Augmedix, with Private Augmedix continuing as the surviving corporation (the “Merger”). Following the Merger, Private Augmedix became a wholly-owned subsidiary of the Company. Private Augmedix was incorporated in the state of Delaware in April 2013 and is headquartered in San Francisco, California. Private Augmedix has two wholly-owned subsidiaries, Augmedix BD Limited, established in February 2015, and Augmedix Solutions Pvt. Ltd., established in February 2019, which are entities formed in Bangladesh and India, respectively. Liquidity and Going Concern In accordance with Financial Accounting Standards (“FASB”) Accounting Standards Update (“ASU”) No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205-40), the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the unaudited interim condensed consolidated financial statements are issued. The Company has incurred recurring losses since its inception, including net losses of $2.9 million and $4.1 million for the three months ended September 30, 2021, and 2020, respectively, and $12.4 million and $11.8 million for the nine months ended September 30, 2021 and 2020, respectively. In addition, as of September 30, 2021, the Company had an accumulated deficit of $96.3 million. The Company has relied on debt and equity financing to fund operations to date and management expects losses and negative cash flows to continue, primarily as a result of continued sales and marketing efforts and investment in research and development. The Company believes its cash and restricted cash, along with the completed underwritten public offering on October 28, 2021 more fully disclosed in Note 13, will provide sufficient resources to meet working capital needs for over twelve months from the filing date of the September 30, 2021, Form 10-Q. Over the longer term, if the Company does not generate sufficient revenue from new and existing products, additional debt or equity financing may be required along with a reduction in expenditures. Additionally, there is no assurance if the Company requires additional future financing, that such financing will be available on terms which are acceptable to the Company, or at all. Risks and Uncertainties The Company is subject to a number of risks associated with companies at a similar stage, including dependence on key individuals, competition from similar products and larger companies, volatility of the industry, ability to obtain adequate financing to support growth, the ability to attract and retain additional qualified personnel to manage the anticipated growth of the Company, and general economic conditions. In December 2019, a novel strain of coronavirus disease (“COVID-19”) was reported and in March 2020, the World Health Organization characterized COVID-19 as a global pandemic. The COVID-19 pandemic has forced international, federal, state, and local governments to enforce prohibitions of non-essential activities. The Company first saw the impact of COVID-19 in the first quarter of 2020. The extent and duration of the adverse impact of COVID-19 on the Company over the longer term remain uncertain and dependent on future developments that cannot be accurately predicted at this time, such as the severity and transmission rate of COVID-19, the extent and effectiveness of containment actions taken, including mobility restrictions, the timing, availability, and effectiveness of vaccines, and the impact of these and other factors on travel behavior in general and on the Company’s business. As a result, the Company took a number of actions in 2020 in response to adverse impacts on its consolidated operating results and financial condition, which included both temporary salary reductions and furloughs. As the impact of COVID-19 continues to evolve, estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require increased judgment. These estimates and assumptions may change in future periods and will be recognized in the consolidated financial statements as new events occur and additional information becomes known. To the extent the Company’s actual results differ materially from those estimates and assumptions, the Company’s future consolidated financial statements could be affected. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of presentation and summary of significant accounting policies | 2. Basis of presentation and summary of significant accounting policies Basis of Presentation and Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements are presented in U.S. dollars and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and as amended by ASUs of the FASB. The accompanying unaudited interim condensed consolidated financial statements include the accounts of Augmedix, Inc. and its wholly-owned subsidiaries, Augmedix Operating Corporation, Augmedix Bangladesh Limited and Augmedix Solutions Private Limited. All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements include all normal and recurring adjustments (which consist primarily of accruals, estimates and assumptions that impact the financial statements) considered necessary to present fairly the Company’s financial position as of September 30, 2021 and its results of operations for the three and nine months ended September 30, 2021 and 2020, cash flows for the nine months ended September 30, 2021 and 2020, and convertible preferred stock and stockholders’ (deficit) equity for the three and nine months ended September, 2021 and 2020. Operating results for the three and nine months ended September 30, 2021, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2021. The unaudited interim condensed consolidated financial statements, presented herein, do not contain the required disclosures under GAAP for annual consolidated financial statements. The condensed consolidated balance sheet as of December 31, 2020, has been derived from the audited consolidated balance sheet as of that date. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and related notes as of and for the year ended December 31, 2020, included in the Company’s Annual Report on Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on June 30, 2021. Use of Estimates The preparation of the unaudited interim condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements, and reported amounts of revenue and expenses during the reporting period. The Company’s significant estimates and judgments involve the identification of performance obligations in revenue recognition and the valuation of the warrant liability and stock-based compensation, including the underlying fair value of the preferred and common stock. Actual results could differ from those estimates. Segment Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one segment. Foreign Currency Transactions, Translations and Foreign Operations The functional currency of the Bangladesh and India subsidiaries are the Bangladeshi Taka and Indian Rupee, respectively. All assets and liabilities denominated in each entity’s functional currency are translated into the U.S. Dollar using the exchange rate in effect as of the balance sheet dates. Expenses are translated using the weighted average exchange rate for the reporting period. The resulting translation gains and losses are recorded within the unaudited interim condensed consolidated statements of operations and comprehensive loss and as a separate component of stockholders’ (deficit) equity. Foreign currency transaction gains and losses are recorded within other income (expense) in the accompanying unaudited interim condensed consolidated statements of operations and comprehensive loss. Transaction gains and losses were not material for the three and nine months ended September 30, 2021, and 2020. Operations outside the United States are subject to risks inherent in operating under different legal systems and various political and economic environments. Among the risks are changes in existing tax laws, possible limitations on foreign investment and income repatriation, government price or foreign exchange controls, and restrictions on currency exchange. Concentrations of Credit Risk and Major Customers Financial instruments at September 30, 2021 and 2020 that potentially subject the Company to concentration of credit risk consist primarily of cash and accounts receivable. The Company’s cash is deposited with major financial institutions in the U.S., Bangladesh and India. At times, deposits in financial institutions located in the U.S. may be in excess of the amount of insurance provided on such deposits by the Federal Deposit Insurance Corporation (FDIC). Cash deposits at foreign financial institutions are not insured by government agencies of Bangladesh and India. To date, the Company has not experienced any losses on its cash deposits. The Company’s accounts receivable are derived from revenue earned from customers located in the U.S. Major customers are defined as those generating revenue in excess of 10% of the Company’s annual revenue. The Company had three major customers during the three and nine months ended September 30, 2021. Revenues from these major customers accounted for 23%, 20% and 12% of revenue for the three months ended September 30, 2021, and 24%, 21% and 11% of revenue for the nine months ended September 30, 2021. Accounts receivable from these customers totaled $0.3 million, $1.4 million, and $0.8 million, respectively, at September 30, 2021. The Company had three major customers during the three and nine months ended September 30, 2020. Revenues from these major customers accounted for 30%, 20% and 10% of revenue for the three months ended September 30, 2020, and 29%, 19% and 10% of revenue for the nine months ended September 30, 2020. Accounts receivable from these customers totaled $0.9 million, $0.4 million and $0.3 million, respectively, at September 30, 2020. Restricted Cash Restricted cash represents amounts held on deposit at a commercial bank used to secure the Company’s credit card facility balances and to collateralize a letter of credit in the name of the Company’s landlord pursuant to a certain operating lease. The following table provides a reconciliation of the components of cash and restricted cash reported in the Company’s condensed consolidated balance sheets to the total of the amount presented in the condensed consolidated statements of cash flows: September 30, (in thousands) 2021 2020 (unaudited) (unaudited) Cash $ 10,786 $ 1,429 Restricted cash 125 2,000 Restricted cash, non-current 207 — Total cash and restricted cash presented in the condensed consolidated statements of cash flows $ 11,118 $ 3,429 Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets held and used is measured by comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets, less costs to sell. The Company did not record any expense related to asset impairment in 2021 or 2020. Deferred Offering Costs The Company capitalizes certain legal, professional, accounting and other third-party fees that are directly associated with in-process common equity financings as deferred offering costs until such financings are consummated (Note 13). After consummation of the equity financing, these costs are recorded as a reduction of additional paid-in capital generated as a result of such offering. Should an in-process equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the consolidated statements of operations and comprehensive loss. At September 30, 2021, deferred offering costs were $0.2 million. There were no deferred offering costs at December 31, 2020. Revenue Recognition ASC Topic 606 outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The core principle, involving a five-step process, of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company derives its revenue through a recurring subscription model. The Company enters into contracts or agreements with its customers with a general initial term of one year. Customers are invoiced in advance and must generally pay an upfront implementation fee. The upfront implementation fee is deferred and recognized over the initial term of the contract and customer prepayments are deferred and included in the accompanying unaudited interim condensed consolidated balance sheets in deferred revenues. Revenues are recognized when the professional services are provided to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company’s revenues are earned from customers located only in the U.S. After the initial term, contracts are cancellable by the customer at their discretion with a 90 day notice. The Company determines revenue recognition through the following steps: ● Identification of the contract, or contracts, with a customer; ● Identification of the performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when, or as, the Company satisfies a performance obligation. Except for two U.S. state sales tax jurisdictions, applicable taxes, including local, sales, value added tax, etc., are the responsibility of the customer to self-assess and remit to proper tax authorities. Revenue is recognized net of any sales taxes. The Company also generates revenue from data service projects, which includes projects to complete certain tasks or provide other services to customers. These services represent separate performance obligations which are recognized as revenue as the services are performed. Deferred Revenue and Accounts Receivable Changes in the contract liability deferred revenue account were as follows for the nine months ended September 30, 2021, and year ended December 31, 2020: (in thousands) Nine Months Year Ended Balance, beginning of period $ 5,439 $ 5,510 Deferral of revenue 15,857 16,412 Recognition of unearned revenue (15,588 ) (16,483 ) Balance, end of period $ 5,708 $ 5,439 Accounts receivable, net from customers was $5.5 million and $2.7 million as of September 30, 2021 and December 31, 2020, respectively. Deferred revenue consists of billings or payments received in advance of revenue recognized for the Company’s services, as described above, and is recognized as revenue as earned. As of September 30, 2021, the Company expects to recognize $5.7 million from remaining performance obligations over the next 12 months. Stock-Based Compensation The Company measures and recognizes compensation expense for all stock options awarded to employees and nonemployees based on the estimated fair value of the award on the grant date. The fair value of each option award is estimated using either a Black-Scholes option-pricing model or a Monte Carlo simulation, to the extent market conditions exist. The Company recognizes compensation expense on a straight-line basis over the requisite service period, which is generally the vesting period of the award. The Company accounts for forfeitures of stock options as they occur. Estimating the fair market value of options requires the input of subjective assumptions, including the estimated fair value of the Company’s common stock prior to the Merger (Note 1), the expected life of the options, stock price volatility, the risk-free interest rate, expected dividends, and the probability of satisfying the market condition for market-condition based awards. The assumptions used in the valuation models represent management’s best estimates and involve a number of variables, uncertainties and assumptions and the application of management’s judgment, as they are inherently subjective. Advertising Costs All advertising costs are expensed as incurred and included in sales and marketing expenses. In April 2021, the Company issued 120,000 shares of common stock with a fair value of $0.6 million to a service provider as payment for advertising services to be performed over a one-year period. As of September 30, 2021, the remaining unamortized advertising costs of $0.4 million is included in prepaid expenses and other current assets. Advertising expenses incurred by the Company were $0.3 million and $39,000 for the three months ended September 30, 2021, and 2020, respectively, and $0.7 million and $77,000 for the nine months ended September 30, 2021 and 2020, respectively. Net Loss Per Share Basic net loss per share of common stock is computed by dividing net loss by the weighted average number of common stock outstanding during each period. Diluted net loss per common stock includes the effect, if any, from the potential exercise or conversion of securities, such as options and warrants which would result in the issuance of incremental common stock. In computing basic and diluted net loss per share, the weighted average number of shares is the same for both calculations due to the fact that a net loss existed for the three and nine months ended September 30, 2021, and 2020. The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares of common stock outstanding, as they would be anti-dilutive: September 30, 2021 2020 (unaudited) (unaudited) Convertible preferred stock — 14,812,795 Convertible preferred stock warrants — 2,767,836 Common stock warrants 3,333,791 5,585 Stock options 6,574,323 4,466,136 9,908,114 22,052,352 Recent Accounting Pronouncements In February 2016, the FASB issued ASC Topic 842, Leases, (“Topic 842”). This standard requires all entities that lease assets with terms of more than 12 months to capitalize the assets and related liabilities on the balance sheet. In June 2020, the FASB issued ASU 2020-05, which amended the effective date of Topic 842 until January 1, 2022. Upon adoption, the standard requires the use of a modified retrospective transition approach for its adoption. The Company is currently evaluating the effect Topic 842 will have on its consolidated financial statements and related disclosures. Management expects the assets leased under operating leases, similar to the leases disclosed in Note 10 to the unaudited interim condensed consolidated financial statements, will be capitalized together with the related lease obligations on the condensed consolidated balance sheet upon the adoption of Topic 842. In August 2020, the FASB issued ASU Update No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The goal of the ASU is to simplify the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. More specifically, the amendments focus on the guidance for convertible instruments and derivative scope exception for contracts in an entity’s own equity. The new standard is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact of adoption to the consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected. This standard is effective for fiscal years beginning after December 15, 2022, and early adoption is permitted. The Company does not intend on early adopting but is currently evaluating the impact of this standard but does not expect it to have a material impact on its consolidated financial statements upon adoption. |
Malo Holdings Corporation Merge
Malo Holdings Corporation Merger | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Malo Holdings Corporation Merger | 3. Malo Holdings Corporation Merger As described in Note 1, Private Augmedix merged with the Malo Holdings Corporation (“Malo”) in October 2020. The Merger was accounted for as a reverse recapitalization with Private Augmedix as the accounting acquirer. This determination was primarily based on the fact that subsequent to the Merger, Private Augmedix stockholders have a majority of the voting power of the combined company, Private Augmedix comprises all of the ongoing operations of the combined entity, and Private Augmedix’s senior management comprises all of the senior management of the combined company. The primary pre-combination asset of Malo was cash. Under reverse recapitalization accounting, the assets and liabilities of Malo were recorded at their historical cost and no goodwill or intangible assets were recognized. As part of the reverse recapitalization, the Company obtained approximately $4,000 of cash and assumed payables and accruals of approximately $56,000, of which $50,000 was paid at closing. Additionally, transaction costs of approximately $0.8 million consisting of legal, accounting, financial advisory and other professional fees were incurred and included in accumulated deficit as of December 31, 2020. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements Fair Value of Financial Instruments The carrying amounts of cash, restricted cash, accounts receivable, prepaid expenses, accounts payable, and customer deposits approximate fair value due to their short-term nature. As of September 30, 2021, the fair value of the Company’s loan payable was $16.1 million. As of September 30, 2021, the carrying value of the Company loan payable was $14.7 million. The estimated fair value for the Company’s loan payable was based on discounted expected future cash flows using prevailing interest rates which are Level 3 inputs under the fair value hierarchy. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | 5. Property and Equipment, net Property and equipment, net consists of the following: (in thousands) September 30, (unaudited) December 31, (unaudited) Computer hardware, software and equipment $ 6,056 $ 5,557 Leasehold improvements 2,181 2,186 Furniture and fixtures 271 271 8,508 8,014 Less: accumulated depreciation (7,536 ) (7,022 ) Property and equipment, net $ 972 $ 992 The Company recorded depreciation and amortization expense of $0.2 million during each of the three months ended September 30, 2021, and 2020 and $0.5 million and $0.6 million during the nine months ended September 30, 2021 and 2020, respectively. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued expenses and other current liabilities | 6. Accrued expenses and other current liabilities Accrued expenses and other current liabilities consists of the following: (in thousands) September 30, (unaudited) December 31, (unaudited) Accrued compensation $ 1,969 $ 1,711 Accrued other 432 612 Accrued vendor partner liabilities 669 559 Deferred rent 80 21 Accrued professional fees 268 151 Accrued VAT and other taxes 51 55 $ 3,469 $ 3,109 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 7. Debt Note Payable In June 2015, the Company entered into a loan and security agreement, as amended, (“Agreement”) with a commercial bank. The Agreement allowed for borrowings of up to $3.5 million. Outstanding borrowings under the Agreement bore interest at the prime rate of interest plus 0.5%, or 3.62% at December 31, 2020. This note payable was paid in full in March 2021 with the proceeds from the Loan Agreement and the restriction on the Company’s cash was lifted. Prior to repayment, the Company was required to maintain at least $2.0 million in an account with and under the control of the commercial bank, that reduced in line with the loan balance once the loan balance declined below $2.0 million. As of December 31, 2020, the outstanding balance due on the note payable was $2.9 million. Outstanding borrowings under the Agreement were secured by substantially all assets of the Company, and the Company was required to maintain certain financial and non-financial covenants. The Company was in compliance with all covenants at December 31, 2020. In October 2018, in connection with the issuance of Series A convertible preferred stock (Note 8), the Company cancelled warrants previously issued to the commercial bank and issued in its place warrants to purchase 234 and 91 shares of common stock. The warrants have an exercise price of $96.24 per share and $106.17 per share, are immediately exercisable and expire in June 2025 and July 2027, respectively. Subordinated Note Payable In May 2017, the Company entered into a loan and security agreement, as amended, (“Sub Agreement”) with a lending institution for borrowings of up to $10.0 million. Outstanding borrowings under the Sub Agreement bore interest at the rate of 12% per year. Pursuant to the Sub Agreement, a final payment of $0.7 million was payable at the maturity date in April 2023. The Company recorded the final payment as both a discount and an increase to the principal amount of the debt. The Company also capitalized certain lender and legal costs associated with the Sub Agreement totaling $0.3 million, which were recorded as a discount to the Sub Agreement. The aggregate discount of $1.2 million was being amortized to interest expense over the repayment term of the Sub Agreement. At December 31, 2020, the remaining unamortized discount was $0.2 million. The Company amortized $0 and $83,000 of the discount to interest expense during the three months ended September 30, 2021, and 2020, respectively, and $34,000 and $0.2 million for the nine months ended September 30, 2021, and 2020, respectively. Borrowings under the Sub Agreement were paid in full in March 2021 with the proceeds from the Loan Agreement. As a result, the Company recorded a loss on debt extinguishment within interest expense totaling $0.2 million, which includes writing off the remaining unamortized debt discount of $0.2 million plus lender fees paid to extinguish the debt. Outstanding borrowings under the Sub Agreement were collateralized by substantially all assets of the Company and were subordinate to any outstanding borrowings under the Agreement. Borrowings under the Sub Agreement were subject to certain financial and non-financial covenants. The Company was in compliance with all covenants at December 31, 2020. Paycheck Protection Program (PPP Loan) On April 11, 2020, the Company entered into an original loan agreement with East West Bank as the lender for a loan in an aggregate principal amount of $2.2 million (“PPP Loan”) pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) and implemented by the U.S. Small Business Administration. The PPP Loan matures in two years and bears interest at a rate of 1% per year, with all payments deferred through the six-month anniversary of the date of the PPP Loan. Principal plus accrued unpaid interest is to be paid in one payment two years after the date of this note and may be prepaid by the Company at any time prior to maturity without penalty. The Company may apply for forgiveness of amounts due under the PPP Loan, with the amount of potential loan forgiveness to be calculated in accordance with the requirements of the CARES Act based on payroll costs, any mortgage interest payments, any covered rent payments and any covered utilities payments during the 8-24 week period after the origination date of the Loan. The Company used proceeds of the Loan for payroll and other qualifying expenses. On November 19, 2020, the Company applied for forgiveness of the full principal amount. On August 9, 2021, the Company received notification that the full amount of the PPP Loan and accrued interest was forgiven. As a result, the Company recorded a gain from the forgiveness of the PPP Loan in the condensed consolidated statements of operations and comprehensive loss during the three months ended September 30, 2021. Loan and Security Agreement On March 25, 2021, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Eastward Fund Management, LLC, as the lender (“Lender”) to establish a loan facility which provides for borrowings in the aggregate principal amount of up to $17.0 million, which are available to be drawn in two tranches. The first tranche of $15.0 million was funded on March 31, 2021. The second tranche of $2.0 million is available, at the Company’s request, between October 30, 2021, and November 30, 2021, provided the Company achieves at least $6.0 million in revenue and a maximum EBITDA loss of $4.8 million, in each case for the third fiscal quarter of 2021. Outstanding borrowings under the Loan Agreement are secured by a first priority lien on substantially all of the personal property assets of the Company, including the Company’s intellectual property. The Company is required to pay only interest during the first 18 months after funding of the tranche and thereafter, the Company shall repay such loan amount in 30 consecutive equal monthly installments of principal plus accrued interest. The loan facility bears an annual interest rate of the prime rate as published in the Wall Street Journal, subject to a floor 3.25%, plus 8.75%. On the final repayment date, Company is also obligated to pay a final payment fee equal to seven and one-half percent (7.5%) of the amount of the applicable advance. As of September 30, 2021, the outstanding balance on the loan has been classified as a long-term liability in the loan payable in the accompanying condensed consolidated balance sheet. At September 30, 2021, the future minimum payments required under the Loan Agreement, including the final payment, are as follows as of (in thousands): (in thousands) 2021 (remaining three months) $ — 2022 1,500 2023 6,000 2024 6,000 2025 1,500 15,000 End of term charge 1,125 16,125 Less unamortized debt discount (1,441 ) Loan Agreement borrowing net of discount 14,684 Less current portion — Loan Agreement borrowings, non-current portion $ 14,684 In connection with the Loan Agreement, the Company issued the Lender warrants with a fair value of $0.4 million, which was recorded as a discount to the loan, to purchase up to 346,500 shares (increasing to 392,700 shares upon funding of the second tranche) of common stock that were immediately vested upon funding with an exercise price of $3.00 per share and a term of the earlier of i) March 24, 2031 and ii) the third anniversary of the Company’s listing on Nasdaq. The warrants also provide that any shares issued pursuant to the warrants are entitled to the registration rights afforded to holders of the Company’s stock, all as set forth in those certain outstanding Registration Rights Agreement dated as of October 5, 2020. The Company recorded the final payment of $1.1 million as both a discount and an increase to the principal amount of the debt. The Company also capitalized certain lender and legal costs associated with the Loan Agreement totaling $0.2 million, which were recorded as a discount to the loan. The aggregate discount of $1.8 million is being amortized to interest expense over the repayment term of the Loan and Security Agreement. The Company amortized $0.1 million and $0.3 million of the discount to interest expense during the three months and nine months ended September 30, 2021, respectively. At September 30, 2021, the remaining unamortized discount was $1.4 million. The Company and Lender also entered into a Co-Investment Agreement, which grants to the Lender and its affiliates a right to purchase in the Company’s future private equity financings up to a total $3.0 million (if the Company only draws the first tranche) or $3.4 million (if the Company draws the second tranche) at the same per share purchase price and terms as other investors in such private equity financings. |
Common Stock, Preferred Stock a
Common Stock, Preferred Stock and Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Common Stock, Preferred Stock and Convertible Preferred Stock | 8. Common Stock, Preferred Stock and Convertible Preferred Stock Common Stock The Company is authorized to issue 500,000,000 shares of common stock with a par value of $0.0001 per share. Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Subject to preferences that may apply to any outstanding preferred stock, holders of common stock are entitled to receive ratably any dividends that the Company’s board of directors may declare out of funds legally available for that purpose on a non-cumulative basis. No dividends had been declared through September 30, 2021. In connection with the Merger, as discussed in Note 1, the Company issued 2,166,667 shares of common stock to the former shareholders of Malo Holdings Corporation. The Company paid $0.6 million to several unaccredited investors of Private Augmedix in lieu of issuing shares. As of September 30, 2021, the Company accrued $7,000 for remaining payments to be made to unaccredited investors in lieu of issuing shares. Common Stock Warrants At September 30, 2021, the Company had the following warrants outstanding to acquire shares of its common stock: Expiration Date Shares of Exercise June 11, 2025 234 $ 96.24 November 13, 2025 218,078 $ 3.00 July 28, 2027 91 $ 106.17 August 28, 2028 1,052 $ 39.76 September 2, 2029 2,767,836 $ 2.88 October 28, 2024 346,500 $ 3.00 3,333,791 Preferred Stock The Company is authorized to issue 10,000,000 shares of preferred stock with a par value of $0.0001 per share. The Company’s board of directors are authorized, subject to limitations prescribed by Delaware law, to issue preferred stock in one or more series, to establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences, and rights of the shares of each series. As of September 30, 2021, there were no shares of preferred stock issued or outstanding. Convertible Preferred Stock In February 2020, Private Augmedix raised $0.5 million in cash proceeds through issuance of 173,752 shares of Series B to certain existing shareholders and warrants to purchase up to 57,338 shares of Series B at a price of $2.88 per share, are immediately exercisable and expire in September 2029. The proceeds were first allocated to the warrant liability based on an initial fair value of $0.1 million with a corresponding amount recorded as a reduction in the carrying amount of the Series B. Private Augmedix incurred issuance costs of $4,000, which were recorded as a reduction of the proceeds. In connection with the Merger, as discussed in Note 1, the Company issued 14,804,274 shares of its common stock to holders of convertible preferred stock of Private Augmedix. No convertible preferred securities were outstanding as of September 30, 2021, and December 31, 2020. Series B Convertible Preferred Stock Warrants In August 2019, in connection with amending its Sub Agreement (Note 7), the Company issued a warrant to purchase 580,383 shares of Series B. In September and October 2019, in connection with the Series B financing and the conversion of convertible promissory notes, the Company issued warrants to purchase 2,130,115 shares of Series B. In February 2020, in connection with the Series B financing, the Company issued warrants to purchase 57,338 shares of Series B. The warrants were classified as liabilities and subject to re-remeasurement at each balance sheet date. At the Effective Time of the Merger, the warrants to purchase shares of Series B were converted to warrants to purchase 2,767,836 shares of common stock at a price of $2.88 per share, are immediately exercisable and expire in September 2029. Upon completing the exchange, the warrants were eligible for equity classification and no longer subject to re-measurement. |
Equity Incentive Plan
Equity Incentive Plan | 9 Months Ended |
Sep. 30, 2021 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plan | 9. Equity Incentive Plan At the Effective Time of the Merger, the Company assumed Private Augmedix’s 2013 Equity Incentive Plan (“2013 Plan”). Options granted under the Plan may be incentive stock options (“ISOs”), non-qualified stock options (“NSOs”), stock appreciation rights (“SARs”), restricted stock awards (“RSAs”) and restricted stock units (“RSUs”). ISOs may be granted only to Company employees and directors. NSOs, SARs and RSAs may be granted to employees, directors, advisors and consultants. The Board of Directors has the authority to determine to whom options will be granted, the number of options, the term, and the exercise price. No shares of restricted stock, no stock appreciation rights and no RSUs were granted under the 2013 Plan after August 31, 2020. Pursuant to the Merger, the Company adopted the 2020 Equity Incentive Plan (“2020 Plan”) which serves as successor to the 2013 Plan. The 2020 Plan authorizes the award of stock options, restricted stock awards, stock appreciation rights, restricted stock units, performance awards, cash awards, and stock bonus awards. Certain awards provide for accelerated vesting in the event of a change in control. Options issued may have a contractual life of up to 10 years and may be exercisable in cash or as otherwise determined by the Board of Directors. Vesting generally occurs over a period of not greater than four years. The number of shares reserved for issuance under the 2020 Plan will increase automatically on January 1, 2021 through 2030 by the number of shares equal to the lesser of 5% of the total number of outstanding shares of our common stock as of the immediately preceding January 1, or a number as may be determined by the Board of Directors. As of September 30, 2021, 454,838 shares remained available for grant under the 2020 Plan. At the Company’s annual meeting of stockholders held on July 1, 2021, the Company’s stockholders approved of an amendment and restatement of the 2020 Plan which increased the number of shares of common stock available for issuance under the 2020 Plan by 643,761 shares. The Company recorded share-based compensation expense in the following expense categories in the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2021, and 2020: Three Months Ended (unaudited) Nine Months Ended (unaudited) (in thousands) 2021 2020 2021 2020 General and administrative $ 258 $ 69 $ 649 $ 359 Sales and marketing 31 18 88 70 Research and development 68 9 181 48 Cost of revenues 14 3 76 14 $ 371 $ 99 $ 994 $ 491 No income tax benefits have been recognized in the condensed consolidated statements of operations for stock-based compensation arrangements and no stock-based compensation costs have been capitalized as property and equipment through September 30, 2021. The fair value of options is estimated using the Black-Scholes option pricing model which takes into account inputs such as the exercise price, the value of the underlying ordinary shares at the grant date, expected term, expected volatility, risk free interest rate and dividend yield. The fair value of each grant of options during the nine months ended September 30, 2021, was determined using the methods and assumptions discussed below. ● The expected term of employee options is determined using the “simplified” method, as prescribed in SEC’s Staff Accounting Bulletin (SAB) No. 107, whereby the expected life equals the arithmetic average of the vesting term and the original contractual term of the option due to the Company’s lack of sufficient historical data. ● The expected volatility is based on historical volatility of the publicly traded common stock of a peer group of companies. ● The risk-free interest rate is based on the interest rate payable on U.S. Treasury securities in effect at the time of grant for a period that is commensurate with the assumed expected term. ● The expected dividend yield is none because the Company has not historically paid and does not expect for the foreseeable future to pay a dividend on its ordinary shares. For the nine months ended September 30, 2021, and 2020, the fair value of options granted was estimated using a Black-Scholes option pricing model with the following weighted average assumptions: Nine Months Ended (unaudited) 2021 2020 Expected term (in years) 5.8 5.0 Expected Volatility 54.4 % 38.1 % Risk-free rate 0.8 % 0.5 % Dividend rate — — The weighted average grant date fair value of stock option awards granted was $1.61 and $0.10 during the nine months ended September 30, 2021, and 2020, respectively. The following table summarizes stock option activity under the Plan for the nine months ended September 30, 2021: Number of Shares under Option Plan Weighted- Weighted- Average Remaining Contractual Life (in years) Outstanding at December 31, 2020 4,211,857 $ 0.76 8.6 Granted 2,642,172 $ 3.16 Exercised (180,405 ) $ 0.82 Forfeited and expired (99,301 ) $ 1.65 Outstanding at September 30, 2021 6,574,323 $ 1.71 8.2 Exercisable at September 30, 2021 3,312,725 $ 0.99 8.0 Vested and expected to vest at September 30, 2021 6,164,089 $ 1.62 8.4 There were 180,405 options exercised during the nine months ended September 30, 2021. The options exercised during the nine months ended September 30, 2021, had an intrinsic value of $0.6 million. The aggregate intrinsic value of options outstanding and options exercisable as of September 30, 2021, were $23.3 million and $14.1 million, respectively. At September 30, 2021, future stock-based compensation for options granted and outstanding of $2.6 million will be recognized over a remaining weighted-average requisite service period of 2.6 years. Performance and Market-Based Options In March 2021, the Company granted 727,922 stock options to the Chief Executive Officer (“CEO”) under the 2020 Plan with an exercise price of $3.00 per share. The options vest based on the CEO’s continued service in addition to the following terms: ● 317,688 options vest in full when the closing price of the Company’s common stock reaches or exceeds $9.00 per share for a minimum of 20 consecutive trading days. These options expire on March 3, 2031. ● 46,273 options vest in full when the closing price of the Company’s common stock reaches or exceeds $9.00 per share for 20 out of 30 trading days after the Company becomes listed on the New York Stock Exchange or Nasdaq. These options expire on March 22, 2026. ● 363,961 options vest in full when the closing price of the Company’s common stock reaches or exceeds $13.50 per share for 20 out of 30 trading days after the Company becomes listed on the New York Stock Exchange or Nasdaq. These options expire on March 22, 2026. The grant date fair value of the options was determined using a Monte Carlo simulation model. The Company’s assumptions for expected volatility, closing price and risk-free rate were 50.0%, $3.00 and 0.77%, respectively. The aggregate estimated fair value of the options was $0.4 million. The Company recognized $22,000 and $38,000 in share-based expenses for the three and nine months ended September 30, 2021, respectively. As of September 30, 2021, there was $0.1 million of unrecognized compensation costs which the Company plans to recognize over a weighted average period of 2.3 years. Also, as of September 30, 2021, there is an additional $0.2 million of unrecognized compensation cost which the Company will begin to recognize over a weighted average period of 4.4 years beginning on the date the Company is listed on the Nasdaq (Note 13). If the market conditions are achieved, any remaining unrecognized compensation cost associated with those options will be immediately recognized. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Operating Leases The Company leases its office facilities in San Francisco, California under non-cancelable operating lease agreements that expire at various dates through February 2025. In addition, the Company’s subsidiary has several operating lease agreements for office space in Bangladesh, which expire at various dates through December 2028. The Bangladesh lease agreements allow for early cancellation without penalty upon providing the landlord advance notice of at least six months. Under the terms of the operating lease agreements, the Company is responsible for certain insurance and maintenance expenses. Certain of the lease agreements contain scheduled rent increases and provide for rent-free months over the term of the leases. The related rent expense for the leases is calculated on a straight-line basis with the difference between rent expense and scheduled rent payments recorded as deferred rent. Rent expense was $0.2 million during each of the three months ended September 30, 2021, and 2020, and $0.5 million during the nine months ended September 30, 2021 and 2020. As of September 30, 2021, future minimum rental payments under all non-cancelable operating leases are as follows: (in thousands) 2021 (remaining three months) $ 207 2022 849 2023 874 2024 900 2025 151 Total $ 2,981 Cloud Computing Services In June 2021, the Company entered into a noncancellable three-year contract to obtain cloud computing services. The minimum contractual spend over the three-year Legal In the normal course of business, the Company may receive inquiries or become involved in legal disputes regarding various litigation matters. In the opinion of management, any potential liabilities resulting from such claims would not have a material adverse effect on the Company’s condensed consolidated interim financial position or results of operations. As a result, no liability related to such claims has been recorded at September 30, 2021 or 2020, respectively. Indemnification Agreements From time to time, in the normal course of business, the Company may indemnify other parties when it enters into contractual relationships, including members of the Board of Directors, employees, customers, lessors and parties to other transactions with the Company. The Company may agree to hold other parties harmless against specific losses, such as those that could arise from a breach of representation, covenant or third-party infringement claims. It may not be possible to determine the maximum potential amount of liability under such indemnification agreements due to the unique facts and circumstances that are likely to be involved in each particular claim and indemnification provision. Management believes any liability arising from these agreements will not be material to the unaudited interim condensed consolidated financial statements. As a result, no liability for these agreements has been recorded at September 30, 2021 or 2020. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions Operating Leases In 2015, the Bangladesh subsidiary entered into agreements to rent office facilities under 10-year operating lease agreements (Note 10), with a company owned by relatives of the Company’s Director and Chief Strategy Officer. The Company paid $0.1 million to the related party during each of the three months ended September 30, 2021, and 2020, and $0.3 million to the related party during each of the nine months ended September 30, 2021 and 2020, which is included as rent expense. At September 30, 2021 and 2020, the amounts owed to the related party were $4,000 and $0, respectively. |
Employee Benefit Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | 12. Employee Benefit Plan The Company has a 401(k) plan to provide defined contribution retirement benefits for all eligible employees. Participants may contribute a portion of their compensation to the 401(k) plan, subject to the limitations under the Internal Revenue Code. The Company’s contributions to the 401(k) plan are at the discretion of the Board of Directors. During the three months ended September 30, 2021, and 2020 the Company made contributions of $25,000 and $17,000, respectively, and $80,000 and $63,000 for the nine months ended September 30, 2021, and 2020, respectively, to the 401(k) plan. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events Management has evaluated subsequent events occurring after September 30, 2021, through November 9, 2021, the date the unaudited condensed consolidated interim financial statements were issued. Stock Option Grants In October 2021, the Company granted 94,500 stock options and 32,300 stock appreciation rights with a weighted average exercise price of $5.38. Underwritten Public Offering On October 28, 2021, the Company completed its underwritten public offering, at which time the Company issued an aggregate of 10,000,000 shares of its common stock at a price of $4.00 per share. In addition, the Company granted the underwriters a 30-day option to purchase up to an additional 1,500,000 shares of its common stock at a price of $4.00 per share. This option has not been exercised. The Company received net proceeds of approximately $36.8 million, after deducting underwriting discounts and commissions of $3.2 million and other offering expenses of $0.4 million. Gratuity Fund Effective October 2021, the Company established a retirement fund for its permanent employees named Augmedix BD Limited Employees’ Gratuity Fund as per local requirements. Employees will be entitled to cash benefit after completion of minimum five years of service with the company. The payment amount will be calculated on the basic pay and is payable at the rate of one month’s basic pay for every completed year of service. The Company estimates it will fund approximately $0.5 million as early as the fourth quarter or early in the first quarter 2022 as its initial funding. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements are presented in U.S. dollars and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and as amended by ASUs of the FASB. The accompanying unaudited interim condensed consolidated financial statements include the accounts of Augmedix, Inc. and its wholly-owned subsidiaries, Augmedix Operating Corporation, Augmedix Bangladesh Limited and Augmedix Solutions Private Limited. All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements include all normal and recurring adjustments (which consist primarily of accruals, estimates and assumptions that impact the financial statements) considered necessary to present fairly the Company’s financial position as of September 30, 2021 and its results of operations for the three and nine months ended September 30, 2021 and 2020, cash flows for the nine months ended September 30, 2021 and 2020, and convertible preferred stock and stockholders’ (deficit) equity for the three and nine months ended September, 2021 and 2020. Operating results for the three and nine months ended September 30, 2021, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2021. The unaudited interim condensed consolidated financial statements, presented herein, do not contain the required disclosures under GAAP for annual consolidated financial statements. The condensed consolidated balance sheet as of December 31, 2020, has been derived from the audited consolidated balance sheet as of that date. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and related notes as of and for the year ended December 31, 2020, included in the Company’s Annual Report on Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on June 30, 2021. |
Use of Estimates | Use of Estimates The preparation of the unaudited interim condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements, and reported amounts of revenue and expenses during the reporting period. The Company’s significant estimates and judgments involve the identification of performance obligations in revenue recognition and the valuation of the warrant liability and stock-based compensation, including the underlying fair value of the preferred and common stock. Actual results could differ from those estimates. |
Segment Information | Segment Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one segment. |
Foreign Currency Transactions, Translations and Foreign Operations | Foreign Currency Transactions, Translations and Foreign Operations The functional currency of the Bangladesh and India subsidiaries are the Bangladeshi Taka and Indian Rupee, respectively. All assets and liabilities denominated in each entity’s functional currency are translated into the U.S. Dollar using the exchange rate in effect as of the balance sheet dates. Expenses are translated using the weighted average exchange rate for the reporting period. The resulting translation gains and losses are recorded within the unaudited interim condensed consolidated statements of operations and comprehensive loss and as a separate component of stockholders’ (deficit) equity. Foreign currency transaction gains and losses are recorded within other income (expense) in the accompanying unaudited interim condensed consolidated statements of operations and comprehensive loss. Transaction gains and losses were not material for the three and nine months ended September 30, 2021, and 2020. Operations outside the United States are subject to risks inherent in operating under different legal systems and various political and economic environments. Among the risks are changes in existing tax laws, possible limitations on foreign investment and income repatriation, government price or foreign exchange controls, and restrictions on currency exchange. |
Concentrations of Credit Risk and Major Customers | Concentrations of Credit Risk and Major Customers Financial instruments at September 30, 2021 and 2020 that potentially subject the Company to concentration of credit risk consist primarily of cash and accounts receivable. The Company’s cash is deposited with major financial institutions in the U.S., Bangladesh and India. At times, deposits in financial institutions located in the U.S. may be in excess of the amount of insurance provided on such deposits by the Federal Deposit Insurance Corporation (FDIC). Cash deposits at foreign financial institutions are not insured by government agencies of Bangladesh and India. To date, the Company has not experienced any losses on its cash deposits. The Company’s accounts receivable are derived from revenue earned from customers located in the U.S. Major customers are defined as those generating revenue in excess of 10% of the Company’s annual revenue. The Company had three major customers during the three and nine months ended September 30, 2021. Revenues from these major customers accounted for 23%, 20% and 12% of revenue for the three months ended September 30, 2021, and 24%, 21% and 11% of revenue for the nine months ended September 30, 2021. Accounts receivable from these customers totaled $0.3 million, $1.4 million, and $0.8 million, respectively, at September 30, 2021. The Company had three major customers during the three and nine months ended September 30, 2020. Revenues from these major customers accounted for 30%, 20% and 10% of revenue for the three months ended September 30, 2020, and 29%, 19% and 10% of revenue for the nine months ended September 30, 2020. Accounts receivable from these customers totaled $0.9 million, $0.4 million and $0.3 million, respectively, at September 30, 2020. |
Restricted Cash | Restricted Cash Restricted cash represents amounts held on deposit at a commercial bank used to secure the Company’s credit card facility balances and to collateralize a letter of credit in the name of the Company’s landlord pursuant to a certain operating lease. The following table provides a reconciliation of the components of cash and restricted cash reported in the Company’s condensed consolidated balance sheets to the total of the amount presented in the condensed consolidated statements of cash flows: September 30, (in thousands) 2021 2020 (unaudited) (unaudited) Cash $ 10,786 $ 1,429 Restricted cash 125 2,000 Restricted cash, non-current 207 — Total cash and restricted cash presented in the condensed consolidated statements of cash flows $ 11,118 $ 3,429 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets held and used is measured by comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets, less costs to sell. The Company did not record any expense related to asset impairment in 2021 or 2020. |
Deferred offering costs | Deferred Offering Costs The Company capitalizes certain legal, professional, accounting and other third-party fees that are directly associated with in-process common equity financings as deferred offering costs until such financings are consummated (Note 13). After consummation of the equity financing, these costs are recorded as a reduction of additional paid-in capital generated as a result of such offering. Should an in-process equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the consolidated statements of operations and comprehensive loss. At September 30, 2021, deferred offering costs were $0.2 million. There were no deferred offering costs at December 31, 2020. |
Revenue Recognition | Revenue Recognition ASC Topic 606 outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The core principle, involving a five-step process, of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company derives its revenue through a recurring subscription model. The Company enters into contracts or agreements with its customers with a general initial term of one year. Customers are invoiced in advance and must generally pay an upfront implementation fee. The upfront implementation fee is deferred and recognized over the initial term of the contract and customer prepayments are deferred and included in the accompanying unaudited interim condensed consolidated balance sheets in deferred revenues. Revenues are recognized when the professional services are provided to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company’s revenues are earned from customers located only in the U.S. After the initial term, contracts are cancellable by the customer at their discretion with a 90 day notice. The Company determines revenue recognition through the following steps: ● Identification of the contract, or contracts, with a customer; ● Identification of the performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when, or as, the Company satisfies a performance obligation. Except for two U.S. state sales tax jurisdictions, applicable taxes, including local, sales, value added tax, etc., are the responsibility of the customer to self-assess and remit to proper tax authorities. Revenue is recognized net of any sales taxes. The Company also generates revenue from data service projects, which includes projects to complete certain tasks or provide other services to customers. These services represent separate performance obligations which are recognized as revenue as the services are performed. |
Deferred Revenue and Accounts Receivable | Deferred Revenue and Accounts Receivable Changes in the contract liability deferred revenue account were as follows for the nine months ended September 30, 2021, and year ended December 31, 2020: (in thousands) Nine Months Year Ended Balance, beginning of period $ 5,439 $ 5,510 Deferral of revenue 15,857 16,412 Recognition of unearned revenue (15,588 ) (16,483 ) Balance, end of period $ 5,708 $ 5,439 Accounts receivable, net from customers was $5.5 million and $2.7 million as of September 30, 2021 and December 31, 2020, respectively. Deferred revenue consists of billings or payments received in advance of revenue recognized for the Company’s services, as described above, and is recognized as revenue as earned. As of September 30, 2021, the Company expects to recognize $5.7 million from remaining performance obligations over the next 12 months. |
Stock-Based Compensation | Stock-Based Compensation The Company measures and recognizes compensation expense for all stock options awarded to employees and nonemployees based on the estimated fair value of the award on the grant date. The fair value of each option award is estimated using either a Black-Scholes option-pricing model or a Monte Carlo simulation, to the extent market conditions exist. The Company recognizes compensation expense on a straight-line basis over the requisite service period, which is generally the vesting period of the award. The Company accounts for forfeitures of stock options as they occur. Estimating the fair market value of options requires the input of subjective assumptions, including the estimated fair value of the Company’s common stock prior to the Merger (Note 1), the expected life of the options, stock price volatility, the risk-free interest rate, expected dividends, and the probability of satisfying the market condition for market-condition based awards. The assumptions used in the valuation models represent management’s best estimates and involve a number of variables, uncertainties and assumptions and the application of management’s judgment, as they are inherently subjective. |
Advertising Costs | Advertising Costs All advertising costs are expensed as incurred and included in sales and marketing expenses. In April 2021, the Company issued 120,000 shares of common stock with a fair value of $0.6 million to a service provider as payment for advertising services to be performed over a one-year period. As of September 30, 2021, the remaining unamortized advertising costs of $0.4 million is included in prepaid expenses and other current assets. Advertising expenses incurred by the Company were $0.3 million and $39,000 for the three months ended September 30, 2021, and 2020, respectively, and $0.7 million and $77,000 for the nine months ended September 30, 2021 and 2020, respectively. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share of common stock is computed by dividing net loss by the weighted average number of common stock outstanding during each period. Diluted net loss per common stock includes the effect, if any, from the potential exercise or conversion of securities, such as options and warrants which would result in the issuance of incremental common stock. In computing basic and diluted net loss per share, the weighted average number of shares is the same for both calculations due to the fact that a net loss existed for the three and nine months ended September 30, 2021, and 2020. The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares of common stock outstanding, as they would be anti-dilutive: September 30, 2021 2020 (unaudited) (unaudited) Convertible preferred stock — 14,812,795 Convertible preferred stock warrants — 2,767,836 Common stock warrants 3,333,791 5,585 Stock options 6,574,323 4,466,136 9,908,114 22,052,352 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASC Topic 842, Leases, (“Topic 842”). This standard requires all entities that lease assets with terms of more than 12 months to capitalize the assets and related liabilities on the balance sheet. In June 2020, the FASB issued ASU 2020-05, which amended the effective date of Topic 842 until January 1, 2022. Upon adoption, the standard requires the use of a modified retrospective transition approach for its adoption. The Company is currently evaluating the effect Topic 842 will have on its consolidated financial statements and related disclosures. Management expects the assets leased under operating leases, similar to the leases disclosed in Note 10 to the unaudited interim condensed consolidated financial statements, will be capitalized together with the related lease obligations on the condensed consolidated balance sheet upon the adoption of Topic 842. In August 2020, the FASB issued ASU Update No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The goal of the ASU is to simplify the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. More specifically, the amendments focus on the guidance for convertible instruments and derivative scope exception for contracts in an entity’s own equity. The new standard is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact of adoption to the consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected. This standard is effective for fiscal years beginning after December 15, 2022, and early adoption is permitted. The Company does not intend on early adopting but is currently evaluating the impact of this standard but does not expect it to have a material impact on its consolidated financial statements upon adoption. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of reconciliation of the components of cash and restricted cash | September 30, (in thousands) 2021 2020 (unaudited) (unaudited) Cash $ 10,786 $ 1,429 Restricted cash 125 2,000 Restricted cash, non-current 207 — Total cash and restricted cash presented in the condensed consolidated statements of cash flows $ 11,118 $ 3,429 |
Schedule of liability deferred revenue | (in thousands) Nine Months Year Ended Balance, beginning of period $ 5,439 $ 5,510 Deferral of revenue 15,857 16,412 Recognition of unearned revenue (15,588 ) (16,483 ) Balance, end of period $ 5,708 $ 5,439 |
Schedule of diluted weighted-average shares of common stock outstanding | September 30, 2021 2020 (unaudited) (unaudited) Convertible preferred stock — 14,812,795 Convertible preferred stock warrants — 2,767,836 Common stock warrants 3,333,791 5,585 Stock options 6,574,323 4,466,136 9,908,114 22,052,352 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment, net | (in thousands) September 30, (unaudited) December 31, (unaudited) Computer hardware, software and equipment $ 6,056 $ 5,557 Leasehold improvements 2,181 2,186 Furniture and fixtures 271 271 8,508 8,014 Less: accumulated depreciation (7,536 ) (7,022 ) Property and equipment, net $ 972 $ 992 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure of Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of accrued expenses and other current liabilities | (in thousands) September 30, (unaudited) December 31, (unaudited) Accrued compensation $ 1,969 $ 1,711 Accrued other 432 612 Accrued vendor partner liabilities 669 559 Deferred rent 80 21 Accrued professional fees 268 151 Accrued VAT and other taxes 51 55 $ 3,469 $ 3,109 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of future minimum payments under the loan agreement | (in thousands) 2021 (remaining three months) $ — 2022 1,500 2023 6,000 2024 6,000 2025 1,500 15,000 End of term charge 1,125 16,125 Less unamortized debt discount (1,441 ) Loan Agreement borrowing net of discount 14,684 Less current portion — Loan Agreement borrowings, non-current portion $ 14,684 |
Common Stock, Preferred Stock_2
Common Stock, Preferred Stock and Convertible Preferred Stock (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of warrants outstanding to acquire shares of its common stock | Expiration Date Shares of Exercise June 11, 2025 234 $ 96.24 November 13, 2025 218,078 $ 3.00 July 28, 2027 91 $ 106.17 August 28, 2028 1,052 $ 39.76 September 2, 2029 2,767,836 $ 2.88 October 28, 2024 346,500 $ 3.00 3,333,791 |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of share-based compensation expense | Three Months Ended (unaudited) Nine Months Ended (unaudited) (in thousands) 2021 2020 2021 2020 General and administrative $ 258 $ 69 $ 649 $ 359 Sales and marketing 31 18 88 70 Research and development 68 9 181 48 Cost of revenues 14 3 76 14 $ 371 $ 99 $ 994 $ 491 |
Schedule of fair value of option grants weighted average assumptions | Nine Months Ended (unaudited) 2021 2020 Expected term (in years) 5.8 5.0 Expected Volatility 54.4 % 38.1 % Risk-free rate 0.8 % 0.5 % Dividend rate — — |
Schedule of stock option activity | Number of Shares under Option Plan Weighted- Weighted- Average Remaining Contractual Life (in years) Outstanding at December 31, 2020 4,211,857 $ 0.76 8.6 Granted 2,642,172 $ 3.16 Exercised (180,405 ) $ 0.82 Forfeited and expired (99,301 ) $ 1.65 Outstanding at September 30, 2021 6,574,323 $ 1.71 8.2 Exercisable at September 30, 2021 3,312,725 $ 0.99 8.0 Vested and expected to vest at September 30, 2021 6,164,089 $ 1.62 8.4 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum rental payments under all non-cancelable operating leases | (in thousands) 2021 (remaining three months) $ 207 2022 849 2023 874 2024 900 2025 151 Total $ 2,981 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accounting Policies [Abstract] | ||||
Percenatge of productivity | 20.00% | |||
Percentage of work life balance | 40.00% | |||
Net losses | $ 2.9 | $ 4.1 | $ 12.4 | $ 11.8 |
Accumulated deficit | $ 96.3 | $ 96.3 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Details) | Apr. 30, 2021USD ($)shares | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Number of segment | 1 | |||||
Number of customers | 3 | 3 | 3 | 3 | ||
Deferred offering costs (in Dollars) | $ 200,000 | |||||
Accounts receivable, net (in Dollars) | 5,500,000 | $ 2,700,000 | ||||
Company expects to recognize amount (in Dollars) | 5,700,000 | |||||
Company issued shares (in Shares) | shares | 120,000 | |||||
Advertising services (in Dollars) | $ 600,000 | |||||
Unamortized advertising costs (in Dollars) | $ 400,000 | 400,000 | ||||
Advertising expenses (in Dollars) | 300,000 | $ 39,000 | 700,000 | $ 77,000 | ||
Customer One [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Accounts receivable (in Dollars) | 300,000 | 900,000 | 300,000 | 900,000 | ||
Customer Two [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Accounts receivable (in Dollars) | 1,400,000 | 400,000 | 1,400,000 | 400,000 | ||
Customer Three [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Accounts receivable (in Dollars) | $ 800,000 | $ 300,000 | $ 800,000 | $ 300,000 | ||
Sales Revenue [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration risk, percentage | 10.00% | |||||
Sales Revenue [Member] | Customer One [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration risk, percentage | 23.00% | 30.00% | 24.00% | 29.00% | ||
Sales Revenue [Member] | Customer Two [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration risk, percentage | 20.00% | 20.00% | 21.00% | 19.00% | ||
Sales Revenue [Member] | Customer Three [Member] | ||||||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration risk, percentage | 12.00% | 10.00% | 11.00% | 10.00% |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of reconciliation of the components of cash and restricted cash - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Schedule of reconciliation of the components of cash and restricted cash [Abstract] | ||
Cash | $ 10,786 | $ 1,429 |
Restricted cash | 125 | 2,000 |
Restricted cash, non-current | 207 | |
Total cash and restricted cash presented in the condensed consolidated statements of cash flows | $ 11,118 | $ 3,429 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of liability deferred revenue - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Schedule of liability deferred revenue [Abstract] | ||
Balance, beginning of period | $ 5,439 | $ 5,510 |
Deferral of revenue | 15,857 | 16,412 |
Recognition of unearned revenue | (15,588) | (16,483) |
Balance, end of period | $ 5,708 | $ 5,439 |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of diluted weighted-average shares of common stock outstanding - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of diluted weighted-average shares of common stock outstanding [Line Items] | ||
Weighted-average shares of common stock outstanding | 9,908,114 | 22,052,352 |
Stock options [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of diluted weighted-average shares of common stock outstanding [Line Items] | ||
Weighted-average shares of common stock outstanding | 6,574,323 | 4,466,136 |
Convertible preferred stock [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of diluted weighted-average shares of common stock outstanding [Line Items] | ||
Weighted-average shares of common stock outstanding | 14,812,795 | |
Convertible preferred stock warrants [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of diluted weighted-average shares of common stock outstanding [Line Items] | ||
Weighted-average shares of common stock outstanding | 2,767,836 | |
Common stock warrants [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of diluted weighted-average shares of common stock outstanding [Line Items] | ||
Weighted-average shares of common stock outstanding | 3,333,791 | 5,585 |
Malo Holdings Corporation Mer_2
Malo Holdings Corporation Merger (Details) | Sep. 30, 2021USD ($) |
Business Combinations [Abstract] | |
Cash | $ 4,000 |
Payables and accruals | 56,000 |
Closing amount | 50,000 |
Transaction costs | $ 800,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Subordinated Note Payable [Member] $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value Measurements (Details) [Line Items] | |
Financial instruments fair value | $ 16.1 |
Fair value carrying value | $ 14.7 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization expense | $ 0.2 | $ 0.2 | $ 0.5 | $ 0.6 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of property and equipment, net - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 8,508 | $ 8,014 |
Less: accumulated depreciation | (7,536) | (7,022) |
Property and equipment, net | 972 | 992 |
Computer hardware, software and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 6,056 | 5,557 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,181 | 2,186 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 271 | $ 271 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Schedule of accrued expenses and other current liabilities [Abstract] | ||
Accrued compensation | $ 1,969 | $ 1,711 |
Accrued other | 432 | 612 |
Accrued vendor partner liabilities | 669 | 559 |
Deferred rent | 80 | 21 |
Accrued professional fees | 268 | 151 |
Accrued VAT and other taxes | 51 | 55 |
Accrued expenses and other current liabilities | $ 3,469 | $ 3,109 |
Debt (Details)
Debt (Details) - USD ($) | Apr. 11, 2020 | Mar. 25, 2021 | Oct. 31, 2018 | May 31, 2017 | Jun. 30, 2015 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Debt (Details) [Line Items] | ||||||||||
Maintain minimum amount | $ 2,000,000 | |||||||||
Notes payable | $ 2,900,000 | |||||||||
Exercisable and expire | The warrants have an exercise price of $96.24 per share and $106.17 per share, are immediately exercisable and expire in June 2025 and July 2027, respectively. | |||||||||
Maturity date description | Pursuant to the Sub Agreement, a final payment of $0.7 million was payable at the maturity date in April 2023. | |||||||||
Amortized discount of intersest expense | $ 0 | $ 83,000 | 34,000 | $ 200,000 | ||||||
Unamortized discount | $ 200,000 | |||||||||
Interest expense | 200,000 | |||||||||
Remaining unamortized debt discount | $ 200,000 | $ 200,000 | ||||||||
Investment agreement, description | The Company and Lender also entered into a Co-Investment Agreement, which grants to the Lender and its affiliates a right to purchase in the Company’s future private equity financings up to a total $3.0 million (if the Company only draws the first tranche) or $3.4 million (if the Company draws the second tranche) at the same per share purchase price and terms as other investors in such private equity financings. | |||||||||
Security Agreement [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Borrowings amount | $ 3,500,000 | |||||||||
Interest rate | 3.62% | |||||||||
Sub Agreement [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Borrowings amount | $ 10,000,000 | |||||||||
Interest rate | 12.00% | |||||||||
Final payment | $ 700,000 | |||||||||
Legal cost | 300,000 | |||||||||
Amortized discount of intersest expense | $ 1,200,000 | |||||||||
PPP Loan [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Interest rate | 1.00% | |||||||||
Principal amount | $ 2,200,000 | |||||||||
Description of debt | The PPP Loan matures in two years and bears interest at a rate of 1% per year, with all payments deferred through the six-month anniversary of the date of the PPP Loan. Principal plus accrued unpaid interest is to be paid in one payment two years after the date of this note and may be prepaid by the Company at any time prior to maturity without penalty. The Company may apply for forgiveness of amounts due under the PPP Loan, with the amount of potential loan forgiveness to be calculated in accordance with the requirements of the CARES Act based on payroll costs, any mortgage interest payments, any covered rent payments and any covered utilities payments during the 8-24 week period after the origination date of the Loan. | |||||||||
Commercial Bank [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Maintain minimum amount | $ 2,000,000 | |||||||||
Purchase of shares (in Shares) | 234 | |||||||||
Warrant exercise price (in Dollars per share) | $ 96.24 | |||||||||
Loan and Security Agreement [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Description of debt | the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Eastward Fund Management, LLC, as the lender (“Lender”) to establish a loan facility which provides for borrowings in the aggregate principal amount of up to $17.0 million, which are available to be drawn in two tranches. The first tranche of $15.0 million was funded on March 31, 2021. The second tranche of $2.0 million is available, at the Company’s request, between October 30, 2021, and November 30, 2021, provided the Company achieves at least $6.0 million in revenue and a maximum EBITDA loss of $4.8 million, in each case for the third fiscal quarter of 2021. Outstanding borrowings under the Loan Agreement are secured by a first priority lien on substantially all of the personal property assets of the Company, including the Company’s intellectual property. The Company is required to pay only interest during the first 18 months after funding of the tranche and thereafter, the Company shall repay such loan amount in 30 consecutive equal monthly installments of principal plus accrued interest. The loan facility bears an annual interest rate of the prime rate as published in the Wall Street Journal, subject to a floor 3.25%, plus 8.75%. On the final repayment date, Company is also obligated to pay a final payment fee equal to seven and one-half percent (7.5%) of the amount of the applicable advance. | In connection with the Loan Agreement, the Company issued the Lender warrants with a fair value of $0.4 million, which was recorded as a discount to the loan, to purchase up to 346,500 shares (increasing to 392,700 shares upon funding of the second tranche) of common stock that were immediately vested upon funding with an exercise price of $3.00 per share and a term of the earlier of i) March 24, 2031 and ii) the third anniversary of the Company’s listing on Nasdaq. The warrants also provide that any shares issued pursuant to the warrants are entitled to the registration rights afforded to holders of the Company’s stock, all as set forth in those certain outstanding Registration Rights Agreement dated as of October 5, 2020. The Company recorded the final payment of $1.1 million as both a discount and an increase to the principal amount of the debt. The Company also capitalized certain lender and legal costs associated with the Loan Agreement totaling $0.2 million, which were recorded as a discount to the loan. The aggregate discount of $1.8 million is being amortized to interest expense over the repayment term of the Loan and Security Agreement. The Company amortized $0.1 million and $0.3 million of the discount to interest expense during the three months and nine months ended September 30, 2021, respectively. At September 30, 2021, the remaining unamortized discount was $1.4 million. | ||||||||
Warrant [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Purchase of shares (in Shares) | 91 | |||||||||
Warrant exercise price (in Dollars per share) | $ 106.17 | |||||||||
Prime Rate [Member] | Security Agreement [Member] | ||||||||||
Debt (Details) [Line Items] | ||||||||||
Interest rate | 0.50% |
Debt (Details) - Schedule of fu
Debt (Details) - Schedule of future minimum payments under the loan agreement $ in Thousands | Sep. 30, 2021USD ($) |
Schedule of future minimum payments under the loan agreement [Abstract] | |
2021 (remaining three months) | |
2022 | 1,500 |
2023 | 6,000 |
2024 | 6,000 |
2025 | 1,500 |
Total | 15,000 |
End of term charge | 1,125 |
Subordinated note payable | 16,125 |
Less unamortized debt discount | (1,441) |
Loan Agreement borrowing net of discount | 14,684 |
Less current portion | |
Loan Agreement borrowings, non-current portion | $ 14,684 |
Common Stock, Preferred Stock_3
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |||||
Feb. 29, 2020 | Aug. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Oct. 31, 2019 | Sep. 30, 2019 | |
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) [Line Items] | |||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | |||||
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |||||
Lieu of issuing shares (in Dollars) | $ 7,000 | ||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |||||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |||||
Exercisable and expire | In February 2020, Private Augmedix raised $0.5 million in cash proceeds through issuance of 173,752 shares of Series B to certain existing shareholders and warrants to purchase up to 57,338 shares of Series B at a price of $2.88 per share, are immediately exercisable and expire in September 2029. | At the Effective Time of the Merger, the warrants to purchase shares of Series B were converted to warrants to purchase 2,767,836 shares of common stock at a price of $2.88 per share, are immediately exercisable and expire in September 2029. | |||||
Warrants to purchase shares | 2,767,836 | 2,130,115 | |||||
Exercise price per share (in Dollars per share) | $ 2.88 | ||||||
Fair value of warrant liability (in Dollars) | $ 766,000 | ||||||
Issued shares of convertible preferred stock | 14,804,274 | ||||||
Common Stock [Member] | |||||||
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) [Line Items] | |||||||
Common stock share issued | 2,166,667 | ||||||
Warrant Liability [Member] | |||||||
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) [Line Items] | |||||||
Fair value of warrant liability (in Dollars) | $ 100,000 | ||||||
Unaccredited Investor [Member[ | |||||||
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) [Line Items] | |||||||
Lieu of issuing shares (in Dollars) | $ 600,000 | ||||||
Series B Preferred Stock [Member] | |||||||
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) [Line Items] | |||||||
Cash proceeds (in Dollars) | $ 500,000 | ||||||
Issued shares of convertible preferred stock | 173,752 | ||||||
Warrants to purchase shares | 57,338 | ||||||
Exercise price per share (in Dollars per share) | $ 2.88 | ||||||
Issuance costs (in Dollars) | $ 4,000 | ||||||
Series B Preferred Stock [Member] | Sub Agreement [Member] | |||||||
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) [Line Items] | |||||||
Warrants to purchase shares | 57,338 | 580,383 | 2,130,115 |
Common Stock, Preferred Stock_4
Common Stock, Preferred Stock and Convertible Preferred Stock (Details) - Schedule of warrants outstanding to acquire shares of its common stock - $ / shares | 9 Months Ended | |
Sep. 30, 2021 | Feb. 29, 2020 | |
Class of Warrant or Right [Line Items] | ||
Shares of common stock issuance upon exercise of warrants | 3,333,791 | |
Exercise Price Per Warrant (in Dollars per share) | $ 2.88 | |
June 11, 2025 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Expiration Date | Jun. 11, 2025 | |
Shares of common stock issuance upon exercise of warrants | 234 | |
Exercise Price Per Warrant (in Dollars per share) | $ 96.24 | |
November 13, 2025 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Expiration Date | Nov. 13, 2025 | |
Shares of common stock issuance upon exercise of warrants | 218,078 | |
Exercise Price Per Warrant (in Dollars per share) | $ 3 | |
July 28, 2027 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Expiration Date | Jul. 28, 2027 | |
Shares of common stock issuance upon exercise of warrants | 91 | |
Exercise Price Per Warrant (in Dollars per share) | $ 106.17 | |
August 28, 2028 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Expiration Date | Aug. 28, 2028 | |
Shares of common stock issuance upon exercise of warrants | 1,052 | |
Exercise Price Per Warrant (in Dollars per share) | $ 39.76 | |
September 2, 2029 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Expiration Date | Sep. 2, 2029 | |
Shares of common stock issuance upon exercise of warrants | 2,767,836 | |
Exercise Price Per Warrant (in Dollars per share) | $ 2.88 | |
March 24, 2031 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Expiration Date | Oct. 28, 2024 | |
Shares of common stock issuance upon exercise of warrants | 346,500 | |
Exercise Price Per Warrant (in Dollars per share) | $ 3 |
Equity Incentive Plan (Details)
Equity Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 01, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Equity Incentive Plan (Details) [Line Items] | |||
Shares remained available for grant | 2,600,000 | ||
Weighted average grant date fair value of stock option awards granted (in Dollars per share) | $ 1.61 | $ 0.1 | |
Options exercised | 180,405 | ||
Intrinsic value options exercised (in Dollars) | $ 0.6 | ||
Intrinsic value options outstanding (in Dollars) | 23.3 | ||
Intrinsic value options exercisable (in Dollars) | $ 14.1 | ||
Weighted average requisite service period | 2 years 7 months 6 days | ||
Stock based compensation for stock options, description | the Company granted 727,922 stock options to the Chief Executive Officer (“CEO”) under the 2020 Plan with an exercise price of $3.00 per share. The options vest based on the CEO’s continued service in addition to the following terms: ●317,688 options vest in full when the closing price of the Company’s common stock reaches or exceeds $9.00 per share for a minimum of 20 consecutive trading days. These options expire on March 3, 2031. ●46,273 options vest in full when the closing price of the Company’s common stock reaches or exceeds $9.00 per share for 20 out of 30 trading days after the Company becomes listed on the New York Stock Exchange or Nasdaq. These options expire on March 22, 2026. ●363,961 options vest in full when the closing price of the Company’s common stock reaches or exceeds $13.50 per share for 20 out of 30 trading days after the Company becomes listed on the New York Stock Exchange or Nasdaq. These options expire on March 22, 2026. | ||
Share based compensation fair value, description | The Company’s assumptions for expected volatility, closing price and risk-free rate were 50.0%, $3.00 and 0.77%, respectively. The aggregate estimated fair value of the options was $0.4 million. The Company recognized $22,000 and $38,000 in share-based expenses for the three and nine months ended September 30, 2021, respectively. As of September 30, 2021, there was $0.1 million of unrecognized compensation costs which the Company plans to recognize over a weighted average period of 2.3 years. Also, as of September 30, 2021, there is an additional $0.2 million of unrecognized compensation cost which the Company will begin to recognize over a weighted average period of 4.4 years beginning on the date the Company is listed on the Nasdaq (Note 13). | ||
weighted average beginning period | 4 years 4 months 24 days | ||
2020 Equity incentive Plan [Member] | |||
Equity Incentive Plan (Details) [Line Items] | |||
Options contractual life | 10 years | ||
Vesting period | Vesting generally occurs over a period of not greater than four years. | ||
Number of shares equal percentage | 5.00% | ||
Shares remained available for grant | 454,838 | ||
Common stock issuance | 643,761 |
Equity Incentive Plan (Detail_2
Equity Incentive Plan (Details) - Schedule of share-based compensation expense - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 371 | $ 99 | $ 994 | $ 491 |
General and administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 258 | 69 | 649 | 359 |
Sales and marketing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 31 | 18 | 88 | 70 |
Research and development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 68 | 9 | 181 | 48 |
Cost of revenues [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 14 | $ 3 | $ 76 | $ 14 |
Equity Incentive Plan (Detail_3
Equity Incentive Plan (Details) - Schedule of fair value of option grants weighted average assumptions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of fair value of option grants weighted average assumptions [Abstract] | ||
Expected term (in years) | 5 years 9 months 18 days | 5 years |
Expected Volatility | 54.40% | 38.10% |
Risk-free rate | 0.80% | 0.50% |
Dividend rate |
Equity Incentive Plan (Detail_4
Equity Incentive Plan (Details) - Schedule of stock option activity | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Schedule of stock option activity [Abstract] | |
Number of Shares under Option Plan, Outstanding Beginning balance | shares | 4,211,857 |
Weighted-Average Exercise Price per Option, Outstanding Beginning balance | $ / shares | $ 0.76 |
Weighted- Average Remaining Contractual Life (in years), Outstanding Beginning balance | 8 years 7 months 6 days |
Number of Shares under Option Plan, Granted | shares | 2,642,172 |
Weighted-Average Exercise Price per Option, Granted | $ / shares | $ 3.16 |
Number of Shares under Option Plan, Exercised | shares | (180,405) |
Weighted-Average Exercise Price per Option , Exercised | $ / shares | $ 0.82 |
Number of Shares under Option Plan, Forfeited and expired | shares | (99,301) |
Weighted-Average Exercise Price per Option, Forfeited and expired | $ / shares | $ 1.65 |
Number of Shares under Option Plan, Outstanding Ending balance | shares | 6,574,323 |
Weighted-Average Exercise Price per Option, Outstanding Ending balance | $ / shares | $ 1.71 |
Weighted- Average Remaining Contractual Life (in years), Outstanding Ending balance | 8 years 2 months 12 days |
Number of Shares under Option Plan, Exercisable | shares | 3,312,725 |
Weighted-Average Exercise Price per Option, Exercisable | $ / shares | $ 0.99 |
Weighted- Average Remaining Contractual Life (in years), Exercisable | 8 years |
Number of Shares under Option Plan, Vested and expected to vest | shares | 6,164,089 |
Weighted-Average Exercise Price per Option, Vested and expected to vest | $ / shares | $ 1.62 |
Weighted- Average Remaining Contractual Life (in years), Vested and expected to vest | 8 years 4 months 24 days |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rent expense | $ 0.2 | $ 0.5 | $ 0.5 | |
Contractual term | 3 years | 10 years | ||
Minimum contractual spend | $ 1.8 | |||
Expenses | $ 0.1 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of future minimum rental payments under all non-cancelable operating leases $ in Thousands | Sep. 30, 2021USD ($) |
Schedule of future minimum rental payments under all non-cancelable operating leases [Abstract] | |
2021 (remaining three months) | $ 207 |
2022 | 849 |
2023 | 874 |
2024 | 900 |
2025 | 151 |
Total | $ 2,981 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||||
Operating lease term | 3 years | 3 years | 10 years | ||
Rent expenses | $ 100,000 | $ 100,000 | $ 300,000 | $ 300,000 | |
Owed to the related party | $ 4,000 | $ 0 | $ 4,000 | $ 0 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Retirement Benefits [Abstract] | ||||
Conurbations plan amount | $ 25,000 | $ 17,000 | $ 80,000 | $ 63,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | |
Oct. 31, 2021 | Oct. 28, 2021 | |
Subsequent Events (Details) [Line Items] | ||
Weighted average exercise price | $ 5.38 | |
Net proceeds | $ 36.8 | |
Underwriting discounts and commissions | 3.2 | |
Other offering expenses | $ 0.4 | |
Estimates fund | $ 0.5 | |
Equity Option [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Stock options, granted | 94,500 | |
stock appreciation rights | 32,300 | |
Common Stock [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Aggregate share of common stock | 10,000,000 | |
Shares issued price per share | $ 4 | |
Underwriters [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Aggregate share of common stock | 1,500,000 | |
Shares issued price per share | $ 4 |