Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 02, 2023 | |
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 | 40,675,462 | |
Amendment Flag | false | |
Entity Central Index Key | 0001769804 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
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 | 001-40890 | |
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 | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash | $ 19,914 | $ 21,251 |
Restricted cash | 125 | 125 |
Accounts receivable, net of allowance for doubtful accounts of $84 and $102 at March 31, 2023 and December 31, 2022, respectively | 6,314 | 6,354 |
Prepaid expenses and other current assets | 2,007 | 1,820 |
Total current assets | 28,360 | 29,550 |
Property and equipment, net | 1,686 | 1,573 |
Operating lease right of use asset | 1,863 | 1,567 |
Restricted cash, non-current | 600 | 612 |
Deposits and other assets | 558 | 339 |
Total assets | 33,067 | 33,641 |
Current liabilities: | ||
Loan payable, current portion | 2,500 | 3,750 |
Accounts payable | 2,129 | 1,563 |
Accrued expenses and other current liabilities | 3,726 | 5,321 |
Deferred revenue | 6,915 | 7,254 |
Operating lease liability, current portion | 991 | 872 |
Customer deposits | 524 | 554 |
Total current liabilities | 16,785 | 19,314 |
Loan payable, net of current portion | 17,733 | 11,384 |
Operating lease liability, net of current portion | 1,122 | 968 |
Other liabilities | 615 | 509 |
Total liabilities | 36,255 | 32,175 |
Commitments and contingencies (Note 9) | ||
Stockholders’ 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; 37,554,915 and 37,442,663 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively | 4 | 4 |
Additional paid-in capital | 128,311 | 127,693 |
Accumulated deficit | (131,030) | (125,791) |
Accumulated other comprehensive loss | (473) | (440) |
Total stockholders’ (deficit) equity | (3,188) | 1,466 |
Total liabilities and stockholders’ equity | $ 33,067 | $ 33,641 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts (in Dollars) | $ 84 | $ 102 |
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 | 37,554,915 | 37,442,663 |
Common stock, shares outstanding | 37,554,915 | 37,442,663 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 9,628 | $ 6,985 |
Cost of revenues | 5,242 | 3,872 |
Gross profit | 4,386 | 3,113 |
Operating expenses: | ||
General and administrative | 4,207 | 4,047 |
Sales and marketing | 2,563 | 2,320 |
Research and development | 2,710 | 2,280 |
Total operating expenses | 9,480 | 8,647 |
Loss from operations | (5,094) | (5,534) |
Other income (expenses): | ||
Interest expense | (408) | (601) |
Interest income | 162 | 5 |
Other income | 134 | 124 |
Total other expenses, net | (112) | (472) |
Loss before income taxes | (5,206) | (6,006) |
Income tax expense | 33 | 19 |
Net loss | (5,239) | (6,025) |
Other comprehensive loss: | ||
Foreign exchange translation adjustment | (33) | (9) |
Total comprehensive loss | $ (5,272) | $ (6,034) |
Net loss per share of common stock, basic and diluted (in Dollars per share) | $ (0.14) | $ (0.16) |
Weighted average shares of common stock outstanding, basic and diluted (in Shares) | 37,491,072 | 37,395,974 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) (Parentheticals) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Net loss per share of common stock, basic and diluted (in Dollars per share) | $ (0.14) | $ (0.16) |
Weighted average shares of common stock outstanding, basic and diluted (in Shares) | 37,491,072 | 37,395,974 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders’ (Deficit) Equity (Unaudited) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total |
Balance at Dec. 31, 2021 | $ 4 | $ 125,479 | $ (101,729) | $ (70) | $ 23,684 |
Balance (in Shares) at Dec. 31, 2021 | 37,387,472 | ||||
Exercise of common stock options | 13 | 13 | |||
Exercise of common stock options (in Shares) | 24,015 | ||||
Stock-based compensation expense | 424 | 424 | |||
Foreign currency translation adjustment | (9) | (9) | |||
Net loss | (6,025) | (6,025) | |||
Balance at Mar. 31, 2022 | $ 4 | 125,916 | (107,754) | (79) | 18,087 |
Balance (in Shares) at Mar. 31, 2022 | 37,411,487 | ||||
Balance at Dec. 31, 2022 | $ 4 | 127,693 | (125,791) | (440) | 1,466 |
Balance (in Shares) at Dec. 31, 2022 | 37,442,663 | ||||
Exercise of common stock options | 85 | 85 | |||
Exercise of common stock options (in Shares) | 112,252 | ||||
Stock-based compensation expense | 533 | 533 | |||
Foreign currency translation adjustment | (33) | (33) | |||
Net loss | (5,239) | (5,239) | |||
Balance at Mar. 31, 2023 | $ 4 | $ 128,311 | $ (131,030) | $ (473) | $ (3,188) |
Balance (in Shares) at Mar. 31, 2023 | 37,554,915 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (5,239) | $ (6,025) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 279 | 174 |
Stock-based compensation | 533 | 424 |
Non-cash interest expense | 110 | 151 |
Non-cash advertising expense | 150 | |
Non-cash lease expense | 194 | 165 |
Provision for bad debt | (18) | 12 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 58 | 2,956 |
Prepaid expenses and other current assets | (214) | 38 |
Deposits and other assets | (212) | |
Accounts payable | 337 | 37 |
Accrued expenses and other current liabilities | (1,462) | (1,080) |
Deferred revenue | (339) | (977) |
Lease liability | (218) | (184) |
Customer deposits | (30) | |
Net cash used in operating activities | (6,221) | (4,159) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (173) | (453) |
Net cash used in investing activities | (173) | (453) |
Cash flows from financing activities: | ||
Proceeds from loan | 5,000 | |
Proceeds from exercise of stock options | 85 | 13 |
Net cash provided by financing activities | 5,085 | 13 |
Effect of exchange rate changes on cash and restricted cash | (40) | (4) |
Net decrease in cash and restricted cash | (1,349) | (4,603) |
Cash and restricted cash at beginning of period | 21,988 | 41,587 |
Cash and restricted cash at end of period | 20,639 | 36,984 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 281 | 450 |
Cash paid during the period for income taxes | 8 | 13 |
Supplemental schedule of non-cash investing and financing activities: | ||
Property and equipment in accounts payable | 235 | |
Operating lease right-of-use asset exchanged for operating lease liability | $ 492 | $ 2,599 |
Organization and Nature of Busi
Organization and Nature of Business | 3 Months Ended |
Mar. 31, 2023 | |
Organization and Nature of Business [Abstract] | |
Organization and Nature of Business | 1. Organization and Nature of Business Augmedix, Inc. (the “Company”, “we” or “our”) was incorporated in 2013 and launched its commercial real-time, remote documentation services in 2014. Augmedix delivers industry-leading, ambient medical documentation and data products to healthcare systems, physician practices, hospitals, and telemedicine practitioners. Augmedix is on a mission to help clinicians and patients form a human connection at the point of care without the intrusion of technology. Augmedix’s products extract data from natural physician-patient conversations and convert it to medical notes in real time, which are seamlessly transferred to the Electronic Health Record (“EHR”) system. To achieve this, the Company’s Notebuilder Platform uses Automated Speech Recognition and Natural Language Processing, supported by medical documentation specialists. Leveraging this platform, Augmedix’s products relieve clinicians of administrative burden, in turn, reducing burnout and increasing both clinician and patient satisfaction. Augmedix is headquartered in San Francisco, CA, with offices in three (3) countries around the world. Liquidity The Company has historically funded its operations primarily by debt and equity financings prior to the merger with Malo Holdings and subsequently funded its operations through cash proceeds obtained as part of the listing on the OTC market and the listing on Nasdaq. As of March 31, 2023, the Company’s existing sources of liquidity included cash, cash equivalents and restricted cash of $20.6 million, plus up to $5.0 million in incremental capital available through the SVB Loan Agreement. The Company has a limited history of operations and has incurred negative cash flows from operating activities and loss from operations in the past as reflected in the accumulated deficit of $131.0 million as of March 31, 2023. We have relied on debt and equity financing to fund operations to date and we expect losses and negative cash flows to continue, primarily as a result of continued research, development and marketing efforts. Our cash balance will provide sufficient resources to meet working capital needs for over twelve months from the filing date of the March 31, 2023 Form 10-Q. Over the longer term, if we do 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 we require additional future financing that such financing will be available on terms which are acceptable to us, 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 personnel, competition from similar products and larger companies, ongoing changes within 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, including ongoing economic impacts from the conflict in Ukraine, economic volatility caused by rapidly increasing interest rates, and instability within the banking system. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Basis of Presentation and Summary of Significant 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 Accounting Standards Updated (“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 March 31, 2023 and its results of operations for the three months ended March 31, 2023 and 2022, cash flows for the three months ended March 31, 2023 and 2022, and stockholders’ (deficit) equity for the three months ended March 31, 2023 and 2022. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2023. 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, 2022 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, 2022 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) on April 17, 2023. Use of Estimates The preparation of the unaudited interim condensed consolidated financial statements in conformity with GAAP. 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 average period of benefit associated with costs capitalized to obtain a revenue contract, incremental borrowing rate, and stock-based compensation, including the underlying fair value of the Company’s common stock for grants issued when the Company was a private company. 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 United States 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 months ended March 31, 2023 and 2022. 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. All of the Company’s revenue is generated in the United States and denominated in U.S. dollars. Concentrations of Credit Risk and Major Customers Financial instruments at March 31, 2023 and 2022 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 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 each of the three months ended March 31, 2023 and 2022. Revenues from the major customers accounted for 17%, 13% and 14% of revenue for the three months ended March 31, 2023, and 20%, 19% and 13% of revenue for the three months ended March 31, 2022. Two customers account for 10% or more of the accounts receivable, with balances of $1.2 million and $1.1 million at March 31, 2023. Two customers account for 10% or more of the accounts receivable, with balances of $1.4 million and $0.7 million at December 31, 2022. Restricted Cash Restricted cash represents amounts held on deposit at a commercial bank used to secure the Company’s credit card facility balances, to collateralize a letter of credit in the name of the Company’s landlord pursuant to a certain operating lease and for a post-employment savings fund established for the benefit of eligible Bangladesh employees. The following table provides a reconciliation of the components of cash, cash equivalents 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: March 31, ( in thousands 2023 2022 Cash and cash equivalents $ 19,914 $ 36,652 Restricted cash 125 125 Restricted cash – noncurrent 600 207 Total cash, cash equivalents and restricted cash presented in the condensed consolidated statements of cash flows $ 20,639 $ 36,984 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 the three months ended March 31, 2023 or 2022. Revenue Recognition ASC Topic 606, Revenue from Contracts with Customers The Company derives its revenue through a stand-ready 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 generally pay an upfront implementation fee. The upfront implementation fee is deferred and recognized over the period the customer benefits and customer prepayments are deferred and included in the accompanying unaudited interim condensed consolidated balance sheets in deferred revenues. Revenues are recognized over time as 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 customer receives the benefit of our stand-ready scribing services as we perform them. As permitted under the practical expedient available under ASU 2014-09, the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promised accounted for under the series guidance, and (iii) contracts for which the Company recognizes revenue for the amount at which the Company has the right to invoice for services performed. 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 typically 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. Costs Capitalized to Obtain Revenue Contracts Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts are capitalized and then amortized on a systematic basis over an estimated period of benefit that the Company determined to be between the range of 12 to 24 months. The period of benefit was determined by taking into consideration the Company’s customer contracts, technology, customer life, and other relevant factors. The Company periodically evaluates whether there have been any changes in its business, market conditions, or other events which would indicate that its amortization period should be changed, or if there are potential indicators of impairment. The current portion of capitalized sales commissions are included in prepaid expenses and other current assets and the non-current portion is included in deposits and other assets on the accompanying unaudited interim condensed consolidated balance sheets. Amortization expense is included in sales and marketing expenses on the accompanying unaudited interim condensed consolidated statements of operations. Contract Balances Deferred revenue represents an obligation to render services for which the Company has received consideration, or for which an amount of consideration is due from the customer and the Company has an unconditional right to payment under a non-cancellable contract. Changes in the deferred revenue account were as follows: ( in thousands Three Year Balance, beginning of period $ 7,254 $ 6,238 Deferral of revenue 9,289 31,949 Recognition of unearned revenue (9,628 ) (30,933 ) Balance, end of period $ 6,915 $ 7,254 8 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, 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. Advertising expenses incurred by the Company were $0.2 million and $0.3 million for the three months ended March 31, 2023 and 2022, 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 months ended March 31, 2023 and 2022. 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: March 31, March 31, Common stock warrants 2,801,703 2,753,408 Stock options 9,477,307 8,094,544 Restricted stock units 263,155 — 12,542,165 10,847,952 Correction of Immaterial Error Related to Prior Periods In the third quarter of 2022, the Company identified an error related to its accounting for sales commissions whereby the Company should have amortized sales commissions for new revenue contracts over the estimated period of benefit which is between the range of 12 to 24 months. For the three months ended March 31, 2022, sales and marketing expenses were understated by $0.1 million. Recently Adopted Accounting Standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, and it did not have a material impact on its consolidated financial statements upon adoption. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 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 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements Fair Value of Financial Instruments The carrying amounts of cash, cash equivalents, restricted cash, accounts receivable, prepaid expenses, accounts payable, and customer deposits approximate fair value due to their short-term nature. Cash equivalents of $15.9 million are currently held in money market funds which are classified as Level 1 because they are valued using quoted market prices in active markets for identical assets. As of March 31, 2023, the fair value of the Company’s loan payable was $21.2 million. As of March 31, 2023, the carrying value of the Company loan payable was $20.2 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
Property and Equipment | 3 Months Ended |
Mar. 31, 2023 | |
Property and Equipment [Abstract] | |
Property and Equipment | 4. Property and Equipment Property and equipment consists of the following: ( in thousands March 31, 2023 December 31, 2022 Computer hardware, software and equipment $ 7,565 $ 7,229 Leasehold improvements 491 460 Furniture and fixtures 73 73 Construction in Progress 158 163 8,287 7,925 Less: accumulated depreciation (6,601 ) (6,352 ) Property and equipment, net $ 1,686 $ 1,573 The Company recorded depreciation and amortization expense of $0.3 million and $0.2 million during the three months ended March 31, 2023 and 2022, respectively. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued expenses and other current liabilities | 5. Accrued expenses and other current liabilities Accrued expenses and other current liabilities consists of the following: ( in thousands March 31, 2023 December 31, 2022 Accrued compensation $ 1,667 $ 3,587 Accrued other 557 466 Accrued vendor partner liabilities 978 871 Accrued professional fees 297 118 Accrued VAT and other taxes 227 279 $ 3,726 $ 5,321 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt [Abstract] | |
Debt | 6. Debt Eastward Loan and Security Agreement On March 25, 2021, the Company entered into the Loan and Security Agreement (the “Eastward Loan Agreement”) with Eastward Capital Partners (“Eastward”) to establish a loan facility that provided for borrowings in the aggregate principal amount of up to $17.0 million, which were 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 was available, at the Company’s request, between October 30, 2021, and November 30, 2021, provided the Company achieved at least $6.0 million in revenue and a maximum Earnings before interest, taxes, depreciation and amortization (“EBITDA”) loss of $4.8 million, in each case for the third fiscal quarter of 2021. There were no borrowings under the second tranche. Outstanding borrowings under the Eastward Loan Agreement were 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 was required to pay only interest during the first 18 months after funding of the first tranche and thereafter. The loan facility bore an annual interest rate of the prime rate as published in the Wall Street Journal, subject to a floor of 3.25% plus 8.75%. The annual interest rate was 12.0% as of December 31, 2021. The Company and Eastward also entered into a Co-Investment Agreement which grants to Eastward and its affiliates a right to purchase in the Company’s future equity financings up to a total of $3.0 million at the same per share purchase price and terms as other investors in such equity financings. Eastward chose not to exercise its co-investment rights during the October 2021 capital raise. Borrowings under the Eastward Loan Agreement were repaid in full in May 2022 with the proceeds from the SVB Loan Agreement. 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 was being amortized to interest expense over the repayment term of the Eastward Loan Agreement. SVB Loan Agreement On May 4, 2022 (the “Effective Date”), the Company and its subsidiary (individually and collectively, “Borrower”) entered into a loan and security agreement (the “SVB Loan Agreement”) with Silicon Valley Bank, a California corporation, as lender (“SVB”). The SVB Loan Agreement provides for a revolving credit facility in an aggregate principal amount of the lesser of (i) $5.0 million or (ii) 80% of eligible accounts (the “Revolving Credit Facility”) and two tranches of term loan advances, comprised of a term loan advance under Tranche A in an aggregate principal amount of up to $15.0 million and additional term loan advances under Tranche B in an aggregate principal amount of up to $5.0 million (the “Term Loan Facility” and, together with the Revolving Credit Facility, the “Facilities”). Borrower’s obligations under the SVB Loan Agreement are secured by first-priority liens on substantially all assets of Borrower. The proceeds of the initial draw under the Term Loan Facility, together with a portion of Borrower’s balance sheet cash, have been used to repay all of Borrower’s outstanding obligations under the Eastward Loan Agreement. The Revolving Credit Facility’s stated maturity date is May 4, 2024. Interest on the borrowings under the Revolving Credit Facility is payable in arrears monthly at a floating rate per annum equal to the greater of (a) 3.75% and (b) the Prime Rate plus 0.50%. The Term Loan Facility’s stated maturity date is September 1, 2025, provided that, if Borrower achieves certain performance milestones as set forth in the SVB Loan Agreement, the Term Loan Facility maturity date will automatically be extended to December 1, 2025. Interest on the borrowings under the Term Loan Facility is payable in arrears monthly at a floating rate per annum equal to the greater of (a) 3.25% and (b) the Prime Rate plus 0.00%. The Term Loan Facility is interest only until July 1, 2023, provided that if Borrower achieves $35 million of annual recurring revenue (“ARR”), the amortization date automatically extends to January 1, 2024. At March 31, 2023, the future minimum payments required under the Loan Agreement, including the final payment, are as follows as of (in thousands): 2023 (9 months remaining) $ — 2024 10,000 2025 10,000 $ 20,000 End of term charge 1,000 $ 21,000 Less unamortized debt discount (767 ) Loan payable net of discount $ 20,233 Less current portion 2,500 Loan payable, non-current portion $ 17,733 The SVB Loan Agreement contains customary restrictions and covenants applicable to Borrower and its subsidiaries. In particular, the SVB Loan Agreement contains a financial covenant that provides that if Borrower fails to maintain minimum cash and cash equivalents in an amount of (a) no less than $25.0 million (prior to any Tranche B advance) and (b) $30.0 million (following any Tranche B advance), Borrower is then required to maintain certain minimum revenue requirements as set forth in the SVB Loan Agreement, which will be measured on a trailing 3-month basis and tested quarterly. If Borrower has failed to maintain the minimum cash and cash equivalents set forth in the preceding sentence, in lieu of being subject to the minimum revenue requirements, Borrower has the ability to cure such failure to maintain minimum cash and cash equivalents by delivering evidence satisfactory to SVB that Borrower has raised at least $10.0 million in net cash proceeds from the sale of Borrower’s equity interests. In connection with the SVB Loan Agreement, the Company issued to SVB a warrant to purchase stock, dated as of the Effective Date (the “Warrant”), to purchase up to 48,295 shares of the Company’s common stock, $0.0001 par value per share, exercisable at any time for a period of approximately seven years from the Effective Date, at an exercise price of $2.38 per share, payable in cash or on a cashless basis according to the formula set forth in the Warrant. The Company was in compliance with all covenants of the Lender at March 31, 2023 and December 31, 2022. |
Common Stock, and Preferred Sto
Common Stock, and Preferred Stock | 3 Months Ended |
Mar. 31, 2023 | |
Common Stock, and Preferred Stock [Abstract] | |
Common Stock, and Preferred Stock | 7. Common Stock, and 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 March 31, 2023. Common Stock Warrants At March 31, 2023, the Company had the following warrants outstanding to acquire shares of its common stock: Expiration Date Shares of Exercise October 25, 2024 346,500 $ 3.00 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 May 4, 2029 48,295 $ 2.38 September 2, 2029 2,187,453 $ 2.88 2,801,703 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 March 31, 2023, there were no shares of preferred stock issued or outstanding. |
Equity Incentive Plan
Equity Incentive Plan | 3 Months Ended |
Mar. 31, 2023 | |
Equity Incentive Plan [Abstract] | |
Equity Incentive Plan | 8. Equity Incentive Plan At the effective date of the Malo Holdings and Augmedix merger (the “Merger”), the Company assumed Augmedix’s 2013 Equity Incentive Plan (the “2013 Plan”). Options granted under the 2013 Plan may be incentive stock options (“ISOs”), non-qualified stock options (“NSOs”), stock appreciation rights (“SARs”) and restricted stock awards (“RSAs”). ISOs may be granted only to Company employees and directors. NSOs, SARs and RSAs may be granted to employees, directors, advisors and consultants. The Company’s 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, stock appreciation rights or RSUs were granted under the 2013 Plan after August 31, 2020. Pursuant to the Merger, the Company adopted the 2020 Equity Incentive Plan (the “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 Company’s board of directors. Vesting generally occurs over a period of not greater than four years. The number of shares of common stock reserved for issuance under the 2020 Plan did increase on January 1, 2021, and will increase each anniversary thereafter through 2030 by the number of shares of common stock equal to the lesser of 5% of the total number of outstanding shares of common stock as of the immediately preceding January 1, or a number as may be determined by the Company’s board of directors. As of March 31, 2023, 701,640 shares of common stock remained available for grant under the 2020 Plan. 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 months ended March 31, 2023 and 2022: Stock Options & SARs Three Months Ended 31, (in thousands) 2023 2022 General and administrative $ 234 $ 310 Sales and marketing 59 28 Research and development 91 65 Cost of revenues 26 21 $ 410 $ 424 RSUs Three Months Ended 31, (in thousands) 2023 2022 General and administrative $ 123 $ - 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 March 31, 2023. 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 three months ended March 31, 2023 and 2022 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 For the three months ended March 31, 2023 and 2022, the fair value of options granted was estimated using a Black-Scholes option pricing model with the following weighted average assumptions: Three Months Ended 2023 2022 Expected term (in years) 5.9 5.9 Expected volatility 57.1 % 54.4 % Risk-free rate 4.0 % 1.9 % Dividend rate — — The weighted average grant date fair value of stock option awards granted was $0.99 and $1.25 during the three months ended March 31, 2023 and 2022, respectively. The following table summarizes stock option activity under the 2020 Plan for the three months ended March 31, 2023: Stock Option & SARs Number of Shares under Equity Plan Weighted- Weighted- Average Remaining Contractual Life Outstanding at December 31, 2022 8,234,823 $ 1.82 7.7 Granted 1,408,846 $ 1.75 Exercised (112,663 ) $ 0.76 Forfeited and expired (53,699 ) $ 2.38 Outstanding at March 31, 2023 9,477,307 $ 1.81 7.9 Exercisable at March 31, 2023 5,374,842 $ 1.52 7.0 Vested and expected to vest at March 31, 2023 9,477,307 $ 1.81 7.9 The intrinsic value of the options exercised during the three months ended March 31, 2023 was $0.1 million. The aggregate intrinsic value of options outstanding and options exercisable as of March 31, 2023 were $3.8 million and $3.5 million, respectively. At March 31, 2023, future stock-based compensation for options granted and outstanding of $3.8 million will be recognized over a remaining weighted-average requisite service period of 2.6 years. RSUs Number of Weighted Outstanding at December 31, 2022 263,155 $ 1.90 Granted - $ - Exercised - $ - Forfeited and expired - $ - Outstanding at March 31, 2023 263,155 $ 1.90 The aggregate intrinsic value of RSU outstanding as of March 31, 2023, were $0.5 million. At March 31, 2023, future stock-based compensation for RSU granted and outstanding of $0.1 million will be recognized over a remaining weighted-average requisite service period of 0.2 years. Performance and Market-Based Options In March 2021, the Company granted 727,922 stock options to the Company’s 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 out of 30 trading days after the Company became listed on Nasdaq. 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 became listed on the New York Stock Exchange or Nasdaq. Since the listing on Nasdaq, these options expire on March 22, 2031, instead of 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 became listed on the New York Stock Exchange or Nasdaq. Since the listing on Nasdaq, these options expire on March 22, 2031, instead of 2026. The grant date fair value of the options was determined using a Monte Carlo simulation model. The Company’s assumptions, for the options expiring on March 3, 2031, for expected volatility, closing price and risk-free rate were 50.0%, $3.00 and 0.77%, respectively. For the options expiring on March 22, 2031, the assumptions for expected volatility, closing price and risk-free rate were 50.0%, $3.00 and 0.87%, respectively. The aggregate estimated fair value of the options was $0.4 million. The Company recognized $30,000 in stock-based compensation expense for the three months ended March 31, 2023. As of March 31, 2023, there was $0.1 million of unrecognized compensation costs which the Company plans to recognize over a weighted average period of 1 year. 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 | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Leases Effective January 1, 2022, the Company adopted ASC Topic (ASC 842) using the modified retrospective approach by applying the new standard to all leases existing on the adoption date. The results for reporting periods beginning after January 1, 2022 are presented in accordance with ASC 842. The Company leases its office facilities in San Francisco, California under a non-cancelable operating lease agreement that expires February 2025. The Company entered an office lease in India commencing January 1, 2023 which expires December 2027. 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. The Company elected to recognize leases less than one year under short-term lease exemption under ASC 842. Supplemental balance sheet information related to leases as of March 31, 2023 is as follows (in thousands): March 31, Lease Cost (in thousands) 2023 2022 Operating lease cost $ 210 $ 191 Short-term lease expense 84 89 Total operating lease cost $ 294 $ 280 Other information related to the operating lease where the Company is the lessee is as follows: Three Three Weighted-average remaining lease term 2.6 3.0 Weighted-average discount rate 4.7 % 4.0 % Supplemental cash flow information related to the operating lease is as follows (in thousands): Three Three Cash paid for operating lease liabilities $ 225 $ 209 As of March 31, 2023, the maturities of the Company’s operating lease liabilities (excluding short-term leases) are as follows (in thousands): 2023 (remaining nine months) $ 743 2024 1,012 2025 269 2026 118 2027 124 Total $ 2,266 Less: imputed interest (153 ) Operating lease liability 2,113 Less: Operating lease liability, current portion (991 ) Operating lease liability, net of current portion $ 1,122 On January 31, 2023, the Company signed a lease agreement pursuant to which the Company will lease new office space in Dhaka, Bangladesh, which has not yet commenced for accounting purposes as of March 31, 2023. This lease agreement provides for total remaining lease payments of $3.5 million over the 5-year lease term, which is not included in the maturity table above. Cloud Computing Services In June 2021, the Company entered into a non-cancelable three-year contract to obtain cloud computing services. The minimum contractual spend over the three-year term is $1.8 million. As of March 31, 2023, the Company has spent approximately $0.3 million against this contract. 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 financial position or, results of operations or cash flows. As a result, no liability related to such claims has been recorded at March 31, 2023 or December 31, 2022. 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 Company’s 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 March 31, 2023 or December 31, 2022. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions Operating Leases In 2015, the Bangladesh subsidiary entered into agreements to rent office facilities under 10-year operating lease agreements (Note 9), 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 the three months ended March 31, 2023 and 2022, which is included as rent expense. At March 31, 2023, the amounts owed to the related party were $6,000 and included in accounts payable in the accompanying consolidated balance sheet. At December 31, 2022, the amounts owed to the related party were $4,042 and included in accounts payable in the accompanying consolidated balance sheet. |
Employee Benefit Plan
Employee Benefit Plan | 3 Months Ended |
Mar. 31, 2023 | |
Employee Benefit Plan [Abstract] | |
Employee Benefit Plan | 11. 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 Company’s board of directors. During the three months ended March 31, 2023 and 2022 the Company made contributions of $52,000 and $46,000, respectively, to the 401(k) plan. Effective October 2021, the Company established a savings fund for permanent employees of the Bangladesh subsidiary named Augmedix BD Limited Employees’ Gratuity Fund (“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 expensed $0.1 million and $0.5 million related to the Gratuity Fund during the three months ended March 31, 2023 and March 31, 2022, respectively. At March 31, 2023 and December 31, 2022, $0.6 million and $0.5 million, respectively, was accrued in other liabilities in the accompanying consolidated balance sheet. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events On April 10, 2023, Robert Faulkner was appointed as a Class III director of the Company, effective as of April 14, 2023. Mr. Faulkner’s compensation for serving as a director of the Board will consist of cash fee in the amount of $40,000. In addition, Mr. Faulkner will be granted restricted stock units, with a grant date fair market value of $100,000 on the date of each annual stockholder meeting of the Company, with each such grant vesting on the one year anniversary of the grant date of such grant. On April 10, 2023, the Company’s board of directors approved the issuance of 58,100 options and SARs for a subset of employees of the Company at a $1.73 exercise price. On April 19, 2023 (the “Closing Date”), the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with RedCo II Master Fund, L.P. (“Redmile”) and HINSIGHT-AUGX HOLDINGS, LLC, a wholly owned indirect subsidiary of HCA Healthcare, Inc. (the “Purchasers”), pursuant to which the Company sold to the Purchasers for aggregate consideration of $11,999,999.29 an aggregate of 3,125,000 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) at a purchase price of $1.60 per share (the “Purchase Price per Share”), pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 4,375,273 shares of Common Stock (the “Pre-Funded Warrant Shares”), at a price per Pre-Funded Warrant equal to the Purchase Price per Share, less $0.0001, and breakeven warrants (the “Breakeven Warrants” and together with the Shares and the Pre-Funded Warrants, the “Securities”) to purchase up to 1,875,069 shares of Common Stock (the “Breakeven Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”), at an exercise price of $1.75 per share, that will become exercisable on the earliest of (1) the date on which the Company closes an equity or debt financing prior to December 31, 2025, (2) December 31, 2025, if the Company cannot provide written certification that it has achieved cash flow break even from operations, excluding interest payments, for two out of three consecutive quarters between the Closing Date and December 31, 2025, on such date, (3) immediately prior to a change of control that occurs prior to December 31, 2025, and (4) the date on which a specified Regulatory Event occurs (such earliest date, the “Initial Exercise Date”); provided, however, that the Breakeven Warrants shall terminate effective as of 5:00 P.M. Pacific Time on December 31, 2025 if none of the foregoing events have occurred on or prior to December 31, 2025.“Regulatory Event” is defined as the determination by any Purchaser (including any successors or assigns), upon the advice of qualified healthcare regulatory counsel, that the Ownership Interest (directly or indirectly) of any person in the Company or its direct or indirect subsidiaries either (i) results in prohibited referrals to such Purchaser or any of its respective Affiliates under applicable law or (ii) causes such Purchaser or any of its respective Affiliates to fail to comply in any respect with any requirement for reimbursement eligibility under any Government Program. “Ownership Interest” is defined as any direct or indirect ownership or investment interest whether through equity, debt or other means, including but not limited to stock, stock options, warrants, partnership shares, limited liability company memberships, as well as loans and bonds. federal Medicare (including Medicare Part D and Medicare Advantage), Medicaid, Medicaid-waiver and CHAMPUS/TRICARE programs, any other similar or successor federal health care program (as defined in 42 U.S.C. §1320a-7b(f)) and any similar state or local programs. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
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 Accounting Standards Updated (“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 March 31, 2023 and its results of operations for the three months ended March 31, 2023 and 2022, cash flows for the three months ended March 31, 2023 and 2022, and stockholders’ (deficit) equity for the three months ended March 31, 2023 and 2022. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2023. 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, 2022 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, 2022 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) on April 17, 2023. |
Use of Estimates | Use of Estimates The preparation of the unaudited interim condensed consolidated financial statements in conformity with GAAP. 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 average period of benefit associated with costs capitalized to obtain a revenue contract, incremental borrowing rate, and stock-based compensation, including the underlying fair value of the Company’s common stock for grants issued when the Company was a private company. 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 United States 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 months ended March 31, 2023 and 2022. 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. All of the Company’s revenue is generated in the United States and denominated in U.S. dollars. |
Concentrations of Credit Risk and Major Customers | Concentrations of Credit Risk and Major Customers Financial instruments at March 31, 2023 and 2022 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 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 each of the three months ended March 31, 2023 and 2022. Revenues from the major customers accounted for 17%, 13% and 14% of revenue for the three months ended March 31, 2023, and 20%, 19% and 13% of revenue for the three months ended March 31, 2022. Two customers account for 10% or more of the accounts receivable, with balances of $1.2 million and $1.1 million at March 31, 2023. Two customers account for 10% or more of the accounts receivable, with balances of $1.4 million and $0.7 million at December 31, 2022. |
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, to collateralize a letter of credit in the name of the Company’s landlord pursuant to a certain operating lease and for a post-employment savings fund established for the benefit of eligible Bangladesh employees. The following table provides a reconciliation of the components of cash, cash equivalents 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: March 31, ( in thousands 2023 2022 Cash and cash equivalents $ 19,914 $ 36,652 Restricted cash 125 125 Restricted cash – noncurrent 600 207 Total cash, cash equivalents and restricted cash presented in the condensed consolidated statements of cash flows $ 20,639 $ 36,984 |
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 the three months ended March 31, 2023 or 2022. |
Revenue Recognition | Revenue Recognition ASC Topic 606, Revenue from Contracts with Customers The Company derives its revenue through a stand-ready 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 generally pay an upfront implementation fee. The upfront implementation fee is deferred and recognized over the period the customer benefits and customer prepayments are deferred and included in the accompanying unaudited interim condensed consolidated balance sheets in deferred revenues. Revenues are recognized over time as 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 customer receives the benefit of our stand-ready scribing services as we perform them. As permitted under the practical expedient available under ASU 2014-09, the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promised accounted for under the series guidance, and (iii) contracts for which the Company recognizes revenue for the amount at which the Company has the right to invoice for services performed. 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 typically 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. |
Costs Capitalized to Obtain Revenue Contracts | Costs Capitalized to Obtain Revenue Contracts Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts are capitalized and then amortized on a systematic basis over an estimated period of benefit that the Company determined to be between the range of 12 to 24 months. The period of benefit was determined by taking into consideration the Company’s customer contracts, technology, customer life, and other relevant factors. The Company periodically evaluates whether there have been any changes in its business, market conditions, or other events which would indicate that its amortization period should be changed, or if there are potential indicators of impairment. The current portion of capitalized sales commissions are included in prepaid expenses and other current assets and the non-current portion is included in deposits and other assets on the accompanying unaudited interim condensed consolidated balance sheets. Amortization expense is included in sales and marketing expenses on the accompanying unaudited interim condensed consolidated statements of operations. |
Contract Balances | Contract Balances Deferred revenue represents an obligation to render services for which the Company has received consideration, or for which an amount of consideration is due from the customer and the Company has an unconditional right to payment under a non-cancellable contract. Changes in the deferred revenue account were as follows: ( in thousands Three Year Balance, beginning of period $ 7,254 $ 6,238 Deferral of revenue 9,289 31,949 Recognition of unearned revenue (9,628 ) (30,933 ) Balance, end of period $ 6,915 $ 7,254 |
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, 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. Advertising expenses incurred by the Company were $0.2 million and $0.3 million for the three months ended March 31, 2023 and 2022, 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 months ended March 31, 2023 and 2022. 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: March 31, March 31, Common stock warrants 2,801,703 2,753,408 Stock options 9,477,307 8,094,544 Restricted stock units 263,155 — 12,542,165 10,847,952 |
Correction of Immaterial Error Related to Prior Periods | Correction of Immaterial Error Related to Prior Periods In the third quarter of 2022, the Company identified an error related to its accounting for sales commissions whereby the Company should have amortized sales commissions for new revenue contracts over the estimated period of benefit which is between the range of 12 to 24 months. For the three months ended March 31, 2022, sales and marketing expenses were understated by $0.1 million. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, and it did not have a material impact on its consolidated financial statements upon adoption. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 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 |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Basis of Presentation and Summary of Significant Accounting Policies (Tables) LineItems | |
Schedule of reconciliation of the components of cash and restricted cash | March 31, ( in thousands 2023 2022 Cash and cash equivalents $ 19,914 $ 36,652 Restricted cash 125 125 Restricted cash – noncurrent 600 207 Total cash, cash equivalents and restricted cash presented in the condensed consolidated statements of cash flows $ 20,639 $ 36,984 |
Schedule of liability deferred revenue | ( in thousands Three Year Balance, beginning of period $ 7,254 $ 6,238 Deferral of revenue 9,289 31,949 Recognition of unearned revenue (9,628 ) (30,933 ) Balance, end of period $ 6,915 $ 7,254 |
Schedule of diluted weighted-average shares of common stock outstanding | March 31, March 31, Common stock warrants 2,801,703 2,753,408 Stock options 9,477,307 8,094,544 Restricted stock units 263,155 — 12,542,165 10,847,952 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property and Equipment [Abstract] | |
Schedule of property and equipment | ( in thousands March 31, 2023 December 31, 2022 Computer hardware, software and equipment $ 7,565 $ 7,229 Leasehold improvements 491 460 Furniture and fixtures 73 73 Construction in Progress 158 163 8,287 7,925 Less: accumulated depreciation (6,601 ) (6,352 ) Property and equipment, net $ 1,686 $ 1,573 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Disclosure of Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of accrued expenses and other current liabilities | ( in thousands March 31, 2023 December 31, 2022 Accrued compensation $ 1,667 $ 3,587 Accrued other 557 466 Accrued vendor partner liabilities 978 871 Accrued professional fees 297 118 Accrued VAT and other taxes 227 279 $ 3,726 $ 5,321 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt [Abstract] | |
Schedule of future minimum payments required under the loan agreement | 2023 (9 months remaining) $ — 2024 10,000 2025 10,000 $ 20,000 End of term charge 1,000 $ 21,000 Less unamortized debt discount (767 ) Loan payable net of discount $ 20,233 Less current portion 2,500 Loan payable, non-current portion $ 17,733 |
Common Stock, and Preferred S_2
Common Stock, and Preferred Stock (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Common Stock, and Preferred Stock [Abstract] | |
Schedule of warrants outstanding to acquire shares of its common stock | Expiration Date Shares of Exercise October 25, 2024 346,500 $ 3.00 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 May 4, 2029 48,295 $ 2.38 September 2, 2029 2,187,453 $ 2.88 2,801,703 |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity Incentive Plan [Abstract] | |
Schedule of share-based compensation expense | Stock Options & SARs Three Months Ended 31, (in thousands) 2023 2022 General and administrative $ 234 $ 310 Sales and marketing 59 28 Research and development 91 65 Cost of revenues 26 21 $ 410 $ 424 RSUs Three Months Ended 31, (in thousands) 2023 2022 General and administrative $ 123 $ - |
Schedule of weighted average assumptions | Three Months Ended 2023 2022 Expected term (in years) 5.9 5.9 Expected volatility 57.1 % 54.4 % Risk-free rate 4.0 % 1.9 % Dividend rate — — |
Schedule of stock option activity | Stock Option & SARs Number of Shares under Equity Plan Weighted- Weighted- Average Remaining Contractual Life Outstanding at December 31, 2022 8,234,823 $ 1.82 7.7 Granted 1,408,846 $ 1.75 Exercised (112,663 ) $ 0.76 Forfeited and expired (53,699 ) $ 2.38 Outstanding at March 31, 2023 9,477,307 $ 1.81 7.9 Exercisable at March 31, 2023 5,374,842 $ 1.52 7.0 Vested and expected to vest at March 31, 2023 9,477,307 $ 1.81 7.9 RSUs Number of Weighted Outstanding at December 31, 2022 263,155 $ 1.90 Granted - $ - Exercised - $ - Forfeited and expired - $ - Outstanding at March 31, 2023 263,155 $ 1.90 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Schedule of supplemental balance sheet information related to leases | March 31, Lease Cost (in thousands) 2023 2022 Operating lease cost $ 210 $ 191 Short-term lease expense 84 89 Total operating lease cost $ 294 $ 280 |
Schedule of other information related to the operating lease | Three Three Weighted-average remaining lease term 2.6 3.0 Weighted-average discount rate 4.7 % 4.0 % |
Schedule of cash flow information related to the operating lease | Three Three Cash paid for operating lease liabilities $ 225 $ 209 |
Schedule of company’s operating lease liabilities | 2023 (remaining nine months) $ 743 2024 1,012 2025 269 2026 118 2027 124 Total $ 2,266 Less: imputed interest (153 ) Operating lease liability 2,113 Less: Operating lease liability, current portion (991 ) Operating lease liability, net of current portion $ 1,122 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Cash equivalents and restricted cash | $ 20.6 |
Incremental capital | 5 |
Accumulated deficit | $ 131 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration risk, percentage | 13% | ||
Accounts receivable percentage | 10% | 10% | |
Advertising expenses (in Dollars) | $ 0.2 | $ 0.3 | |
Sales and marketing expense (in Dollars) | 100,000 | ||
Customer One [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Accounts receivable balance (in Dollars) | 1,200,000 | $ 1,400,000 | |
Customer Two [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Accounts receivable balance (in Dollars) | $ 1,100,000 | $ 700,000 | |
Sales Revenue [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration risk, percentage | 10% | ||
Concentration risk, percentage | 20% | ||
Sales Revenue [Member] | Customer One [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration risk, percentage | 17% | ||
Sales Revenue [Member] | Customer Two [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration risk, percentage | 13% | ||
Sales Revenue [Member] | Customer Three [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration risk, percentage | 19% | 14% |
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 | Mar. 31, 2023 | Mar. 31, 2022 |
Schedule of Reconciliation of the Components of Cash and Restricted Cash [Abstract] | ||
Cash and cash equivalents | $ 19,914 | $ 36,652 |
Restricted cash | 125 | 125 |
Restricted cash – noncurrent | 600 | 207 |
Total cash, cash equivalents and restricted cash presented in the condensed consolidated statements of cash flows | $ 20,639 | $ 36,984 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of deferred revenue - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Schedule of Liability Deferred Revenue [Abstract] | ||
Balance, beginning of year | $ 7,254 | $ 6,238 |
Deferral of revenue | 9,289 | 31,949 |
Recognition of unearned revenue | (9,628) | (30,933) |
Balance, end of year | $ 6,915 | $ 7,254 |
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 | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
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 | 12,542,165 | 10,847,952 |
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 | 9,477,307 | 8,094,544 |
Restricted Stock Units [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 | 263,155 | |
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 | 2,801,703 | 2,753,408 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Fair Value Measurements [Abstract] | |
Cash equivalents | $ 15.9 |
Loan payable | 21.2 |
Carrying value of loans payable | $ 20.2 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization expense | $ 0.3 | $ 0.2 |
Property and Equipment (Detai_2
Property and Equipment (Details) - Schedule of property and equipment - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 8,287 | $ 7,925 |
Less: accumulated depreciation | (6,601) | (6,352) |
Property and equipment, net | 1,686 | 1,573 |
Computer hardware, software and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 7,565 | 7,229 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 491 | 460 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 73 | 73 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 158 | $ 163 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | ||
Accrued compensation | $ 1,667 | $ 3,587 |
Accrued other | 557 | 466 |
Accrued vendor partner liabilities | 978 | 871 |
Accrued professional fees | 297 | 118 |
Accrued VAT and other taxes | 227 | 279 |
Total accrued expenses and other current liabilities | $ 3,726 | $ 5,321 |
Debt (Details)
Debt (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||
Dec. 01, 2025 | Jul. 01, 2023 | Mar. 23, 2023 | May 04, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Nov. 30, 2021 | Oct. 30, 2021 | Mar. 31, 2021 | Mar. 25, 2021 | |
Debt (Details) [Line Items] | ||||||||||||
Aggregate principal amount | $ 17 | |||||||||||
Funds amount | $ 6 | $ 2 | $ 15 | |||||||||
Depreciation and amortization | $ 4.8 | |||||||||||
Interest rate | 12% | |||||||||||
Purchase price | $ 3 | |||||||||||
Principal amount | 1.1 | |||||||||||
Loan agreement | $ 0.2 | |||||||||||
SVB loan agreement, description | (i) $5.0 million or (ii) 80% of eligible accounts (the “Revolving Credit Facility”) and two tranches of term loan advances, comprised of a term loan advance under Tranche A in an aggregate principal amount of up to $15.0 million and additional term loan advances under Tranche B in an aggregate principal amount of up to $5.0 million (the “Term Loan Facility” and, together with the Revolving Credit Facility, the “Facilities”). | |||||||||||
Interest rate | 0% | |||||||||||
Interest expense | $ 0.1 | $ 0.5 | ||||||||||
Loan agreement | $ 35 | |||||||||||
Term loan | 5 | |||||||||||
Total long term loan | 20 | |||||||||||
Borrowings amount | $ 10 | |||||||||||
Effective date | 7 years | |||||||||||
Minimum [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Interest rate | 3.25% | |||||||||||
Maximum [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Interest rate | 8.75% | |||||||||||
Sub Agreement [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Amortized discount of interest expense | $ 1.8 | |||||||||||
Forecast [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Payment fee percentage | 5% | |||||||||||
Term loan amount | $ 1 | |||||||||||
SVB Loan Agreement [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Interest rate | 3.25% | |||||||||||
Cash and cash equivalents | $ 25 | |||||||||||
Borrowings amount | $ 30 | |||||||||||
Common stock shares (in Shares) | 48,295 | |||||||||||
Common stock, par value per share (in Dollars per share) | $ 0.0001 | |||||||||||
Exercise price (in Dollars per share) | $ 2.38 | |||||||||||
SVB Loan Agreement [Member] | Forecast [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Interest expense | $ 35 | |||||||||||
Revolving Credit Facility [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Interest rate | 0.50% | |||||||||||
Revolving Credit Facility [Member] | SVB Loan Agreement [Member] | ||||||||||||
Debt (Details) [Line Items] | ||||||||||||
Interest rate | 3.75% |
Debt (Details) - Schedule of fu
Debt (Details) - Schedule of future minimum payments required under the loan agreement $ in Thousands | Mar. 31, 2023 USD ($) |
Schedule of Future Minimum Payments Under the Loan Agreement [Abstract] | |
2023 | |
2024 | 10,000 |
2025 | 10,000 |
Total | 20,000 |
End of term charge | 1,000 |
Subordinated note payable | 21,000 |
Less unamortized debt discount | (767) |
Loan payable net of discount | 20,233 |
Less current portion | 2,500 |
Loan payable, non-current portion | $ 17,733 |
Common Stock, and Preferred S_3
Common Stock, and Preferred Stock (Details) | Mar. 31, 2023 $ / shares shares |
Common Stock [Member] | |
Common Stock, and Preferred Stock (Details) [Line Items] | |
Common stock, shares authorized | shares | 500,000,000 |
Common stock par value | $ / shares | $ 0.0001 |
Preferred Stock [Member] | |
Common Stock, and Preferred Stock (Details) [Line Items] | |
Preferred stock, shares authorized | shares | 10,000,000 |
Preferred stock, par value | $ / shares | $ 0.0001 |
Common Stock, and Preferred S_4
Common Stock, and Preferred Stock (Details) - Schedule of warrants outstanding to acquire shares of its common stock | Mar. 31, 2023 $ / shares shares |
Class of Warrant or Right [Line Items] | |
Shares of common stock issuable upon exercise of warrants | 2,801,703 |
October 25, 2024 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | Oct. 25, 2024 |
Shares of common stock issuable upon exercise of warrants | 346,500 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 3 |
June 11, 2025 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | Jun. 11, 2025 |
Shares of common stock issuable upon exercise of warrants | 234 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 96.24 |
November 13, 2025 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | Nov. 13, 2025 |
Shares of common stock issuable upon exercise of warrants | 218,078 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 3 |
July 28, 2027 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | Jul. 28, 2027 |
Shares of common stock issuable upon exercise of warrants | 91 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 106.17 |
August 28, 2028 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | Aug. 28, 2028 |
Shares of common stock issuable upon exercise of warrants | 1,052 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 39.76 |
May 4, 2029 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | May 04, 2029 |
Shares of common stock issuable upon exercise of warrants | 48,295 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 2.38 |
September 2, 2029 [Member] | |
Class of Warrant or Right [Line Items] | |
Expiration Date | Sep. 02, 2029 |
Shares of common stock issuable upon exercise of warrants | 2,187,453 |
Exercise Price Per Warrant (in Dollars per share) | $ / shares | $ 2.88 |
Equity Incentive Plan (Details)
Equity Incentive Plan (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Equity Incentive Plan (Details) [Line Items] | |||
Vesting period | 4 years | ||
Common stock remained available for grant (in Shares) | 701,640 | ||
Expected dividend yield | |||
Fair value of stock option (in Dollars per share) | $ 0.99 | $ 1.25 | |
Intrinsic value of options exercised | $ 100,000 | ||
Intrinsic value options outstanding | 3,800,000 | ||
Intrinsic value options exercisable | 3,500,000 | ||
Stock-based compensation | $ 3,800,000 | ||
Weighted average requisite service period | 2 years 7 months 6 days | ||
Stock options, description | the Company granted 727,922 stock options to the Company’s 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 out of 30 trading days after the Company became listed on Nasdaq. 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 became listed on the New York Stock Exchange or Nasdaq. Since the listing on Nasdaq, these options expire on March 22, 2031, instead of 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 became listed on the New York Stock Exchange or Nasdaq. Since the listing on Nasdaq, these options expire on March 22, 2031, instead of 2026. | ||
Options expiration | March 3, 2031 | ||
Expected volatility | 50% | ||
Closing price (in Dollars per share) | $ 3 | ||
Risk-free rate | 0.77% | ||
Estimated fair value of options | $ 400,000 | ||
Unrecognized compensation costs | $ 100,000 | ||
Weighted average period | 1 year | ||
2020 Equity Incentive Plan [Member] | |||
Equity Incentive Plan (Details) [Line Items] | |||
Options contractual life | 10 years | ||
Number of shares equal percentage | 5% | ||
Options [Member] | |||
Equity Incentive Plan (Details) [Line Items] | |||
Stock-based compensation | $ 30,000 | ||
Options expiration | March 22, 2031 | ||
Expected volatility | 50% | ||
Closing price (in Dollars per share) | $ 3 | ||
Risk-free rate | 0.87% | ||
RSU [Member] | |||
Equity Incentive Plan (Details) [Line Items] | |||
Weighted average requisite service period | 2 months 12 days | ||
Aggregate intrinsic value | $ 500,000 | ||
Stock-based compensation for RSU granted and outstanding | $ 100,000 |
Equity Incentive Plan (Detail_2
Equity Incentive Plan (Details) - Schedule of share-based compensation expense - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restricted Stock Units (RSUs) [Member] | General and administrative [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-based compensation expense | $ 123 | |
Stock Options & SARs [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-based compensation expense | 410 | 424 |
Stock Options & SARs [Member] | General and administrative [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-based compensation expense | 234 | 310 |
Stock Options & SARs [Member] | Sales and marketing [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-based compensation expense | 59 | 28 |
Stock Options & SARs [Member] | Research and development [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-based compensation expense | 91 | 65 |
Stock Options & SARs [Member] | Cost of revenues [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-based compensation expense | $ 26 | $ 21 |
Equity Incentive Plan (Detail_3
Equity Incentive Plan (Details) - Schedule of weighted average assumptions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Schedule of Fair Value of Option Grants Weighted Average Assumptions [Abstract] | ||
Expected term (in years) | 5 years 10 months 24 days | 5 years 10 months 24 days |
Expected volatility | 57.10% | 54.40% |
Risk-free rate | 4% | 1.90% |
Dividend rate |
Equity Incentive Plan (Detail_4
Equity Incentive Plan (Details) - Schedule of stock option activity - $ / shares | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | |
Restricted Stock Units (RSUs) [Member] | |||
Equity Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |||
Number of Shares under Equity Plan, Outstanding, Beginning balance | 263,155 | ||
Weighted Average Grant Date Fair Value, Outstanding, Beginning balance | $ 1.9 | ||
Number of Shares under Equity Plan, Granted | |||
Weighted Average Grant Date Fair Value, Granted | |||
Number of Shares under Equity Plan, Exercised | |||
Weighted Average Grant Date Fair Value, Exercised | |||
Number of Shares under Equity Plan, Forfeited and expired | |||
Weighted Average Grant Date Fair Value, Forfeited and expired | |||
Number of Shares under Equity Plan, Outstanding, Ending balance | 263,155 | ||
Weighted Average Grant Date Fair Value, Outstanding, Ending balance | $ 1.9 | ||
Stock Options & SARs [Member] | |||
Equity Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |||
Number of Shares under Equity Plan, Outstanding, Beginning balance | 8,234,823 | ||
Weighted- Average Exercise Price per Option, Outstanding, Beginning balance | $ 1.82 | ||
Weighted- Average Remaining Contractual Life (in years), Outstanding, Beginning balance | 7 years 8 months 12 days | ||
Number of Shares under Equity Plan, Granted | 1,408,846 | ||
Weighted-Average Exercise Price per Option, Granted | $ 1.75 | ||
Number of Shares under Equity Plan, Exercised | (112,663) | ||
Weighted- Average Exercise Price per Option, Exercised | $ 0.76 | ||
Number of Shares under Equity Plan, Forfeited and expired | (53,699) | ||
Weighted- Average Exercise Price per Option, Forfeited and expired | $ 2.38 | ||
Number of Shares under Equity Plan, Outstanding, Ending balance | 9,477,307 | ||
Weighted-Average Exercise Price per Option, Outstanding, Ending balance | $ 1.81 | ||
Weighted- Average Remaining Contractual Life (in years), Outstanding, Ending balance | 7 years 10 months 24 days | ||
Number of Shares under Equity Plan, Exercisable | 5,374,842 | 5,374,842 | |
Weighted-Average Exercise Price per Option, Exercisable | $ 1.52 | $ 1.52 | |
Weighted- Average Remaining Contractual Life (in years), Exercisable | 7 years | ||
Number of Shares under Equity Plan, Vested and expected to vest | 9,477,307 | 9,477,307 | |
Weighted-Average Exercise Price per Option, Vested and expected to vest | $ 1.81 | $ 1.81 | |
Weighted-Average Remaining Contractual Life (in years), Vested and expected to vest | 7 years 10 months 24 days |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Jun. 30, 2021 | |
Commitments and Contingencies [Abstract] | ||
Lease payments | $ 3.5 | |
Remaining lease term | 5 years | |
Minimum contractual spend | $ 1.8 | |
Expenses | $ 0.3 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of supplemental balance sheet information related to leases - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Schedule of Supplemental Balance Sheet Information Related to Leases [Abstract] | ||
Operating lease cost | $ 210 | $ 191 |
Short-term lease expense | 84 | 89 |
Total operating lease cost | $ 294 | $ 280 |
Commitments and Contingencies_4
Commitments and Contingencies (Details) - Schedule of other information related to the operating lease | Mar. 31, 2023 | Mar. 31, 2022 |
Schedule of other Information Related to the Operating Lease [Abstract] | ||
Weighted-average remaining lease term | 2 years 7 months 6 days | 3 years |
Weighted-average discount rate | 4.70% | 4% |
Commitments and Contingencies_5
Commitments and Contingencies (Details) - Schedule of cash flow information related to the operating lease - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Schedule of Cash Flow Information Related to the Operating Lease [Abstract] | ||
Cash paid for operating lease liabilities | $ 225 | $ 209 |
Commitments and Contingencies_6
Commitments and Contingencies (Details) - Schedule of company’s operating lease liabilities $ in Thousands | Mar. 31, 2023 USD ($) |
Schedule of Company’s Operating Lease Liabilities [Abstract] | |
2023 (remaining nine months) | $ 743 |
2024 | 1,012 |
2025 | 269 |
2026 | 118 |
2027 | 124 |
Total | 2,266 |
Less: imputed interest | (153) |
Operating lease liability | 2,113 |
Less: Operating lease liability, current portion | (991) |
Operating lease liability, net of current portion | $ 1,122 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||
Operating lease term | 10 years | ||
Rent expenses | $ 100,000 | ||
Costs and Expenses, Related Party | $ 6,000 | ||
Account payable | $ 4,042 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Employee Benefit Plan [Abstract] | ||
Contributions | $ 52,000 | $ 46,000 |
Expensed | 100,000 | 500,000 |
Fund expenses | $ 500,000 | $ 600,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Apr. 10, 2023 | Apr. 19, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Subsequent Events (Details) [Line Items] | ||||
Exercise price | $ 0.0001 | |||
Common stock, par value | 0.0001 | $ 0.0001 | ||
Purchase price per share | $ 1.6 | |||
Warrant expiration | 7 years | |||
Aggregate price (in Dollars) | $ 5,000,000 | |||
Subsequent Event [Member] | ||||
Subsequent Events (Details) [Line Items] | ||||
Cash fee (in Dollars) | $ 40,000 | |||
Fair market value (in Dollars) | $ 100,000 | |||
Grant vesting anniversary | 1 year | |||
Issuance of options (in Shares) | 58,100 | |||
Exercise price | $ 1.73 | |||
Aggregate consideration (in Dollars) | $ 11,999,999.29 | |||
Aggregate shares sold (in Shares) | 3,125,000 | |||
Common stock, par value | $ 0.0001 | |||
Purchase price per share | $ 1.6 | |||
Purchase of common stock (in Shares) | 1,875,069 | |||
Subsequent Event [Member] | Warrant [Member] | ||||
Subsequent Events (Details) [Line Items] | ||||
Exercise price | $ 1.75 | |||
Purchase price per share | $ 0.0001 | |||
Purchase of common stock (in Shares) | 4,375,273 |