Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2023 | May 10, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39516 | |
Entity Registrant Name | OWLET, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-1615012 | |
Entity Address, Address Line One | 3300 North Ashton Boulevard | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Lehi | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84043 | |
City Area Code | (844) | |
Local Phone Number | 334-5330 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 117,672,234 | |
Amendment Flag | false | |
Entity Central Index Key | 0001816708 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Trading Symbol | OWLT | |
Security Exchange Name | NYSE | |
Warrants | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase Class A Common Stock | |
Trading Symbol | OWLT WS | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 24,765 | $ 11,231 |
Accounts receivable, net of allowance for doubtful accounts of $2,948 and $3,013, respectively | 15,395 | 15,958 |
Inventory | 14,744 | 18,515 |
Prepaid expenses and other current assets | 4,957 | 5,558 |
Total current assets | 59,861 | 51,262 |
Property and equipment, net | 834 | 1,108 |
Right of use assets, net | 1,928 | 2,260 |
Intangible assets, net | 2,270 | 2,279 |
Other assets | 1,035 | 1,195 |
Total assets | 65,928 | 58,104 |
Current liabilities: | ||
Accounts payable | 30,841 | 30,432 |
Accrued and other expenses | 14,038 | 19,984 |
Current portion of deferred revenues | 1,042 | 1,148 |
Line of credit | 0 | 4,685 |
Current portion of long-term debt | 4,798 | 10,353 |
Total current liabilities | 50,719 | 66,602 |
Long-term debt, net | 3,500 | 0 |
Noncurrent lease liabilities | 715 | 1,162 |
Common stock warrant liabilities | 24,945 | 724 |
Other long-term liabilities | 2,007 | 251 |
Total liabilities | 81,886 | 68,739 |
Commitments and Contingencies | ||
Stockholders’ equity (deficit): | ||
Common stock, $0.0001 par value, 1,000,000,000 shares authorized as of March 31, 2023 and December 31, 2022; 117,465,938 and 115,388,135 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively. | 12 | 12 |
Additional paid-in capital | 214,135 | 212,111 |
Accumulated deficit | (234,625) | (222,758) |
Total stockholders’ equity (deficit) | (20,478) | (10,635) |
Total liabilities, convertible preferred stock, and stockholders’ equity (deficit) | 65,928 | 58,104 |
Series A Convertible Preferred Stock | ||
Current liabilities: | ||
Series A convertible preferred stock, 0.0001 par value, 100,000,000 shares authorized as of March 31, 2023 and December 31, 2022; 30,000 and 0 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively (liquidation preference of $30,000) | $ 4,520 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Allowance for doubtful accounts | $ (2,948) | $ (3,013) |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 117,465,938 | 115,388,135 |
Common stock, shares outstanding (in shares) | 117,465,938 | 115,388,135 |
Series A Convertible Preferred Stock | ||
Temporary equity, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Temporary equity, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Temporary equity, shares issued (in shares) | 30,000 | 0 |
Temporary equity, shares outstanding (in shares) | 30,000 | 0 |
Liquidation preference | $ 30,000 | $ 30,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 10,736 | $ 21,538 |
Cost of revenues | 6,583 | 12,782 |
Gross profit | 4,153 | 8,756 |
Operating expenses: | ||
General and administrative | 8,866 | 10,276 |
Sales and marketing | 3,353 | 11,631 |
Research and development | 2,890 | 8,545 |
Total operating expenses | 15,109 | 30,452 |
Operating loss | (10,956) | (21,696) |
Other income (expense): | ||
Interest expense, net | (2,812) | (226) |
Common stock warrant liability adjustment | 1,912 | (6,876) |
Other income (expense), net | (11) | 47 |
Total other income (expense), net | (911) | (7,055) |
Loss before income tax provision | (11,867) | (28,751) |
Income tax provision | 0 | (7) |
Net loss and comprehensive loss | (11,867) | (28,758) |
Accretion on Series A convertible preferred stock | (653) | 0 |
Net loss attributable to common stockholders | (12,520) | (28,758) |
Net loss attributable to common stockholders | $ (12,520) | $ (28,758) |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.11) | $ (0.26) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.11) | $ (0.26) |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic (in shares) | 113,545,429 | 110,384,313 |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, diluted (in shares) | 113,545,429 | 110,384,313 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholder's Equity (Deficit) - USD ($) $ in Thousands | Total | Series A Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Additional Paid-in Capital Series A Convertible Preferred Stock | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2021 | 0 | |||||
Beginning balance at Dec. 31, 2021 | $ 0 | |||||
Ending balance (in shares) at Mar. 31, 2022 | 0 | |||||
Ending balance at Mar. 31, 2022 | $ 0 | |||||
Beginning balance (in shares) at Dec. 31, 2021 | 112,996,568 | |||||
Beginning balance at Dec. 31, 2021 | $ 55,191 | $ 11 | $ 198,602 | $ (143,422) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock upon exercise of stock options (in Shares) | 88,808 | |||||
Issuance of common stock upon exercise of stock options | 48 | 48 | ||||
Issuance of common stock for restricted stock units vesting (in shares) | 321,098 | |||||
Issuance of common stock for employee stock purchase plan | 3,336 | 3,336 | ||||
Net loss | (28,758) | (28,758) | ||||
Ending balance (in shares) at Mar. 31, 2022 | 113,406,474 | |||||
Ending balance at Mar. 31, 2022 | 29,817 | $ 11 | 201,986 | (172,180) | ||
Beginning balance (in shares) at Dec. 31, 2022 | 0 | |||||
Beginning balance at Dec. 31, 2022 | $ 0 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Temporary equity, shares issued (in shares) | 30,000 | |||||
Issuance of Series A convertible preferred stock | $ 3,867 | |||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | (311) | (311) | ||||
Accretion on Series A convertible preferred stock | (653) | $ 653 | $ (653) | |||
Ending balance (in shares) at Mar. 31, 2023 | 30,000 | |||||
Ending balance at Mar. 31, 2023 | $ 4,520 | |||||
Beginning balance (in shares) at Dec. 31, 2022 | 115,388,135 | |||||
Beginning balance at Dec. 31, 2022 | (10,635) | $ 12 | 212,111 | (222,758) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of SVB Warrants (Note 4) | 43 | 43 | ||||
Issuance of common stock upon exercise of stock options (in Shares) | 252,757 | |||||
Issuance of common stock upon exercise of stock options | 55 | 55 | ||||
Issuance of common stock for employee stock purchase plans | 211,468 | |||||
Issuance of common stock for restricted stock units vesting (in shares) | 1,613,578 | |||||
Issuance of common stock for employee stock purchase plan | 101 | 101 | ||||
Share-based compensation | 2,789 | 2,789 | ||||
Net loss | (11,867) | (11,867) | ||||
Ending balance (in shares) at Mar. 31, 2023 | 117,465,938 | |||||
Ending balance at Mar. 31, 2023 | $ (20,478) | $ 12 | $ 214,135 | $ (234,625) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (11,867) | $ (28,758) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 293 | 348 |
Share-based compensation | 2,789 | 3,318 |
Common stock warrant liability adjustment | (1,912) | 6,876 |
Amortization of right of use assets | 332 | 276 |
Other adjustments, net | 177 | 358 |
Changes in assets and liabilities: | ||
Accounts receivable | 480 | (6,191) |
Prepaid expenses and other assets | 1,261 | 5,512 |
Inventory | 3,771 | (6,733) |
Accounts payable and accrued and other expenses | (5,661) | (1,830) |
Other, net | 963 | (572) |
Net cash used in operating activities | (9,374) | (27,396) |
Cash flows from investing activities | ||
Purchase of property and equipment | (6) | (234) |
Purchase of intangible assets | (2) | (466) |
Net cash used in investing activities | (8) | (700) |
Cash flows from financing activities | ||
Proceeds from issuance of preferred stock | 30,000 | 0 |
Proceeds from short-term borrowings | 32,895 | 16,744 |
Payments of short-term borrowings | (38,635) | (13,514) |
Payments of long-term borrowings | (1,500) | (1,500) |
Other, net | 156 | 49 |
Net cash provided by financing activities | 22,916 | 1,779 |
Net change in cash and cash equivalents | 13,534 | (26,317) |
Cash and cash equivalents at beginning of period | 11,231 | 95,054 |
Cash and cash equivalents at end of period | $ 24,765 | $ 68,737 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and applicable rules and regulations of the U.S. Securities and Exchange Commission (the "SEC") regarding interim financial reporting. The condensed consolidated balance sheet as of December 31, 2022, included herein, was derived from the audited consolidated financial statements as of that date, but does not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. All intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations, and cash flows for the interim periods presented. All dollar amounts, except per share amounts, in the notes are presented in thousands, unless otherwise specified. Certain prior year amounts have been reclassified to conform to the current period presentation. Risks and Uncertainties In accordance with ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205-40), the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the condensed consolidated financial statements are issued. Since inception, the Company has experienced recurring operating losses and generated negative cash flows from operations, resulting in an accumulated deficit of $234,625 as of March 31, 2023. During the three months ended March 31, 2023 and 2022, we had negative cash flows from operations of $9,374 and $27,396, respectively. As of March 31, 2023, we had $24,765 of cash on hand. Year over year declines in revenue, the low, current cash balance, recurring operating losses, and negative cash flows from operations since inception raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the accompanying condensed consolidated financial statements are issued. The accompanying condensed consolidated financial statements have been prepared on a going concern basis and accordingly, do not include any adjustments relating to the recoverability and classification of asset carrying amounts, or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern. As the Company continues to address these financial conditions, management has undertaken the following actions: • As described further in Note 7, on February 17, 2023 the Company consummated a sale of newly issued preferred stock and warrants to purchase its common stock for aggregate gross proceeds of $30,000. • As described in Note 4, in March 2023 the Company further amended its financing arrangement with SVB, under which the principal payments on the term note will be deferred until September 2023. This most recent amendment also revised the financial covenants for future periods. • During the year ended December 31, 2022, the Company undertook restructuring actions, which significantly reduced employee headcount and reduced operating spend. This included the reduction of consulting and outside services, the reduction of marketing programs, and the prioritization of and sequencing of research and development projects. We have not generated sufficient cash flows from operations to satisfy our capital requirements. There can be no assurance that the Company will generate sufficient future cash flows from operations due to potential factors, including but not limited to inflation, recession, reduced demand for the Company’s products, or the FDA's denial of the Company's de novo classification request for marketing authorization. If revenues further decrease from current levels, the Company may be unable to further reduce costs, or such reductions may limit our ability to pursue strategic initiatives and grow revenues in the future. There can be no assurance that we will be able to obtain additional financing on terms acceptable to us, if at all. Failure to secure additional funding may require us to modify, delay or abandon some of our planned future development, or to otherwise enact further operating cost reductions, which could have a material adverse effect on our business, operating results, financial condition and ability to achieve our intended business objectives. If we raise additional funds through further issuances of equity or convertible debt securities, our existing stockholders could suffer significant dilution, and any new equity securities we issue could have rights, preferences, and privileges superior to those of holders of our common stock. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to pursue our business objectives and to respond to business opportunities, challenges, or unforeseen circumstances could be significantly limited, and our business, financial condition and results of operations could be materially adversely affected. We also could be required to seek funds through arrangements with partners or others that may require us to relinquish rights or jointly own some aspects of our technologies, products or services that we would otherwise pursue on our own. The Company maintains its cash in bank deposit accounts which, at times, exceed federally insured limits. As of March 31, 2023, substantially all of the Company's cash was held with Silicon Valley Bank and exceeded federally insured limits. On March 10, 2023, Silicon Valley Bank was closed by the California Department of Financial Protection and Innovation, which appointed the Federal Deposit Insurance Corporation ("FDIC") as receiver. On March 12, 2023, the Secretary of the Treasury, the chair of the Federal Reserve Board and the chairman of the FDIC released a joint statement related to the FDIC's resolution of the Silicon Valley Bank receivership, which provided that all depositors would have access to all their money starting March 13, 2023. As of the issuance date of these financial statements, all cash deposited by the Company with Silicon Valley Bank, now a division of First Citizens Bank and Trust Company, has been accessible by the Company. |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Certain Balance Sheet Accounts | Certain Balance Sheet Accounts Inventory Substantially all of the Company's inventory consisted of finished goods as of March 31, 2023 and December 31, 2022. Property and Equipment, net Property and equipment consisted of the following as of: March 31, 2023 December 31, 2022 Tooling and manufacturing equipment $ 2,731 $ 2,731 Furniture and fixtures 639 639 Computer equipment 640 660 Software 106 106 Leasehold improvements 35 29 Total property and equipment 4,151 4,165 Less accumulated depreciation and amortization (3,317) (3,057) Property and equipment, net $ 834 $ 1,108 Depreciation and amortization expense on property and equipment was $274 and $309 for the three months ended March 31, 2023 and March 31, 2022, respectively. For the three months ended March 31, 2023 and March 31, 2022, the Company allocated $182 and $190, respectively, of depreciation and amortization expense related to tooling and manufacturing equipment and software to cost of revenues. Intangible Assets Subject to Amortization Intangible assets were $2,270, net of accumulated amortization of $225 as of March 31, 2023 and $2,279, net of accumulated amortization of $206, as of December 31, 2022. Capitalized software development costs were $1,873 on March 31, 2023 and December 31, 2022. The Company's internally developed software capitalized within intangible assets on the balance sheet is still in development and not ready for general release. As such, the Company has not recognized any amortization for the three months ended March 31, 2023 or 2022. The Company did not recognize any impairment charges for intangible assets during the three months ended March 31, 2023 or 2022. Accrued and Other Expenses On October 1, 2021, the Company received a Warning Letter, later corrected in an amendment to the letter dated October 5, 2021 (the “Warning Letter”), from the U.S. Food and Drug Administration (the “FDA”) regarding the Owlet Smart Sock. During the fourth quarter of 2021, the Company agreed with certain customers and retailers to accept returns of the Owlet Smart Sock and Owlet Monitor Duo. Accrued and other expenses, among other things, included accrued sales returns of $4,727 and $6,756 as of March 31, 2023 and December 31, 2022, respectively. Accrued sales returns included $3,407 and $4,958 as of March 31, 2023 and December 31, 2022, respectively, for product returns related to the Warning Letter. Changes in accrued warranty were as follows: For the Three Months Ended March 31, 2023 2022 Accrued warranty, beginning of period $ 712 $ 661 Provision for warranties issued during the period 35 200 Settlements of warranty claims during the period (155) (136) Accrued warranty, end of period $ 592 $ 725 Stockholders' Equity The Company is authorized to issue up to 100,000,000 shares of $0.0001 par value preferred stock, of which 30,000 and 0 shares were outstanding as of March 31, 2023 and December 31, 2022, respectively. |
Deferred Revenues
Deferred Revenues | 3 Months Ended |
Mar. 31, 2023 | |
Deferred Revenue [Abstract] | |
Deferred Revenues | Deferred Revenues Deferred revenues relate to performance obligations for which payments are received from customers prior to the satisfaction of the Company’s obligations to its customers. Deferred revenues primarily consist of amounts allocated to the mobile application, unspecified upgrade rights, and content, and are recognized over the service period of the performance obligations, which range from 5 to 27 months. Changes in the total deferred revenues balance were as follows: For the Three Months Ended March 31, 2023 2022 Beginning balance $ 1,386 $ 1,235 Deferral of revenues 395 744 Recognition of deferred revenues (524) (667) Ending balance $ 1,257 $ 1,312 The Company recognized $483 and $550 of revenue during the three months ended March 31, 2023 and 2022, respectively, that was included in the deferred revenue balance at the beginning of the respective period. |
Long-Term Debt and Other Financ
Long-Term Debt and Other Financing Arrangements | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Financing Arrangements | Long-Term Debt and Other Financing ArrangementsThe following is a summary of the Company’s long-term indebtedness as of: March 31, 2023 December 31, 2022 Term note payable to SVB, maturing on October 1, 2024 $ 7,000 $ 8,000 Financed insurance premium 1,298 2,353 Total debt 8,298 10,353 Less: current portion (4,798) (10,353) Total long-term debt, net $ 3,500 $ — Third Amended and Restated Loan and Security Agreement On November 23, 2022, the Company entered into the Third Amended and Restated Loan and Security Agreement (the “LSA”) with Silicon Valley Bank. The LSA amended, restated and replaced in its entirety the prior Second Amended and Restated Loan and Security Agreement, dated April 22, 2020, and all prior amendments. On March 27, 2023, the Company entered into the first amendment to the LSA with Silicon Valley Bank, now a division of First Citizens Bank and Trust Company (the “SVB Amendment”), that (i) deferred certain payments of principal by the Company until September 1, 2023, (ii) had Silicon Valley Bank waive certain stated events of default, (iii) to expand the eligibility of inventory and accounts that the Company can borrow against, (iv) to modify certain financial covenants required of the Company, and (v) certain other revisions in the first amendment. In connection with the amendment to the LSA executed on March 27, 2023, the Company granted Silicon Valley Bank a warrant to purchase 150,000 shares of the Company's common stock at a price of $0.38 per share, expiring on March 27, 2035 (the "SVB Warrants"). The warrant was valued at $43 and is classified as equity and included within additional paid-in capital on the condensed consolidated balance sheet. See Note 7 for a summary of all common stock warrants currently outstanding. Line of Credit The LSA provides for a $10,000 revolving line of credit (the “SVB Revolver”) as of March 31, 2023. The SVB Revolver is an asset based lending facility subject to borrowing base availability, which is limited by specified percentages of eligible accounts receivable and eligible inventory. Borrowing base availability can be impacted based upon the period's eligible accounts receivable and eligible inventory, and may be significantly lower than the full $10,000 line of credit. As of March 31, 2023, borrowing base availability was $7,086. The SVB Revolver facility matures and terminates on April 22, 2024. As of March 31, 2023, the SVB Revolver bore interest on the outstanding principal amount at a floating rate per annum equal to the greater of (i) 5.00% and (ii) the prime rate plus the prime rate margin, which is 2.25% for advances on the SVB Revolver, as defined by the LSA. As of March 31, 2023 there were no outstanding borrowings under the SVB Revolver. Term Loan The LSA also provided for an $8,500 term loan (the “Term Loan”), replacing the term loans made under the previous agreement, of which $7,000 was outstanding as of March 31, 2023. The Term Loan amortizes with equal monthly installments of $500 and matures on October 1, 2024. The Term Loan accrues interest on the outstanding principal amount at a floating rate per annum equal to the greater of (i) five and three-quarters percent (5.75%) and (ii) the prime rate plus the prime rate margin, which is 3.50% for the Term Loan (as defined in the LSA), and such interest is payable (a) monthly in arrears, (b) on each prepayment date and (c) on the Term Loan Maturity Date. All outstanding principal and accrued and unpaid interest and all other Term Loan-related outstanding obligations shall become due and payable in full on the Term Loan maturity date. The Company believes that the fair value of the Term Loan approximates the recorded amount as of March 31, 2023 and December 31, 2022, as the interest rates on the long-term debt are variable and the rates are based on market interest rates (bank's prime rate) after consideration of default and credit risk (using Level 2 inputs). Future Aggregate Maturities As of March 31, 2023, future aggregate maturities of the Term Note and Financed Insurance Premium payables were as follows: Years Ending December 31, Amount 2023 (excluding the three months ended March 31, 2023) $ 3,298 2024 5,000 Total $ 8,298 Financed Insurance Premium In July 2022, the Company renewed its corporate directors & officers and employment liability policies and entered into a new short-term commercial premium finance agreement with First Insurance Funding totaling $3,041 to be paid in eleven equal monthly payments, all of which accrue interest at a rate of 4.40%. In October 2022, the Company obtained additional general corporate liability policies and entered into an additional short-term commercial premium finance agreement with First Insurance Funding totaling $826 to be paid in eleven equal monthly payments, accruing interest at a rate of 6.80%. As of March 31, 2023, the remaining principal balance on the combined financed insurance premiums was $1,298. As of March 31, 2023, the Company was in compliance with all applicable covenants. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies During February 2023, the Company entered an agreement with a significant vendor to pay $3,000 of interest over 36 months with respect to past due payables. The present value of the future payments was expensed and included within interest expense, net on the condensed consolidated statements of operations for the three months ended March 31, 2023. Litigation The Company is involved in legal proceedings from time to time arising in the normal course of business. Management, after consultation with legal counsel, believes that the outcome of these proceedings will not have a material impact on the Company’s financial position, results of operations, or liquidity. In November 2021, two putative class action complaints were filed against us in the U.S. District Court for the Central District of California, Butala v. Owlet, Inc., et al., Case No. 2:21-cv-09016, and Cherian v. Owlet, Inc., et al., Case No. 2:21-cv-09293. Both complaints allege violations of the Securities Exchange Act of 1934 against the Company and certain of its officers and directors on behalf of a putative class of investors who (i) purchased the Company’s common stock between March 31, 2021 and October 4, 2021 or (ii) held common stock in Sandbridge Acquisition Corporation (“SBG”) as of June 1, 2021 and were eligible to vote at SBG’s special meeting held on July 14, 2021. Both complaints allege, among other things, that the Company and certain of its officers and directors made false and/or misleading statements and failed to disclose certain information regarding the FDA’s likely classification of the Smart Sock product as a medical device requiring marketing authorization. The Court has consolidated the Butala and Cherian cases but has yet to appoint a lead plaintiff. The Company intends to vigorously defend itself against these claims, including by filing a motion to dismiss on behalf of itself and the named officers and directors. Indemnification In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless, and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by Delaware corporate law. The Company currently has directors’ and officers’ insurance coverage that reduces its exposure and enables the |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation | Stock-based Compensation The Company has various stock compensation plans, which are more fully described in Part II, Item 8 "Financial Statements and Supplementary Data - Note 10 to the Consolidated Financial Statements - Share-based Compensation" in the 2022 Annual Report on Form 10-K. Under the 2021 Incentive Award Plan, the Company has the ability to grant options, stock appreciation rights, restricted stock, restricted stock units, performance stock units, dividend equivalents, or other stock or cash-based awards to employees, directors, or consultants. Option awards are generally granted with an exercise price equal to the fair value of the Company’s common stock at the date of grant. Options, RSU, and PRSU awards generally vest over a period of four years. Stock-based Compensation Expense Total stock-based compensation was recognized as follows (in thousands): Three Months Ended March 31, 2023 2022 General and administrative $ 1,436 $ 1544 Sales and marketing 492 740 Research and development 861 1,034 Total stock-based compensation $ 2,789 $ 3,318 During the three months ended March 31, 2022, the Company capitalized $18 of stock-based compensation attributable to internally developed software. There was no stock-based compensation capitalized during the three months ended March 31, 2023. |
Convertible Preferred Stock and
Convertible Preferred Stock and Common Stock Warrants | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Convertible Preferred Stock and Common Stock Warrants | Common Stock Warrants February 2023 Offering On February 17, 2023 the Company entered into private placement investment agreements with certain investors, pursuant to which the Company issued and sold to the investors (i) an aggregate of 30,000 shares of the Company’s Series A convertible preferred stock, par value $0.0001 per share and (ii) warrants to purchase an aggregate of 110,204,066 shares of the Company’s common stock, par value $0.0001 per share, (“February 2023 Warrants”) for an aggregate purchase price of $30,000. The Series A convertible preferred stock is convertible into common stock at the option of the holder at any time after February 17, 2023 and ranks, with respect to dividend rights, rights of redemption and rights upon a liquidation event, (i) senior to the common stock and all other classes or series of equity securities of the Company established after February 17, 2023, unless such shares or equity securities expressly provide that they rank in parity with or senior to the Series A convertible preferred stock with respect to dividend rights, rights of redemption or rights upon a liquidation event, (ii) on parity with each class or series of equity securities of the Company established after the February 17, 2023, the terms of which expressly provide that it ranks on parity with the Series A convertible preferred stock with respect to dividend rights, rights of redemption and rights upon a liquidation event and (iii) junior to each class or series of equity securities of the Company established after February 17, 2023, the terms of which expressly provide that it ranks senior to the Series A convertible preferred stock with respect to dividend rights, rights of redemption and rights upon a liquidation event. Holders of Series A convertible preferred stock are entitled to vote with the holders of shares of Common Stock on an as-converted to common basis at any annual or special meeting of stockholders of the Company, and not as a separate class, except as required by Delaware law. At any time from and after February 17, 2028, the holders of at least a majority of the then outstanding shares of Series A convertible preferred stock may specify a date and time or the occurrence of an event by vote or written consent that all, and not less than all, of the outstanding shares of Series A preferred stock will automatically be: (i) converted into shares of common stock at a conversion rate of 2,040.8163 per share (the "Conversion Rate"), (ii) subject to certain exceptions and limitations, redeemed for an amount per share of Series A preferred stock equal to the liquidation preference of one thousand dollars per share, plus all accrued or declared but unpaid dividends as of the redemption date and time or (iii) a combination of the foregoing. Subject to certain exceptions, upon the occurrence of a fundamental change, voluntary or involuntary liquidation, dissolution or winding-up of the Company, the Company will be required to pay an amount per share of Series A Preferred Stock equal to the greater of (i) one thousand dollars per share or (ii) the consideration per share of Series A Preferred Stock as would have been payable had all such shares been converted to common stock immediately prior to the liquidation event, plus, in each case, the aggregate amount of all declared but unpaid dividends thereon to the date of final distribution to the holders of Series A Preferred Stock. Each of the February 2023 Warrants sold in the private placement offering is exercisable for one share of common stock at an exercise price of $0.333 per share, is immediately exercisable, and will expire on February 17, 2028. None of the warrants have been exercised as of March 31, 2023. As the February 2023 Warrants could require cash settlement in certain scenarios, the warrants were classified as liabilities upon issuance and were initially recorded at an aggregate estimated fair value of $26,133. The total proceeds from the offering were first allocated to the liability classified warrants, based on their fair values, with the residual $3,867 allocated to the Series A convertible preferred stock. The Series A convertible stock will accrete to its redemption value, starting from the issuance date to the date at which the shares become redeemable on February 17, 2028. Accretion will be recorded as a deemed dividend. The Company incurred $2,413 of issuance costs related to the offering, which were accrued but not yet paid as of March 31, 2023. Issuance costs allocated to the preferred stock of $311 were recorded as a reduction to paid-in capital. Issuance costs allocated to the liability classified warrants of $2,102 were recorded as an expense within general and administrative expenses. SBG Common Stock Warrants As a result of the merger completed with Sandbridge Acquisition Corporation ("SBG") on July 15, 2021 (the "Merger"), the Company continues to record liabilities for warrants issued by SBG prior to the Merger. Pursuant to the SBG initial public offering, SBG sold 23,000,000 units. Each unit consisted of one share of Class A common stock and one-half of one redeemable warrant (“SBG Public Warrants”). Each whole SBG Public Warrant entitles the holder to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. Following the closing of the Initial Public Offering on September 17, 2020, the Company completed the sale of 6,600,000 warrants (the “SBG Private Placement Warrants”) in a private placement to Sandbridge Acquisition Holdings LLC. Together, the SBG Public Warrants and SBG Private Placement Warrants are referred to as the "SBG Common Stock Warrants." SBG Public Warrants may only be exercised for a whole number of shares. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. The SBG Public Warrants became exercisable 12 months from the closing of the Initial Public Offering. The SBG Common Stock Warrants will expire five years after the completion of the Merger or earlier upon redemption or liquidation. As a result of the Merger, both the 11,500,000 Public Warrants and 6,600,000 Private Placement Warrants are redeemable for shares of Common Stock. See Part II, Item 8 "Financial Statements and Supplementary Data - Note 3 to the Consolidated Financial Statements - Merger" in the 2022 Annual Report on Form 10-K for the year ended December 31, 2022 (the "Form 10-K") for more information. The following table summarizes warrant activity for the three months ended March 31,2023: Outstanding December 31, 2022 Warrants Issued Warrants Exercised Outstanding March 31, 2023 SBG Public Warrants 11,500,000 — — 11,500,000 SBG Private Placement Warrants 6,600,000 — — 6,600,000 February 2023 Warrants — 110,204,066 — 110,204,066 SVB Warrants (Note 4) — 150,000 — 150,000 Total 18,100,000 110,354,066 — 128,454,066 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table presents information about the Company's assets and liabilities measured and reported in the financial statements at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value. March 31, 2023 Level 1 Level 2 Level 3 Balance Assets: Money market funds $ 23,963 $ — $ — $ 23,963 Total assets $ 23,963 $ — $ — $ 23,963 Liabilities: SBG Public Warrants $ 445 $ — $ — $ 445 SBG Private Placement Warrants — 255 — 255 February 2023 Warrants — — 24,245 24,245 Total liabilities $ 445 $ 255 $ 24,245 $ 24,945 December 31, 2022 Level 1 Level 2 Level 3 Balance Assets: Money market funds $ 11,070 $ — $ — $ 11,070 Total assets $ 11,070 $ — $ — $ 11,070 Liabilities: SBG Public Warrants $ 460 $ — $ — $ 460 SBG Private Placement Warrants — 264 — 264 Total liabilities $ 460 $ 264 $ — $ 724 Money market funds are included within Level 1 of the fair value hierarchy because they are valued using quoted market prices. The SBG Public Warrants as of March 31, 2023 are also included within Level 1 of the fair value hierarchy because they are valued using quoted market prices. The SBG Private Placement Warrants are included within Level 2 of the fair value hierarchy as the Company determined that the SBG Private Placement Warrants are economically equivalent to the SBG Public Warrants and estimated the fair value of the SBG Private Placement Warrants based on the quoted market price of the SBG Public Warrants. The February 2023 Warrants are presented as Level 3 measurements, relying on unobservable inputs reflecting the Company's own assumptions. Level 3 measurements, which are not based on quoted prices in active markets, introduce a higher degree of subjectivity and may be more sensitive to fluctuations in stock price, volatility rates, and U.S. Treasury Bond rates. The Company measured the fair value of the February 2023 Warrants at issuance and again as of March 31, 2023, using the Black-Scholes option pricing model with the following assumptions: February 2023 Warrants - Black-Scholes Inputs February 17, 2023 March 31, 2023 OWLT stock price $ 0.341 $ 0.324 Exercise price of warrants $ 0.333 $ 0.333 Term in years 5.00 4.88 Risk-free interest rate 4.10 % 3.61 % Volatility 85.00 % 85.00 % The following table presents a reconciliation of the Company’s February 2023 Warrants measured at fair value on a recurring basis as of March 31, 2023: February 2023 Warrants Balance as of December 31, 2022 $ — Issuance of February 2023 Warrants 26,133 Change in fair value included within common stock warrant liability adjustment $ (1,888) Balance as of March 31, 2023 $ 24,245 There were no transfers between Level 1 and Level 2 in the periods reported. There were no transfers into or out of Level 3 in the period reported. The Company measured the fair value of the SVB Warrants (see Note 4) at issuance as of March 27, 2023, using the Black-Scholes option pricing model with the following assumptions: SVB Warrants - Black-Scholes Inputs March 27, 2023 OWLT stock price $ 0.330 Exercise price of warrants $ 0.380 Term in years 12.00 Risk-free interest rate 3.60 % Volatility 85.00 % |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Under the two-class method, net loss is attributed to common stockholders and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The Company considers its convertible preferred stock to be participating securities. Under the two-class method, the net loss attributable to common stockholders is not allocated to the convertible preferred stock as the holders of the Company’s convertible preferred stock do not have a contractual obligation to share in the Company’s losses. The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): Three Months Ended March 31, 2023 2022 Numerator: Net loss and comprehensive loss $ (11,867) $ (28,758) Accretion on Series A convertible preferred stock (653) — Net loss attributable to common stockholders (1) $ (12,520) $ (28,758) Denominator: Weighted-average common shares used in computed net loss per share attributable to common stockholders basic and diluted 113,545,429 110,384,313 Net loss per share attributable to common stockholders basic and diluted $ (0.11) $ (0.26) (1) For the three months ended March 31, 2023, the Company did not allocate its net loss to participating convertible preferred stock as those shares are not obligated to share in the losses of the Company. There were no shares of convertible preferred stock outstanding during the three months ended March 31, 2022. . The following potentially dilutive outstanding securities were excluded from the computation of diluted net loss per share due to their anti-dilutive effect: As of March 31, As of March 31, 2023 2022 Stock options 7,418,570 9,866,965 RSUs 5,117,168 6,557,326 PRSUs 1,222,526 1,842,105 ESPP shares committed 333,447 234,133 Common stock warrants 128,454,066 18,100,000 Convertible preferred stock 61,224,489 — Total 203,770,266 36,600,529 The Company’s 2,807,500 unvested earnout shares, described in Part II, Item 8 "Financial Statements and Supplementary Data - Note 11 to the Consolidated Financial Statements - Common Stock Warrants and Earnout Shares" in the 2022 Form 10-K, were excluded from the calculation of basic and diluted per share calculations as the vesting conditions have not yet been met as of March 31, 2023. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segments | Segments The Company operates as a single operating segment. The Company’s chief operating decision maker manages the Company's operations on a consolidated basis for purposes of allocating resources, making operating decisions, and evaluating financial performance. Since the Company operates in one operating segment, all required financial segment information can be found in these consolidated financial statements. Revenue by geographic area is based on the delivery address of the customer and is summarized as follows (in thousands): Three Months Ended March 31, 2023 2022 United States $ 9,543 $ 18,712 International 1,193 2,826 Total revenues $ 10,736 $ 21,538 Other than the United States, no individual country exceeded 10% of total revenues for either of the three months ended March 31, 2023 and March 31, 2022. The Company’s long-lived assets are composed of property and equipment and right of use assets, net, and are summarized by geographic area as follows as of (in thousands): March 31, 2023 December 31, 2022 United States $ 2,185 $ 2,615 International 577 753 Total long-lived assets, net $ 2,762 $ 3,368 |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Recently Adopted Accounting Pronouncements In June 2016, the Financing Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and has since released various amendments including ASU No. 2019-04 and ASU No. 2022-02. The guidance modifies the measurement of expected credit losses on certain financial instruments. The Company adopted ASU 2016-13 for the three months ended March 31, 2023. The impact of adoption was immaterial. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and applicable rules and regulations of the U.S. Securities and Exchange Commission (the "SEC") regarding interim financial reporting. The condensed consolidated balance sheet as of December 31, 2022, included herein, was derived from the audited consolidated financial statements as of that date, but does not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. All intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations, and cash flows for the interim periods presented. All dollar amounts, except per share amounts, in the notes are presented in thousands, unless otherwise specified. Certain prior year amounts have been reclassified to conform to the current period presentation. |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Standards Not Yet Adopted | Recently Adopted Accounting Pronouncements In June 2016, the Financing Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and has since released various amendments including ASU No. 2019-04 and ASU No. 2022-02. The guidance modifies the measurement of expected credit losses on certain financial instruments. The Company adopted ASU 2016-13 for the three months ended March 31, 2023. The impact of adoption was immaterial. |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following as of: March 31, 2023 December 31, 2022 Tooling and manufacturing equipment $ 2,731 $ 2,731 Furniture and fixtures 639 639 Computer equipment 640 660 Software 106 106 Leasehold improvements 35 29 Total property and equipment 4,151 4,165 Less accumulated depreciation and amortization (3,317) (3,057) Property and equipment, net $ 834 $ 1,108 |
Schedule of Accrued Warranty | Changes in accrued warranty were as follows: For the Three Months Ended March 31, 2023 2022 Accrued warranty, beginning of period $ 712 $ 661 Provision for warranties issued during the period 35 200 Settlements of warranty claims during the period (155) (136) Accrued warranty, end of period $ 592 $ 725 |
Deferred Revenues (Tables)
Deferred Revenues (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Deferred Revenue [Abstract] | |
Summary of Changes in the total deferred revenues balance | Changes in the total deferred revenues balance were as follows: For the Three Months Ended March 31, 2023 2022 Beginning balance $ 1,386 $ 1,235 Deferral of revenues 395 744 Recognition of deferred revenues (524) (667) Ending balance $ 1,257 $ 1,312 |
Long-Term Debt and Other Fina_2
Long-Term Debt and Other Financing Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Summary of the Company's Long-term Indebtedness | The following is a summary of the Company’s long-term indebtedness as of: March 31, 2023 December 31, 2022 Term note payable to SVB, maturing on October 1, 2024 $ 7,000 $ 8,000 Financed insurance premium 1,298 2,353 Total debt 8,298 10,353 Less: current portion (4,798) (10,353) Total long-term debt, net $ 3,500 $ — |
Summary of Future Aggregate Maturities of Notes Payable | As of March 31, 2023, future aggregate maturities of the Term Note and Financed Insurance Premium payables were as follows: Years Ending December 31, Amount 2023 (excluding the three months ended March 31, 2023) $ 3,298 2024 5,000 Total $ 8,298 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-based Compensation Expense | Total stock-based compensation was recognized as follows (in thousands): Three Months Ended March 31, 2023 2022 General and administrative $ 1,436 $ 1544 Sales and marketing 492 740 Research and development 861 1,034 Total stock-based compensation $ 2,789 $ 3,318 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Fair Value Measurement | The following table presents information about the Company's assets and liabilities measured and reported in the financial statements at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value. March 31, 2023 Level 1 Level 2 Level 3 Balance Assets: Money market funds $ 23,963 $ — $ — $ 23,963 Total assets $ 23,963 $ — $ — $ 23,963 Liabilities: SBG Public Warrants $ 445 $ — $ — $ 445 SBG Private Placement Warrants — 255 — 255 February 2023 Warrants — — 24,245 24,245 Total liabilities $ 445 $ 255 $ 24,245 $ 24,945 December 31, 2022 Level 1 Level 2 Level 3 Balance Assets: Money market funds $ 11,070 $ — $ — $ 11,070 Total assets $ 11,070 $ — $ — $ 11,070 Liabilities: SBG Public Warrants $ 460 $ — $ — $ 460 SBG Private Placement Warrants — 264 — 264 Total liabilities $ 460 $ 264 $ — $ 724 |
Schedule of Black-Scholes Option Pricing Model Assumptions | The Company measured the fair value of the February 2023 Warrants at issuance and again as of March 31, 2023, using the Black-Scholes option pricing model with the following assumptions: February 2023 Warrants - Black-Scholes Inputs February 17, 2023 March 31, 2023 OWLT stock price $ 0.341 $ 0.324 Exercise price of warrants $ 0.333 $ 0.333 Term in years 5.00 4.88 Risk-free interest rate 4.10 % 3.61 % Volatility 85.00 % 85.00 % The Company measured the fair value of the SVB Warrants (see Note 4) at issuance as of March 27, 2023, using the Black-Scholes option pricing model with the following assumptions: SVB Warrants - Black-Scholes Inputs March 27, 2023 OWLT stock price $ 0.330 Exercise price of warrants $ 0.380 Term in years 12.00 Risk-free interest rate 3.60 % Volatility 85.00 % |
Reconciliation of Preferred Stock Warrant Liability Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | The following table presents a reconciliation of the Company’s February 2023 Warrants measured at fair value on a recurring basis as of March 31, 2023: February 2023 Warrants Balance as of December 31, 2022 $ — Issuance of February 2023 Warrants 26,133 Change in fair value included within common stock warrant liability adjustment $ (1,888) Balance as of March 31, 2023 $ 24,245 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Net Loss Attributable to Common Stockholders | The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): Three Months Ended March 31, 2023 2022 Numerator: Net loss and comprehensive loss $ (11,867) $ (28,758) Accretion on Series A convertible preferred stock (653) — Net loss attributable to common stockholders (1) $ (12,520) $ (28,758) Denominator: Weighted-average common shares used in computed net loss per share attributable to common stockholders basic and diluted 113,545,429 110,384,313 Net loss per share attributable to common stockholders basic and diluted $ (0.11) $ (0.26) (1) For the three months ended March 31, 2023, the Company did not allocate its net loss to participating convertible preferred stock as those shares are not obligated to share in the losses of the Company. There were no shares of convertible preferred stock outstanding during the three months ended March 31, 2022. . |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive outstanding securities were excluded from the computation of diluted net loss per share due to their anti-dilutive effect: As of March 31, As of March 31, 2023 2022 Stock options 7,418,570 9,866,965 RSUs 5,117,168 6,557,326 PRSUs 1,222,526 1,842,105 ESPP shares committed 333,447 234,133 Common stock warrants 128,454,066 18,100,000 Convertible preferred stock 61,224,489 — Total 203,770,266 36,600,529 The Company’s 2,807,500 unvested earnout shares, described in Part II, Item 8 "Financial Statements and Supplementary Data - Note 11 to the Consolidated Financial Statements - Common Stock Warrants and Earnout Shares" in the 2022 Form 10-K, were excluded from the calculation of basic and diluted per share calculations as the vesting conditions have not yet been met as of March 31, 2023. |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Revenue by Geographic Areas | Revenue by geographic area is based on the delivery address of the customer and is summarized as follows (in thousands): Three Months Ended March 31, 2023 2022 United States $ 9,543 $ 18,712 International 1,193 2,826 Total revenues $ 10,736 $ 21,538 |
Schedule of Long-Lived Assets by Geographical Area | The Company’s long-lived assets are composed of property and equipment and right of use assets, net, and are summarized by geographic area as follows as of (in thousands): March 31, 2023 December 31, 2022 United States $ 2,185 $ 2,615 International 577 753 Total long-lived assets, net $ 2,762 $ 3,368 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Inventory [Line Items] | |||
Inventory | $ 14,744 | $ 18,515 | |
Accumulated Deficit | 234,625 | 222,758 | |
Proceeds from issuance of preferred stock | 30,000 | $ 0 | |
Customers For Which Returns Are Expected To Be Received | |||
Inventory [Line Items] | |||
Accrued sales returns resulting from FDA Warning Letter | $ 3,407 | $ 4,958 |
Certain Balance Sheet Account_2
Certain Balance Sheet Accounts - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 4,151 | $ 4,165 |
Less accumulated depreciation and amortization | (3,317) | (3,057) |
Property and equipment, net | 834 | 1,108 |
Tooling and manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,731 | 2,731 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 639 | 639 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 640 | 660 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 106 | 106 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 35 | $ 29 |
Certain Balance Sheet Account_3
Certain Balance Sheet Accounts - Additional Information (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Feb. 17, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Intangible assets, net | $ 2,270,000 | $ 2,279,000 | ||
Accumulated amortization | 225,000 | 206,000 | ||
Capitalized software development costs | 1,873,000 | |||
Capitalized computer software, amortization | 0 | |||
Impairment of intangible assets, finite-lived | 0 | $ 0 | ||
Accrued sales return current | $ 4,727,000 | $ 6,756,000 | ||
Series A Convertible Preferred Stock | ||||
Property, Plant and Equipment [Line Items] | ||||
Temporary equity, shares authorized (in shares) | 100,000,000 | 100,000,000 | ||
Temporary equity, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||
Temporary equity, shares issued (in shares) | 30,000 | 30,000 | 0 | |
Customers For Which Returns Are Expected To Be Received | ||||
Property, Plant and Equipment [Line Items] | ||||
Accrued sales returns resulting from FDA Warning Letter | $ 3,407,000 | $ 4,958,000 | ||
Tooling and manufacturing equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | 182,000 | 190,000 | ||
Property and Equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 274,000 | $ 309,000 |
Certain Balance Sheet Account_4
Certain Balance Sheet Accounts - Summary of Changes In Accrued Warranty (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Accrued warranty, beginning of period | $ 712 | $ 661 |
Provision for warranties issued during the period | 35 | 200 |
Settlements of warranty claims during the period | (155) | (136) |
Accrued warranty, end of period | $ 592 | $ 725 |
Deferred Revenues (Details)
Deferred Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Recognition of deferred revenues | $ 483 | $ 550 |
Minimum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Service period of the performance obligations | 5 months | |
Maximum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Service period of the performance obligations | 27 months |
Deferred Revenues- Summary of C
Deferred Revenues- Summary of Changes in the Total Deferred Revenues Balance (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Contract With Customer, Liability [Roll Forward] | ||
Beginning balance | $ 1,386 | $ 1,235 |
Deferral of revenues | 395 | 744 |
Recognition of deferred revenues | (524) | (667) |
Ending balance | $ 1,257 | $ 1,312 |
Long-Term Debt and Other Fina_3
Long-Term Debt and Other Financing Arrangements - Summary of the Company's Long-term Indebtedness (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Line of Credit Facility [Line Items] | ||
Total debt | $ 8,298 | $ 10,353 |
Less: current portion | (4,798) | (10,353) |
Long-term debt, net | 3,500 | 0 |
Term Note Payable to SVB | ||
Line of Credit Facility [Line Items] | ||
Total debt | $ 7,000 | 8,000 |
Financed Insurance Premium | ||
Line of Credit Facility [Line Items] | ||
Total debt | $ 2,353 |
Long-Term Debt and Other Fina_4
Long-Term Debt and Other Financing Arrangements - Narrative (Details) | 1 Months Ended | |||||
Oct. 31, 2022 USD ($) payment | Jul. 31, 2022 USD ($) payment | Mar. 31, 2023 USD ($) | Mar. 27, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) | Nov. 23, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 7,086,000 | |||||
Total debt | 8,298,000 | $ 10,353,000 | ||||
Outstanding borrowings | 0 | |||||
SVB Warrants | ||||||
Debt Instrument [Line Items] | ||||||
Number of securities called by warrants | shares | 150,000 | |||||
Exercise price of warrant (in dollars per share) | $ / shares | $ 0.38 | |||||
Value of warrants | $ 43,000 | |||||
Term Note Payable to SVB | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 7,000,000 | 8,000,000 | ||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 7,000,000 | $ 8,500,000 | ||||
Monthly installments | $ 500,000 | |||||
Total Financed Insurance Premium | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 1,298,000 | |||||
Financed Insurance Premium | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $ 2,353,000 | |||||
Financed insurance liability to be paid | $ 3,041,000 | |||||
Number of monthly payments | payment | 11 | |||||
Financed insurance premium accrued interest rate | 4.40% | |||||
Financed Insurance Premium Two | ||||||
Debt Instrument [Line Items] | ||||||
Financed insurance liability to be paid | $ 826,000 | |||||
Number of monthly payments | payment | 11 | |||||
Financed insurance premium accrued interest rate | 6.80% | |||||
Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000,000 | |||||
Maximum | Line of Credit | Streamline Period In Effect | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5% | |||||
Maximum | Line of Credit | All Other Times | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.75% | |||||
Maximum | Line of Credit | Prime Rate | Streamline Period In Effect | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 2.25% | |||||
Maximum | Line of Credit | Prime Rate | All Other Times | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.50% |
Long-Term Debt and Other Fina_5
Long-Term Debt and Other Financing Arrangements - Summary of Future Aggregate Maturities of Notes Payable (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2023 (excluding the three months ended March 31, 2023) | $ 3,298 |
2024 | 5,000 |
Total | $ 8,298 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Thousands | 1 Months Ended | |
Nov. 30, 2021 claim | Feb. 28, 2023 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||
Monthly interest payment to related party | $ | $ 3,000 | |
Monthly interest payment to related party, payment period | 36 months | |
Number of new claims filed | claim | 2 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized stock-based compensation costs related to non-vested options | $ 1,863,000 | |
Software | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation capitalized | $ 0 | $ 18,000 |
PRSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | |
Unrecognized share-based compensation cost, period for recognition | 1 year 10 months 24 days | |
Unrecognized stock-based compensation costs related to unvested RSUs | $ 776,000 | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | |
Unrecognized share-based compensation cost, period for recognition | 1 year 7 months 6 days | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | |
Unrecognized share-based compensation cost, period for recognition | 2 years 4 months 24 days | |
Unrecognized stock-based compensation costs related to unvested RSUs | $ 11,079,000 |
Share-based Compensation - Stoc
Share-based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation | $ 2,789 | $ 3,318 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation | 1,436 | 1,544 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation | 492 | 740 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation | $ 861 | $ 1,034 |
Convertible Preferred Stock a_2
Convertible Preferred Stock and Common Stock Warrants - February 2023 Offering (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Feb. 17, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) $ / shares shares | |
Class of Warrant or Right [Line Items] | ||||
Common stock, shares issued (in shares) | shares | 117,465,938 | 115,388,135 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Proceeds from issuance of preferred stock | $ 30,000 | $ 0 | ||
Warrants exercised | shares | 0 | |||
Preferred stock issuance costs | $ 311 | |||
General and administrative | $ 8,866 | $ 10,276 | ||
February 2023 Warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Common stock, shares issued (in shares) | shares | 110,204,066 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | |||
Proceeds from issuance of preferred stock | $ 30,000 | |||
Exercise price of warrant (in dollars per share) | $ / shares | $ 0.333 | |||
Aggregate estimated fair value of warrants | $ 26,133 | |||
Net proceeds from issuance of warrants | $ 3,867 | |||
Series A Convertible Preferred Stock | ||||
Class of Warrant or Right [Line Items] | ||||
Temporary equity, shares issued (in shares) | shares | 30,000 | 30,000 | 0 | |
Temporary equity, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Liquidation preference | $ 1 | $ 30,000 | $ 30,000 | |
Convertible preferred stock, conversion ratio | 2,040.8163 | |||
Accrued stock issuance costs | 2,413 | |||
General and administrative | $ 2,102 |
Convertible Preferred Stock a_3
Convertible Preferred Stock and Common Stock Warrants - Additional Information (Details) - $ / shares | 3 Months Ended | |||
Sep. 17, 2020 | Mar. 31, 2023 | Dec. 31, 2022 | Jul. 15, 2021 | |
Class of Stock [Line Items] | ||||
Period for warrants to become exercisable after IPO | 12 months | |||
Expiration period of warrants | 5 years | |||
Shares subject to vesting (in shares) | 2,807,500 | |||
Common stock, shares issued (in shares) | 117,465,938 | 115,388,135 | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||
Public Warrant | ||||
Class of Stock [Line Items] | ||||
Temporary equity, shares outstanding (in shares) | 11,500,000 | |||
Private Placement Warrants | ||||
Class of Stock [Line Items] | ||||
Sale of number of warrants | 6,600,000 | |||
Temporary equity, shares outstanding (in shares) | 6,600,000 | |||
Initial Public Offering | Common Class A | ||||
Class of Stock [Line Items] | ||||
Number of securities called by each unit (in shares) | 1 | |||
Number of securities called by each warrant (in shares) | 1 | |||
Initial Public Offering | Public Shares | ||||
Class of Stock [Line Items] | ||||
Units issued (in shares) | 23,000,000 | |||
Initial Public Offering | Public Warrant | ||||
Class of Stock [Line Items] | ||||
Exercise price of warrant (in dollars per share) | $ 11.50 |
Convertible Preferred Stock a_4
Convertible Preferred Stock and Common Stock Warrants - Summary of Warrant Activity (Details) | 3 Months Ended |
Mar. 31, 2023 shares | |
Schedule of Warrant Activity [Roll Forward] | |
Outstanding December 31, 2022 | 18,100,000 |
Warrants Issued | 110,354,066 |
Warrants Exercised | 0 |
Outstanding March 31, 2023 | 128,454,066 |
SBG Public Warrants | |
Schedule of Warrant Activity [Roll Forward] | |
Outstanding December 31, 2022 | 11,500,000 |
Warrants Issued | 0 |
Warrants Exercised | 0 |
Outstanding March 31, 2023 | 11,500,000 |
SBG Private Placement Warrants | |
Schedule of Warrant Activity [Roll Forward] | |
Outstanding December 31, 2022 | 6,600,000 |
Warrants Issued | 0 |
Warrants Exercised | 0 |
Outstanding March 31, 2023 | 6,600,000 |
February 2023 Warrants | |
Schedule of Warrant Activity [Roll Forward] | |
Outstanding December 31, 2022 | 0 |
Warrants Issued | 110,204,066 |
Warrants Exercised | 0 |
Outstanding March 31, 2023 | 110,204,066 |
SVB Warrants | |
Schedule of Warrant Activity [Roll Forward] | |
Outstanding December 31, 2022 | 0 |
Warrants Issued | 150,000 |
Warrants Exercised | 0 |
Outstanding March 31, 2023 | 150,000 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Assets and Liabilities Fair Value Measurement (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 23,963 | $ 11,070 |
Total liabilities | 24,945 | 724 |
SBG Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 445 | 460 |
SBG Private Placement Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 255 | 264 |
February 2023 Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 24,245 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 23,963 | 11,070 |
Total liabilities | 445 | 460 |
Level 1 | SBG Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 445 | 460 |
Level 1 | SBG Private Placement Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | |
Level 1 | February 2023 Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Total liabilities | 255 | 264 |
Level 2 | SBG Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | 0 |
Level 2 | SBG Private Placement Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 255 | 264 |
Level 2 | February 2023 Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Total liabilities | 24,245 | 0 |
Level 3 | SBG Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | 0 |
Level 3 | SBG Private Placement Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | |
Level 3 | February 2023 Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 24,245 | |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 23,963 | 11,070 |
Money market funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 23,963 | 11,070 |
Money market funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Money market funds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 0 | $ 0 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Preferred Stock Warrant Liability Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) (Details) - February 2023 Warrants $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 0 |
Issuance of February 2023 Warrants | 26,133 |
Change in fair value included within common stock warrant liability adjustment | (1,888) |
Ending Balance | $ 24,245 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Black-Scholes Option Pricing Model Assumptions (Details) | Mar. 31, 2023 | Mar. 27, 2023 | Mar. 31, 2022 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Expiration period of warrants | 5 years | ||
OWLT stock price | February 2023 Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.324 | 0.341 | |
OWLT stock price | SVB Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.330 | ||
Exercise price of warrants | February 2023 Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.333 | 0.333 | |
Exercise price of warrants | SVB Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.380 | ||
Term in years | February 2023 Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Expiration period of warrants | 4 years 10 months 17 days | 5 years | |
Term in years | SVB Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Expiration period of warrants | 12 years | ||
Risk-free interest rate | February 2023 Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.0361 | 0.0410 | |
Risk-free interest rate | SVB Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.0360 | ||
Volatility | February 2023 Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.8500 | 0.8500 | |
Volatility | SVB Warrants | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value measurement input | 0.8500 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Summary of Computation of Net Loss Attributable To Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator: | ||
Net loss and comprehensive loss | $ (11,867) | $ (28,758) |
Accretion on Series A convertible preferred stock | (653) | 0 |
Net loss attributable to common stockholders | (12,520) | (28,758) |
Net loss attributable to common stockholders | $ (12,520) | $ (28,758) |
Denominator: | ||
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic (in shares) | 113,545,429 | 110,384,313 |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, diluted (in shares) | 113,545,429 | 110,384,313 |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.11) | $ (0.26) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.11) | $ (0.26) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Antidilutive Securities Excluded from Computation of EPS (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 203,770,266 | |
Shares subject to vesting (in shares) | 2,807,500 | |
Old Owlet | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 36,600,529 | |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 7,418,570 | |
Stock options | Old Owlet | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 9,866,965 | |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 5,117,168 | 6,557,326 |
PRSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 1,222,526 | 1,842,105 |
ESPP shares committed | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 333,447 | 234,133 |
Common stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 128,454,066 | 18,100,000 |
Convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share | 61,224,489 | 0 |
Segments - Additional Informati
Segments - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Segments - Revenue by Geographi
Segments - Revenue by Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | $ 10,736 | $ 21,538 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 9,543 | 18,712 |
International | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | $ 1,193 | $ 2,826 |
Segments - Schedule of Long-Liv
Segments - Schedule of Long-Lived Assets by Geographical Area (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets, net | $ 2,762 | $ 3,368 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets, net | 2,185 | 2,615 |
International | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets, net | $ 577 | $ 753 |