Cover Page
Cover Page | 6 Months Ended |
Jun. 30, 2021 | |
Cover [Abstract] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | Joby Aviation, Inc. |
Entity Central Index Key | 0001819848 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | |||
Cash and cash equivalents | $ 44,264 | $ 77,337 | $ 507,176 |
Short-term investments | 375,210 | 368,587 | |
Other receivables | 3,920 | 2,227 | 80 |
Prepaid expenses and other current assets | 7,113 | 3,032 | 4,455 |
Total current assets | 430,507 | 451,183 | 511,711 |
Property and equipment, net | 41,552 | 34,126 | 22,219 |
Restricted cash | 762 | 693 | 693 |
Equity method investment | 13,097 | 10,990 | |
Intangible assets | 14,779 | ||
Goodwill | 4,880 | ||
Deferred offering costs | 5,170 | ||
Other non-current assets | 55,330 | 262 | 180 |
Total assets | 566,077 | 497,254 | 534,803 |
Current liabilities: | |||
Accounts payable | 5,531 | 4,928 | 6,072 |
Tenant improvements loan, current portion | 254 | 244 | 383 |
Capital lease, current portion | 415 | 792 | 880 |
Deferred rent, current portion | 340 | 295 | 209 |
Accrued expenses and other current liabilities | 5,875 | 1,746 | 737 |
Total current liabilities | 12,415 | 8,005 | 8,281 |
Tenant improvements loan, net of current portion | 817 | 946 | 1,190 |
Capital lease, net of current portion | 1,529 | 661 | 1,199 |
Deferred rent, net of current portion | 1,136 | 1,321 | 1,617 |
Early exercise stock option liabilities | 1,022 | 1,177 | 1,257 |
Convertible promissory notes | 76,296 | ||
Redeemable convertible preferred stock warrant liability | 627 | ||
Total liabilities | 93,842 | 12,110 | 13,544 |
Commitments and contingencies | |||
Redeemable convertible preferred stock | 845,931 | 768,312 | 698,452 |
Stockholders' deficit: | |||
Common stock | |||
Additional paid-in capital | 28,845 | 12,591 | 4,957 |
Accumulated deficit | (402,797) | (296,286) | (182,122) |
Accumulated other comprehensive income (loss) | 256 | 527 | (28) |
Total stockholders' deficit | (373,696) | (283,168) | (177,193) |
Total liabilities, redeemable convertible preferred stock, and stockholders' deficit | $ 566,077 | $ 497,254 | $ 534,803 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | |||
Temporary Equity, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Temporary Equity, Shares Authorized | 105,500,526 | 105,500,526 | 105,500,526 |
Temporary Equity, Shares Issued | 99,608,293 | 96,252,623 | 92,613,015 |
Temporary Equity, Shares Outstanding | 99,608,293 | 96,252,623 | 92,613,015 |
Temporary Equity, Liquidation Preference | $ 862,298 | $ 769,679 | $ 699,179 |
Common stock, par value | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 149,793,455 | 149,793,455 | 149,793,455 |
Common stock, shares issued | 35,693,292 | 35,305,759 | 35,154,952 |
Common stock, shares outstanding | 35,693,292 | 35,305,759 | 35,154,952 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating expenses: | ||||
Research and development | $ 88,218 | $ 46,227 | $ 108,741 | $ 70,178 |
Selling, general and administrative | 25,980 | 9,597 | 23,495 | 13,970 |
Total operating expenses | 114,198 | 55,824 | 132,236 | 84,148 |
Loss from operations | (114,198) | (55,824) | (132,236) | (84,148) |
Interest income | 672 | 3,598 | 5,428 | 1,937 |
Interest expense | (1,904) | (128) | (249) | (22,952) |
Loss from changes in fair value of derivative liabilities | (4,947) | |||
Convertible note extinguishment loss | (366) | |||
Gain on deconsolidation of subsidiary | 6,904 | |||
Income from equity method investment | 8,891 | 0 | 5,799 | |
Other income, net | 37 | 134 | 221 | 129 |
Total other income (expense), net | 7,696 | 3,604 | 18,103 | (26,199) |
Loss before income taxes | (106,502) | (52,220) | (114,133) | (110,347) |
Income tax expense | 9 | 17 | 31 | 2 |
Net loss | $ (106,511) | $ (52,237) | $ (114,164) | $ (110,349) |
Net loss per share, basic and diluted | $ (3.30) | $ (1.80) | $ (3.80) | $ (4.11) |
Weighted-average common shares outstanding, basic and diluted | 32,239,448 | 29,040,833 | 30,066,847 | 26,839,662 |
Consolidated Statements Of Op_2
Consolidated Statements Of Operations (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||||
Related Party Transaction, Purchases from Related Party | $ 976 | $ 624 | $ 1,249 | $ 1,341 |
Selling, general and administrative, Related Party Transaction | $ 236 | $ 150 | $ 220 | $ 200 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Loss - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (106,511) | $ (52,237) | $ (114,164) | $ (110,349) |
Other comprehensive (loss) gain: | ||||
Unrealized (loss) gain on available-for-sale securities | (323) | 1,364 | 321 | |
Foreign currency translation gain (loss) | 52 | (50) | 234 | 40 |
Total other comprehensive (loss) gain | (271) | 1,314 | 555 | 40 |
Comprehensive loss | $ (106,782) | $ (50,923) | $ (113,609) | $ (110,309) |
Consolidated Statements Of Rede
Consolidated Statements Of Redeemable Convertible Preferred Stock And Stockholders' Deficit - USD ($) $ in Thousands | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] |
Opening Balance, Values at Dec. 31, 2018 | $ (71,215) | $ 127,315 | $ 626 | $ (71,773) | $ (68) | |
Opening Balance, Shares at Dec. 31, 2018 | 63,112,693 | 33,738,683 | ||||
Net loss | (110,349) | (110,349) | ||||
Other comprehensive loss | 40 | 40 | ||||
Issuance of Series C redeemable convertible preferred stock for cash, net issuance costs of $284, Values | $ 454,260 | |||||
Issuance of Series C redeemable convertible preferred stock for cash, net issuance costs of $284, Shares | 23,466,387 | |||||
Issuance of Series C redeemable convertible preferred stock upon conversion of debt, Values | $ 116,877 | |||||
Issuance of Series C redeemable convertible preferred stock upon conversion of debt, Shares | 6,033,935 | |||||
Issuance of common stock upon exercise of stock options, Values | 151 | 151 | ||||
Issuance of common stock upon exercise of stock options, Shares | 2,092,409 | |||||
Repurchase of common stock, Values | (10) | (10) | ||||
Repurchase of common stock, Shares | (676,140) | |||||
Vesting of early exercised stock options | 284 | 284 | ||||
Stock-based compensation expense, Values | 3,906 | 3,906 | ||||
Ending Balance, Values at Dec. 31, 2019 | (177,193) | $ 698,452 | $ 0 | 4,957 | (182,122) | (28) |
Ending Balance, Shares at Dec. 31, 2019 | 92,613,015 | 35,154,952 | ||||
Net loss | (52,237) | (52,237) | ||||
Other comprehensive loss | 1,314 | 1,314 | ||||
Issuance of Series C redeemable convertible preferred stock for cash, net issuance costs of $284, Values | $ 69,860 | |||||
Issuance of Series C redeemable convertible preferred stock for cash, net issuance costs of $284, Shares | 3,639,608 | |||||
Issuance of common stock upon exercise of stock options, Values | 64 | 64 | ||||
Issuance of common stock upon exercise of stock options, Shares | 91,934 | |||||
Repurchase of common stock, Values | (1) | (1) | ||||
Repurchase of common stock, Shares | (54,132) | |||||
Vesting of early exercised stock options | 186 | 186 | ||||
Stock-based compensation expense, Values | 2,665 | 2,665 | ||||
Ending Balance, Values at Jun. 30, 2020 | (225,202) | $ 768,312 | $ 0 | 7,871 | (234,359) | 1,286 |
Ending Balance, Shares at Jun. 30, 2020 | 96,252,623 | 35,192,754 | ||||
Opening Balance, Values at Dec. 31, 2019 | (177,193) | $ 698,452 | $ 0 | 4,957 | (182,122) | (28) |
Opening Balance, Shares at Dec. 31, 2019 | 92,613,015 | 35,154,952 | ||||
Net loss | (114,164) | (114,164) | ||||
Other comprehensive loss | 555 | 555 | ||||
Issuance of Series C redeemable convertible preferred stock for cash, net issuance costs of $284, Values | $ 69,860 | |||||
Issuance of Series C redeemable convertible preferred stock for cash, net issuance costs of $284, Shares | 3,639,608 | |||||
Issuance of Series C redeemable convertible preferred stock upon conversion of debt, Values | 129 | 129 | ||||
Issuance of Series C redeemable convertible preferred stock upon conversion of debt, Shares | 204,939 | |||||
Repurchase of common stock, Values | (1) | (1) | ||||
Repurchase of common stock, Shares | (54,132) | |||||
Vesting of early exercised stock options | 321 | 321 | ||||
Stock-based compensation expense, Values | 7,185 | 7,185 | ||||
Ending Balance, Values at Dec. 31, 2020 | (283,168) | $ 768,312 | $ 0 | 12,591 | (296,286) | 527 |
Ending Balance, Shares at Dec. 31, 2020 | 96,252,623 | 35,305,759 | ||||
Net loss | (106,511) | (106,511) | ||||
Other comprehensive loss | (271) | (271) | ||||
Series C redeemable convertible preferred stock issued upon business combination (Note 4), Values | $ 77,619 | |||||
Series C redeemable convertible preferred stock issued upon business combination (Note 4), Shares | 2,581,285 | |||||
Series C redeemable convertible preferred stock issued upon assets acquisition (Note 4), Shares | 774,385 | |||||
Issuance of common stock upon exercise of stock options, Values | 520 | 520 | ||||
Issuance of common stock upon exercise of stock options, Shares | 387,533 | |||||
Vesting of early exercised stock options | 187 | 187 | ||||
Stock-based compensation expense, Values | 11,800 | 11,800 | ||||
Other non-cash compensation expense | 3,747 | 3,747 | ||||
Ending Balance, Values at Jun. 30, 2021 | $ (373,696) | $ 845,931 | $ 0 | $ 28,845 | $ (402,797) | $ 256 |
Ending Balance, Shares at Jun. 30, 2021 | 99,608,293 | 35,693,292 |
Consolidated Statements Of Re_2
Consolidated Statements Of Redeemable Convertible Preferred Stock And Stockholders' Deficit (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Issuance cost | $ 640 | $ 640 |
Series C Preferred Stock [Member] | ||
Issuance cost | $ 284 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flow - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | ||||
Net loss | $ (106,511) | $ (52,237) | $ (114,164) | $ (110,349) |
Reconciliation of net loss to net cash used in operating activities: | ||||
Depreciation and amortization expense | 7,295 | 3,255 | 7,404 | 3,985 |
Non-cash interest expense, and amortization of debt discount and issuance costs | 1,789 | 0 | ||
Non-cash interest expense related to convertible notes | 22,823 | |||
Loss from change in the fair value of derivative liabilities | 4,947 | |||
Convertible note extinguishment loss | 366 | |||
Stock-based compensation expense | 11,800 | 2,665 | 7,185 | 3,906 |
Other non-cash compensation expense | 3,747 | |||
Write-off of in-process research and development project | 5,030 | |||
Income from equity method investment | (8,891) | 0 | (5,799) | |
Net increase in equity method investment | (2,107) | |||
Gain on deconsolidation of subsidiary | (6,904) | |||
Net accretion and amortization of investments in marketable securities | 2,530 | (508) | 1,179 | |
Changes in operating assets and liabilities | ||||
Other receivables | (1,682) | (263) | (4,524) | (58) |
Prepaid expenses and other current assets | (1,052) | (370) | 1,423 | (4,215) |
Other non-current assets | (124) | (46) | (82) | (68) |
Accounts payable | 84 | (489) | 3,260 | 1,204 |
Accrued expenses and other current liabilities | 1,808 | 153 | 5,332 | 625 |
Deferred rent | (140) | (98) | (210) | 597 |
Net cash used in operating activities | (77,533) | (47,938) | (105,900) | (76,237) |
Cash flows from investing activities | ||||
Purchase of marketable securities | (289,092) | (456,964) | ||
Purchase of marketable debt securities | (620,781) | |||
Proceeds from sales of marketable debt securities | 28,660 | |||
Proceeds from sales of marketable securities | 40,227 | |||
Proceeds from maturities of marketable securities | 239,415 | 60,975 | 222,675 | |
Purchases of property and equipment | (14,509) | (13,546) | (23,306) | (9,240) |
Disposal of cash on deconsolidation upon loss of control over the fully owned subsidiary | (407) | |||
Asset acquisition | (4,981) | |||
Net cash used in investing activities | (28,940) | (409,535) | (393,159) | (9,240) |
Cash flows from financing activities | ||||
Proceeds from issuance of Series C redeemable convertible preferred stock, net | 69,860 | 69,860 | 454,260 | |
Proceeds from issuance of notes payable | 2,708 | |||
Proceeds from issuance of convertible notes payable | 74,972 | 12,267 | ||
Proceeds from exercise of stock options and stock purchase rights | 552 | 59 | 369 | 1,376 |
Proceeds from tenant improvement loan | 1,056 | |||
Repayments of tenant improvement loan | (119) | (266) | (383) | |
Proceeds from issuance common stock warrants | 120 | |||
Payments on capital lease obligation | (435) | (361) | (626) | (549) |
Payments for deferred offering costs | (1,621) | |||
Net cash provided by financing activities | 73,469 | 72,000 | 69,220 | 468,410 |
Net change in cash, cash equivalents and restricted cash | (33,004) | (385,473) | (429,839) | 382,933 |
Cash, cash equivalents and restricted cash, at the beginning of the year | 78,030 | 507,869 | 507,869 | 124,936 |
Cash, cash equivalents and restricted cash, at the end of the year | 45,026 | 122,396 | 78,030 | 507,869 |
Reconciliation of cash, cash equivalents and restricted cash to consolidated balance sheets | ||||
Cash and cash equivalents | 44,264 | 121,703 | 77,337 | 507,176 |
Restricted cash | 762 | 693 | 693 | 693 |
Cash, cash equivalents and restricted cash in consolidated balance sheets | 45,026 | 122,396 | 78,030 | 507,869 |
Unpaid property and equipment purchases | 1,011 | $ 725 | 1,806 | 4,112 |
Property and equipment purchased through capital leases | 926 | 1,332 | ||
Deconsolidation of net liabilities of fully owned subsidiary due to loss of control | $ 1,713 | |||
Uber Elevate acquisition in exchange for Series C redeemable convertible preferred stock (Note 4) | $ 77,619 | |||
Conversion of convertible notes into redeemable convertible preferred stock | 80,793 | |||
Settlement of derivative liabilities upon conversion of convertible notes into redeemable convertible preferred stock | $ 36,084 |
Company and Nature of Business
Company and Nature of Business | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Nature of Operations [Text Block] | Note 1. Company and Nature of Business Description of Business Joby Aero, Inc. (the Company) was incorporated in Delaware on November 21, 2016. The Company is headquartered in Santa Cruz, California. The Company is a vertically integrated electric mobility company that is building a fully electric vertical takeoff and landing (“eVTOL”) optimized passenger aircraft to be used by the Company to deliver air transportation as a service. Merger with RTP On August 10, 2021, the Company completed a merger with Reinvent Technology Partners (“RTP”), a special purpose acquisition company, whereby a subsidiary of RTP merged with the Company, with the Company surviving the Merger as a wholly owned subsidiary of RTP (“Merger”). Immediately after the Merger RTP was renamed to Joby Aviation, Inc (“Joby Aviation”). The Merger is expected to be accounted for as a reverse recapitalization, whereby RTP is expected to be treated as the acquiree. Accordingly, the financial statements of Joby Aviation will represent a continuation of the financial statements of the Company, with the Merger being treated as the equivalent of the Company issuing stock for the net assets of RTP, accompanied by a recapitalization whereby no goodwill or other intangible assets are recorded, net assets of RTP being presented at historical costs. Operations prior to the Merger will be presented as those of the Company. As a result of and upon the closing of the Merger, all outstanding shares of the Company’s capital stock, shares of the Company’s common stock reserved in respect of all outstanding options to purchase shares of the Company’s common stock, and all outstanding restricted shares of the Company’s common stock, all outstanding as of immediately prior to the Merger, were cancelled in exchange for the right to receive, or the reservation of, shares of Joby Aviation common stock (at a deemed value of $10.00 per share) or, as applicable, shares underlying awards based on Joby Aviation common stock, representing a fully-diluted pre-transaction equity value of the Company of $5.0 billion per the Merger Agreement. The outstanding shares of Company’s capital stock were determined after giving effect to the exercise in full of all outstanding warrants to purchase the Company’s capital stock and conversion of outstanding convertible note issued to Uber (see Note 4), in accordance with their terms immediately prior to the effective time of the Merger. Significant Risks and Uncertainties Management expects losses and negative cash flows to continue for the foreseeable future, primarily as a result of continued research and development efforts. The Company intends to fund research and development efforts through equity and debt issuances. In 2020, the Company received $70.5 million in gross proceeds from additional issuances of Series C Preferred Stock. In January 2021 the Company received $75.0 million in gross proceeds from issuance of a convertible promissory note. Failure to raise additional funding or generate sufficient positive cash flows from operations in the longer term could have a material adverse effect on the Company’s ability to achieve its intended business objectives. The Company operates in a dynamic high-technology industry. The Company is subject to a number of risks, including the Company’s ability to attract and retain employees necessary to support its growth; market acceptance of the Company’s offerings; an evolving regulatory environment, advances and trends in new technologies and industry standards litigation or claims against the Company based on intellectual property, patent, product, regulatory or other factors; and the ability to obtain future financing. The Company’s foreign operations are subject to risks inherent in operating under different legal systems and various political and economic environments. Among the risks are changes in existing income tax and other laws, possible limitations on foreign investment and income repatriation, government pricing or foreign exchange controls, and restrictions on currency exchange. In March 2020, the World Health Organization declared the coronavirus disease 2019 (“COVID-19”) COVID-19 re-implemented COVID-19. The ultimate impact of the COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 | Note 1. Company and Nature of Business Description of Business Joby Aero, Inc. (the Company) was incorporated in Delaware on November 21, 2016. The Company is headquartered in Santa Cruz, California. The Company’s wholly-owned subsidiaries are Joby Motors, LLC, a Delaware Limited Liability Company, and Joby Metal Shenzhen Co., Ltd. (Joby Metal), located in Shenzhen, China, and Joby Germany GmbH (Joby Germany), located in Unterhaching, Germany. The Company is an electric mobility company that is building a fully electric vertical takeoff and landing (“eVTOL”) passenger aircraft optimized to deliver air transportation as a service. Significant Risks and Uncertainties Management expects losses and negative cash flows to continue for the foreseeable future, primarily as a result of continued research and development efforts. The Company intends to fund research and development efforts through equity and debt issuances. In 2019, the Company issued convertible promissory notes to its stockholders for total gross amount of $11.2 million and received $454.5 million in gross proceeds from issuance of Series C redeemable convertible preferred stock (Series C Preferred Stock). In 2020, the Company received $70.5 million in gross proceeds from additional issuances of Series C Preferred Stock. Failure to raise additional funding or generate sufficient positive cash flows from operations in the longer term could have a material adverse effect on the Company’s ability to achieve its intended business objectives. The Company participates in a dynamic high-technology industry. The Company is subject to a number of risks, including an evolving regulatory environment, the ability to obtain future financing, advances and trends in new technologies and industry standards; market acceptance of the Company’s offerings; litigation or claims against the Company based on intellectual property, patent, product, regulatory or other factors; and the Company’s ability to attract and retain employees necessary to support its growth. Operations outside the United States include Joby Metal and Joby Germany. Foreign operations are subject to risks inherent in operating under different legal systems and various political and economic environments. Among the risks are changes in existing income tax laws, possible limitations on foreign investment and income repatriation, government pricing or foreign exchange controls, and restrictions on currency exchange. On March 11, 2020, the World Health Organization declared the coronavirus disease 2019 (“COVID-19”) COVID-19 re-implemented COVID-19. The ultimate impact of the COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 containment measures will have on our suppliers and vendors, in particular for any of the Company’s suppliers and vendors that may not qualify as essential businesses and suffer more significant disruptions to their business operations. The Company is working closely with its manufacturing partners and suppliers to help ensure the Company is able to continue its research and development activities necessary to complete the development of its eVTOL and commence delivery of its services. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies [Text Block] | Note 2. Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements include accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position as of June 30, 2021 and December 31, 2020 and results of operations and cash flows for the six months ended June, 2021 and 2020. Unaudited Interim Financial Information The accompanying balance sheet as of June 30, 2021, the condensed consolidated statements of operations, condensed consolidated statements of comprehensive loss, the condensed consolidated statements of redeemable convertible preferred stock and stockholders’ deficit for the six months ended June 30, 2021 and 2020 and statements of cash flows for the six months ended June 30, 2021 and 2020, and accompanying these statements notes are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments necessary for the fair presentation of these statement. The accompanying balance sheet as of December 31, 2020 was derived from the audited consolidated financial statements as of that date. Certain disclosures have been condensed or omitted from the unaudited interim condensed consolidated financial statements. The results for the six months ended June 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, any other interim periods, or any future year or period. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, expenses and disclosure of contingent assets and liabilities. The most significant estimates are related to the valuation of common stock, stock-based awards, preferred stock, preferred stock warrant and intangible assets acquired and the valuation of and provisions for income taxes and contingencies. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under related circumstances. The estimates form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. Segments Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company has one operating segment because its CODM, who is its Chief Executive Officer, reviews Company’s financial information on a consolidated basis for purposes of making decisions regarding allocating resources and assessing performance. The Company has no segment managers who are held accountable by the CODM for operations, operating results, and planning of components below the consolidated level. Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, short-term investments, other receivables, accounts payable, accrued liabilities, short-term and long-term debt, redeemable convertible preferred stock, common stock warrants and redeemable convertible preferred stock warrants. The carring amounts of cash and cash equivalents, short-term investments, other receivables, accounts payable, and accrued and other current liabilities approximates their fair values due to the short time to the expected receipt or payment. The carrying amount of the Company’s short-term debt approximates its fair value as the effective interest rate approximates market rates currently available to the Company. Common stock warrants were initially recorded at the value allocated to them and not subject to remeasurement in subsequent periods. At initial recognition, the Company recorded the redeemable convertible preferred stock warrant liability on the balance sheet at its fair value. The redeemable convertible preferred stock warrant liability was subject to remeasurement at each balance sheet date, with changes in fair value recognized as a component of other income, net in the condensed consolidated statements of operations. Concentrations of Credit Risk Financial instruments that subject the Company to credit risk consist primarily of cash, cash equivalents and restricted cash, short-term investments and other receivables. At June 30, 2021 and December 31, 2020, cash and cash equivalents consist of cash deposited with domestic and foreign financial institutions that are of high-credit quality. The Company is exposed to credit risk in the event of default by the domestic financial institutions to the extent that cash and cash equivalent deposits are in excess of amounts insured by the Federal Deposit Insurance Corporation. Foreign cash balances are not insured. The Company has not experienced any losses on its deposits since inception. Short-term investments consist of government and corporate debt securities and corporate asset backed securities that carry high-credit ratings and accordingly, minimal credit risk exists with respect to these balances. The Company’s other receivables are due from a United States government agencies under the Company’s government grant contracts. At June 30, 2021 and December 31, 2020 two agencies accounted for 94% and 89% of the Company’s other receivables, respectively. The Company provides for uncollectible amounts when specific credit problems are identified. In doing so, the Company analyzes historical bad debt trends, debtor creditworthiness, current economic trends, and changes in debtor payment patterns when evaluating the adequacy of the allowance for doubtful accounts. Investment in SummerBio, LLC Following the outbreak of the COVID-19 COVID-19 COVID-19 In August 2020 SummerBio raised additional financing through issuing equity instruments to related parties, and changed the structure of its board of directors. As a result, the Company’s voting interest became approximately 61.5% and the Company lost the ability to nominate majority of the members of SummerBio’s board of directors. The Company concluded that in August 2020, it lost control over SummerBio as it does not have the ability to direct the decisions that most significantly impact SummerBio’s economic performance, but still maintains significant influence over SummerBio. The Company has determined it is not the primary beneficiary of the SummerBio and therefore accounts for its investment in SummerBio under the equity method of accounting. At June 30, 2021 and December 31, 2020 the Company reviewed its investment in SummerBio for impairment by determining whether events or changes in circumstances indicate that the carrying amount of the investment may not be recoverable. The Company determined that the carrying value of the investment did not exceeds its fair value and, therefore, there are no indicators that its investment in SummerBio is impaired. In making this judgment, the Company considered all quantitative and qualitative evidence available to the Company at the time of the review. Asset Acquisitions and Business Combinations Upon an acquisition the Company performs an initial test to determine whether substantially all of the fair value of the gross assets transferred is concentrated in a single identifiable asset or a group of similar identifiable assets, such that the acquisition would not represent a business. If that test suggests that the set of assets and activities is a business, the Company then performs a second test to evaluate whether the assets and activities transferred include inputs and substantive processes that together, significantly contribute to the ability to create outputs, which would constitute a business. If the result of the second test suggests that the acquired assets and activities constitute a business, the Company accounts for the transaction as a business combination. For transactions accounted for as business combinations, the Company allocates the fair value of acquisition consideration to the acquired identifiable assets and liabilities based on their estimated fair values. Acquisition consideration includes the fair value of any promised contingent consideration. The excess of the fair value of acquisition consideration over the fair value of acquired identifiable assets and liabilities is recorded as goodwill. Contingent consideration is remeasured to its fair value each reporting period with changes in the fair value of contingent consideration recorded in general and administrative expenses. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. In certain circumstances, the allocations of the excess purchase price are based upon preliminary estimates and assumptions and subject to revision when the Company receives final information, including appraisals and other analyses. During the measurement period, which is one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Acquisition-related costs are expensed as incurred. For transactions accounted for as asset acquisitions, the cost, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. The Company generally includes contingent consideration in the cost of the assets acquired only when the uncertainty is resolved. The Company recognizes contingent consideration adjustments to the cost of the acquired assets prospectively using the straight-line method over the remaining useful life of the assets. No goodwill is recognized in asset acquisitions. Goodwill Goodwill is recorded when the consideration paid for a business acquisition exceeds the fair value of net identifiable assets and liabilities acquired. Goodwill is measured and tested for impairment annually on the last business day of the fiscal fourth quarter and whenever events or changes in circumstances indicate the carrying amount of goodwill may exceed its implied fair value. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of goodwill’s reporting unit is less than its carrying amount, however the Company may determine to proceed directly to the quantitative impairment test. If the Company assesses qualitative factors and concludes that it is more likely than not that the fair value of goodwill’s reporting unit is less than its carrying amount or if the Company determines not to use the qualitative assessment, then a quantitative impairment test is performed. The quantitative impairment test requires comparing the fair value of the reporting unit to its carrying value, including goodwill. The Company has identified that its business operates as a single operating segment which is also a single reporting unit for purposes of testing for goodwill impairment. An impairment exists if the fair value of the reporting unit is lower than its carrying value, and the Company would record a goodwill impairment loss in the fiscal quarter in which the determination is made. Intangible Assets Intangible assets include identifiable intangible assets, primarily software technologies resulting from acquisitions (see Note 4). Acquired intangible assets are initially recorded at fair value. The fair value of software technologies is estimated on the basis of replacement cost and the fair value of contractual agreements asset is based primarily on the discounted cash flow model. Software technologies are amortized on a straight-line basis over their estimated useful lives, generally 3 to 5 years. The Company’s estimates of useful lives of intangible assets are based on cash flow forecasts which incorporate various assumptions, including forecasted remaini n Contractual Agreements Contractual agreements asset (see Note 4) is classified as other non-current The Company reviews the contractual agreements asset for impairment at least annually or whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. Recoverability of the contractual agreements asset is measured by comparing the carrying amount of the asset to future net cash flows expected to be generated by the asset. If the Company determines that the carrying value of the asset may not be recoverable, 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. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary . Redeemable Convertible Preferred Stock Warrant The Company’s redeemable convertible preferred stock warrants require liability classification and accounting as the underlying redeemable convertible preferred stock is considered contingently redeemable and may obligate the Company to transfer assets to the holders at a future date upon occurrence of a deemed liquidation event. The redeemable convertible preferred stock warrants are recorded at fair value upon issuance and are subject to remeasurement to fair value at each balance sheet date, with any changes in fair value recognized in the condensed consolidated statements of operations. The Company will continue to adjust the redeemable convertible preferred stock warrant liability for changes in fair value until the earlier of the exercise or expiration of the redeemable convertible preferred stock warrants, occurrence of a deemed liquidation event or conversion of redeemable convertible preferred stock into common stock. Emerging Growth Company The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012. As such the Company is eligible for exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies, including reduced reporting and extended transition periods to comply with new or revised accounting standards for public business entities. The Company has elected to avail itself of this exemption and, therefore, will not be subject to the timeline for adopting new or revised accounting standards for public business entities that are not emerging growth companies, and will follow the transition guidance applicable to private companies. New Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) No. 2018-10, Codification Improvements to Topic 842, Leases No. 2016-02. off-balance-sheet No. 2018-11, Leases (Topic 842): Targeted Improvements right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments available-for-sale In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes related to the approach for intra-period tax allocation and modified the methodology for calculating income taxes in an interim period. It also clarifies and simplifies other aspects of the accounting for income taxes. The guidance is effective for the Company for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022 with early adoption permitted. The Company is evaluating the effect of this guidance on its condensed consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2020, the FASB issued ASU 2020-01, Investments — Equity Securities (Topic 321), Investments — Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815 — a consensus of the FASB Emerging Issues Task Force | Note 2. Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements include accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position, results of operations, cash flows and footnotes as of December 31, 2020 and 2019, and for the years then ended. Foreign Currency The Company determined that the local currency is the functional currency for its foreign operations. Assets and liabilities of the subsidiary are translated to United States dollars using the current exchange rate at the balance sheet date. Revenues and expenses are translated using the average exchange rate during the period. Cumulative translation adjustments related to the subsidiary are reflected as a separate component of stockholders’ deficit. Net gains and losses resulting from foreign currency transactions are included in other income (expense), net in the accompanying consolidated statement of operations. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and expenses during the reporting period. The most significant estimates are related to the valuation of common stock, stock-based awards, derivative instruments and the valuation of and provisions for income taxes and contingencies. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. Segments Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company operates as one operating segment because its CODM, who is its Chief Executive Officer, reviews its financial information on a consolidated basis for purposes of making decisions regarding allocating resources and assessing performance. The Company has no segment managers who are held accountable by the CODM for operations, operating results, and planning for levels of components below the consolidated unit level. Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, other receivables, accounts payable, accrued liabilities, short-term and long-term debt, derivative instruments and common stock warrants. The Company states other receivables, accounts payable, and accrued and other current liabilities at their carrying value, which approximates fair value due to the short time to the expected receipt or payment. The carrying amount of the Company’s short-term debt approximates its fair value as the effective interest rate approximates market rates currently available to the Company. Derivative instruments are carried at fair value based on unobservable market inputs. Common stock warrants were initially recorded at the value allocated to them (see below) and not subject to remeasurement in subsequent periods. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash, cash equivalents and restricted cash, short-term investments and other receivables. At December 31, 2020 and 2019, cash and cash equivalents consist of cash deposited with domestic and foreign financial institutions that are of high-credit quality. The Company is exposed to credit risk in the event of default by the domestic financial institutions to the extent that cash and cash equivalent deposits are in excess of amounts insured by the Federal Deposit Insurance Corporation. Foreign cash balances are not insured. The Company has not experienced any losses on its deposits since inception. Short-term investments consist of government and corporate debt securities and corporate asset backed securities that carry high-credit ratings and accordingly, minimal credit risk exists with respect to these balances. The Company’s other receivables are due from a United States government agency under the Company’s government grant contracts. At December 31, 2020 these two agencies accounted for 89% of the Company’s other receivables. The Company provides for uncollectible amounts when specific credit problems are identified. In doing so, the Company analyzes historical bad debt trends, debtor creditworthiness, current economic trends, and changes in debtor payment patterns when evaluating the adequacy of the allowance for doubtful accounts. Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments with an original maturity from the date of purchase of three months or less to be cash and cash equivalents. The recorded carrying amount of cash and cash equivalents approximates their fair value. At December 31, 2020 and 2019, restricted cash relates to collateral for a lease obligation. Marketable Debt Securities The Company classifies marketable debt securities as available-for-sale Investment in SummerBio, LLC Following the outbreak of the COVID-19 providing high-volume rapid COVID-19 COVID-19 On August 24, 2020 SummerBio raised additional financing through issuing equity instruments to related parties, and changed the structure of its board of directors, as a result of which the Company’s remaining voting interest became approximately 61.5% and the Company lost the ability to nominate majority of the members of SummerBio’s board of directors. The Company maintains significant influence, but not control over SummerBio, as it does not have the ability to direct the decisions that most significantly impact its economic performance. As a result, the Company concluded that on August 24, 2020, it lost control over SummerBio. The Company has determined it is not the primary beneficiary of the investment and therefore accounts for its investment in SummerBio under the equity method of accounting. The Company concluded that its retained interest in SummerBio should be accounted for under the equity method. Accordingly, the Company deconsolidated SummerBio, recognized its remaining investment in SummerBio at fair value of $5.2 million as an equity method investment, derecognized net liabilities of SummerBio of $1.7 million and recognized the resulting gain on deconsolidation of $6.9 million, which is included in other income on the consolidated statement of operations for the year ended December 31, 2020. The Company recognized its share of earnings of SummerBio for the total amount of $5.8 million as Income from equity method investment on the consolidated statement of operations for the year ended December 31, 2020. As of December 31, 2020, the Company’s ownership interest in SummerBio was approximately 45.5% and it was entitled to nominate one member of SummerBio’s board of directors. The Company is a related party of SummerBio after it lost control over it. At deconsolidation, the fair value of the Company’s remaining investment in SummerBio was determined by management, with the assistance of a third-party valuation specialist. To calculate total equity value of SummerBio, management used the back-solve method, solving for a total equity value that resulted in Series A preferred unit value consistent with its issuance price of $0.375 per unit. The Company then used option pricing model to calculate its remaining interest in SummerBio. Management also applied discount due to lack of marketability which was calculated at 14.4%. The key assumptions in back-solve option pricing method analysis included: • Back-solve security value – Series A preferred units issued at a price per unit of $0.375; • Option term – five years based upon the current state of development of SummerBio; • Risk-free rate – 0.28%, which represents the five-year constant maturity U.S. Treasury Bonds as of the valuation date; • Volatility – stock price volatility was estimated based upon an analysis of historical volatilities of a peer group of companies, which was estimated at 39.5%; • Option value allocation percentages – The allocation percentages ranged between 19.2% - 100%. At December 31, 2020 the Company reviewed its investment in SummerBio for impairment by determining whether events or changes in circumstances indicate that the carrying amount of the investment may not be recoverable. In making this judgment, the Company considered available quantitative and qualitative evidence in evaluating potential impairment of these investments. The Company determined that the carrying value of the investment did not exceeds its fair value and, therefore, there are no indicators that its investment in SummerBio is impaired. Property and Equipment, net Property and equipment, net is stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recorded using the straight-line method over the estimated useful lives of the assets, generally two to ten years. Leasehold improvements and equipment finances under capital leases are amortized over the shorter of the estimated useful life of the asset or the remaining term of the lease. 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 comparing the carrying amount of an asset to future net cash flows expected to be generated by the asset. If the Company determines that the carrying value of long-lived assets may not be recoverable, 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. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. The Company did not record any impairment of long-lived assets in 2020 and 2019. Leases Leases are evaluated and recorded as capital leases if one of the following is true at inception: (a) the present value of minimum lease payments meets or exceeds 90% of the fair value of the asset, (b) the lease term is greater than or equal to 75% of the economic life of the asset, (c) the lease arrangement contains a bargain purchase option, or (d) title to the property transfers to the Company at the end of the lease. The Company records an asset and liability for capital leases at present value of the minimum lease payments based on the incremental borrowing rate. Assets are depreciated over the useful life in accordance with the Company’s depreciation policy while rental payments and interest on the liability are accounted for using the effective interest method. Leases that are not classified as capital leases are accounted for as operating leases. Operating lease agreements that have tenant improvement allowances are evaluated for lease incentives. For leases that contain escalating rent payments, the Company recognizes rent expense on the straight-line basis over the lease term, with any lease incentives amortized as a reduction of rent expense over the lease term. Derivative Instruments The convertible promissory notes issued in December 2018, and January 2019 (“2018 convertible notes” and “2019 convertible notes”) contained embedded features that provided the lenders with multiple settlement alternatives. Certain settlement features provided the lenders the right or the obligation to receive cash or a variable number of shares upon the completion of a capital raising transaction, an initial public offering (“IPO”), change of control, the closing of the sale or other disposition of all or substantially all of the Company’s assets (together with the change of control any such event referred to as “Corporate Transaction”) or default of the Company (the “redemption features”). Certain redemption features embedded in the convertible notes met the requirements for separate accounting and were accounted for as a single, compound derivative instrument for each round of the convertible notes (“2018 derivative instrument”, and “2019 derivative instrument”). The compound derivative instruments were recorded at fair value at inception and were subject to remeasurement to fair value at each consolidated balance sheet date, with the change in fair value reflected in the consolidated statements of operations. In December 2019, the 2018 and 2019 convertible notes were converted into Series C redeemable convertible preferred stock, and the derivative instruments were settled as part of conversion (see Note 5). Government Grants The Company receives payments from government entities under non-refundable non-authoritative Research and Development The Company expenses research and development costs as incurred. Research and development expenses consist primarily of salaries and employee benefits, including stock-based compensation, costs of consulting, equipment and materials and allocations of various overhead and occupancy costs, including facility costs and equipment depreciation. Selling, General and Administrative Selling, general and administrative expenses include compensation, employee benefits and stock-based compensation for executive management, finance administration, and human resources, allocated facility costs (including rent), professional service fees and other general overhead costs, including allocated depreciation to support the Company’s operations. Advertising Expense The Company expenses advertising costs as incurred. Advertising expenses for the years ended December 31, 2020 and 2019 were $0.1 million and $0.1 million, respectively, included in selling, general and administrative expenses in the consolidated statements of operations. Income Taxes The Company uses the asset and liability method in accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax expense or benefit is the result of changes in the deferred tax asset and liability. Valuation allowances are established when necessary to reduce deferred tax assets where it is more likely than not that the deferred tax assets will not be realized. In evaluating the Company’s ability to recover deferred tax assets, the Company considers all available positive and negative evidence, including historical operating results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination by the taxing authorities, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying consolidated statements of operations. Accrued interest and penalties are included within the related liabilities line in the consolidated balance sheets. Net Loss per Share Attributable to Common Stockholders Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, without consideration of potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock and potentially dilutive securities outstanding for the period. For purposes of the diluted net loss per share calculation, the redeemable convertible preferred stock, common stock warrants, common stock subject to repurchase, and stock options are considered to be potentially dilutive securities. Basic and diluted net loss attributable to common stockholders per share is presented in conformity with the two-class Comprehensive Loss Comprehensive loss includes all changes in equity (net assets) during the period from nonowner sources. The Company’s comprehensive loss consists of its net loss, its cumulative translation adjustments, and its unrealized gains or losses on available-for-sale Stock-Based Compensation The Company measures and records the expense related to stock-based payment awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grant, generally equal to the vesting period and uses the straight-line method to recognize stock-based compensation, and accounts for forfeitures as they occur. The Company selected the Black-Scholes-Merton (“Black-Scholes”) option-pricing model as the method for determining the estimated fair value for stock options. The Black-Scholes option-pricing model requires the use of highly subjective and complex assumptions, which determine the fair value of share-based awards, including the option’s expected term, expected volatility of the underlying stock, risk-free interest rate and expected dividend yield. Fair Value of Common Stock The fair value of the Company’s common stock is determined by the board of directors with assistance from management and, in part, on input from an independent third-party valuation firm. The board of directors determines the fair value of common stock by considering a number of objective and subjective factors, including valuations of comparable companies, sales of redeemable convertible preferred stock, operating and financial performance, the lack of liquidity of the Company’s common stock and the general and industry-specific economic outlook. Redeemable Convertible Preferred Stock The redeemable convertible preferred stock is recorded outside of permanent equity because while it is not mandatorily redeemable, in the event of certain events considered not solely within the Company’s control, such as a merger, acquisition, and sale of all or substantially all of the Company’s assets (each, a “deemed liquidation event”), the redeemable convertible preferred stock will become redeemable at the option of the holders of at least a majority of the then-outstanding such shares. The Company has not adjusted the carrying values of the redeemable convertible preferred stock to the redemption amount of such shares because it is uncertain whether or when a deemed liquidation event would occur that would obligate the Company to pay the liquidation preferences to holders of shares of redeemable convertible preferred stock. Subsequent adjustments to the carrying values of the liquidation preferences will be made only when it becomes probable that such a deemed liquidation event will occur. Common Stock Warrants Warrants to purchase shares of the Company’s common stock are equity classified and recognized within additional paid-in paid-in Emerging Growth Company The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012. As such the Company is eligible for exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies, including reduced reporting and extended transition periods to comply with new or revised accounting standards for public business entities. The Company has elected to avail themselves of this exemption and, therefore, will not be subject to the timeline for adopting new or revised accounting standards for public business entities that are not emerging growth companies, and will follow the transition guidance applicable to private companies. Recently Adopted Accounting Pronouncements In November 2016, the FASB issued an ASU No. 2016-18, Statement of Cash Flows: Restricted Cash beginning-of-period end-of-period In June 2018, the FASB issued an ASU No. 2018-07, Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting No. 2018-07 In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement New Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) No. 2018-10, Codification Improvements to Topic 842, Leases No. 2016-02. off-balance-sheet No. 2018-11, Leases (Topic 842): Targeted Improvements right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments available-for-sale In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2020, the FASB issued ASU 2020-01, Investments — Equity Securities (Topic 321), Investments — Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815 — a consensus of the FASB Emerging Issues Task Force |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | Note 3. Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level I — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; • Level II — Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and • Level III — Unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The Company’s financial assets consist of Level 1 and 2 assets. The Company classifies its cash equivalents and marketable debt securities within Level 1 or Level 2 because they are valued using either quoted market prices or inputs other than quoted prices which are directly or indirectly observable in the market, including readily-available pricing sources for the identical underlying security which may not be actively traded. The Company’s fixed income available-for-sale non-binding The Company’s financial liabilities measured at fair value on a recurring basis consist of Level III liabilities. The redeemable convertible preferred stock warrant is measured at fair value on a recurring basis. Changes in fair value of Level III liabilities are recorded in other income, net. The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2021 Level 1 Level 2 Level 3 Total Assets measured at fair value Money market funds $ 27,770 $ — $ — $ 27,770 Cash equivalents 27,770 — — 27,770 Term deposits — 40,024 — 40,024 Asset backed securities — 66,477 — 66,477 Government debt securities — 79,735 — 79,735 Corporate debt securities — 188,974 — 188,974 Available-for-sale — 375,210 — 375,210 Total fair value of assets $ 27,770 $ 375,210 $ — $ 402,980 Liabilities measured at fair value Redeemable convertible preferred stock warrant liability — — $ 627 627 Total fair value of liabilities $ — $ — $ 627 $ 627 December 31, 2020 Level 1 Level 2 Level 3 Total Assets measured at fair value Money market funds $ 74,049 $ — $ — $ 74,049 Cash equivalents 74,049 — — 74,049 Asset backed securities — 52,022 — 52,022 Government debt securities — 57,829 — 57,829 Corporate debt securities — 258,736 — 258,736 Marketable securities — 368,587 — 368,587 Total fair value of assets $ 74,049 $ 368,587 $ — $ 442,636 The following is a summary of the Company’s available-for-sale June 30, 2021 Adjusted Basis Unrealized Gains Unrealized Losses Recorded Basis Assets measured at fair value Term deposits $ 40,024 $ — $ — $ 40,024 Asset backed securities 66,489 6 (18 ) 66,477 Government debt securities 79,733 5 (3 ) 79,735 Corporate debt securities 188,966 14 (6 ) 188,974 Total $ 375,212 $ 25 $ (27 ) $ 375,210 December 31, 2020 Adjusted Basis Unrealized Gains Unrealized Losses Recorded Basis Asset backed securities $ 51,938 $ 84 $ — $ 52,022 Government debt securities 57,826 3 — 57,829 Corporate debt securities 258,502 234 — 258,736 Total $ 368,266 $ 321 $ — $ 368,587 There were no transfers between Level 1, Level 2 or Level 3 financial instruments in the six months ended June 30, 2021 and 2020. In six months ended June 30, 2020, the Company did not have any Level III financial assets or liabilities measured at fair value on a recurring basis. The following table sets forth a summary of the change in the fair value, which is recognized as a component of other income within the condensed consolidated statement of operations, of the Company’s Level III financial liabilities (in thousands): 2021 Fair value as of January 1 $ — Initial fair value of the redeemable convertible preferred stock warrant liability 602 Change in fair value 25 Fair value as of June 30 $ 627 The Company used the Black-Scholes option pricing model to estimate the fair value of the redeemable convertible preferred stock warrant (see Note 10). | Note 3. Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level I — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; • Level II — Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and • Level III — Unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The Company’s financial assets consist of Level 1 and 2 assets. The Company classifies its cash equivalents and marketable debt securities within Level 1 or Level 2 because they are valued using either quoted market prices or inputs other than quoted prices which are directly or indirectly observable in the market, including readily-available pricing sources for the identical underlying security which may not be actively traded. The Company’s fixed income available-for-sale non-binding The Company’s financial liabilities measured at fair value on a recurring basis consist of Level III liabilities. The derivative instruments liability is measured at fair value on a recurring basis. Changes in fair value of Level III liabilities are recorded in other income (expense), net. The fair value of the compound derivative instruments was estimated at the respective date of inception in December 2018 and January 2019, at the subsequent consolidated balance sheet date and immediately prior to the conversion of the convertible promissory notes using a hybrid method that combines probability-weighted and with-or-without The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy (in thousands): December 31, 2020 Level 1 Level 2 Level 3 Total Assets measured at fair value Money market funds $ 74,049 $ — $ — $ 74,049 Cash equivalents 74,049 — — 74,049 Asset backed securities — 52,022 — 52,022 Government debt securities — 57,829 — 57,829 Corporate debt securities — 258,736 — 258,736 Marketable debt securities — 368,587 — 368,587 Total fair value of assets $ 74,049 $ 368,587 — $ 442,636 The following is a summary of the Company’s available-for-sale December 31, 2020 Adjusted Unrealized Unrealized Recorded Asset backed securities $ 51,938 $ 84 — $ 52,022 Government debt securities 57,826 3 — 57,829 Corporate debt securities 258,502 234 — 258,736 Total $ 368,266 $ 321 — $ 368,587 At December 31, 2019, the Company’s did not have any financial assets or liabilities measured at fair value on a recurring basis. The following table sets forth a summary of the changes in the fair value, which is recognized as a component of other income (expense), net within the consolidated statement of operations, of the Company’s Level III financial liabilities (in thousands): 2020 2019 Fair value as of January 1 $ — $ 27,033 Initial fair value of derivative liabilities — 4,104 Change in fair value — 4,947 Settlement of derivative liabilities upon conversion of convertible notes into redeemable convertible preferred stock — (36,084 ) Fair value as of December 31 $ — $ — There were no transfers between Level 1, Level 2 or Level 3 financial instruments in 2020 and 2019. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | Note 4. Acquisitions Acquisition of Uber Elevate On January 11, 2021, the Company entered into certain agreements with Uber Technologies, Inc. (“Uber”), under which it acquired Uber Elevate, Inc (“Uber Elevate”), a portion of Uber business dedicated to development of aerial ridesharing, issued to Uber a Convertible Promissory Note (“Uber CPN”) and entered into a collaboration agreement with Uber (the “Uber Agreement”). Uber Elevate was a business incubated within Uber, which had developed multiple proprietary software technologies and built a highly skilled engineering team focused on multimodal ride sharing coordination, connected airspace management, urban transportation and simulation, and certifiable aviation grade battery technology. Uber Elevate acquisition was intended to complement the Company’s existing technologies and expertise necessary to gain integration into the Uber app and progress commercialization of aerial ridesharing services. In accordance with the Share Purchase Agreement between the Company, Uber and Uber Elevate (the “Share Purchase Agreement”), the Company acquired all outstanding common shares of Uber Elevate and certain other assets (see below) in exchange for 2,581,285 shares of the Company’s Series C redeemable convertible preferred stock. At the acquisition date, the fair value of the Company’s Series C redeemable convertible preferred stock was $30.07 per share, resulting in the total fair value of consideration transferred to Uber of $77.6 million. The fair value of the Company’s Series C redeemable convertible preferred stock was estimated using a multi-scenario option pricing method model, consistent with the approach employed to value the Company’s common stock. This model specifically considered the potential for the conversion of the Series C redeemable convertible preferred stock to common stock on a 1-for-1 No single identifiable assets or group of similar identifiable assets of Uber Elevate represented substantially all of the fair value of the gross assets acquired. Further, Uber Elevate acquisition included inputs, represented by tangible assets and developed software technologies, and processes, represented by experienced workforce, which together significantly contribute to Uber Elevate’s ability to create outputs, represented by commercialization of aerial ridesharing. The Company concluded that Uber Elevate represents a business, and acquisition of Uber Elevate was accounted as a business combination. Under the terms of the Share Purchase Agreement, certain employees of Uber Elevate who continued their employment with the Company following the acquisition of Uber Elevate were allowed to retain their unvested Uber RSUs that would otherwise have vested on or prior to December 16, 2021, provided that such employees remain employed by the Company through December 16, 2021 (the “Uber RSU provision”). All RSUs subject to the Uber RSU provision vest on December 16, 2021. This incentive was provided by Uber to such employees to ensure successful integration of Uber Elevate and progress of the development efforts under Uber Agreement (see below). Because Uber is also a holder of pecuniary interest in the Company, the Company concluded that the Uber RSU provision in substance represents non-cash non-cash non-cash Uber CPN was issued in exchange for gross proceeds of $75.0 million, which is the note’s face amount. Uber CPN bears interest at simple interest rate of 5% per annum and matures in two years after its issuance. Uber CPN may convert into common or preferred stock of the Company, depending on the occurrence or non-occurrence Under the terms of the Uber Agreement, the Company and Uber agreed to continue focused development of their respective existing technologies to achieve mutual integration of their transportation services offerings to the customers. The Uber Agreement is intended to provide for the Company and Uber to work together to enable seamless passenger services across their respective businesses and for customers of either company to be able to order the services of the other party via their respective applications. The Uber Agreement includes terms governing the software integration and data-sharing that will be necessary to enable such services across one or both businesses, regardless of the initial platform or combination of services requested by the passenger. As part of the Uber Agreement, the Company commits to continue developing its passenger air mobility services and that Uber’s customers will be able to purchase the Company’s air mobility services from the Uber app. Similarly, Uber commits to enable its customers to order the Company’s services or combined services. The parties also intend to work together to enable Uber to fulfill “last mile” terrestrial ride services to and from the Company’s air mobility services end points. The parties intend to market to their respective customers and generally the availability of the other’s services orderable from their respective applications. The Uber Agreement also includes terms regarding branding to be incorporated into the parties’ respective ride-hailing applications, as well as a management process for the two parties to work together in both the development and commercialization phases contemplated by the agreement. The Uber Agreement further makes clear that each party retains independence in setting the prices for its own services. Finally, the Uber Agreement contains standard and customary intellectual property cross-licensing and intellectual property ownership terms, limitations of liability clauses, indemnification, dispute resolution, and other typical commercial terms. The Uber Agreement embodies significant benefits to the Company, consisting primarily of customer demand aggregation, improved load factor as well as below market commissions. The fair value of the asset representing these benefits (the “contractual agreements asset”) at inception was $49.5 million. The Company considered whether the Uber Agreement, entered into concurrently with the Share Purchase Agreement, is a part of the Uber Elevate business combination, or is a separate transaction. Under ASC 805, a transaction entered into by or on behalf of the acquirer or primarily for the benefit of the acquirer or the combined entity, rather than primarily for the benefit of the acquiree (or its former owners) before the combination, is likely to be a separate transaction. Uber Agreement contains features, which in combination result in significant financial and other benefits primarily to the Company. Accordingly, the Company concluded that Uber Agreement represents a transaction separate from the Uber Elevate acquisition. Because the Uber Agreement is not a part of the Uber Elevate business combination, the Company used the relative fair value method to allocate the total consideration transferred to Uber between the purchase consideration for acquiring Uber Elevate business and the contractual agreements asset. The Company will amortize the contractual agreements asset in proportion to the estimated incremental cash flows earned under the Uber Agreement over an estimated period of three years. The Company expects to begin generating incremental cash flows under the contractual agreements asset in 2024. The methodologies used in determining the fair values of Uber Elevate and contractual agreements asset, as well as the respective key assumption, as follows. Valuation of Uber Elevate — age-life The Company based valuation of assembled workforce on its estimates of average cost per employee, which included average annual and monthly salaries, overhead burden and direct recruiting and training costs. Valuation of the contractual agreements asset — The following table summarizes the allocation of total consideration between Uber Elevate and contractual agreements asset (in thousands, except share and per share data): Series C redeemable convertible preferred stock (2,581,285 shares at $30.07 per share fair value) $ 77,619 Less: premium on Uber CPN (465 ) Total consideration $ 77,154 Consideration allocated to contractual agreements asset $ (54,944 ) Consideration allocated to Uber Elevate $ 22,210 The factors contributing to the recognition of goodwill were based upon the Company’s conclusion that there are strategic and synergistic benefits that are expected to be realized from the acquisition. Goodwill of $4.9 million recorded for the Uber Elevate acquisition is expected to be deductible for tax purposes. The purchase price allocation for Uber Elevate is as follows (in thousands): Goodwill $ 4,880 Automation Platform Software Technology 7,200 Multimodal Software Technology 4,900 Simulation Software Technology 4,600 Property and equipment 630 Total purchase consideration $ 22,210 Unaudited Supplemental Pro Forma Information Uber Elevate did not generate any revenue prior to its acquisition by the Company. In addition, due to the close proximity of Uber Elevate acquisition date to the beginning of 2021, the pre-acquisition Asset Acquisition On April 6, 2021, the Company completed acquisition of an entity (the “acquiree”) engaged in the development of transportation technology with application in aviation sector, whereby it acquired all the outstanding shares of the acquiree in exchange for a total consideration consisting of (i) $5.0 million in cash, (ii) 774,385 shares of Series C Preferred stock with the aggregate acquisition date fair value of $23.9 million. Upon closing of the acquisition, the acquiree’s former shareholders became employees of the Company. The Series C Preferred shares issued to the former shareholders as part of the total consideration are subject to vesting over six-year the event of a voluntary termination of the former shareholder’s employment with the Company prior to vesting without a good cause, all of then unvested Series C Preferred shares, issued as part of the total consideration, will be forfeited by such terminated former shareholder. Because the vesting of Series C Preferred shares, issued as part of the total consideration, is contingent upon the former shareholders’ continued employment, such Series C Preferred shares are considered to be a part of the former shareholders’ post-combination compensation expense rather than part of the purchase consideration. Therefore, the fair value of the Series C Preferred shares of six The acquisition was accounted for as an asset acquisition because substantially all of the fair value of gross assets acquired was represented by a group of similar assets. The purchase consideration of $5.0 million was allocated to the acquired in-process |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Balance Sheet Components [Abstract] | ||
Balance Sheet Components | Note 5. Balance Sheet Components Property and Equipment, Net Property and equipment, net consists of the following (in thousands): June 30, December 31, 2020 Equipment $ 36,276 $ 29,229 Computer software 7,292 5,992 Leasehold improvements 7,046 5,724 Molds and tooling 4,079 3,269 Vehicles 1,130 211 Furniture and fixtures 173 95 Construction in progress 5,049 3,741 Gross property and equipment 61,045 48,261 Accumulated depreciation and amortization (19,493 ) (14,135 ) Property and equipment, net $ 41,552 $ 34,126 Depreciation and amortization expense for the six months ended June 30, 2021 and 2020 was $5.4 million and $3.2 million, respectively. Intangible Assets, Net The intangible assets consist of the following: June 30, 2021 December 31, 2020 Automation Platform Software $ 7,200 $ — Multimodal Software Technology 4,900 — System Simulation Software Technology 4,600 — Gross intangible assets 16,700 — Accumulated amortization (1,921 ) — Intangible assets, net $ 14,779 $ — Amortization expense related to intangible assets for the six months ended June 30, 2021 and 2020 was $1.9 million and nil, respectively. The following table presents the estimated future amortization expense of acquired amortizable intangible assets as of June 30, 2021 (in thousands): Fiscal Year Amount 2021 (remainder) $ 1,922 2022 3,843 2023 3,843 2024 3,006 2025 2,165 $ 14,779 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): June 30, 2021 December 31, 2020 Prepaid equipment $ 3,892 $ 1,352 Prepaid software 1,797 1,076 Prepaid taxes 721 243 Prepaid insurance 195 156 Other 508 205 Total $ 7,113 $ 3,032 Other non-current June 30, 2021 December 31, 2020 Contractual agreements asset $ 54,944 $ — Other non-current 386 262 Total $ 55,330 $ 262 | Note 4. Balance Sheet Components Property and Equipment, Net Property and equipment, net consists of the following (in thousands): December 31, December 31, Equipment $ 29,229 $ 15,652 Computer software 5,992 4,301 Leasehold improvements 5,724 4,027 Molds and tooling 3,269 3,108 Vehicles 211 109 Furniture and fixtures 95 52 Construction in-progress 3,741 1,668 Gross property and equipment 48,261 28,917 Accumulated depreciation and amortization (14,135 ) (6,698 ) Property and equipment, net $ 34,126 $ 22,219 Depreciation and amortization expense for the years ended December 31, 2020 and 2019 was $7.4 million and $4.0 million, respectively. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): December 31, December 31, Prepaid equipment $ 1,352 $ 2,945 Prepaid software 1,076 692 Prepaid taxes 243 380 Prepaid insurance 156 116 Other 205 322 Total $ 3,032 $ 4,455 |
Debt
Debt | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Debt | Note 6. Debt Tenant Improvement Loan Under the terms of one of the Company’s operating lease agreements (Note 7), the landlord provided to the Company a loan of $1.6 million to be used in financing leasehold improvements for the property leased. The loan was drawn by the Company in six separate installments, of which two installments were drawn in December 2018, for a total of $0.5 million, and the remaining installments were drawn in January, April and October 2019 for a total of $1.1 million. Each loan installment is repayable in equal monthly payments over a period of six years, commencing in February 2019 and ending in October 2025. In the event of early lease termination by the Company, the loan is repayable within 30 days of the termination. Outstanding balances accrue interest at a rate of 8% per annum. The average effective interest rate for the loan is 8.1%. Maturities on the tenant improvement loan were as follows (in thousands): As of June 30, 2021 Amount 2021 (remaining six months) $ 125 2022 265 2023 287 2024 310 2025 84 Total payable amount 1,071 Less: current portion of tenant improvement loan (254 ) Noncurrent portion of tenant improvement loan, net $ 817 Uber CPN On January 11, 2021, in the course of acquisition of Uber Elevate, the Company issued CPN to Uber in exchange for gross proceeds of $75.0 million, which is the note’s face amount. Uber CPN bears interest at simple interest rate of 5% per annum and matures in two years after its issuance. Refer to Note 4 for further discussion. | Note 5. Debt Convertible Notes 2018 Convertible Notes In December 2018, the Company issued 2018 convertible notes resulting in gross proceeds of $77.1 million. Simple interest on the unpaid principal balance of the 2018 convertible notes accrued from the issuance date at a rate of 6.0% per year and was payable at maturity. Unless converted or redeemed upon the occurrence of certain events, the 2018 convertible notes were to mature on June 30, 2020. Upon the next sale (or series of related sales) by the Company of its equity securities involving redeemable convertible preferred stock, which would follow the issuance of the convertible notes, and from which the Company receives gross cash proceeds of not less than $200 million (the “Next Equity Financing”) or upon an IPO, the note holders of the 2018 convertible notes had the right to convert outstanding principal balance and accrued but unpaid interest into shares of the redeemable convertible preferred stock or common stock issued in such Next Equity Financing or IPO, respectively, at a conversion price equal to 80% of the issuance price per share of the redeemable convertible preferred stock or common stock issued in such Next Equity Financing or IPO. Upon occurrence of a Corporate Transaction, the note holders of the 2018 convertible notes had the right to convert outstanding principal balance and accrued but unpaid interest into the Company’s common shares at a conversion price equal to 80% of the price per share payable in exchange for each vested share of the Company’s common stock. Upon occurrence of an IPO or a Corporate Transaction, in lieu of the conversion of the convertible notes, the note holders also had an option to elect repayment of the 2018 convertible notes’ outstanding principal balance and accrued but unpaid interest with a premium of 50% of the outstanding principal balance and accrued but unpaid interest. The 2018 convertible notes included embedded derivative instruments that are required to be bifurcated and accounted for separately as a single derivative instrument. As of the issuance date, the estimated fair value of the 2018 derivative instrument was $26.9 million, which was accounted for as a debt discount. The discount on the 2018 convertible notes and the related issuance costs were amortized over the contractual term of 1.52 years, using the effective interest rate method. The 2018 convertible notes had an annual effective interest rate of 40.5% per year. The 2018 convertible notes interest expense for the year ended December 31, 2019 was $19.9 million, consisting of $4.5 million of contractual interest expense and $15.4 million amortization of debt discount arising from separation of embedded derivative liability and debt issuance costs. 2019 Convertible Notes In January 2019, the Company issued 2019 convertible notes resulting in gross proceeds of $11.2 million. Simple interest on the unpaid principal balance of the 2019 convertible notes accrued from the issuance date at a rate of 6.0% per year and was payable at maturity. Unless converted or redeemed upon the occurrence of certain events, the 2019 convertible notes were to mature on June 30, 2020. Upon a Next Equity Financing or an IPO, the note holders of the 2019 convertible notes had the right to convert outstanding principal balance and accrued but unpaid interest into shares of the redeemable convertible preferred stock or common stock issued in such Next Equity Financing or IPO, respectively, at a conversion price equal to 80% of the issuance price per share of the redeemable convertible preferred stock or common stock issued in such Next Equity Financing or IPO. Upon Corporate Transaction, the note holders of the 2019 convertible notes had the right to convert outstanding principal balance and accrued but unpaid interest into the Company’s common shares at a conversion price equal to 80% of the price per share payable in exchange for each vested share of the Company’s common stock. Upon occurrence of an IPO or a Corporate Transaction, in lieu of the conversion of the convertible notes, the note holders also had an option to elect repayment of the 2019 convertible notes’ outstanding principal balance and accrued but unpaid interest with a premium of 50% of the outstanding principal balance and accrued but unpaid interest. The 2019 convertible notes included embedded derivative instruments that are required to be bifurcated and accounted for separately as a single derivative instrument. As of the issuance date, the estimated fair value of the 2019 derivative instrument was $4.1 million, which was accounted for as a debt discount. The discount on the 2019 convertible notes and the related issuance costs were amortized over the contractual period of 1.42 years, using the effective interest rate method. The 2019 convertible notes had an annual effective interest rate of 46.6% per year. The 2019 convertible notes interest expense for the year ended December 31, 2019 was $2.9 million, consisting of $0.6 million of contractual interest expense and $2.3 million amortization of debt discount arising from separation of embedded derivative liability and debt issuance costs. On December 23, 2019, the Company raised $454.5 million in funding through the issuance of 23,466,387 shares of Series C redeemable convertible preferred stock, at an issuance price of $19.37 per share. Additionally, upon conversion of the convertible notes, 6,033,935 shares of Series C redeemable convertible preferred stock were issued to the holders of the 2018 and 2019 convertible notes at the respective conversion ratios. The conversion of the 2018 and 2019 convertible notes was accounted for as a debt extinguishment. At the date of the extinguishment the carrying amounts of the 2018 and 2019 convertible notes were $70.5 million and $9.9 million, respectively, and the total amounts of outstanding principal and accrued but unpaid interest were $81.7 million and $11.8 million, respectively. The fair value of the 2018 and 2019 derivative instruments was $31.5 million and $4.5 million upon the convertible notes’ extinguishment. As a result, the Company recognized a loss on extinguishment of convertible notes in the amount of $0.4 million at the date of the conversion of the notes. Tenant Improvement Loan Under the terms of one of the Company’s operating lease agreements (Note 6), the landlord provided to the Company a loan of $1.6 million to be used in financing leasehold improvements for the property leased. The loan was drawn by the Company in six separate installments, of which two installments were drawn in December 2018, for a total of $0.5 million, and the remaining installments were drawn in January, April and October 2019 for a total of $1.1 million. Each loan installment is repayable in equal monthly payments over a period of six years, commencing in February 2019 and ending in October 2025. In the event of early lease termination by the Company, the loan is repayable within 30 days of the termination. Outstanding balances accrue interest at a rate of 8% per annum. The average effective interest rate for the loan is 8.1%. Maturities on the tenant improvement loan were as follows (in thousands): Years ending December 31, Amount 2021 $ 244 2022 265 2023 287 2024 310 2025 and thereafter 84 Total payable amount 1,190 Less: current portion of tenant improvement loan (244 ) Noncurrent portion of tenant improvement loan, net $ 946 |
Leases
Leases | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Leases | Note 7. Leases Operating Leases The Company leases various office and research and development facilities under operating lease agreements that expire at various dates through October 2050. Under the terms of the agreements, the Company is responsible for certain insurance, property taxes and maintenance expenses. The Company recognizes rent expense on a straight-line basis over the term of the operating leases. Any difference between cash payments required and rent expense is recorded as deferred rent. Rent expense for the six months ended June 30, 2021 and 2020 was $2.6 million and $2.2 million, respectively. Aggregate future minimum lease payments required under the operating leases at June 30, 2021 are as follows (in thousands): As of June 30, 2021 Amount 2021 (remaining six months) $ 2,607 2022 4,737 2023 4,126 2024 3,396 2025 720 2026 and thereafter 3,801 Total minimum future lease payments, operating leases $ 19,387 Capital Leases The Company purchased equipment with total gross book value of $4.1 million under capital lease agreements. Interest rates for the capital leases range from 4.84% to 22.10% per annum. Accumulated depreciation for equipment acquired under the capital leases was $0.9 million and $0.7 million as of June 30, 2021 and December 31, 2020, respectively. Aggregate future minimum principal lease payments under the capital leases at June 30, 2021 are as follows (in thousands): As of June 30, 2021 Amount 2021 (remaining six months) 564 2022 709 2023 248 2024 183 2025 110 2026 and thereafter 130 Total payments 1,944 Less current portion (415 ) Noncurrent portion $ 1,529 | Note 6. Leases Operating Leases The Company leases various office and research and development facilities under operating lease agreements that expire at various dates through October 2050. Under the terms of the agreements, the Company is responsible for certain insurance, property taxes and maintenance expenses. The Company recognizes rent expense on a straight-line basis over the term of the operating leases. Any difference between cash payments required and rent expense is recorded as deferred rent. Rent expense for 2020 and 2019 was $4.7 million and $4.2 million, respectively. Aggregate future minimum lease payments required under the operating leases at December 31, 2020 are as follows (in thousands): Years ending December 31, Amount 2021 $ 4,638 2022 4,182 2023 3,795 2024 3,235 2025 578 2026 and thereafter 3,731 Total minimum future lease payments, operating leases $ 20,159 Capital Leases The Company purchased equipment with total gross book value of $3.0 million under capital lease agreements, of which $0 and $1.3 million was purchased during 2020 and 2019, respectively. Interest rates for the capital leases range from 4.84% to 22.10% per annum. Accumulated depreciation for equipment acquired under the capital leases was $0.7 million and $0.3 million as of December 31, 2020 and 2019, respectively. Aggregate future minimum principal lease payments under the capital leases at December 31, 2020 are as follows (in thousands): Years ending December 31, Amount 2021 $ 792 2022 586 2023 72 2024 3 Total payments 1,453 Less current portion (792 ) Noncurrent portion $ 661 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Note 8. Commitments and Contingencies Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. Accruals for litigation and contingencies are reflected in the condensed consolidated financial statements based on management’s assessment, including the advice of legal counsel, of the expected outcome of litigation or other dispute resolution proceedings and/or the expected resolution of contingencies. Liabilities for estimated losses are accrued if the potential losses from any claims or legal proceedings are considered probable and the amounts can be reasonably estimated. Significant judgment is required in both the determination of probability of loss and the determination as to whether the amount can be reasonably estimated. Accruals are based only on information available at the time of the assessment due to the uncertain nature of such matters. As additional information becomes available, management reassesses potential liabilities related to pending claims and litigation and may revise its previous estimates, which could materially affect the Company’s consolidated results of operations in a given period. As of June 30, 2021 and December 31, 2020, the Company was not involved in any material legal proceedings. Indemnifications In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. The Company has indemnified its Board of Directors and officers, to the extent legally permissible, against all liabilities reasonably incurred in connection with any action in which such individual may be involved by reason of such individual being or having been a director or officer, other than liabilities arising from willful misconduct of the individual. The Company currently has directors’ and officers’ insurance. The Company believes the estimated fair value of these obligations is minimal. The Company did not record any liabilities in connection with these possible obligations as of as of June 30, 2021 and December 31, 2020. | Note 7. Commitments and Contingencies Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. Accruals for litigation and contingencies are reflected in the consolidated financial statements based on management’s assessment, including the advice of legal counsel, of the expected outcome of litigation or other dispute resolution proceedings and/or the expected resolution of contingencies. Liabilities for estimated losses are accrued if the potential losses from any claims or legal proceedings are considered probable and the amounts can be reasonably estimated. Significant judgment is required in both the determination of probability of loss and the determination as to whether the amount can be reasonably estimated. Accruals are based only on information available at the time of the assessment due to the uncertain nature of such matters. As additional information becomes available, management reassesses potential liabilities related to pending claims and litigation and may revise its previous estimates, which could materially affect the Company’s consolidated results of operations in a given period. As of December 31, 2020, and 2019, the Company was not involved in any material legal proceedings. Indemnifications In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. The Company has indemnified its Board of Directors and officers, to the extent legally permissible, against all liabilities reasonably incurred in connection with any action in which such individual may be involved by reason of such individual being or having been a director or officer, other than liabilities arising from willful misconduct of the individual. The Company currently has directors’ and officers’ insurance. The Company believes the estimated fair value of these obligations is minimal. The Company did not record any liabilities in connection with these possible obligations as of December 31, 2020 and 2019. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Temporary Equity Disclosure [Abstract] | ||
Redeemable Convertible Preferred Stock | Note 9. Redeemable Convertible Preferred Stock Under the Company’s amended and restated certificate of incorporation, the Company is authorized to issue 105,500,526 shares of redeemable convertible preferred stock at a par value of $0.00001, with 6,950,729 shares designated as Series Seed-1 Seed-2 Redeemable convertible preferred stock as of June 30, 2021 and December 31, 2020, consisted of the following (in thousands, except share and per share amounts): June 30, 2021 Shares Authorized Share Issued and Outstanding Original Issue Price Aggregate Liquidation Preference Net Carrying Value (in thousands) Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 36,495,600 19.3702 706,927 718,621 Total Convertible Preferred Stock 105,500,526 99,608,293 $ 834,679 $ 845,931 December 31, 2020 Shares Authorized Share Issued and Outstanding Original Issue Price Aggregate Liquidation Preference Net Carrying Value (in thousands) Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 33,139,930 19.3702 641,927 641,002 Total Convertible Preferred Stock 105,500,526 96,252,623 $ 769,679 $ 768,312 The rights and preferences of holders of the redeemable convertible preferred stock are as follows: Dividends Holders of redeemable convertible preferred stock are entitled to receive non-cumulative as-converted Conversion Shares of redeemable convertible preferred stock may, at the option of the holder, be converted at any time into shares of common stock at a rate equal to dividing the original issue price of the relevant series of redeemable convertible preferred stock by the conversion price of $19.3702 for Series C redeemable convertible preferred stock, $4.4383 for Series B redeemable convertible preferred stock, $0.7594 for Series A redeemable convertible preferred stock, $0.6167 for Series Seed-2 Seed-1 Liquidation In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, sale, lease, transfer, exclusive license or other disposition (whether in one transaction or a series of related transactions) of all or substantially all of assets or change of control of the Company (any of such events representing a “liquidation event”), the holders of shares of each series of redeemable convertible preferred stock shall be entitled to receive, prior and in preference to any distribution of proceeds from such liquidation event to the holders of common stock, the greater of (i) an amount per share equal to the sum of the applicable original issuance price for such series of redeemable convertible preferred stock, plus declared but unpaid dividends on such share, or (ii) an amount that would be received by the holders of the redeemable convertible preferred stock if such shares held by them immediately prior to the liquidation event were converted into the respective number of common shares (regardless of whether such conversion actually takes place), in which case such holders of redeemable convertible preferred stock will not be eligible to receive any distribution that would otherwise be made to holders of such series of redeemable convertible preferred stock that have not converted (or have not been deemed to have converted) into common shares. If the proceeds distributed among the holders of the redeemable convertible preferred stock shall be insufficient to permit the payment in full to the holders of redeemable convertible preferred stock, then the entire proceeds legally available for distribution shall be distributed ratably among the holders of the issued and outstanding shares of redeemable convertible preferred stock, ratably in proportion to the full amounts to which they would otherwise be respectively entitled. Upon completion of the distributions made to the holders of redeemable convertible preferred stock, all of the remaining proceeds available for distribution to stockholders shall be distributed among the holders of common stock pro rata based on the number of shares of common stock held by each such holder. Voting The holders of each share of redeemable convertible preferred stock are entitled to the number of votes equal to the number of shares of common stock into which such shares of redeemable convertible preferred stock could be converted. With respect to such vote, the holders have full voting rights and powers equal to the voting rights and powers of common stock. As long as at least 12,000,000 shares of Series C remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the holders of a majority of shares of Series C are entitled to elect one member of the Board of Directors. As long as at least 7,000,000 shares each of Series B and Series A remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the holders of a majority of shares of Series B and Series A, each voting as separate classes, are entitled to elect one member of the Board of Directors. As long as at least 7,100,000 shares of Series Seed-1 Seed-2, Series Seed-1 Seed-2 Redemption The preferred stock is not redeemable at the option of the holder. Protective Provisions As long as at least 30,000,000 shares of redeemable convertible preferred stock remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the Company may not, among other things, without the approval of at least 60% of the outstanding redeemable convertible preferred shares: (i) consummate a liquidation event; (ii) make any adjustments to the amended and restated certificate of incorporation or bylaws; (iii) increase of decrease the total number of shares of common stock or redeemable convertible preferred stock; (iv) authorize or issue any equity security having a preference over, or being on a parity with, any series of redeemable convertible preferred stock with respect to dividends, liquidation or redemption; (v) redeem, purchase or acquire any shares of redeemable convertible preferred stock or common stock other than for the purpose of repurchasing shares of common stock currently outstanding; (vi) create or authorize creation of any debt in excess of $20,000,000; (vii) materially change the Company’s business plan; (viii) change the number of authorized members of the Board of Directors; (ix) pay or declare any dividends or make any distributions on any shares of capital stock; (x) reclassify, alter or waive any powers, preferences or special rights of the redeemable convertible preferred stock. As long as at least 12,000,000 shares of Series C redeemable convertible preferred stock remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the Company may not, without the approval of at least 60% of the outstanding Series C redeemable convertible preferred shares: (i) make any adjustments to the amended and restated certificate of incorporation or bylaws so as to adversely alter the rights and preferences of Series C redeemable convertible stockholders; (ii) increase of decrease the total number of shares of Series C redeemable convertible preferred stock; and (iii) issue additional shares of Series C redeemable convertible preferred stock other than those pursuant to the Series C redeemable convertible preferred stock purchase agreement. | Note 8. Redeemable Convertible Preferred Stock Under the Company’s amended and restated certificate of incorporation, the Company is authorized to issue 105,500,526 shares of redeemable convertible preferred stock at a par value of $0.00001, with 6,950,729 shares designated as Series Seed-1 Seed-2 Redeemable convertible preferred stock as of December 31, 2020 and 2019, consisted of the following (in thousands, except share and per share amounts): December 31, 2020 Shares Shares Original Aggregate Net Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 33,139,930 19.3702 641,927 641,002 Total redeemable convertible preferred stock 105,500,526 96,252,623 $ 769,679 $ 768,312 December 31, 2019 Shares Shares Original Aggregate Net Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 29,500,322 19.3702 571,427 571,142 Total redeemable convertible preferred stock 105,500,526 92,613,015 $ 699,179 $ 698,452 The rights and preferences of holders of the redeemable convertible preferred stock are as follows: Dividends Holders of redeemable convertible preferred stock are entitled to receive non-cumulative as-converted Conversion Shares of redeemable convertible preferred stock may, at the option of the holder, be converted at any time into shares of common stock at a rate equal to dividing the original issue price of the relevant series of redeemable convertible preferred stock by the conversion price of $19.3702 for Series C redeemable convertible preferred stock, $4.4383 for Series B redeemable convertible preferred stock, $0.7594 for Series A redeemable convertible preferred stock, $0.6167 for Series Seed-2 Seed-1 Liquidation In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, sale, lease, transfer, exclusive license or other disposition (whether in one transaction or a series of related transactions) of all or substantially all of assets or change of control of the Company (any of such events representing a “liquidation event”), the holders of shares of each series of redeemable convertible preferred stock shall be entitled to receive, prior and in preference to any distribution of proceeds from such liquidation event to the holders of common stock, the greater of (i) an amount per share equal to the sum of the applicable original issuance price for such series of redeemable convertible preferred stock, plus declared but unpaid dividends on such share, or (ii) an amount that would be received by the holders of the redeemable convertible preferred stock if such shares held by them immediately prior to the liquidation event were converted into the respective number of common shares (regardless of whether such conversion actually takes place), in which case such holders of redeemable convertible preferred stock will not be eligible to receive any distribution that would otherwise be made to holders of such series of redeemable convertible preferred stock that have not converted (or have not been deemed to have converted) into common shares. If the proceeds distributed among the holders of the redeemable convertible preferred stock shall be insufficient to permit the payment in full to the holders of redeemable convertible preferred stock, then the entire proceeds legally available for distribution shall be distributed ratably among the holders of the issued and outstanding shares of redeemable convertible preferred stock, ratably in proportion to the full amounts to which they would otherwise be respectively entitled. Upon completion of the distributions made to the holders of redeemable convertible preferred stock, all of the remaining proceeds available for distribution to stockholders shall be distributed among the holders of common stock pro rata based on the number of shares of common stock held by each such holder. Voting The holders of each share of redeemable convertible preferred stock are entitled to the number of votes equal to the number of shares of common stock into which such shares of redeemable convertible preferred stock could be converted. With respect to such vote, the holders have full voting rights and powers equal to the voting rights and powers of common stock. As long as at least 12,000,000 shares of Series C remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the holders of a majority of shares of Series C are entitled to elect one member of the Board of Directors. As long as at least 7,000,000 shares each of Series B and Series A remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the holders of a majority of shares of Series B and Series A, each voting as separate classes, are entitled to elect one member of the Board of Directors. As long as at least 7,100,000 shares of Series Seed-1 Seed-2, Seed-1 Seed-2 Redemption The preferred stock is not redeemable at the option of the holder. Protective Provisions As long as at least 30,000,000 shares of redeemable convertible preferred stock remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the Company may not, among other things, without the approval of at least 60% of the outstanding redeemable convertible preferred shares: (i) consummate a liquidation event; (ii) make any adjustments to the amended and restated certificate of incorporation or bylaws; (iii) increase of decrease the total number of shares of common stock or redeemable convertible preferred stock; (iv) authorize or issue any equity security having a preference over, or being on a parity with, any series of redeemable convertible preferred stock with respect to dividends, liquidation or redemption; (v) redeem, purchase or acquire any shares of redeemable convertible preferred stock or common stock other than for the purpose of repurchasing shares of common stock currently outstanding; (vi) create or authorize creation of any debt in excess of $20,000,000; (vii) materially change the Company’s business plan; (viii) change the number of authorized members of the Board of Directors; (ix) pay or declare any dividends or make any distributions on any shares of capital stock; (x) reclassify, alter or waive any powers, preferences or special rights of the redeemable convertible preferred stock. As long as at least 12,000,000 shares of Series C redeemable convertible preferred stock remain outstanding, as adjusted for any stock splits, stock dividends, combinations, recapitalizations or the like, the Company may not, without the approval of at least 60% of the outstanding Series C redeemable convertible preferred shares: (i) make any adjustments to the amended and restated certificate of incorporation or bylaws so as to adversely alter the rights and preferences of Series C redeemable convertible stockholders; (ii) increase of decrease the total number of shares of Series C redeemable convertible preferred stock; and (iii) issue additional shares of Series C redeemable convertible preferred stock other than those pursuant to the Series C redeemable convertible preferred stock purchase agreement. |
Common Stock Warrants
Common Stock Warrants | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Warrants and Rights Note Disclosure [Abstract] | ||
Common Stock Warrants | Note 10. Common Stock Warrants In connection with the issuance of convertible notes, in March 2017 and May 2018, the Company issued to the note holders warrants to purchase 156,102 and 63,300 shares of common stock, respectively, with exercise prices of $0.10 and $0.67 per share, respectively. The common stock warrants expire in March 2027 and May 2028, respectively, and remain outstanding at June 30, 2021 and December 31, 2020. The Company allocated the proceeds between convertible notes and common stock warrants on a relative fair value basis and recorded the amount allocated to the common stock warrants within additional paid-in | Note 9. Common Stock Warrants In connection with the issuance of convertible notes, in March 2017 and May 2018, the Company issued to the note holders warrants to purchase 156,102 and 63,300 shares of common stock, respectively, with exercise prices of $0.10 and $0.67 per share, respectively. The common stock warrants expire in March 2027 and May 2028, respectively, and remain outstanding at December 31, 2020 and 2019. The Company allocated the proceeds from convertible notes and warrants on a relative fair value basis and recorded the amount allocated to the warrants within additional paid-in |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock Warrants | 6 Months Ended |
Jun. 30, 2021 | |
Redeemable Convertible Preferred Stock Warrants [Abstract] | |
Redeemable Convertible Preferred Stock Warrants | Note 11. Redeemable Convertible Preferred Stock Warrants On March 19, 2021 the Company entered into a government grant contract with In-Q-Tel, In-Q-Tel In-Q-Tel. In-Q-Tel, In-Q-Tel 10-year “In-Q-Tel In-Q-Tel o In-Q-Tel In-Q-Tel. |
Common Stock
Common Stock | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | ||
Common Stock | Note 12. Common Stock The Company is authorized to issue 149,793,455 shares of common stock with a par value of $0.00001. There were 35,693,292 and 35,305,759 shares of common stock issued and outstanding as of June 30, 2021 and December 31, 2020, respectively. The holders of common stock are entitled to one vote for each share held of record on all matters submitted to a vote of the stockholders. The holders of common stock are not entitled to cumulative voting rights with respect to the election of directors, and as a consequence, minority stockholders are not able to elect directors on the basis of their votes alone. Subject to preferences that may be applicable to any shares of redeemable convertible preferred stock currently outstanding or issued in the future, holders of common stock are entitled to receive ratably such dividends as may be declared by the Company’s board of directors out of funds legally available therefor. In the event of the Company’s liquidation, dissolution, or winding up, holders of the Company’s common stock are entitled to share ratably in all assets remaining after payment of liabilities and the liquidation preference of any then outstanding redeemable convertible preferred stock. As of June 30, 2021 and December 31, 2020, no dividends have been declared to date. The Company had reserved common stock, on an as-converted June 30, 2021 December 31, 2020 Stock options and RSU’s outstanding under 2016 Stock Plan 9,542,094 7,108,899 Remaining shares available for future issuance under the 2016 plan 533,647 144,375 Redeemable convertible preferred stock 99,608,293 96,252,623 Redeemable convertible preferred stock warrants 19,857 — Common stock warrants 219,402 219,402 Total common stock reserved 109,923,293 103,725,299 Restricted Stock In 2017, the Company issued 240,000 shares of common stock under restricted stock purchase agreements, which allow the Company to repurchase the unvested shares of common stock if the stockholder ceases to provide services to the Company. The Company’s right to repurchase the stock lapses over ten years. As of June 30, 2021, and December 31, 2020, 146,250 and 158,250 shares of common stock, respectively, were subject to repurchase at a weighted average price of $0.1 per share and $0.1 million was recorded as a stock repurchase lability in early exercise stock option liabilities on the condensed consolidated balance sheets. Common Stock Subject to Repurchase or Cancellation At incorporation, the Company issued to its then parent entity (the “Former Parent”) 29,382,750 one-for-one Parent that were (i) 9,382,750 shares underlying the Former Parent’s common stock options previously issued to its employees (the “Former Parent Options”) at $0.02 per share exercise price, and (ii) 20,000,000 shares underlying restricted stock units issued by the Former Parent to the Company’s chief executive officer (the “Former Parent RSUs”). The Company’s 29,382,750 common shares were issued to the Former Parent in order to achieve the economic effect whereby the then holders of the Former Parent’s common stock, stock options and restricted stock units would have ownership rights to an identical number of common shares of the Company as that to which they are entitled to with respect to the Former Parent’s common shares. Further, in November 2016 the Company and the Former Parent entered into a stock repurchase agreement with respect to the originally issued 29,382,750 common shares under which the Company would be entitled to repurchase at $0.02 per share or cancel the identical number of common shares issued to the Former Parent which becomes subject to repurchase or cancellation by the Former Parent under the Former Parent Options and Former Parent RSUs if such options and RSUs are unvested when an employee is terminated or vested options expire unexercised. At the time of the Company’s incorporation, 5,451,507 common shares were issued by the Former Parent in respect of early exercises of the Former Parent Options, and 6,944,444 Former Parent RSU were unvested. | Note 10. Common Stock The Company is authorized to issue 149,793,455 shares of common stock with a par value of $0.00001. There were 35,305,759 and 35,154,952 shares of common stock issued and outstanding as of December 31, 2020 and 2019, respectively. The holders of common stock are entitled to one vote for each share held of record on all matters submitted to a vote of the stockholders. The holders of common stock are not entitled to cumulative voting rights with respect to the election of directors, and as a consequence, minority stockholders are not able to elect directors on the basis of their votes alone. Subject to preferences that may be applicable to any shares of redeemable convertible preferred stock currently outstanding or issued in the future, holders of common stock are entitled to receive ratably such dividends as may be declared by the Company’s board of directors out of funds legally available therefor. In the event of the Company’s liquidation, dissolution, or winding up, holders of the Company’s common stock are entitled to share ratably in all assets remaining after payment of liabilities and the liquidation preference of any then outstanding redeemable convertible preferred stock. As of December 31, 2020 and 2019, no dividends have been declared to date. The Company had reserved common stock, on an as-converted December 31, December 31, Stock options outstanding under 2016 Stock Plan 7,108,899 3,937,765 Remaining shares available for future issuance under the 2016 plan 144,375 816,316 Redeemable convertible preferred stock 96,252,623 92,613,015 Common stock warrants 219,402 219,402 Total common stock reserved 103,725,299 97,586,498 Restricted Stock In 2017, the Company issued 240,000 shares of common stock under restricted stock purchase agreements, which allow the Company to repurchase the unvested shares of common stock if the stockholder ceases to provide services to the Company. The Company’s right to repurchase the stock lapses over ten years. As of December 31, 2020, and 2019, 158,250 and 182,250 shares of common stock, respectively, were subject to repurchase at a weighted average price of $0.1 per share and $0.1 million was recorded as a stock repurchase lability in early exercise stock option liabilities on the consolidated balance sheets. Common Stock Subject to Repurchase or Cancellation At incorporation, the Company issued to its then parent entity (the “Former Parent”) 29,382,750 one-for-one Further, in November 2016 the Company and the Former Parent entered into a stock repurchase agreement with respect to the originally issued 29,382,750 common shares under which the Company would be entitled to repurchase at $0.02 per share or cancel the identical number of common shares issued to the Former Parent which becomes subject to repurchase or cancellation by the Former Parent under the Former Parent Options and Former Parent RSUs if such options and RSUs are unvested when an employee is terminated or vested options expire unexercised. At the time of the Company’s incorporation, 5,451,507 common shares were issued by the Former Parent in respect of early exercises of the Former Parent Options, and 6,944,444 Former Parent RSU were unvested. |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-based Compensation | Note 13. Stock-based Compensation 2016 Stock Option and Grant Plan In November 2016, the Company’s Board of Directors adopted the 2016 Stock Option and Grant Plan (the Plan) under which officers, employees, directors, consultants and other key persons of the Company or its affiliates may be granted incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock and restricted stock units (“RSUs”). Under the Plan, stock options are generally granted with an exercise price equal to the estimated fair value of the Company’s common stock, as determined by the Company’s Board of Directors on the date of grant. Options generally have contractual terms of ten years. Incentive stock options (ISO) may only be granted to employees, whereas all other stock awards may be granted to employees, directors, consultants and other key persons. Outstanding options generally vest over six on 10 five 10 110 The fair value of the RSU’s granted under the plan determined by the Company’s Board of Directors on the date of grant. Generally, RSUs have six years vesting period and contractual terms of ten years. In May 2019, the Company cancelled 2,436,083 non-qualified re-issued non-qualified re-issuance, 0.70 The Company has also allowed certain option holders to exercise unvested options and stock purchase rights to purchase shares of common stock. Common shares received from such early exercises are subject to a right of repurchase at the original issuance price. The Company’s repurchase right with respect to these shares typically lapse over six years as the shares become vested. Former Parent Plan The Company concluded that the Former Parent Options and Former Parent RSUs represent in substance stock-based compensation awards of the Company (the “Former Parent Plan”) as they are designed to compensate the Company’s employees. As of June 30, 2021 and December 31, 2020, 305,659 608,687 0.02 0.02 Other Stock-based Awards In 2017, the Company issued 975,000 633,750 682,500 0.1 0.1 liability The Company records stock-based compensation expense for stock options based on the estimated fair value of the options on the date of the grant using the Black-Scholes option-pricing model. The absence of a public market for the Company’s common stock requires the Company’s board of directors to estimate the fair value of its common stock for purposes of granting options and for determining stock-based compensation expense by considering several objective and subjective factors, including contemporaneous third-party valuations, actual and forecasted operating and financial results, market conditions and performance of comparable publicly traded companies, developments and milestones in the Company, the rights and preferences of common and convertible preferred stock, and transactions involving the Company’s common stock. The fair value of the Company’s common stock was determined in accordance with the applicable elements of the American Institute of Certified Public Accountants guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. The following sets forth the total stock-based compensation expense for the Company’s stock options included in the Company’s condensed consolidated statements of operations (in thousands): Six months ended 2021 2020 Research and development expenses $ 7,939 $ 2,350 Selling, general and administrative expenses 3,861 315 Total stock-based compensation expense $ 11,800 $ 2,665 | Note 11. Stock-based Compensation 2016 Stock Option and Grant Plan In November 2016, the Company’s Board of Directors adopted the 2016 Stock Option and Grant Plan (the Plan) under which officers, employees, directors, consultants and other key persons of the Company or its affiliates may be granted incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock and restricted stock units. Under the Plan, stock options are generally granted with an exercise price equal to the estimated fair value of the Company’s common stock, as determined by the Company’s Board of Directors on the date of grant. Options generally have contractual terms of ten years. Incentive stock options (ISO) may only be granted to employees, whereas all other stock awards may be granted to employees, directors, consultants and other key persons. Outstanding options generally vest over six years, contain a one-year In May 2019, the Company cancelled 2,436,083 non-qualified re-issued non-qualified re-issuance, immediately prior to the modification and again after the modification occurred using the Black-Scholes option pricing model. The fair value of the modified options was less than the fair value of the original options immediately before the modification. As a result, no additional stock-based compensation was recognized. The Company has also allowed certain option holders to exercise unvested options and stock purchase rights to purchase shares of common stock. Common shares received from such early exercises are subject to a right of repurchase at the original issuance price. The Company’s repurchase right with respect to these shares typically lapse over six years as the shares become vested. As of December 31, 2020 and 2019, 2,894,573 and 2,788,245 shares, respectively, were subject to repurchase at a weighted average price of $0.38 per share and $0.47 per share, respectively, and $1.1 million and $1.3 million, respectively, was recorded as a stock repurchase lability in early exercised stock option liabilities on the consolidated balance sheets. Stock option activity under the Plan is as follows, net of re-issuance Options Outstanding Stock Option Activity Options Number of Weighted- Weighted- Aggregate Balances—January 1, 2019 3,498,354 1,786,829 $ 0.66 Additional shares authorized 1,400,000 — Options canceled and forfeited 545,289 (545,289 ) $ 0.69 Repurchases 161,307 — Options granted (4,798,400 ) 4,798,400 $ 0.69 Options exercised — (2,092,409 ) $ 0.66 Options expired 9,766 (9,766 ) $ 0.70 Balances—December 31, 2019 816,316 3,937,765 $ 0.70 9.37 $ 28,762 Additional shares authorized 2,682,255 Options canceled and forfeited 761,430 (761,430 ) $ 0.91 Repurchases 21,877 — Options granted (4,137,503 ) 4,137,503 $ 3.53 Options exercised — (204,939 ) $ 1.87 Balances—December 31, 2020 144,375 7,108,899 $ 2.29 9.06 $ 187,460 Vested and expected to vest 7,108,899 $ 2.29 9.06 $ 187,460 Shares exercisable (vested and unvested) 1,513,553 $ 1.96 8.75 $ 40,418 Total stock-based compensation expense for stock awards under the Plan recognized during the years ended December 31, 2020 and 2019 was $7.2 million and $3.9 million, respectively. As of December 31, 2020, total unrecognized compensation cost related to stock awards under the Plan was approximately $65.4 million to be recognized over a weighted average remaining requisite service period of 5.28 years. The weighted-average grant date fair value of options granted under the Plan in the years ended December 31, 2020 and 2019 was $14.31 and $4.10, respectively. The total grant date fair value of options vested during the years ended December 31, 2020 and 2019, was $6.2 million and $2.7 million, respectively. The intrinsic value of options exercised under the Plan was $3.1 million and $7.8 million respectively, during the years ended December 31, 2020 and 2019. At December 31, 2020 and 2019, 1,139,799 options and 390,462 options, respectively, under the Plan were vested and exercisable with a weighted-average exercise price of $1.10 and $0.70, respectively, and a weighted-average remaining contractual life of 8.55 years and 9.37 years, respectively. Former Parent Plan The Company concluded that the Former Parent Options and Former Parent RSUs represent in substance stock-based compensation awards of the Company (the “Former Parent Plan”) as they are designed to compensate the Company’s employees. As of December 31, 2020 and 2019, 608,687 and 1,594,433 common shares of the Company, respectively were subject to repurchase at $0.02 per share because they related to early exercises of Former Parent Options, and zero and 1,666,667 shares, respectively, were subject to repurchase at $0.02 per share because they related to unvested Former Parent RSUs. Stock option activity under the Former Parent Plan is as follows: Options Outstanding Stock Option Activity Options Number of Weighted- Weighted- Aggregate Balances—January 1, 2019 — 1,021,250 $ 0.02 Balances—December 31, 2019 — 1,021,250 $ 0.02 5.37 $ 8,150 Options Exercised — (16,703 ) $ 0.02 Balances—December 31, 2020 — 1,004,547 $ 0.02 4.37 $ 28,770 Vested and expected to vest 1,004,547 $ 0.02 4.37 $ 28,770 Exercisable 1,004,547 $ 0.02 4.37 $ 28,770 Total stock-based compensation expense for stock awards under the under the Former Parent Plan recognized during the years ended December 31, 2020 and 2019 was less than $0.1 million. As of December 31, 2020 and 2019, total unrecognized compensation cost related to stock awards under the Former Parent Plan was less than $0.1 million. The total grant date fair value of options vested during the years ended December 31, 2020 and 2019, was less than $0.1million. The intrinsic value of options exercised under the Former Parent Plan was $0.3 million and none during the years ended December 31, 2020 and 2019 respectively. At December 31, 2020 and 2019, 1,004,547 options and 1,021,250 options, respectively, under the Plan were vested and exercisable with a weighted-average exercise price of $0.02 and $0.02, respectively, and a weighted-average remaining contractual life of 4.37 years and 5.37 years, respectively. Other Stock-based Awards In 2017, the Company issued 975,000 common stock options outside of the 2016 Option Plan. The options were fully exercised as of December 31, 2020 and 2019, and 682,500 and 780,000 shares of common stock, respectively, were subject to repurchase at a weighted average price of $0.1 per share and $0.1 million, was recorded as a stock repurchase lability in early exercised stock option liabilities on the consolidated balance sheets. The Company records stock-based compensation expense for stock options based on the estimated fair value of the options on the date of the grant using the Black-Scholes option-pricing model. The absence of a public market for the Company’s common stock requires the Company’s board of directors to estimate the fair value of its common stock for purposes of granting options and for determining stock-based compensation expense by considering several objective and subjective factors, including contemporaneous third-party valuations, actual and forecasted operating and financial results, market conditions and performance of comparable publicly traded companies, developments and milestones in the Company, the rights and preferences of common and convertible preferred stock, and transactions involving the Company’s common stock. The fair value of the Company’s common stock was determined in accordance with the applicable elements of the American Institute of Certified Public Accountants guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. The assumptions in the Black-Scholes option-pricing models used to determine the fair value of stock options granted during the years ended December 31, 2020 and 2019 were as follows: Year Ended December 31, 2020 2019 Expected volatility 49.9% - 73.5% 44.9% - 52.0% Expected dividend yield 0% 0% Expected term (in years) 5.0 - 6.6 5.1 - 6.6 Risk-free interest rate 1.3% - 1.4% 1.6% - 2.7% Expected volatility Risk-free interest rate — zero-coupon Expected dividend yield Expected term The following sets forth the total stock-based compensation expense for the Company’s stock options included in the Company’s consolidated statements of operations (in thousands): Year Ended 2020 2019 Research and development expenses $ 6,130 $ 3,301 Selling, general and administrative expenses 1,055 605 Total stock-based compensation expense $ 7,185 $ 3,906 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes The components of loss before taxes are as follows (in thousands): Year Ended December 31, 2020 2019 United States $ (114,010 ) $ (110,334 ) International (123 ) (13 ) Loss before income taxes $ (114,133 ) $ (110,347 ) The provision for income taxes is as follows (in thousands): Year Ended 2020 2019 Current Federal $ — $ — State 24 2 Foreign 7 — Total current provision 31 2 Deferred — — Federal — — State — — Total deferred provision — — Total provision $ 31 $ 2 A reconciliation of the statutory U.S. federal rate to the Company’s effective tax rate is as follows (dollars in thousands): Year Ended 2020 2019 % % Tax at federal statutory rate (21.0 )% (21.0 )% State taxes, net of federal benefit (6.7 )% (6.3 )% Permanent differences 0.2 % 1.6 % Change in valuation allowance 32.5 % 29.5 % Tax credits (5.0 )% (3.8 )% Provision for taxes 0.0 % 0.0 % Significant components of the Company’s net deferred tax assets as of December 31, 2020 and 2019 (in thousands): December 31, 2020 2019 Deferred tax assets: Net operating loss carryforwards $ 72,785 $ 42,051 Research and development credits 13,499 7,759 Accruals and reserves 493 551 Property and equipment 811 474 Stock-based compensation 649 418 Total deferred tax assets 88,237 51,253 Valuation allowance (88,237 ) (51,115 ) Net deferred tax assets — 138 Deferred tax liabilities Intangibles — (138 ) Total deferred tax liabilities — (138 ) Net deferred tax assets $ — $ — The following shows the changes in the gross amount of unrecognized tax benefits as follows (in thousands): December 31, 2020 2019 Unrecognized tax benefits, beginning of the year $ 2,872 $ 1,299 Increases related to prior year tax positions — — Decreases related to prior year tax positions — — Increases related to current year tax positions 2,123 1,573 Unrecognized tax benefits, end of year $ 4,995 $ 2,872 The Company has adopted the accounting policy that interest and penalties recognized are classified as part of its income taxes. The Company does not anticipate that its total unrecognized tax benefits will significantly change due to settlement of examination or the expiration of statute of limitations during the next 12 months. Due to the full valuation allowance at December 31, 2020, current adjustments to the unrecognized tax benefit will have no impact on our effective income tax rate. Any adjustments made after the valuation allowance is released will have an impact on the tax rate. In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Due to the uncertainty of the business in which the Company operates, projections of future profitability are difficult and past operating results are not necessarily indicative of future profitability. Management does not believe it is more likely than not that the deferred income tax assets will be realized; accordingly, a full valuation allowance has been established on net deferred income tax assets. The valuation allowance increased by $32.6 million during the year ended December 31, 2019, and by $37.1 million during the year ended December 31, 2020. As of December 31, 2020, the Company had federal net operating loss carryforwards (“NOLs”) of $261.4 million, of which approximately $15.8 million expire between 2036 and 2037 and the remainder do not expire. As of December 31, 2019, the Company had federal NOLs of $150.8 million of which approximately $15.8 million will expire between 2036 and 2037 and the remainder do not expire. As of December 31, 2020, and December 31, 2019, the Company had state NOLs of $256.0 million and $148.6 million, respectively, that will begin to expire in 2036. In addition, the Company had foreign NOLs of $0.2 million. At December 31, 2020, the Company had federal research and development credits of $10.5 million and California research and development credits of $9.5 million. The federal credits will expire beginning 2036, while California credits have no expiration. The federal and state net operating loss and credit carryforwards may be subject to significant limitations under Sections 382 and 383 of the Internal Revenue Code (Code) and similar provisions of state law. These Code sections limit the federal net operating loss and credit carryforwards that may be used in any year in the event of an “ownership change”. A Section 382 “ownership change” generally occurs if one or more shareholders or groups of shareholders, who own at least 5% of the Company’s stock, increase their ownership by more than 50 percentage points over their lowest ownership percentage within a rolling three-year period. The Company may have previously experienced, and may in the future experience, one or more Section 382 “ownership changes”. If so, the Company may lose some or all of the tax benefits of its NOLs and tax credits. The extent of such limitations for prior years, if any, has not been determined. The Company currently has no federal or state tax examinations in progress nor has it had any federal or state tax examinations since its inception. As a result of the Company’s net operating loss and credit carryforwards all of its years are subject to federal and state examination. |
Related Party Transactions
Related Party Transactions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | Note 14. Related Party Transactions The Company’s Chief Executive Officer and founder has ownership interests in certain vendors providing services to the Company. These services purchased from these vendors include rent of office space and certain utilities and maintenance services related to the property on which the rented premises are located. Expenses and related payments to these vendors totaled $0.7 million and $0.8 million during the six months ended June 30, 2021 and 2020, respectively. The Company owed these vendors $0.2 million and $0.2 million as of June 30, 2021 and December 31, 2020, respectively. In addition, during 2020 subsequent to deconsolidation of SummerBio (see Note 2), the Company entered into certain transactions with SummerBio. Expenses and related payments to SummerBio totaled and nil | Note 13. Related Party Transactions The Company’s Chief Executive Officer and founder has ownership interests in certain vendors providing services to the Company. These services purchased from these vendors include rent of office space and certain utilities and maintenance services related to the property on which the rented premises are located. Expenses and related payments to these vendors totaled $1.5 million and $1.5 million during the years ended December 31, 2020 and 2019, respectively. The Company owed these vendors $0.2 million and $0.1 million as of December 31, 2020 and 2019, respectively. In addition, during 2020 subsequent to deconsolidation of SummerBio (see Note 2), the Company entered into certain transactions with SummerBio. These transactions included purchases of COVID-19 |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Net Loss per Share Attributable to Common Stockholders | Note 15. Net Loss per Share Attributable to Common Stockholders Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period. Because the Company reported a net loss for the six months ended in June 30, 2021 and 2020, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share for those periods presented because the potentially dilutive shares would have been antidilutive if included in the calculation. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Six Months Ended June 30, 2021 2020 Numerator: Net loss attributable to common stockholders $ (106,511 ) $ (52,237 ) Denominator: Weighted-average shares outstanding 32,239,448 29,040,833 Net loss per share attributable to common stockholders, basic and diluted $ (3.30 ) $ (1.80 ) The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: As at June 30, 2021 2020 Redeemable convertible preferred stock 99,608,293 96,252,623 Common stock warrants 219,402 219,402 Unvested restricted stock awards 146,250 170,250 Unvested restricted stock units 2,966,408 — Options to purchase common stock 6,575,686 5,268,106 Series C redeemable convertible preferred stock warrants 19,857 — Total 109,535,896 101,910,381 | Note 14. Net Loss per Share Attributable to Common Stockholders Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period. Because the Company reported a net loss for 2020 and 2019, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share for those periods presented because the potentially dilutive shares would have been antidilutive if included in the calculation. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Year Ended Year Ended Numerator: Net loss attributable to common stockholders $ (114,164 ) $ (110,349 ) Denominator: Weighted-average shares outstanding 30,066,847 26,839,662 Net loss per share attributable to common stockholders, basic and diluted $ (3.80 ) $ (4.11 ) The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Year Ended Year Ended Redeemable convertible preferred stock 96,252,623 92,613,015 Common stock warrants 219,402 219,402 Unvested restricted stock awards 158,250 182,250 Options to purchase common stock 7,108,899 3,937,765 Total 103,739,174 96,952,432 |
Subsequent Events
Subsequent Events | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Subsequent Events [Abstract] | ||
Subsequent Events | Note 16. Subsequent Events The Company evaluated subsequent events through August 16, 2021, the date on which the condensed consolidated financial statements were available for issuance. On August 10, 2021, the Company completed a merger with RTP. Refer to Note 1 for additional discussion. | Note 15. Subsequent Events The Company evaluated subsequent events through April 1, 2021, the date on which the consolidated financial statements were available for issuance. On January 11, 2021, the Company completed the acquisition of a portion of Uber Technologies, Inc.’s (“Uber”) business dedicated to development of aerial ridesharing (“Uber Elevate”) in exchange for consideration in the form of 2,581,285 shares of the Company’s Series C redeemable convertible preferred stock. Concurrently with the acquisition of Uber Elevate, the Company issued to Uber convertible notes for the total principal amounts of $75.0 million. The Company determined that the convertible notes included a premium of approximately $1.0 million, which is attributable to the consideration transferred by the Company in this acquisition. Total fair value of consideration transferred by the Company to acquire Uber Elevate was approximately $83.0 million. The initial accounting for this business acquisition is incomplete at the time of this filing, including the determination if it should be accounted as a business combination or an asset purchase. As a result, the Company is unable to disclose amounts recognized as of the acquisition date for major classes of assets and liabilities acquired and resulting from the transaction along with any potential goodwill. The Company will include this information in future filings. In January and February 2021, the Company granted 2,087,234 restricted stock units with service based vesting conditions and a total fair value of $60.8 million. The restricted stock units will vest over an average vesting period of approximately six years. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements include accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position as of June 30, 2021 and December 31, 2020 and results of operations and cash flows for the six months ended June, 2021 and 2020. | Basis of Presentation The consolidated financial statements include accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position, results of operations, cash flows and footnotes as of December 31, 2020 and 2019, and for the years then ended. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying balance sheet as of June 30, 2021, the condensed consolidated statements of operations, condensed consolidated statements of comprehensive loss, the condensed consolidated statements of redeemable convertible preferred stock and stockholders’ deficit for the six months ended June 30, 2021 and 2020 and statements of cash flows for the six months ended June 30, 2021 and 2020, and accompanying these statements notes are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments necessary for the fair presentation of these statement. The accompanying balance sheet as of December 31, 2020 was derived from the audited consolidated financial statements as of that date. Certain disclosures have been condensed or omitted from the unaudited interim condensed consolidated financial statements. The results for the six months ended June 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, any other interim periods, or any future year or period. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020. | |
Foreign Currency | Foreign Currency The Company determined that the local currency is the functional currency for its foreign operations. Assets and liabilities of the subsidiary are translated to United States dollars using the current exchange rate at the balance sheet date. Revenues and expenses are translated using the average exchange rate during the period. Cumulative translation adjustments related to the subsidiary are reflected as a separate component of stockholders’ deficit. Net gains and losses resulting from foreign currency transactions are included in other income (expense), net in the accompanying consolidated statement of operations. | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, expenses and disclosure of contingent assets and liabilities. The most significant estimates are related to the valuation of common stock, stock-based awards, preferred stock, preferred stock warrant and intangible assets acquired and the valuation of and provisions for income taxes and contingencies. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under related circumstances. The estimates form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and expenses during the reporting period. The most significant estimates are related to the valuation of common stock, stock-based awards, derivative instruments and the valuation of and provisions for income taxes and contingencies. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. |
Segments | Segments Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company has one operating segment because its CODM, who is its Chief Executive Officer, reviews Company’s financial information on a consolidated basis for purposes of making decisions regarding allocating resources and assessing performance. The Company has no segment managers who are held accountable by the CODM for operations, operating results, and planning of components below the consolidated level. | Segments Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company operates as one operating segment because its CODM, who is its Chief Executive Officer, reviews its financial information on a consolidated basis for purposes of making decisions regarding allocating resources and assessing performance. The Company has no segment managers who are held accountable by the CODM for operations, operating results, and planning for levels of components below the consolidated unit level. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, short-term investments, other receivables, accounts payable, accrued liabilities, short-term and long-term debt, redeemable convertible preferred stock, common stock warrants and redeemable convertible preferred stock warrants. The carring amounts of cash and cash equivalents, short-term investments, other receivables, accounts payable, and accrued and other current liabilities approximates their fair values due to the short time to the expected receipt or payment. The carrying amount of the Company’s short-term debt approximates its fair value as the effective interest rate approximates market rates currently available to the Company. Common stock warrants were initially recorded at the value allocated to them and not subject to remeasurement in subsequent periods. At initial recognition, the Company recorded the redeemable convertible preferred stock warrant liability on the balance sheet at its fair value. The redeemable convertible preferred stock warrant liability was subject to remeasurement at each balance sheet date, with changes in fair value recognized as a component of other income, net in the condensed consolidated statements of operations. | Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, other receivables, accounts payable, accrued liabilities, short-term and long-term debt, derivative instruments and common stock warrants. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that subject the Company to credit risk consist primarily of cash, cash equivalents and restricted cash, short-term investments and other receivables. At June 30, 2021 and December 31, 2020, cash and cash equivalents consist of cash deposited with domestic and foreign financial institutions that are of high-credit quality. The Company is exposed to credit risk in the event of default by the domestic financial institutions to the extent that cash and cash equivalent deposits are in excess of amounts insured by the Federal Deposit Insurance Corporation. Foreign cash balances are not insured. The Company has not experienced any losses on its deposits since inception. Short-term investments consist of government and corporate debt securities and corporate asset backed securities that carry high-credit ratings and accordingly, minimal credit risk exists with respect to these balances. The Company’s other receivables are due from a United States government agencies under the Company’s government grant contracts. At June 30, 2021 and December 31, 2020 two agencies accounted for 94% and 89% of the Company’s other receivables, respectively. The Company provides for uncollectible amounts when specific credit problems are identified. In doing so, the Company analyzes historical bad debt trends, debtor creditworthiness, current economic trends, and changes in debtor payment patterns when evaluating the adequacy of the allowance for doubtful accounts. | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash, cash equivalents and restricted cash, short-term investments and other receivables. At December 31, 2020 and 2019, cash and cash equivalents consist of cash deposited with domestic and foreign financial institutions that are of high-credit quality. The Company is exposed to credit risk in the event of default by the domestic financial institutions to the extent that cash and cash equivalent deposits are in excess of amounts insured by the Federal Deposit Insurance Corporation. Foreign cash balances are not insured. The Company has not experienced any losses on its deposits since inception. Short-term investments consist of government and corporate debt securities and corporate asset backed securities that carry high-credit ratings and accordingly, minimal credit risk exists with respect to these balances. The Company’s other receivables are due from a United States government agency under the Company’s government grant contracts. At December 31, 2020 these two agencies accounted for 89% of the Company’s other receivables. The Company provides for uncollectible amounts when specific credit problems are identified. In doing so, the Company analyzes historical bad debt trends, debtor creditworthiness, current economic trends, and changes in debtor payment patterns when evaluating the adequacy of the allowance for doubtful accounts. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments with an original maturity from the date of purchase of three months or less to be cash and cash equivalents. The recorded carrying amount of cash and cash equivalents approximates their fair value. At December 31, 2020 and 2019, restricted cash relates to collateral for a lease obligation. | |
Marketable Debt Securities | Marketable Debt Securities The Company classifies marketable debt securities as available-for-sale | |
Investment in SummerBio, LLC | Investment in SummerBio, LLC Following the outbreak of the COVID-19 providing high-volume rapid COVID-19 COVID-19 On August 24, 2020 SummerBio raised additional financing through issuing equity instruments to related parties, and changed the structure of its board of directors, as a result of which the Company’s remaining voting interest became approximately 61.5% and the Company lost the ability to nominate majority of the members of SummerBio’s board of directors. The Company maintains significant influence, but not control over SummerBio, as it does not have the ability to direct the decisions that most significantly impact its economic performance. As a result, the Company concluded that on August 24, 2020, it lost control over SummerBio. The Company has determined it is not the primary beneficiary of the investment and therefore accounts for its investment in SummerBio under the equity method of accounting. The Company concluded that its retained interest in SummerBio should be accounted for under the equity method. Accordingly, the Company deconsolidated SummerBio, recognized its remaining investment in SummerBio at fair value of $5.2 million as an equity method investment, derecognized net liabilities of SummerBio of $1.7 million and recognized the resulting gain on deconsolidation of $6.9 million, which is included in other income on the consolidated statement of operations for the year ended December 31, 2020. The Company recognized its share of earnings of SummerBio for the total amount of $5.8 million as Income from equity method investment on the consolidated statement of operations for the year ended December 31, 2020. As of December 31, 2020, the Company’s ownership interest in SummerBio was approximately 45.5% and it was entitled to nominate one member of SummerBio’s board of directors. The Company is a related party of SummerBio after it lost control over it. At deconsolidation, the fair value of the Company’s remaining investment in SummerBio was determined by management, with the assistance of a third-party valuation specialist. To calculate total equity value of SummerBio, management used the back-solve method, solving for a total equity value that resulted in Series A preferred unit value consistent with its issuance price of $0.375 per unit. The Company then used option pricing model to calculate its remaining interest in SummerBio. Management also applied discount due to lack of marketability which was calculated at 14.4%. The key assumptions in back-solve option pricing method analysis included: • Back-solve security value – Series A preferred units issued at a price per unit of $0.375; • Option term – five years based upon the current state of development of SummerBio; • Risk-free rate – 0.28%, which represents the five-year constant maturity U.S. Treasury Bonds as of the valuation date; • Volatility – stock price volatility was estimated based upon an analysis of historical volatilities of a peer group of companies, which was estimated at 39.5%; • Option value allocation percentages – The allocation percentages ranged between 19.2% - 100%. At December 31, 2020 the Company reviewed its investment in SummerBio for impairment by determining whether events or changes in circumstances indicate that the carrying amount of the investment may not be recoverable. In making this judgment, the Company considered available quantitative and qualitative evidence in evaluating potential impairment of these investments. The Company determined that the carrying value of the investment did not exceeds its fair value and, therefore, there are no indicators that its investment in SummerBio is impaired. | |
Property and Equipment, net | Property and Equipment, net Property and equipment, net is stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recorded using the straight-line method over the estimated useful lives of the assets, generally two to ten years. Leasehold improvements and equipment finances under capital leases are amortized over the shorter of the estimated useful life of the asset or the remaining term of the lease. | |
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 comparing the carrying amount of an asset to future net cash flows expected to be generated by the asset. If the Company determines that the carrying value of long-lived assets may not be recoverable, 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. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. The Company did not record any impairment of long-lived assets in 2020 and 2019. | |
Leases | Leases Leases are evaluated and recorded as capital leases if one of the following is true at inception: (a) the present value of minimum lease payments meets or exceeds 90% of the fair value of the asset, (b) the lease term is greater than or equal to 75% of the economic life of the asset, (c) the lease arrangement contains a bargain purchase option, or (d) title to the property transfers to the Company at the end of the lease. The Company records an asset and liability for capital leases at present value of the minimum lease payments based on the incremental borrowing rate. Assets are depreciated over the useful life in accordance with the Company’s depreciation policy while rental payments and interest on the liability are accounted for using the effective interest method. Leases that are not classified as capital leases are accounted for as operating leases. Operating lease agreements that have tenant improvement allowances are evaluated for lease incentives. For leases that contain escalating rent payments, the Company recognizes rent expense on the straight-line basis over the lease term, with any lease incentives amortized as a reduction of rent expense over the lease term. | |
Derivative Instruments | Derivative Instruments The convertible promissory notes issued in December 2018, and January 2019 (“2018 convertible notes” and “2019 convertible notes”) contained embedded features that provided the lenders with multiple settlement alternatives. Certain settlement features provided the lenders the right or the obligation to receive cash or a variable number of shares upon the completion of a capital raising transaction, an initial public offering (“IPO”), change of control, the closing of the sale or other disposition of all or substantially all of the Company’s assets (together with the change of control any such event referred to as “Corporate Transaction”) or default of the Company (the “redemption features”). Certain redemption features embedded in the convertible notes met the requirements for separate accounting and were accounted for as a single, compound derivative instrument for each round of the convertible notes (“2018 derivative instrument”, and “2019 derivative instrument”). The compound derivative instruments were recorded at fair value at inception and were subject to remeasurement to fair value at each consolidated balance sheet date, with the change in fair value reflected in the consolidated statements of operations. In December 2019, the 2018 and 2019 convertible notes were converted into Series C redeemable convertible preferred stock, and the derivative instruments were settled as part of conversion (see Note 5). | |
Government Grants | Government Grants The Company receives payments from government entities under non-refundable non-authoritative | |
Research and Development | Research and Development The Company expenses research and development costs as incurred. Research and development expenses consist primarily of salaries and employee benefits, including stock-based compensation, costs of consulting, equipment and materials and allocations of various overhead and occupancy costs, including facility costs and equipment depreciation. | |
Selling, General and Administrative | Selling, General and Administrative Selling, general and administrative expenses include compensation, employee benefits and stock-based compensation for executive management, finance administration, and human resources, allocated facility costs (including rent), professional service fees and other general overhead costs, including allocated depreciation to support the Company’s operations. | |
Advertising Expense | Advertising Expense The Company expenses advertising costs as incurred. Advertising expenses for the years ended December 31, 2020 and 2019 were $0.1 million and $0.1 million, respectively, included in selling, general and administrative expenses in the consolidated statements of operations. | |
Income Taxes | Income Taxes The Company uses the asset and liability method in accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax expense or benefit is the result of changes in the deferred tax asset and liability. Valuation allowances are established when necessary to reduce deferred tax assets where it is more likely than not that the deferred tax assets will not be realized. In evaluating the Company’s ability to recover deferred tax assets, the Company considers all available positive and negative evidence, including historical operating results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination by the taxing authorities, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. | |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, without consideration of potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock and potentially dilutive securities outstanding for the period. For purposes of the diluted net loss per share calculation, the redeemable convertible preferred stock, common stock warrants, common stock subject to repurchase, and stock options are considered to be potentially dilutive securities. Basic and diluted net loss attributable to common stockholders per share is presented in conformity with the two-class | |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes all changes in equity (net assets) during the period from nonowner sources. The Company’s comprehensive loss consists of its net loss, its cumulative translation adjustments, and its unrealized gains or losses on available-for-sale | |
Stock-Based Compensation | Stock-Based Compensation The Company measures and records the expense related to stock-based payment awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grant, generally equal to the vesting period and uses the straight-line method to recognize stock-based compensation, and accounts for forfeitures as they occur. The Company selected the Black-Scholes-Merton (“Black-Scholes”) option-pricing model as the method for determining the estimated fair value for stock options. The Black-Scholes option-pricing model requires the use of highly subjective and complex assumptions, which determine the fair value of share-based awards, including the option’s expected term, expected volatility of the underlying stock, risk-free interest rate and expected dividend yield. | |
Fair Value of Common Stock | Fair Value of Common Stock The fair value of the Company’s common stock is determined by the board of directors with assistance from management and, in part, on input from an independent third-party valuation firm. The board of directors determines the fair value of common stock by considering a number of objective and subjective factors, including valuations of comparable companies, sales of redeemable convertible preferred stock, operating and financial performance, the lack of liquidity of the Company’s common stock and the general and industry-specific economic outlook. | |
Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred Stock Warrant The Company’s redeemable convertible preferred stock warrants require liability classification and accounting as the underlying redeemable convertible preferred stock is considered contingently redeemable and may obligate the Company to transfer assets to the holders at a future date upon occurrence of a deemed liquidation event. The redeemable convertible preferred stock warrants are recorded at fair value upon issuance and are subject to remeasurement to fair value at each balance sheet date, with any changes in fair value recognized in the condensed consolidated statements of operations. The Company will continue to adjust the redeemable convertible preferred stock warrant liability for changes in fair value until the earlier of the exercise or expiration of the redeemable convertible preferred stock warrants, occurrence of a deemed liquidation event or conversion of redeemable convertible preferred stock into common stock. | Redeemable Convertible Preferred Stock The redeemable convertible preferred stock is recorded outside of permanent equity because while it is not mandatorily redeemable, in the event of certain events considered not solely within the Company’s control, such as a merger, acquisition, and sale of all or substantially all of the Company’s assets (each, a “deemed liquidation event”), the redeemable convertible preferred stock will become redeemable at the option of the holders of at least a majority of the then-outstanding such shares. The Company has not adjusted the carrying values of the redeemable convertible preferred stock to the redemption amount of such shares because it is uncertain whether or when a deemed liquidation event would occur that would obligate the Company to pay the liquidation preferences to holders of shares of redeemable convertible preferred stock. Subsequent adjustments to the carrying values of the liquidation preferences will be made only when it becomes probable that such a deemed liquidation event will occur. |
Common Stock Warrants | Common Stock Warrants Warrants to purchase shares of the Company’s common stock are equity classified and recognized within additional paid-in paid-in | |
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012. As such the Company is eligible for exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies, including reduced reporting and extended transition periods to comply with new or revised accounting standards for public business entities. The Company has elected to avail itself of this exemption and, therefore, will not be subject to the timeline for adopting new or revised accounting standards for public business entities that are not emerging growth companies, and will follow the transition guidance applicable to private companies. | Emerging Growth Company The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012. As such the Company is eligible for exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies, including reduced reporting and extended transition periods to comply with new or revised accounting standards for public business entities. The Company has elected to avail themselves of this exemption and, therefore, will not be subject to the timeline for adopting new or revised accounting standards for public business entities that are not emerging growth companies, and will follow the transition guidance applicable to private companies. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In November 2016, the FASB issued an ASU No. 2016-18, Statement of Cash Flows: Restricted Cash beginning-of-period end-of-period In June 2018, the FASB issued an ASU No. 2018-07, Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting No. 2018-07 In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement | |
New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) No. 2018-10, Codification Improvements to Topic 842, Leases No. 2016-02. off-balance-sheet No. 2018-11, Leases (Topic 842): Targeted Improvements right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments available-for-sale In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes related to the approach for intra-period tax allocation and modified the methodology for calculating income taxes in an interim period. It also clarifies and simplifies other aspects of the accounting for income taxes. The guidance is effective for the Company for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022 with early adoption permitted. The Company is evaluating the effect of this guidance on its condensed consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2020, the FASB issued ASU 2020-01, Investments — Equity Securities (Topic 321), Investments — Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815 — a consensus of the FASB Emerging Issues Task Force | New Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) No. 2018-10, Codification Improvements to Topic 842, Leases No. 2016-02. off-balance-sheet No. 2018-11, Leases (Topic 842): Targeted Improvements right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments available-for-sale In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2020, the FASB issued ASU 2020-01, Investments — Equity Securities (Topic 321), Investments — Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815 — a consensus of the FASB Emerging Issues Task Force |
Asset Acquisitions and Business Combinations | Asset Acquisitions and Business Combinations Upon an acquisition the Company performs an initial test to determine whether substantially all of the fair value of the gross assets transferred is concentrated in a single identifiable asset or a group of similar identifiable assets, such that the acquisition would not represent a business. If that test suggests that the set of assets and activities is a business, the Company then performs a second test to evaluate whether the assets and activities transferred include inputs and substantive processes that together, significantly contribute to the ability to create outputs, which would constitute a business. If the result of the second test suggests that the acquired assets and activities constitute a business, the Company accounts for the transaction as a business combination. For transactions accounted for as business combinations, the Company allocates the fair value of acquisition consideration to the acquired identifiable assets and liabilities based on their estimated fair values. Acquisition consideration includes the fair value of any promised contingent consideration. The excess of the fair value of acquisition consideration over the fair value of acquired identifiable assets and liabilities is recorded as goodwill. Contingent consideration is remeasured to its fair value each reporting period with changes in the fair value of contingent consideration recorded in general and administrative expenses. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. In certain circumstances, the allocations of the excess purchase price are based upon preliminary estimates and assumptions and subject to revision when the Company receives final information, including appraisals and other analyses. During the measurement period, which is one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Acquisition-related costs are expensed as incurred. For transactions accounted for as asset acquisitions, the cost, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. The Company generally includes contingent consideration in the cost of the assets acquired only when the uncertainty is resolved. The Company recognizes contingent consideration adjustments to the cost of the acquired assets prospectively using the straight-line method over the remaining useful life of the assets. No goodwill is recognized in asset acquisitions. | |
Goodwill | Goodwill Goodwill is recorded when the consideration paid for a business acquisition exceeds the fair value of net identifiable assets and liabilities acquired. Goodwill is measured and tested for impairment annually on the last business day of the fiscal fourth quarter and whenever events or changes in circumstances indicate the carrying amount of goodwill may exceed its implied fair value. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of goodwill’s reporting unit is less than its carrying amount, however the Company may determine to proceed directly to the quantitative impairment test. If the Company assesses qualitative factors and concludes that it is more likely than not that the fair value of goodwill’s reporting unit is less than its carrying amount or if the Company determines not to use the qualitative assessment, then a quantitative impairment test is performed. The quantitative impairment test requires comparing the fair value of the reporting unit to its carrying value, including goodwill. The Company has identified that its business operates as a single operating segment which is also a single reporting unit for purposes of testing for goodwill impairment. An impairment exists if the fair value of the reporting unit is lower than its carrying value, and the Company would record a goodwill impairment loss in the fiscal quarter in which the determination is made. | |
Intangible Assets | Intangible assets include identifiable intangible assets, primarily software technologies resulting from acquisitions (see Note 4). Acquired intangible assets are initially recorded at fair value. The fair value of software technologies is estimated on the basis of replacement cost and the fair value of contractual agreements asset is based primarily on the discounted cash flow model. Software technologies are amortized on a straight-line basis over their estimated useful lives, generally 3 to 5 years. The Company’s estimates of useful lives of intangible assets are based on cash flow forecasts which incorporate various assumptions, including forecasted remaini n | |
Contractual Agreements | Contractual Agreements Contractual agreements asset (see Note 4) is classified as other non-current The Company reviews the contractual agreements asset for impairment at least annually or whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. Recoverability of the contractual agreements asset is measured by comparing the carrying amount of the asset to future net cash flows expected to be generated by the asset. If the Company determines that the carrying value of the asset may not be recoverable, 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. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary . | |
Redeemable Convertible Preferred Stock Warrant | Redeemable Convertible Preferred Stock Warrant The Company’s redeemable convertible preferred stock warrants require liability classification and accounting as the underlying redeemable convertible preferred stock is considered contingently redeemable and may obligate the Company to transfer assets to the holders at a future date upon occurrence of a deemed liquidation event. The redeemable convertible preferred stock warrants are recorded at fair value upon issuance and are subject to remeasurement to fair value at each balance sheet date, with any changes in fair value recognized in the condensed consolidated statements of operations. The Company will continue to adjust the redeemable convertible preferred stock warrant liability for changes in fair value until the earlier of the exercise or expiration of the redeemable convertible preferred stock warrants, occurrence of a deemed liquidation event or conversion of redeemable convertible preferred stock into common stock. | Redeemable Convertible Preferred Stock The redeemable convertible preferred stock is recorded outside of permanent equity because while it is not mandatorily redeemable, in the event of certain events considered not solely within the Company’s control, such as a merger, acquisition, and sale of all or substantially all of the Company’s assets (each, a “deemed liquidation event”), the redeemable convertible preferred stock will become redeemable at the option of the holders of at least a majority of the then-outstanding such shares. The Company has not adjusted the carrying values of the redeemable convertible preferred stock to the redemption amount of such shares because it is uncertain whether or when a deemed liquidation event would occur that would obligate the Company to pay the liquidation preferences to holders of shares of redeemable convertible preferred stock. Subsequent adjustments to the carrying values of the liquidation preferences will be made only when it becomes probable that such a deemed liquidation event will occur. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value, Net Asset (Liability) [Abstract] | ||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2021 Level 1 Level 2 Level 3 Total Assets measured at fair value Money market funds $ 27,770 $ — $ — $ 27,770 Cash equivalents 27,770 — — 27,770 Term deposits — 40,024 — 40,024 Asset backed securities — 66,477 — 66,477 Government debt securities — 79,735 — 79,735 Corporate debt securities — 188,974 — 188,974 Available-for-sale — 375,210 — 375,210 Total fair value of assets $ 27,770 $ 375,210 $ — $ 402,980 Liabilities measured at fair value Redeemable convertible preferred stock warrant liability — — $ 627 627 Total fair value of liabilities $ — $ — $ 627 $ 627 December 31, 2020 Level 1 Level 2 Level 3 Total Assets measured at fair value Money market funds $ 74,049 $ — $ — $ 74,049 Cash equivalents 74,049 — — 74,049 Asset backed securities — 52,022 — 52,022 Government debt securities — 57,829 — 57,829 Corporate debt securities — 258,736 — 258,736 Marketable securities — 368,587 — 368,587 Total fair value of assets $ 74,049 $ 368,587 $ — $ 442,636 | The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy (in thousands): December 31, 2020 Level 1 Level 2 Level 3 Total Assets measured at fair value Money market funds $ 74,049 $ — $ — $ 74,049 Cash equivalents 74,049 — — 74,049 Asset backed securities — 52,022 — 52,022 Government debt securities — 57,829 — 57,829 Corporate debt securities — 258,736 — 258,736 Marketable debt securities — 368,587 — 368,587 Total fair value of assets $ 74,049 $ 368,587 — $ 442,636 |
Summary of Debt Securities, Available-for-sale | The following is a summary of the Company’s available-for-sale June 30, 2021 Adjusted Basis Unrealized Gains Unrealized Losses Recorded Basis Assets measured at fair value Term deposits $ 40,024 $ — $ — $ 40,024 Asset backed securities 66,489 6 (18 ) 66,477 Government debt securities 79,733 5 (3 ) 79,735 Corporate debt securities 188,966 14 (6 ) 188,974 Total $ 375,212 $ 25 $ (27 ) $ 375,210 December 31, 2020 Adjusted Basis Unrealized Gains Unrealized Losses Recorded Basis Asset backed securities $ 51,938 $ 84 $ — $ 52,022 Government debt securities 57,826 3 — 57,829 Corporate debt securities 258,502 234 — 258,736 Total $ 368,266 $ 321 $ — $ 368,587 | The following is a summary of the Company’s available-for-sale December 31, 2020 Adjusted Unrealized Unrealized Recorded Asset backed securities $ 51,938 $ 84 — $ 52,022 Government debt securities 57,826 3 — 57,829 Corporate debt securities 258,502 234 — 258,736 Total $ 368,266 $ 321 — $ 368,587 |
Summary of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table sets forth a summary of the change in the fair value, which is recognized as a component of other income within the condensed consolidated statement of operations, of the Company’s Level III financial liabilities (in thousands): 2021 Fair value as of January 1 $ — Initial fair value of the redeemable convertible preferred stock warrant liability 602 Change in fair value 25 Fair value as of June 30 $ 627 | The following table sets forth a summary of the changes in the fair value, which is recognized as a component of other income (expense), net within the consolidated statement of operations, of the Company’s Level III financial liabilities (in thousands): 2020 2019 Fair value as of January 1 $ — $ 27,033 Initial fair value of derivative liabilities — 4,104 Change in fair value — 4,947 Settlement of derivative liabilities upon conversion of convertible notes into redeemable convertible preferred stock — (36,084 ) Fair value as of December 31 $ — $ — |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Schedule Of Allocation Of Business Combination Consideration between Acquiree And Contractual Agreement Asset | The following table summarizes the allocation of total consideration between Uber Elevate and contractual agreements asset (in thousands, except share and per share data): Series C redeemable convertible preferred stock (2,581,285 shares at $30.07 per share fair value) $ 77,619 Less: premium on Uber CPN (465 ) Total consideration $ 77,154 Consideration allocated to contractual agreements asset $ (54,944 ) Consideration allocated to Uber Elevate $ 22,210 |
Schedule Of Recognized Identified Assets Assumed In Business Combination | The purchase price allocation for Uber Elevate is as follows (in thousands): Goodwill $ 4,880 Automation Platform Software Technology 7,200 Multimodal Software Technology 4,900 Simulation Software Technology 4,600 Property and equipment 630 Total purchase consideration $ 22,210 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Balance Sheet Components [Abstract] | ||
Summary of Property, Plant and Equipment | Property and equipment, net consists of the following (in thousands): June 30, December 31, 2020 Equipment $ 36,276 $ 29,229 Computer software 7,292 5,992 Leasehold improvements 7,046 5,724 Molds and tooling 4,079 3,269 Vehicles 1,130 211 Furniture and fixtures 173 95 Construction in progress 5,049 3,741 Gross property and equipment 61,045 48,261 Accumulated depreciation and amortization (19,493 ) (14,135 ) Property and equipment, net $ 41,552 $ 34,126 | Property and equipment, net consists of the following (in thousands): December 31, December 31, Equipment $ 29,229 $ 15,652 Computer software 5,992 4,301 Leasehold improvements 5,724 4,027 Molds and tooling 3,269 3,108 Vehicles 211 109 Furniture and fixtures 95 52 Construction in-progress 3,741 1,668 Gross property and equipment 48,261 28,917 Accumulated depreciation and amortization (14,135 ) (6,698 ) Property and equipment, net $ 34,126 $ 22,219 |
Summary of Prepaid Expenses | Prepaid expenses and other current assets consist of the following (in thousands): June 30, 2021 December 31, 2020 Prepaid equipment $ 3,892 $ 1,352 Prepaid software 1,797 1,076 Prepaid taxes 721 243 Prepaid insurance 195 156 Other 508 205 Total $ 7,113 $ 3,032 | Prepaid expenses and other current assets consist of the following (in thousands): December 31, December 31, Prepaid equipment $ 1,352 $ 2,945 Prepaid software 1,076 692 Prepaid taxes 243 380 Prepaid insurance 156 116 Other 205 322 Total $ 3,032 $ 4,455 |
Schedule Of Intangible Assets | The intangible assets consist of the following: June 30, 2021 December 31, 2020 Automation Platform Software $ 7,200 $ — Multimodal Software Technology 4,900 — System Simulation Software Technology 4,600 — Gross intangible assets 16,700 — Accumulated amortization (1,921 ) — Intangible assets, net $ 14,779 $ — | |
Schedule Of Estimated Future Amortization Expense Of Acquired Intangible Assets | The following table presents the estimated future amortization expense of acquired amortizable intangible assets as of June 30, 2021 (in thousands): Fiscal Year Amount 2021 (remainder) $ 1,922 2022 3,843 2023 3,843 2024 3,006 2025 2,165 $ 14,779 | |
Schedule Of Other Non Current Assets | June 30, 2021 December 31, 2020 Contractual agreements asset $ 54,944 $ — Other non-current 386 262 Total $ 55,330 $ 262 |
Debt (Tables)
Debt (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||
Contractual Obligation, Fiscal Year Maturity | The average effective interest rate for the loan is 8.1%. Maturities on the tenant improvement loan were as follows (in thousands): As of June 30, 2021 Amount 2021 (remaining six months) $ 125 2022 265 2023 287 2024 310 2025 84 Total payable amount 1,071 Less: current portion of tenant improvement loan (254 ) Noncurrent portion of tenant improvement loan, net $ 817 | The average effective interest rate for the loan is 8.1%. Maturities on the tenant improvement loan were as follows (in thousands): Years ending December 31, Amount 2021 $ 244 2022 265 2023 287 2024 310 2025 and thereafter 84 Total payable amount 1,190 Less: current portion of tenant improvement loan (244 ) Noncurrent portion of tenant improvement loan, net $ 946 |
Leases (Tables)
Leases (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Lessee Disclosure [Abstract] | ||
Schedule of Future Minimum Rental Payments for Operating Leases | Aggregate future minimum lease payments required under the operating leases at June 30, 2021 are as follows (in thousands): As of June 30, 2021 Amount 2021 (remaining six months) $ 2,607 2022 4,737 2023 4,126 2024 3,396 2025 720 2026 and thereafter 3,801 Total minimum future lease payments, operating leases $ 19,387 | Aggregate future minimum lease payments required under the operating leases at December 31, 2020 are as follows (in thousands): Years ending December 31, Amount 2021 $ 4,638 2022 4,182 2023 3,795 2024 3,235 2025 578 2026 and thereafter 3,731 Total minimum future lease payments, operating leases $ 20,159 |
Schedule of Future Minimum Lease Payments for Capital Leases | Aggregate future minimum principal lease payments under the capital leases at June 30, 2021 are as follows (in thousands): As of June 30, 2021 Amount 2021 (remaining six months) 564 2022 709 2023 248 2024 183 2025 110 2026 and thereafter 130 Total payments 1,944 Less current portion (415 ) Noncurrent portion $ 1,529 | Aggregate future minimum principal lease payments under the capital leases at December 31, 2020 are as follows (in thousands): Years ending December 31, Amount 2021 $ 792 2022 586 2023 72 2024 3 Total payments 1,453 Less current portion (792 ) Noncurrent portion $ 661 |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Temporary Equity Disclosure [Abstract] | ||
Summary of Redeemable Convertible Preferred Stock | Redeemable convertible preferred stock as of June 30, 2021 and December 31, 2020, consisted of the following (in thousands, except share and per share amounts): June 30, 2021 Shares Authorized Share Issued and Outstanding Original Issue Price Aggregate Liquidation Preference Net Carrying Value (in thousands) Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 36,495,600 19.3702 706,927 718,621 Total Convertible Preferred Stock 105,500,526 99,608,293 $ 834,679 $ 845,931 December 31, 2020 Shares Authorized Share Issued and Outstanding Original Issue Price Aggregate Liquidation Preference Net Carrying Value (in thousands) Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 33,139,930 19.3702 641,927 641,002 Total Convertible Preferred Stock 105,500,526 96,252,623 $ 769,679 $ 768,312 | Redeemable convertible preferred stock as of December 31, 2020 and 2019, consisted of the following (in thousands, except share and per share amounts): December 31, 2020 Shares Shares Original Aggregate Net Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 33,139,930 19.3702 641,927 641,002 Total redeemable convertible preferred stock 105,500,526 96,252,623 $ 769,679 $ 768,312 December 31, 2019 Shares Shares Original Aggregate Net Series Seed-1 6,950,729 6,950,729 $ 0.6167 $ 4,287 $ 4,287 Series Seed-2 12,298,893 12,298,893 0.6167 7,585 7,585 Series A Preferred Stock 21,418,756 21,418,756 0.7594 16,265 16,040 Series B Preferred Stock 22,652,737 22,444,315 4.4383 99,615 99,398 Series C Preferred Stock 42,179,411 29,500,322 19.3702 571,427 571,142 Total redeemable convertible preferred stock 105,500,526 92,613,015 $ 699,179 $ 698,452 |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | ||
Schedule Of Common Stock Shares Reserved For Future Issuance | The Company had reserved common stock, on an as-converted June 30, 2021 December 31, 2020 Stock options and RSU’s outstanding under 2016 Stock Plan 9,542,094 7,108,899 Remaining shares available for future issuance under the 2016 plan 533,647 144,375 Redeemable convertible preferred stock 99,608,293 96,252,623 Redeemable convertible preferred stock warrants 19,857 — Common stock warrants 219,402 219,402 Total common stock reserved 109,923,293 103,725,299 | The Company had reserved common stock, on an as-converted December 31, December 31, Stock options outstanding under 2016 Stock Plan 7,108,899 3,937,765 Remaining shares available for future issuance under the 2016 plan 144,375 816,316 Redeemable convertible preferred stock 96,252,623 92,613,015 Common stock warrants 219,402 219,402 Total common stock reserved 103,725,299 97,586,498 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Summary of assumptions in the Black-Scholes option-pricing models used to determine the fair value of stock options | The assumptions in the Black-Scholes option-pricing models used to determine the fair value of stock options granted during the years ended December 31, 2020 and 2019 were as follows: Year Ended December 31, 2020 2019 Expected volatility 49.9% - 73.5% 44.9% - 52.0% Expected dividend yield 0% 0% Expected term (in years) 5.0 - 6.6 5.1 - 6.6 Risk-free interest rate 1.3% - 1.4% 1.6% - 2.7% | |
Summary of stock-based compensation expense | The following sets forth the total stock-based compensation expense for the Company’s stock options included in the Company’s condensed consolidated statements of operations (in thousands): Six months ended 2021 2020 Research and development expenses $ 7,939 $ 2,350 Selling, general and administrative expenses 3,861 315 Total stock-based compensation expense $ 11,800 $ 2,665 | The following sets forth the total stock-based compensation expense for the Company’s stock options included in the Company’s consolidated statements of operations (in thousands): Year Ended 2020 2019 Research and development expenses $ 6,130 $ 3,301 Selling, general and administrative expenses 1,055 605 Total stock-based compensation expense $ 7,185 $ 3,906 |
2016 Stock Option and Grant Plan | ||
Schedule of Stock Option Activity | Stock option activity under the Plan is as follows, net of re-issuance Options Outstanding Stock Option Activity Options Number of Weighted- Weighted- Aggregate Balances—January 1, 2019 3,498,354 1,786,829 $ 0.66 Additional shares authorized 1,400,000 — Options canceled and forfeited 545,289 (545,289 ) $ 0.69 Repurchases 161,307 — Options granted (4,798,400 ) 4,798,400 $ 0.69 Options exercised — (2,092,409 ) $ 0.66 Options expired 9,766 (9,766 ) $ 0.70 Balances—December 31, 2019 816,316 3,937,765 $ 0.70 9.37 $ 28,762 Additional shares authorized 2,682,255 Options canceled and forfeited 761,430 (761,430 ) $ 0.91 Repurchases 21,877 — Options granted (4,137,503 ) 4,137,503 $ 3.53 Options exercised — (204,939 ) $ 1.87 Balances—December 31, 2020 144,375 7,108,899 $ 2.29 9.06 $ 187,460 Vested and expected to vest 7,108,899 $ 2.29 9.06 $ 187,460 Shares exercisable (vested and unvested) 1,513,553 $ 1.96 8.75 $ 40,418 | |
Former Parent Plan [Member] | ||
Schedule of Stock Option Activity | Stock option activity under the Former Parent Plan is as follows: Options Outstanding Stock Option Activity Options Number of Weighted- Weighted- Aggregate Balances—January 1, 2019 — 1,021,250 $ 0.02 Balances—December 31, 2019 — 1,021,250 $ 0.02 5.37 $ 8,150 Options Exercised — (16,703 ) $ 0.02 Balances—December 31, 2020 — 1,004,547 $ 0.02 4.37 $ 28,770 Vested and expected to vest 1,004,547 $ 0.02 4.37 $ 28,770 Exercisable 1,004,547 $ 0.02 4.37 $ 28,770 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Summary of components of loss before taxes | The components of loss before taxes are as follows (in thousands): Year Ended December 31, 2020 2019 United States $ (114,010 ) $ (110,334 ) International (123 ) (13 ) Loss before income taxes $ (114,133 ) $ (110,347 ) |
Summary of provision for income taxes | The provision for income taxes is as follows (in thousands): Year Ended 2020 2019 Current Federal $ — $ — State 24 2 Foreign 7 — Total current provision 31 2 Deferred — — Federal — — State — — Total deferred provision — — Total provision $ 31 $ 2 |
Summary of reconciliation of the statutory U.S. federal rate to the Company's effective tax rate | A reconciliation of the statutory U.S. federal rate to the Company’s effective tax rate is as follows (dollars in thousands): Year Ended 2020 2019 % % Tax at federal statutory rate (21.0 )% (21.0 )% State taxes, net of federal benefit (6.7 )% (6.3 )% Permanent differences 0.2 % 1.6 % Change in valuation allowance 32.5 % 29.5 % Tax credits (5.0 )% (3.8 )% Provision for taxes 0.0 % 0.0 % |
Summary of components of the Company's net deferred tax assets | Significant components of the Company’s net deferred tax assets as of December 31, 2020 and 2019 (in thousands): December 31, 2020 2019 Deferred tax assets: Net operating loss carryforwards $ 72,785 $ 42,051 Research and development credits 13,499 7,759 Accruals and reserves 493 551 Property and equipment 811 474 Stock-based compensation 649 418 Total deferred tax assets 88,237 51,253 Valuation allowance (88,237 ) (51,115 ) Net deferred tax assets — 138 Deferred tax liabilities Intangibles — (138 ) Total deferred tax liabilities — (138 ) Net deferred tax assets $ — $ — |
Summary of changes in the gross amount of unrecognized tax benefits | The following shows the changes in the gross amount of unrecognized tax benefits as follows (in thousands): December 31, 2020 2019 Unrecognized tax benefits, beginning of the year $ 2,872 $ 1,299 Increases related to prior year tax positions — — Decreases related to prior year tax positions — — Increases related to current year tax positions 2,123 1,573 Unrecognized tax benefits, end of year $ 4,995 $ 2,872 |
Net Loss per Share Attributab_2
Net Loss per Share Attributable to Common Stockholders (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Summary of computation of basic and diluted net loss per share attributable to common stockholders | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Six Months Ended June 30, 2021 2020 Numerator: Net loss attributable to common stockholders $ (106,511 ) $ (52,237 ) Denominator: Weighted-average shares outstanding 32,239,448 29,040,833 Net loss per share attributable to common stockholders, basic and diluted $ (3.30 ) $ (1.80 ) | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Year Ended Year Ended Numerator: Net loss attributable to common stockholders $ (114,164 ) $ (110,349 ) Denominator: Weighted-average shares outstanding 30,066,847 26,839,662 Net loss per share attributable to common stockholders, basic and diluted $ (3.80 ) $ (4.11 ) |
Summary of outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share | The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: As at June 30, 2021 2020 Redeemable convertible preferred stock 99,608,293 96,252,623 Common stock warrants 219,402 219,402 Unvested restricted stock awards 146,250 170,250 Unvested restricted stock units 2,966,408 — Options to purchase common stock 6,575,686 5,268,106 Series C redeemable convertible preferred stock warrants 19,857 — Total 109,535,896 101,910,381 | The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Year Ended Year Ended Redeemable convertible preferred stock 96,252,623 92,613,015 Common stock warrants 219,402 219,402 Unvested restricted stock awards 158,250 182,250 Options to purchase common stock 7,108,899 3,937,765 Total 103,739,174 96,952,432 |
Company and Nature of Business
Company and Nature of Business - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 10, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Proceeds from convertible promissory notes issued | $ 74,972 | $ 12,267 | ||||
Proceeds from issuance of redeemable convertible preferred stock | $ 69,860 | $ 69,860 | 454,260 | |||
Company incorporation date of incorporation | Nov. 21, 2016 | Nov. 21, 2016 | ||||
Subsequent Event [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Share price | $ 10 | |||||
Pre transaction equity value | $ 5,000,000 | |||||
Series C Preferred Stock [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Proceeds from convertible promissory notes issued | 11,200 | |||||
Proceeds from issuance of redeemable convertible preferred stock | $ 454,500 | |||||
Proceeds from Issuance of Preferred Stock | $ 75,000 | $ 70,500 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | Aug. 24, 2020 | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($)yr | Dec. 31, 2019USD ($) |
Accounting Policies [Line Items] | |||||
Concentration Risk, Percentage | 94.00% | 89.00% | |||
Percentage of Voting interest held by company | one | one | one | one | |
Investment, Fair Value | $ 5,200 | ||||
Deconsolidation of net liabilities of fully owned subsidiary due to loss of control | 1,713 | ||||
Gain on deconsolidation of subsidiary | 6,904 | ||||
Income from equity method investment | $ 8,891 | $ 0 | 5,799 | ||
Advertising expenses | $ 100 | $ 100 | |||
SummerBio, LLC [Member] | |||||
Accounting Policies [Line Items] | |||||
Percentage of Voting interest held by company | 61.5 | 45.5 | |||
Series A Preferred Stock [Member] | Measurement Input, Offered Price [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | 0.375 | ||||
Series A Preferred Stock [Member] | Measurement Input, Discount for Lack of Marketability [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | 14.4 | ||||
Series A Preferred Stock [Member] | Measurement Input, Expected Term [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | yr | 5 | ||||
Series A Preferred Stock [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | 0.28 | ||||
Series A Preferred Stock [Member] | Measurement Input, Price Volatility [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | 39.5 | ||||
Maximum [Member] | Computer Software, Intangible Asset [Member] | |||||
Accounting Policies [Line Items] | |||||
Intangible assets useful life | 5 years | ||||
Maximum [Member] | Series A Preferred Stock [Member] | Measurement Input, Option Volatility [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | 100 | ||||
Minimum [Member] | Computer Software, Intangible Asset [Member] | |||||
Accounting Policies [Line Items] | |||||
Intangible assets useful life | 3 years | ||||
Minimum [Member] | Series A Preferred Stock [Member] | Measurement Input, Option Volatility [Member] | |||||
Accounting Policies [Line Items] | |||||
Equity Securities, FV-NI, Measurement Input | 19.2 |
Fair Value Measurements- Schedu
Fair Value Measurements- Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Liabilities measured at fair value | ||
Redeemable convertible preferred stock warrant liability | $ 627 | |
Fair Value, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value | 27,770 | $ 74,049 |
Marketable debt securities | 368,587 | |
Available-for-sale investments | 375,210 | |
Total fair value of assets | 402,980 | 442,636 |
Liabilities measured at fair value | ||
Total fair value of liabilities | 627 | |
Fair Value, Recurring [Member] | Asset-backed Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 66,477 | 52,022 |
Fair Value, Recurring [Member] | US Government Agencies Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 79,735 | 57,829 |
Fair Value, Recurring [Member] | Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 188,974 | 258,736 |
Fair Value, Recurring [Member] | Term Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 40,024 | |
Fair Value, Recurring [Member] | Redeemable Convertible Preferred Stock Warrant Liability [Member] | ||
Liabilities measured at fair value | ||
Redeemable convertible preferred stock warrant liability | 627 | |
Money Market Funds [Member] | Fair Value, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value | 27,770 | 74,049 |
Fair Value, Inputs, Level 1 [Member] | Fair Value, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value | 27,770 | 74,049 |
Total fair value of assets | 27,770 | 74,049 |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | Fair Value, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value | 27,770 | 74,049 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 368,587 | |
Available-for-sale investments | 375,210 | |
Total fair value of assets | 375,210 | 368,587 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | Asset-backed Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 66,477 | 52,022 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | US Government Agencies Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 79,735 | 57,829 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 188,974 | $ 258,736 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | Term Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 40,024 | |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member] | ||
Liabilities measured at fair value | ||
Total fair value of liabilities | 627 | |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member] | Redeemable Convertible Preferred Stock Warrant Liability [Member] | ||
Liabilities measured at fair value | ||
Redeemable convertible preferred stock warrant liability | $ 627 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Debt Securities, Available-for-sale (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Adjusted basis | $ 375,212 | $ 368,266 |
Unrealized Gains | 25 | 321 |
Unrealized losses | (27) | |
Recorded Basis | 375,210 | 368,587 |
Term Deposits [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Adjusted basis | 40,024 | |
Recorded Basis | 40,024 | |
Asset-backed Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Adjusted basis | 66,489 | 51,938 |
Unrealized Gains | 6 | 84 |
Unrealized losses | (18) | |
Recorded Basis | 66,477 | 52,022 |
Government Debt Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Adjusted basis | 79,733 | 57,826 |
Unrealized Gains | 5 | 3 |
Unrealized losses | (3) | |
Recorded Basis | 79,735 | 57,829 |
Corporate Debt Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Adjusted basis | 188,966 | 258,502 |
Unrealized Gains | 14 | 234 |
Unrealized losses | (6) | |
Recorded Basis | $ 188,974 | $ 258,736 |
Fair Value Measurements -Summar
Fair Value Measurements -Summary of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Beginning Balance | $ 627 | $ 27,033 |
Initial fair value of derivative liabilities | 602 | 4,104 |
Change in fair value | 25 | 4,947 |
Settlement of derivative liabilities upon conversion of convertible notes into redeemable convertible preferred stock | (36,084) | |
Ending Balance | $ 627 | $ 27,033 |
Fair Value Measurements Additio
Fair Value Measurements Additional Information (Detail) | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jan. 01, 2019 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Transfers, Net | $ 0 | $ 0 | |||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Transfers, Net | $ 0 | $ 0 | $ 0 | $ 0 | |
Maximum [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative Liability, Measurement Input | 4.95 | ||||
Minimum [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative Liability, Measurement Input | 0.52 | ||||
Measurement Input, Expected Term [Member] | Maximum [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative Liability, Measurement Input | 100 | ||||
Measurement Input, Expected Term [Member] | Minimum [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative Liability, Measurement Input | 2.5 | ||||
Measurement Input, Discount Rate [Member] | Maximum [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative Liability, Measurement Input | 46.4 | ||||
Measurement Input, Discount Rate [Member] | Minimum [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative Liability, Measurement Input | 29.4 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 06, 2021 | Jan. 11, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Share based compensation arrangement share based payment award vesting period | 6 years | |||
Goodwill | $ 4,880 | |||
Research and Development Expense [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration, Asset | $ 5,000 | |||
Uber Elevate [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Consideration Transferred | $ 77,600 | |||
Non cash compensation expense | $ 7,500 | |||
Convertible preferred note interest rate | 5.00% | |||
Business combination, estimated fair value of acquiree | $ 20,000 | |||
Business combination fair return on investments | 35.00% | |||
Decrease in preliminary value percentage of intangible assets | 23.00% | |||
Preliminary value percentage of intangible assets | 37.00% | |||
Discount rate | 25.00% | |||
Goodwill | 4,900 | |||
Uber Elevate [Member] | Contractual Agreement Assets [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combinagtion, fair value assets acquired | $ 49,500 | |||
Estimated fair value of contractual agreement asset | $ 49,500 | |||
Uber Elevate [Member] | Contractual Agreement Assets [Member] | Acquired Current Liabilities [Member] | ||||
Business Acquisition [Line Items] | ||||
Payment to acquire research and development of assets in process | $ 100 | |||
Uber Elevate [Member] | Contractual Agreement Assets [Member] | Acquired Current Assets [Member] | ||||
Business Acquisition [Line Items] | ||||
Payment to acquire research and development of assets in process | $ 100 | |||
Uber Elevate [Member] | Other Non Cash Expense [Member] | ||||
Business Acquisition [Line Items] | ||||
Non cash compensation expense | 3,700 | |||
Uber Elevate [Member] | Research and Development Expense [Member] | ||||
Business Acquisition [Line Items] | ||||
Non cash compensation expense | 3,300 | |||
Uber Elevate [Member] | Selling, General and Administrative Expenses [Member] | ||||
Business Acquisition [Line Items] | ||||
Non cash compensation expense | $ 400 | |||
Uber Elevate [Member] | Series C redeemable convertible preferred stock [Member] | ||||
Business Acquisition [Line Items] | ||||
Stock Issued During Period, Shares, Acquisitions | 2,581,285 | |||
Business combination, share price | $ 30.07 | |||
Debt Conversion, Converted Instrument, Amount | $ 75,000 | |||
Convertible preferred note interest rate | 5.00% | |||
Convertible perferred note maturity term | 2 years | |||
Convertible preferred note, face amount | $ 74,500 | |||
Convertible preferred note, premium | $ 500 | |||
Share based compensation arrangement share based payment award vesting period | 6 years | |||
Uber Elevate [Member] | Series C redeemable convertible preferred stock [Member] | Contractual Agreement Assets [Member] | ||||
Business Acquisition [Line Items] | ||||
Stock Issued During Period, Shares, Acquisitions | 774,385 | |||
Cash payments | $ 5,000 | |||
Compensation for future employment | 23,900 | |||
Fair Value Of Aggregate With Business Acquisitions | $ 23,900 |
Acquisitions - Schedule Of Allo
Acquisitions - Schedule Of Allocation Of Business Combination Consideration between Acquiree And Contractual Agreement Asset (Detail) - Preferred Stock [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Business Acquisition [Line Items] | |
Series C redeemable convertible preferred stock issued upon business combination (Note 4), Values | $ 77,619 |
Less: premium on Uber CPN | (465) |
Total consideration | 77,154 |
Consideration allocated to contractual agreements asset | (54,944) |
Consideration allocated to Uber Elevate | $ 22,210 |
Acquisitions - Schedule Of Reco
Acquisitions - Schedule Of Recognized Identified Assets Assumed In Business Combination (Detail) $ in Thousands | Jun. 30, 2021USD ($) |
Goodwill [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 4,880 |
Automation Platform Software [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 7,200 |
Multimodal Software Technology [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 4,900 |
System Simulation Software Technology [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 4,600 |
Property, Plant and Equipment [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 630 |
Uber Elevate [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 22,210 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Property Plant and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 61,045 | $ 48,261 | $ 28,917 |
Accumulated depreciation and amortization | (19,493) | (14,135) | (6,698) |
Property and equipment, net | 41,552 | 34,126 | 22,219 |
Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 36,276 | 29,229 | 15,652 |
Software Development [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 7,292 | 5,992 | 4,301 |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 7,046 | 5,724 | 4,027 |
Tools, Dies and Molds [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 4,079 | 3,269 | 3,108 |
Vehicles [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 1,130 | 211 | 109 |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 173 | 95 | 52 |
Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 5,049 | $ 3,741 | $ 1,668 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Prepaid Expenses (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Prepaid Expense, Current [Abstract] | |||
Prepaid Equipment | $ 3,892 | $ 1,352 | $ 2,945 |
Prepaid Software | 1,797 | 1,076 | 692 |
Prepaid Taxes | 721 | 243 | 380 |
Prepaid Insurance | 195 | 156 | 116 |
Other | 508 | 205 | 322 |
Total | $ 7,113 | $ 3,032 | $ 4,455 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule Of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | $ 16,700 | $ 0 |
Accumulated amortization | (1,921) | 0 |
Total | 14,779 | 0 |
Automation Platform Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 7,200 | 0 |
Multimodal Software Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 4,900 | 0 |
System Simulation Software Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | $ 4,600 | $ 0 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule Of Estimated Future Amortization Expense Of Acquired Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2021 (remainder) | $ 1,922 | |
2022 | 3,843 | |
2023 | 3,843 | |
2024 | 3,006 | |
2025 | 2,165 | |
Total | $ 14,779 | $ 0 |
Balance Sheet Components - Sc_3
Balance Sheet Components - Schedule Of Other Non Current Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Other Assets, Miscellaneous, Noncurrent | $ 55,330 | $ 262 |
Contractual Agreement Asset [Member] | ||
Other Assets, Miscellaneous, Noncurrent | 54,944 | 0 |
Other Noncurrent Assets [Member] | ||
Other Assets, Miscellaneous, Noncurrent | $ 386 | $ 262 |
Balance Sheet ComponentS - Add
Balance Sheet ComponentS - Additional information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Depreciation, Depletion and Amortization, Nonproduction [Abstract] | ||||
Depreciation and Amortization | $ 5.4 | $ 3.2 | $ 7.4 | $ 4 |
Amortization of Intangible Assets | $ 1.9 | $ 0 |
Debt - Summary of Maturities On
Debt - Summary of Maturities On the Tenant Improvement Loan (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||
2021 | $ 125 | |
2021 | 265 | $ 244 |
2022 | 287 | 265 |
2023 | 310 | 287 |
2024 | 84 | 310 |
2025 and thereafter | 84 | |
Total payable amount | 1,071 | 1,190 |
Less: current portion of tenant improvement loan | (254) | (244) |
Noncurrent portion of tenant improvement loan, net | $ 817 | $ 946 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 11, 2021 | Dec. 23, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||||||
Proceeds from long term convertible debt | $ 74,972 | $ 12,267 | |||||
Proceeds from issuance of redeemable convertible stock | $ 69,860 | $ 69,860 | 454,260 | ||||
Gain loss on extinguishment of convertible debt | (366) | ||||||
Uber Elevate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from issue of convertible preferred stock | $ 75,000 | ||||||
Convertible preferred note interest rate | 5.00% | ||||||
Series C redeemable convertible preferred stock [Member] | Uber Elevate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt conversion converted instrument amount | $ 75,000 | ||||||
Debt instrument face value | $ 74,500 | ||||||
Convertible preferred note interest rate | 5.00% | ||||||
Minimum [Member] | Forecast [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from the issuance of equity | $ 200,000 | ||||||
Two Thousand And Eighteen Convertible Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from long term convertible debt | $ 77,100 | ||||||
Convertible debt fixed rate of interest percentage | 6.00% | ||||||
Convertible debt original date of maturity | Jun. 30, 2020 | ||||||
Convertible debt instrument percentage premium payable on redemption | 50.00% | ||||||
Debt instrument unamortized debt issuance costs gross | $ 26,900 | ||||||
Debt instrument convertible remaining discount amortization period | 1 year 6 months 7 days | ||||||
Long term debt effective interest rate percentage | 40.50% | 40.50% | 40.50% | ||||
Interest expense debt | $ 19,900 | ||||||
Long term debt contractual interest expense | 4,500 | ||||||
Amortization of debt discount | $ 15,400 | ||||||
Long term debt fixed interest rate percentage | 6.00% | ||||||
Two Thousand And Eighteen Convertible Notes [Member] | Equity Financing Or Ipo [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument conversion price percentage | 80.00% | ||||||
Two Thousand And Eighteen Convertible Notes [Member] | Corporate Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument conversion price percentage | 80.00% | ||||||
Two Thousand And Nineteen Convertible Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from long term convertible debt | $ 11,200 | ||||||
Convertible debt fixed rate of interest percentage | 6.00% | ||||||
Convertible debt original date of maturity | Jun. 30, 2020 | ||||||
Convertible debt instrument percentage premium payable on redemption | 50.00% | ||||||
Debt instrument unamortized debt issuance costs gross | $ 4,100 | ||||||
Debt instrument convertible remaining discount amortization period | 1 year 5 months 1 day | ||||||
Long term debt effective interest rate percentage | 46.60% | 46.60% | |||||
Interest expense debt | $ 2,900 | ||||||
Long term debt contractual interest expense | 600 | ||||||
Amortization of debt discount | $ 2,300 | ||||||
Long term debt fixed interest rate percentage | 6.00% | ||||||
Two Thousand And Nineteen Convertible Notes [Member] | Equity Financing Or Ipo [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument conversion price percentage | 80.00% | ||||||
Two Thousand And Nineteen Convertible Notes [Member] | Corporate Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument conversion price percentage | 80.00% | ||||||
Two Thousand Eighteen And Two Thousand And Nineteen Convertible Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Embedded derivative liability fair value | $ 4,500 | $ 31,500 | |||||
Gain loss on extinguishment of convertible debt | $ 400 | ||||||
Two Thousand Eighteen And Two Thousand And Nineteen Convertible Notes [Member] | Series C redeemable convertible preferred stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from issuance of redeemable convertible stock | $ 454,500 | ||||||
Temorary equity issue price per share | $ 19.37 | ||||||
Temporary equity stock shares issued during the period shares | 23,466,387 | ||||||
Debt instrument converted shares issued on conversion | 6,033,935 | ||||||
Debt conversion original debt amount | 9,900 | 70,500 | |||||
Debt conversion converted instrument amount | $ 11,800 | $ 81,700 | |||||
Tenant Improvement Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Convertible debt fixed rate of interest percentage | 8.00% | 8.00% | |||||
Long term debt effective interest rate percentage | 8.10% | ||||||
Debt instrument face value | $ 1,600 | ||||||
Proceeds from other debt | $ 1,100 | $ 500 | |||||
Long term debt term | 6 years | ||||||
Period within which the loan is repayable in case of lease termination | 30 days | ||||||
Long term debt fixed interest rate percentage | 8.00% | 8.00% |
Leases- Schedule of future mini
Leases- Schedule of future minimum lease payments required under the operating leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Lessee Disclosure [Abstract] | ||
2021 | $ 2,607 | $ 4,638 |
2022 | 4,737 | 4,182 |
2023 | 4,126 | 3,795 |
2024 | 3,396 | 3,235 |
2025 | 720 | 578 |
2026 and thereafter | 3,801 | 3,731 |
Total minimum future lease payments, operating leases | $ 19,387 | $ 20,159 |
Leases- Schedule of future mi_2
Leases- Schedule of future minimum principal lease payments under the capital leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Lessee Disclosure [Abstract] | |||
2021 | $ 564 | $ 792 | |
2022 | 709 | 586 | |
2023 | 248 | 72 | |
2024 | 183 | 3 | |
2025 | 110 | ||
2026 and thereafter | 130 | ||
Total payments | 1,944 | 1,453 | |
Less current portion | (415) | (792) | $ (880) |
Noncurrent portion | $ 1,529 | $ 661 | $ 1,199 |
Leases- Additional Information
Leases- Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||||
Capital Leased Assets, Gross | $ 4.1 | $ 3 | ||
Payments to Acquire Equipment on Lease | 0 | $ 1.3 | ||
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Property, Plant, and Equipment Other, Accumulated Depreciation | 0.9 | 0.7 | 0.3 | |
Operating Leases, Rent Expense, Net | $ 2.6 | $ 2.2 | $ 4.7 | $ 4.2 |
Capital Lease One [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 22.10% | 22.10% | ||
Capital Lease One [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.84% | 4.84% |
Commitments and Contingencies-
Commitments and Contingencies- Additional information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Proceeds from Legal Settlements | $ 0 | $ 0 | |
Loss Contingency Accrual, Provision | $ 0 | $ 0 | $ 0 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Temporary Equity [Line Items] | |||
Shares Authorized | 105,500,526 | 105,500,526 | 105,500,526 |
Shares Issued | 99,608,293 | 96,252,623 | 92,613,015 |
Shares Outstanding | 99,608,293 | 96,252,623 | 92,613,015 |
Aggregate Liquidation Preference | $ 834,679 | $ 769,679 | $ 699,179 |
Net Carrying Value | $ 845,931 | $ 768,312 | $ 698,452 |
Series Seed-1 Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 6,950,729 | 6,950,729 | 6,950,729 |
Shares Issued | 6,950,729 | 6,950,729 | 6,950,729 |
Shares Outstanding | 6,950,729 | 6,950,729 | |
Original Issue Price | 0.6167 | 0.6167 | 0.6167 |
Aggregate Liquidation Preference | $ 4,287 | $ 4,287 | $ 4,287 |
Net Carrying Value | $ 4,287 | $ 4,287 | $ 4,287 |
Series Seed-2 Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 12,298,893 | 12,298,893 | 12,298,893 |
Shares Issued | 12,298,893 | 12,298,893 | 12,298,893 |
Shares Outstanding | 12,298,893 | 12,298,893 | |
Original Issue Price | 0.6167 | 0.6167 | 0.6167 |
Aggregate Liquidation Preference | $ 7,585 | $ 7,585 | $ 7,585 |
Net Carrying Value | $ 7,585 | $ 7,585 | $ 7,585 |
Series A Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 21,418,756 | 21,418,756 | 21,418,756 |
Shares Issued | 21,418,756 | 21,418,756 | |
Shares Outstanding | 21,418,756 | 21,418,756 | |
Original Issue Price | 0.7594 | 0.7594 | 0.7594 |
Aggregate Liquidation Preference | $ 16,265 | $ 16,265 | $ 16,265 |
Net Carrying Value | $ 16,040 | $ 16,040 | $ 16,040 |
Series B Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 22,652,737 | 22,652,737 | 22,652,737 |
Shares Issued | 22,444,315 | 22,444,315 | 22,444,315 |
Shares Outstanding | 22,444,315 | 22,444,315 | |
Original Issue Price | 4.4383 | 4.4383 | 4.4383 |
Aggregate Liquidation Preference | $ 99,615 | $ 99,615 | $ 99,615 |
Net Carrying Value | $ 99,398 | $ 99,398 | $ 99,398 |
Series C Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 42,179,411 | 42,179,411 | 42,179,411 |
Shares Issued | 36,495,600 | 33,139,930 | 29,500,322 |
Shares Outstanding | 33,139,930 | 29,500,322 | |
Original Issue Price | 19.3702 | 19.3702 | 19.3702 |
Aggregate Liquidation Preference | $ 706,927 | $ 641,927 | $ 571,427 |
Net Carrying Value | $ 718,621 | $ 641,002 | $ 571,142 |
Redeemable Convertible Prefer_5
Redeemable Convertible Preferred Stock - Additional Information (Detail) | 12 Months Ended | |||||||||
Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Jun. 30, 2021$ / sharesshares | Dec. 31, 2020shares | Dec. 31, 2020 | Dec. 31, 2020USD ($) | Dec. 31, 2020Year | Dec. 31, 2019shares | Dec. 31, 2019 | Dec. 31, 2019Year | |
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Temporary equity shares authorized | 105,500,526 | 105,500,526 | 105,500,526 | |||||||
Percentage votes in terms of outstanding redeemable convertible preferred stock to approve conversion into permanent equity | 60.00% | 60.00% | ||||||||
Number of directors eligible to be elected by the common stockholders | 2 | 2 | 2 | 2 | ||||||
Temporary equity minimum number of shares to be held for approving any event like liquidation increase or decrease the shares of common stock | 30,000,000 | 30,000,000 | ||||||||
Temporary equity minimum percentage votes in terms of holding to approve any event like liquidation increase or decrease the shares of common stock | 60.00% | 60.00% | ||||||||
Maximum debt that can be raised without the approval of holders of temporary equity | $ | $ 20,000,000 | |||||||||
Temporary equity minimum number of shares to be held for approving event like altering rights of holders or to increase or decrease the number of shares | 12,000,000 | 12,000,000 | ||||||||
Percentage of holders of temporary equity in terms of voting rights to approve event like altering rights of holders or to increase or decrease the number of shares | 60.00% | 60.00% | ||||||||
Temporary Equity, Par or Stated Value Per Share | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||||
Minimum [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Shares issued price per share | $ / shares | $ 19.3702 | $ 19.3702 | ||||||||
Forecast [Member] | Minimum [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from initial public offering | $ | $ 100,000,000 | $ 100,000,000 | ||||||||
Series Seed One Redeemable Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Temporary equity shares authorized | 6,950,729 | 6,950,729 | 6,950,729 | |||||||
Temporary equity rate of dividend | 8.00% | 8.00% | ||||||||
Temporary equity conversion price per share | $ / shares | $ 0.6167 | $ 0.6167 | ||||||||
Temporary equity minimum number of shares to be outstanding for electing member to the board of directors | 7,100,000 | 7,100,000 | ||||||||
Temporary Equity, Par or Stated Value Per Share | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||||
Series Seed Two Redeemable Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Temporary equity shares authorized | 12,298,893 | 12,298,893 | 12,298,893 | |||||||
Temporary equity rate of dividend | 8.00% | 8.00% | ||||||||
Temporary equity conversion price per share | $ / shares | $ 0.6167 | $ 0.6167 | ||||||||
Temporary equity minimum number of shares to be outstanding for electing member to the board of directors | 7,100,000 | 7,100,000 | ||||||||
Series Seed A Redeemable Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Temporary equity shares authorized | 21,418,756 | 21,418,756 | 21,418,756 | |||||||
Temporary equity rate of dividend | 8.00% | 8.00% | ||||||||
Temporary equity conversion price per share | $ / shares | $ 0.7594 | $ 0.7594 | ||||||||
Temporary equity minimum number of shares to be outstanding for electing member to the board of directors | 7,000,000 | 7,000,000 | ||||||||
Series Seed B Redeemable Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Temporary equity shares authorized | 22,652,737 | 22,652,737 | 22,652,737 | |||||||
Temporary equity rate of dividend | 8.00% | 8.00% | ||||||||
Temporary equity conversion price per share | $ / shares | $ 4.4383 | $ 4.4383 | ||||||||
Temporary equity minimum number of shares to be outstanding for electing member to the board of directors | 7,000,000 | 7,000,000 | ||||||||
Series Seed C Redeemable Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Temporary equity shares authorized | 42,179,411 | 42,179,411 | 42,179,411 | |||||||
Temporary equity rate of dividend | 8.00% | 8.00% | ||||||||
Temporary equity conversion price per share | $ / shares | $ 19.3702 | $ 19.3702 | ||||||||
Temporary equity minimum number of shares to be outstanding for electing member to the board of directors | 12,000,000 | 12,000,000 |
Common Stock - Schedule Of Comm
Common Stock - Schedule Of Common Stock Shares Reserved For Future Issuance (Detail) - shares | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 109,923,293 | 103,725,299 | 97,586,498 |
Stock Options Outstanding Under Two Thousand And Sixteen Stock Plan [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 7,108,899 | 3,937,765 | |
Remaining Shares Available For Issuance Under The Two Thousand And Sixteen Plan [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 533,647 | 144,375 | 816,316 |
Redeemable Convertible Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 99,608,293 | 96,252,623 | 92,613,015 |
Warrant [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 219,402 | 219,402 | 219,402 |
Stock Options And RSUs Outstanding Under 2016 Stock Plan [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 9,542,094 | 7,108,899 | |
Redeemable Convertible Preferred Stock Warrants [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Capital Shares Reserved for Future Issuance | 19,857 | 0 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Nov. 21, 2016 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||||||
Common stock shares authorized | 149,793,455 | 149,793,455 | 149,793,455 | 149,793,455 | ||
Common stock par or stated value per share | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||
Common stock shares issued | 35,693,292 | 35,305,759 | 35,154,952 | |||
Common stock shares outstanding | 35,693,292 | 35,305,759 | 35,154,952 | |||
Common stock shares voting rights | one | one | one | one | ||
Share based compensation by share based payment arrangement options excercised during the period weighted average exercise price | $ 0.02 | |||||
Former Parent Company [Member] | ||||||
Class of Stock [Line Items] | ||||||
Stock issued during the period shares | 29,382,750 | 29,382,750 | 29,382,750 | |||
Share repurchase programme number of shares authorized to be repurchased | 29,382,750 | 29,382,750 | ||||
Restricted Stock [Member] | Restricted Stock Purchase Agreements [Member] | ||||||
Class of Stock [Line Items] | ||||||
Stock issued during the period shares restricted stock awards | 240,000 | 240,000 | ||||
Restricted stock shares subject to repurchase | 146,250 | 158,250 | 182,250 | |||
Restricted stock shares weighted average repurchase price per share | $ 0.1 | $ 0.1 | ||||
Share repurchase liability current | $ 0.1 | $ 0.1 | ||||
Former Parent Options [Member] | Former Parent Company [Member] | ||||||
Class of Stock [Line Items] | ||||||
Stock issued during the period shares exercise of stock options | 9,382,750 | |||||
Share based compensation by share based payment arrangement options excercised during the period weighted average exercise price | $ 0.02 | |||||
Former Parent Options [Member] | Former Parent Company [Member] | Early Exercise Of Stock Options [Member] | ||||||
Class of Stock [Line Items] | ||||||
Stock issued during the period shares exercise of stock options | 5,451,507 | |||||
Shares to be repurchased price per share | $ 0.02 | $ 0.02 | ||||
Former Parent Restricted Stock Units [Member] | Former Parent Company [Member] | ||||||
Class of Stock [Line Items] | ||||||
Stock issued during the period shares restricted stock awards | 20,000,000 | 20,000,000 | ||||
Share based compensation by share based payment arrangement equity instruments other than options non vested outstanding | 6,944,444 | 6,944,444 |
Redeemable Convertible Prefer_6
Redeemable Convertible Preferred Stock Warrants - Additional Information (Detail) | Mar. 19, 2021USD ($)yr$ / sharesshares |
Measurement Input, Share Price [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 30.33 |
InQ Tel [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Government contract receivable | $ 1 |
Class of warrants exercise price per share | $ / shares | $ 0.1 |
Warrants and Rights Outstanding, Term | 10 years |
Warrants Not Settleable in Cash, Fair Value Disclosure | $ 0.6 |
Government grants | $ 1 |
InQ Tel [Member] | Measurement Input, Price Volatility [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 60.2 |
InQ Tel [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.07 |
InQ Tel [Member] | Measurement Input, Expected Term [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | yr | 1.1 |
InQ Tel [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
InQ Tel [Member] | Series C Preferred Stock [Member] | |
Redeemable Convertible Preferred Stock Warrants [Line Items] | |
Number of warrants issued for preferred stock conversion | shares | 19,857 |
Common Stock Warrants - Additio
Common Stock Warrants - Additional Information (Detail) - Warrants Issued In Connection With Convertible Notes. [Member] - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Warrants Issued In March Two Thousand And Twenty Seven. [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Class of warrant or right, number of securities called by warrants or rights | 156,102 | 156,102 | 156,102 | 156,102 |
Class of warrant or right, exercise price of warrants or rights | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.10 |
Warrants Issued In March Two Thousand And Twenty Eight [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Class of warrant or right, number of securities called by warrants or rights | 63,300 | 63,300 | 63,300 | 63,300 |
Class of warrant or right, exercise price of warrants or rights | $ 0.67 | $ 0.67 | $ 0.67 | $ 0.67 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Detail) - USD ($) | May 31, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2017 |
Award vesting period | 6 years | |||||
Exercise price per share | $ 0.70 | |||||
Share-based payment arrangement, expense | $ 11,800,000 | $ 2,665,000 | $ 7,185,000 | $ 3,906,000 | ||
Unvested Former Parent RSU [Member] | ||||||
Repurchase price per share | $ 0.02 | $ 0.02 | ||||
Other Stock Based Awards [Member] | ||||||
Early exercised stock option liabilities | $ 100,000 | $ 100,000 | $ 100,000 | |||
Number of shares to be repurchased | 633,750 | 682,500 | 780,000 | |||
Repurchase price per share | $ 0.1 | $ 0.1 | $ 0.1 | |||
Options granted | 975,000 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Award vesting period | 6 years | |||||
Vested and expected to vest weighted-average remaining contractual life | 10 years | |||||
2016 Stock Option and Grant Plan | ||||||
Number of non-vested options outstanding subject to repurchase | 2,894,573 | 2,788,245 | ||||
Weighted average price | $ 0.38 | $ 0.47 | ||||
Early exercised stock option liabilities | $ 1,100,000 | $ 1,300,000 | ||||
Options canceled and forfeited | 761,430 | 545,289 | ||||
Exercise price per share | $ 3.53 | $ 0.69 | ||||
Share-based payment arrangement, expense | $ 7,200,000 | $ 3,900,000 | ||||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | $ 65,400,000 | |||||
Nonvested award, cost not yet recognized, period for recognition | 5 years 3 months 10 days | |||||
Weighted-average grant date fair value of option | $ 14.31 | $ 4.10 | ||||
Total grant date fair value of options, Vested | $ 6,200,000 | $ 2,700,000 | ||||
Intrinsic value of options | $ 3,100,000 | $ 7,800,000 | ||||
Number of options vested | 1,139,799 | 390,462 | ||||
Weighted average grant-date fair value of options vested | $ 1.10 | $ 0.70 | ||||
Weighted average remaining contractual term vested during period | 8 years 6 months 18 days | 9 years 4 months 13 days | ||||
Vested and expected to vest number of options | 7,108,899 | |||||
Vested and expected to vest weighted-average exercise price | $ 2.29 | |||||
Vested and expected to vest weighted-average remaining contractual life | 8 years 9 months | |||||
Options granted | 4,137,503 | 4,798,400 | ||||
2016 Stock Option and Grant Plan | Share-based Payment Arrangement, Nonemployee [Member] | ||||||
Options canceled and forfeited | 2,436,083 | |||||
2016 Stock Option and Grant Plan | Incentive Stock Options [Member] | ||||||
Contractual terms of option | 10 years | 10 years | ||||
Award vesting period | 6 years | |||||
Award cliff off period | 1 year | |||||
2016 Stock Option and Grant Plan | Incentive Stock Options [Member] | Grantee Owns Ten Percent of Voting Rights [Member] | ||||||
Award vesting period | 5 years | 5 years | ||||
Award cliff off period | 1 year | |||||
Percentage of shareholding by grantee | 10.00% | 10.00% | ||||
Purchase price of common stock expressed as a percentage of its fair value | 110.00% | 110.00% | ||||
Former Parent Plan [Member] | ||||||
Share-based payment arrangement, expense | $ 100,000 | $ 100,000 | ||||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | 100,000 | 100,000 | ||||
Total grant date fair value of options, Vested | 100,000 | 100,000 | ||||
Intrinsic value of options | $ 300,000 | $ 0 | ||||
Vested and expected to vest number of options | 1,004,547 | 1,021,250 | ||||
Vested and expected to vest weighted-average exercise price | $ 0.02 | $ 0.02 | ||||
Vested and expected to vest weighted-average remaining contractual life | 4 years 4 months 13 days | 5 years 4 months 13 days | ||||
Former Parent Plan [Member] | Share-based Payment Arrangement [Member] | ||||||
Number of shares to be repurchased | 305,659 | 608,687 | 1,594,433 | |||
Repurchase price per share | $ 0.02 | $ 0.02 | ||||
Former Parent Plan [Member] | Unvested Former Parent RSU [Member] | ||||||
Number of shares to be repurchased | 0 | 0 | 1,666,667 |
Stock-based Compensation - Sche
Stock-based Compensation - Schedule of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 31, 2019 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Weighted- Average Exercise Price Per Share | ||||
Options granted | $ 0.70 | |||
Options exercised | $ 0.02 | |||
2016 Stock Option and Grant Plan | ||||
Options Available for Grant | ||||
Beginning Balance | 144,375 | 816,316 | 3,498,354 | |
Additional shares authorized | 2,682,255 | 1,400,000 | ||
Options canceled and forfeited | 761,430 | 545,289 | ||
Repurchases | 21,877 | 161,307 | ||
Options granted | (4,137,503) | (4,798,400) | ||
Options expired | 9,766 | |||
Ending balance | 144,375 | 816,316 | ||
Number of Options | ||||
Beginning Balance | 7,108,899 | 3,937,765 | 1,786,829 | |
Options canceled and forfeited | (761,430) | (545,289) | ||
Options granted | 4,137,503 | 4,798,400 | ||
Options exercised | (204,939) | (2,092,409) | ||
Options expired | (9,766) | |||
Ending balance | 7,108,899 | 3,937,765 | ||
Vested and expected to vest | 7,108,899 | |||
Shares exercisable (vested and unvested) | 1,513,553 | |||
Weighted- Average Exercise Price Per Share | ||||
Beginning Balance | $ 2.29 | $ 0.70 | $ 0.66 | |
Options canceled and forfeited | 0.91 | 0.69 | ||
Options granted | 3.53 | 0.69 | ||
Options exercised | 1.87 | 0.66 | ||
Options expired | 0.70 | |||
Ending Balance | 2.29 | $ 0.70 | ||
Vested and expected to vest | 2.29 | |||
Shares exercisable (vested and unvested) | $ 1.96 | |||
Weighted- Average Remaining Contractual Term (in years) | ||||
Balances | 9 years 21 days | 9 years 4 months 13 days | ||
Vested and expected to vest | 9 years 21 days | |||
Shares exercisable (vested and unvested) | 8 years 9 months | |||
Aggregate Intrinsic Value | ||||
Beginning Balance | $ 187,460 | $ 28,762 | ||
Ending Balance | $ 187,460 | |||
Vested and expected to vest | 187,460 | |||
Shares exercisable (vested and unvested) | $ 40,418 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Stock Option Activity of Former Parent Plan (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Weighted- Average Exercise Price Per Share | |||
Options exercised | $ 0.02 | ||
Former Parent Plan [Member] | |||
Number of Options | |||
Beginning Balance | 1,004,547 | 1,021,250 | 1,021,250 |
Options exercised | (16,703) | ||
Ending balance | 1,004,547 | 1,021,250 | |
Vested and expected to vest | 1,004,547 | 1,021,250 | |
Shares exercisable (vested and unvested) | 1,004,547 | ||
Weighted- Average Exercise Price Per Share | |||
Beginning Balance | $ 0.02 | $ 0.02 | $ 0.02 |
Options exercised | 0.02 | ||
Ending Balance | 0.02 | 0.02 | |
Vested and expected to vest | 0.02 | $ 0.02 | |
Shares exercisable (vested and unvested) | $ 0.02 | ||
Weighted- Average Remaining Contractual Term (in years) | |||
Balances | 4 years 4 months 13 days | 5 years 4 months 13 days | |
Vested and expected to vest | 4 years 4 months 13 days | ||
Shares exercisable (vested and unvested) | 4 years 4 months 13 days | 5 years 4 months 13 days | |
Aggregate Intrinsic Value | |||
Ending Balance | $ 28,770 | $ 8,150 | |
Vested and expected to vest | 28,770 | ||
Shares exercisable (vested and unvested) | $ 28,770 |
Stock-based Compensation - Su_2
Stock-based Compensation - Summary of assumptions in the Black-Scholes option-pricing models used to determine the fair value of stock options (Detail) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected dividend yield | 0.00% | 0.00% |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 73.50% | 52.00% |
Expected term (in years) | 6 years 7 months 6 days | 6 years 7 months 6 days |
Risk-free interest rate | 1.40% | 2.70% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 49.90% | 44.90% |
Expected term (in years) | 5 years | 5 years 1 month 6 days |
Risk-free interest rate | 1.30% | 1.60% |
Stock-based Compensation - Su_3
Stock-based Compensation - Summary of stock-based compensation expense (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Total stock-based compensation expense | $ 11,800 | $ 2,665 | $ 7,185 | $ 3,906 |
Research and Development Expense [Member] | ||||
Total stock-based compensation expense | 7,939 | 2,350 | 6,130 | 3,301 |
Selling, General and Administrative Expenses [Member] | ||||
Total stock-based compensation expense | $ 3,861 | $ 315 | $ 1,055 | $ 605 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of loss before taxes (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | $ (106,502) | $ (52,220) | $ (114,133) | $ (110,347) |
UNITED STATES | ||||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (114,010) | (110,334) | ||
International [Member] | ||||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | $ (123) | $ (13) |
Income Taxes - Summary of Provi
Income Taxes - Summary of Provision for income taxes (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current | ||||
Federal | $ 0 | $ 0 | ||
State | 24 | 2 | ||
Foreign | 7 | 0 | ||
Total current provision | 31 | 2 | ||
Deferred | ||||
Federal | 0 | 0 | ||
State | 0 | 0 | ||
Total deferred provision | 0 | 0 | ||
Total provision | $ 9 | $ 17 | $ 31 | $ 2 |
Income Taxes - Summary of recon
Income Taxes - Summary of reconciliation of the statutory U.S. federal rate to the Company's effective tax rate (Detail) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||
Tax at federal statutory rate | (21.00%) | (21.00%) |
State taxes, net of federal benefit | (6.70%) | (6.30%) |
Permanent differences | 0.20% | 1.60% |
Change in valuation allowance | 32.50% | 29.50% |
Tax credits | (5.00%) | (3.80%) |
Provision for taxes | 0.00% | 0.00% |
Income Taxes - Summary of com_2
Income Taxes - Summary of components of the Company's net deferred tax assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 72,785 | $ 42,051 |
Research and development credits | 13,499 | 7,759 |
Accruals and reserves | 493 | 551 |
Property and equipment | 811 | 474 |
Stock-based compensation | 649 | 418 |
Total deferred tax assets | 88,237 | 51,253 |
Valuation allowance | (88,237) | (51,115) |
Net deferred tax assets | 0 | 138 |
Deferred tax liabilities | ||
Intangibles | 0 | (138) |
Total deferred tax liabilities | 0 | (138) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Summary of chang
Income Taxes - Summary of changes in the gross amount of unrecognized tax benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits, beginning of the year | $ 2,872 | $ 1,299 |
Increases related to prior year tax positions | 0 | 0 |
Decreases related to prior year tax positions | 0 | 0 |
Increases related to current year tax positions | 2,123 | 1,573 |
Unrecognized tax benefits, end of year | $ 4,995 | $ 2,872 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Examination [Line Items] | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 37.1 | $ 32.6 |
Percentage of ownership changes in common stock | 5.00% | |
Federal research and development credits [Member] | ||
Income Tax Examination [Line Items] | ||
Tax Credit Carryforward Amount | $ 10.5 | |
Tax Credit Carryforward, ExpirationYear | 2036 years | |
California research and development credits [Member] | ||
Income Tax Examination [Line Items] | ||
Tax Credit Carryforward Amount | $ 9.5 | |
federal tax Authority [Member] | ||
Income Tax Examination [Line Items] | ||
Operating Loss Carryforwards | 261.4 | 150.8 |
State and Local Jurisdiction [Member] | ||
Income Tax Examination [Line Items] | ||
Operating Loss Carryforwards | 256 | $ 148.6 |
Operating Loss Carryforwards, Expiration Year | 2036 years | |
Foreign Tax Authority [Member] | ||
Income Tax Examination [Line Items] | ||
Operating Loss Carryforwards | $ 0.2 | |
Maximum [Member] | ||
Income Tax Examination [Line Items] | ||
Operating Loss Carryforwards, Expiration Year | 2037 years | 2037 years |
Minimum [Member] | ||
Income Tax Examination [Line Items] | ||
Operating Loss Carryforwards, Expiration Year | 2036 years | 2036 years |
Weighted Average [Member] | ||
Income Tax Examination [Line Items] | ||
Operating Loss Carryforwards | $ 15.8 | $ 15.8 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Due to related parties, current | $ 200,000 | $ 200,000 | $ 200,000 | $ 100,000 |
Due from related parties, current | 0 | 100,000 | ||
Summer Bio [Member] | ||||
Expenses from Transactions with Related Party | 500,000 | 0 | ||
Due to related parties, current | 100,000 | |||
Related party transaction, amounts of transaction | 100,000 | |||
Due from related parties, current | 200,000 | |||
Summer Bio [Member] | Research and Development Expense [Member] | ||||
Revenue from related parties | 200,000 | |||
Office Space And Certain Utilities And Maintenance Services [Member] | ||||
Expenses from Transactions with Related Party | $ 700,000 | $ 800,000 | $ 1,500,000 | $ 1,500,000 |
Net Loss per Share Attributab_3
Net Loss per Share Attributable to Common Stockholders - Summary of Computation of basic and Diluted net loss per share attributable to common stockholders (Detail) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | ||||
Net loss attributable to common stockholders | $ (106,511) | $ (52,237) | $ (114,164) | $ (110,349) |
Weighted-average shares outstanding | 32,239,448 | 29,040,833 | 30,066,847 | 26,839,662 |
Net loss per share attributable to common stockholders, basic and diluted | $ (3.30) | $ (1.80) | $ (3.80) | $ (4.11) |
Net Loss per Share Attributab_4
Net Loss per Share Attributable to Common Stockholders - Summary of Outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share (Detail) - shares | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 109,535,896 | 101,910,381 | 103,739,174 | 96,952,432 |
Redeemable Convertible Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 99,608,293 | 96,252,623 | 96,252,623 | 92,613,015 |
Common Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 219,402 | 219,402 | 219,402 | 219,402 |
Unvested restricted stock awards [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 146,250 | 170,250 | 158,250 | 182,250 |
Unvested restricted stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,966,408 | 0 | ||
Options to purchase common stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,575,686 | 5,268,106 | 7,108,899 | 3,937,765 |
Series C redeemable convertible preferred stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 19,857 | 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Millions | Feb. 28, 2021 | Jan. 11, 2021 | Jun. 30, 2021 |
Subsequent Event [Line Items] | |||
Share-based Compensation Arrangement Award Vesting Period | 6 years | ||
Restricted Stock Units (RSUs) [Member] | |||
Subsequent Event [Line Items] | |||
Share-based Compensation Arrangement Award Vesting Period | 6 years | ||
Subsequent Event [Member] | Restricted Stock Units (RSUs) [Member] | |||
Subsequent Event [Line Items] | |||
Number of Shares Available for Grant | 2,087,234 | ||
Share-based Compensation Arrangement Vested in Period, Fair Value | $ 60.8 | ||
Share-based Compensation Arrangement Award Vesting Period | 6 years | ||
Uber Technologies, Inc. [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1 | ||
Business Combination, Consideration Transferred | $ 83 | ||
Uber Technologies, Inc. [Member] | Series C redeemable convertible preferred stock [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Stock Issued During Period, Shares, Acquisitions | 2,581,285 | ||
Convertible notes, principal amount | $ 75 |