Cover
Cover | 6 Months Ended |
Jun. 30, 2021 | |
Cover [Abstract] | |
Document Type | S-1 |
Entity Registrant Name | Velo3D, Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Primary SIC Number | 3559 |
Entity Tax Identification Number | 98-1556965 |
Entity Address, Address Line One | 511 Division Street |
Entity Address, City or Town | Campbell |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 95008 |
City Area Code | 408 |
Local Phone Number | 610-3915 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Central Index Key | 0001825079 |
Amendment Flag | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 11,948,000 | $ 15,517,000 |
Total current assets | 27,131,000 | 27,898,000 |
Total assets | 40,233,000 | 32,691,000 |
Current liabilities: | ||
Accrued expenses | 615,000 | 787,000 |
Total current liabilities | 27,773,000 | 12,127,000 |
Total liabilities | 48,943,000 | 16,808,000 |
Commitments and contingencies (Note 16) | ||
Carrying value | 123,704,000 | 123,704,000 |
Stockholders’ deficit: | ||
Ordinary shares, $0.0001 par value | 1,000 | 1,000 |
Additional paid-in capital | 16,446,000 | 14,954,000 |
Accumulated deficit | (148,861,000) | (122,776,000) |
Total stockholders’ deficit | (132,414,000) | (107,821,000) |
Total liabilities, redeemable convertible preferred stock, and stockholders’ deficit | 40,233,000 | 32,691,000 |
JAWS Spitfire Acquisition Corporation | ||
Current assets: | ||
Cash and cash equivalents | 145,200 | 1,667,600 |
Prepaid expenses | 374,564 | 727,217 |
Total current assets | 519,764 | 2,394,817 |
Marketable securities held in Trust Account | 345,009,910 | 345,000,000 |
Total assets | 345,529,674 | 347,394,817 |
Current liabilities: | ||
Accrued expenses | 3,134,405 | 96,590 |
Accrued offering costs | 325,000 | 340,282 |
Promissory note - related party | 0 | 267,768 |
Total current liabilities | 3,459,405 | 704,640 |
Warrant liabilities | 25,104,000 | 43,147,500 |
Deferred underwriting fee payable | 12,075,000 | 12,075,000 |
Total liabilities | 40,638,405 | 55,927,140 |
Commitments and contingencies (Note 16) | 0 | 0 |
Carrying value | 299,891,260 | 286,467,670 |
Stockholders’ deficit: | ||
Preference shares, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 2,660,273 | 6,766,010 |
Accumulated deficit | 2,338,422 | (1,767,451) |
Total stockholders’ deficit | 5,000,009 | 5,000,007 |
Total liabilities, redeemable convertible preferred stock, and stockholders’ deficit | 345,529,674 | 347,394,817 |
JAWS Spitfire Acquisition Corporation | Class A Ordinary Share | ||
Stockholders’ deficit: | ||
Ordinary shares, $0.0001 par value | 451 | 585 |
Total stockholders’ deficit | 451 | 585 |
JAWS Spitfire Acquisition Corporation | Class B Ordinary Share | ||
Stockholders’ deficit: | ||
Ordinary shares, $0.0001 par value | 863 | 863 |
Total stockholders’ deficit | $ 863 | $ 863 |
BALANCE SHEET (Parenthetical)
BALANCE SHEET (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Redeemable convertible preferred stock, shares oustanding | 117,734,383 | 117,734,383 |
Common stock, par value (in usd per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 216,000,000 | 216,000,000 |
Common stock, shares issued | 19,686,205 | 19,637,872 |
Common stock, shares outstanding | 19,686,205 | 19,637,872 |
JAWS Spitfire Acquisition Corporation | ||
Redeemable convertible preferred stock, shares oustanding | 28,646,767 | |
Price per share | $ 10 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
JAWS Spitfire Acquisition Corporation | Class A Ordinary Share | ||
Redeemable convertible preferred stock, shares oustanding | 29,989,126 | 28,646,767 |
Price per share | $ 10 | $ 10 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 4,510,874 | 5,853,233 |
Common stock, shares outstanding | 4,510,874 | 5,853,233 |
JAWS Spitfire Acquisition Corporation | Class B Ordinary Share | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 8,625,000 | 8,625,000 |
Common stock, shares outstanding | 8,625,000 | 8,625,000 |
STATEMENT OF OPERATIONS
STATEMENT OF OPERATIONS - USD ($) | 3 Months Ended | 4 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | |
General and administrative | $ 4,786,000 | $ 10,004,000 | |
Loss from operations | (11,894,000) | (23,664,000) | |
Other income (expense), net | |||
Change in fair value of warrant liabilities | (1,741,000) | ||
Net loss | (13,548,000) | (26,086,000) | |
JAWS Spitfire Acquisition Corporation | |||
Formation and operating costs | $ 183,573 | ||
Transaction costs allocated to warrant liabilities | 1,583,878 | ||
General and administrative | 3,188,504 | 4,629,818 | |
Loss from operations | (3,188,504) | (4,629,818) | |
Other income (expense), net | |||
Change in fair value of warrant liabilities | 523,000 | 18,043,500 | |
Interest Income | 5,210 | 9,910 | |
Other income | 528,210 | 18,053,410 | |
Net loss | $ (2,660,294) | (1,767,451) | $ 13,423,592 |
JAWS Spitfire Acquisition Corporation | Class A Ordinary Share | |||
Other income (expense), net | |||
Net loss | $ 0 | ||
Basic and diluted weighted average shares outstanding | 34,500,000 | 34,500,000 | 34,500,000 |
Basic and diluted net income per ordinary shares | $ 0 | $ 0 | $ 0 |
JAWS Spitfire Acquisition Corporation | Class B Ordinary Share | |||
Other income (expense), net | |||
Net loss | $ 0 | ||
Basic and diluted weighted average shares outstanding | 8,625,000 | 7,758,028 | 8,625,000 |
Basic and diluted net income per ordinary shares | $ (0.30) | $ (0.23) | $ 1.56 |
STATEMENT OF CHANGES IN SHAREHO
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) | Total | Additional Paid-In Capital | Accumulated Deficit | JAWS Spitfire Acquisition Corporation | JAWS Spitfire Acquisition CorporationAdditional Paid-In Capital | JAWS Spitfire Acquisition CorporationAccumulated Deficit | JAWS Spitfire Acquisition CorporationClass A Ordinary Share | JAWS Spitfire Acquisition CorporationClass B Ordinary Share |
Balance as of beginning of period at Dec. 31, 2018 | $ (84,756,000) | $ 3,585,000 | $ (88,342,000) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of Series C redeemable convertible preferred stock and common stock, net of issuance costs | 6,809,000 | 6,809,000 | ||||||
Net loss | (25,678,000) | (25,678,000) | ||||||
Balance as of end of period at Dec. 31, 2019 | (100,823,000) | 13,196,000 | (114,020,000) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (10,484,000) | (10,484,000) | ||||||
Balance as of end of period at Jun. 30, 2020 | (97,217,000) | 14,235,000 | (111,452,000) | |||||
Balance as of beginning of period at Dec. 31, 2019 | (100,823,000) | 13,196,000 | (114,020,000) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (21,807,000) | (21,807,000) | ||||||
Balance as of end of period at Dec. 31, 2020 | (107,821,000) | 14,954,000 | (122,776,000) | $ 5,000,007 | $ 6,766,010 | $ (1,767,451) | $ 585 | $ 863 |
Balance at the end (in shares) at Dec. 31, 2020 | 5,853,233 | 8,625,000 | ||||||
Balance as of beginning of period at Sep. 10, 2020 | 0 | 0 | 0 | $ 0 | $ 0 | |||
Balance at the beginning (in shares) at Sep. 10, 2020 | 0 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs (in shares) | 8,625,000 | |||||||
Issuance of Series C redeemable convertible preferred stock and common stock, net of issuance costs | 25,000 | 24,137 | $ 863 | |||||
Sale of Class A shares in initial public offering, less fair value of public warrants, net of offering costs (in shares) | 34,500,000 | |||||||
Sale of Class A shares in initial public offering, less fair value of public warrants, net of offering costs | 298,995,128 | 298,991,678 | $ 3,450 | |||||
Excess of fair value of private placement warrants over cash received | (5,785,000) | (5,785,000) | ||||||
Change in value of Class A ordinary shares subject to possible redemption | (286,467,670) | (286,464,805) | $ (2,865) | |||||
Change in value of Class A ordinary shares subject to possible redemption (in shares) | (28,646,767) | |||||||
Net loss | (1,767,451) | 0 | (1,767,451) | $ 0 | 0 | |||
Balance as of end of period at Dec. 31, 2020 | (107,821,000) | 14,954,000 | (122,776,000) | 5,000,007 | 6,766,010 | (1,767,451) | $ 585 | $ 863 |
Balance at the end (in shares) at Dec. 31, 2020 | 5,853,233 | 8,625,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Change in value of Class A ordinary shares subject to possible redemption | (16,083,890) | (6,766,010) | (9,317,719) | $ (161) | ||||
Change in value of Class A ordinary shares subject to possible redemption (in shares) | (1,608,389) | |||||||
Net loss | 16,083,886 | 16,083,886 | ||||||
Balance as of end of period at Mar. 31, 2021 | 5,000,003 | 4,998,716 | $ 424 | $ 863 | ||||
Balance at the end (in shares) at Mar. 31, 2021 | 4,244,844 | 8,625,000 | ||||||
Balance as of beginning of period at Dec. 31, 2020 | (107,821,000) | 14,954,000 | (122,776,000) | 5,000,007 | 6,766,010 | (1,767,451) | $ 585 | $ 863 |
Balance at the beginning (in shares) at Dec. 31, 2020 | 5,853,233 | 8,625,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (26,086,000) | (26,086,000) | 13,423,592 | |||||
Balance as of end of period at Jun. 30, 2021 | (132,414,000) | 16,446,000 | (148,861,000) | 5,000,009 | 2,660,273 | 2,338,422 | $ 451 | $ 863 |
Balance at the end (in shares) at Jun. 30, 2021 | 4,510,874 | 8,625,000 | ||||||
Balance as of beginning of period at Mar. 31, 2021 | 5,000,003 | 4,998,716 | $ 424 | $ 863 | ||||
Balance at the beginning (in shares) at Mar. 31, 2021 | 4,244,844 | 8,625,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Change in value of Class A ordinary shares subject to possible redemption | 2,660,300 | 2,660,273 | $ 27 | |||||
Change in value of Class A ordinary shares subject to possible redemption (in shares) | 266,030 | |||||||
Net loss | (13,548,000) | (2,660,294) | (2,660,294) | |||||
Balance as of end of period at Jun. 30, 2021 | $ (132,414,000) | $ 16,446,000 | $ (148,861,000) | $ 5,000,009 | $ 2,660,273 | $ 2,338,422 | $ 451 | $ 863 |
Balance at the end (in shares) at Jun. 30, 2021 | 4,510,874 | 8,625,000 |
STATEMENT OF CASH FLOWS
STATEMENT OF CASH FLOWS - USD ($) | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||||
Change in fair value of warrant liability | $ 1,741,000 | |||
Changes in assets and liabilities | ||||
Net cash used in operating activities | (13,022,000) | $ (26,446,000) | ||
Cash flows from investing activities | ||||
Net cash used in investing activities | (5,645,000) | (3,429,000) | ||
Cash flows from financing activities | ||||
Net cash provided by financing activities | 16,298,000 | 35,577,000 | ||
Net change in cash and cash equivalents | (2,369,000) | 5,702,000 | ||
Cash and cash equivalents at beginning of period | 15,517,000 | 9,815,000 | ||
Cash and cash equivalents at end of period | $ 13,148,000 | $ 15,517,000 | 13,148,000 | 15,517,000 |
JAWS Spitfire Acquisition Corporation | ||||
Cash flows from operating activities | ||||
Net income | (1,767,451) | 13,423,592 | ||
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||||
Change in fair value of warrant liability | (523,000) | (18,043,500) | ||
Interest earned on marketable securities held in Trust Account | (5,210) | (9,910) | ||
Payment of formation costs through issuance of Class B ordinary shares | 5,000 | |||
Transaction costs allocated to warrant liabilities | 1,583,878 | |||
Changes in assets and liabilities | ||||
Prepaid expenses | (700,417) | 352,653 | ||
Accrued expenses | 96,590 | 3,037,815 | ||
Accrued offering costs | (15,282) | |||
Net cash used in operating activities | (782,400) | (1,254,632) | ||
Cash flows from investing activities | ||||
Investment of cash in Trust Account | (345,000,000) | |||
Net cash used in investing activities | (345,000,000) | |||
Cash flows from financing activities | ||||
Proceeds from sale of Units, net of underwriting discounts paid | 338,550,000 | |||
Repayment of promissory note - related party | (267,768) | |||
Proceeds from sale of Private Placement Warrants | 8,900,000 | |||
Net cash provided by financing activities | 347,450,000 | (267,768) | ||
Net change in cash and cash equivalents | 1,667,600 | (1,522,400) | ||
Cash and cash equivalents at beginning of period | 0 | 1,667,600 | ||
Cash and cash equivalents at end of period | $ 145,200 | 1,667,600 | 145,200 | $ 1,667,600 |
Non-Cash Investing and Financing Activities: | ||||
Initial classification of Class A ordinary shares subject to possible redemption | 286,646,240 | |||
Change in value of Class A ordinary shares subject to possible redemption | (178,570) | $ 13,423,590 | ||
Deferred underwriting fee payable | 12,075,000 | |||
Initial classification of warrant liabilities | 43,147,500 | |||
Offering costs paid by Sponsor in exchange for the issuance of Class B ordinary shares | 20,000 | |||
Payment of offering costs through promissory note - related party | 240,968 | |||
Payment of prepaid expenses through promissory note - related party | 26,800 | |||
Offering costs included in accrued offering costs | $ 340,282 |
Balance Sheets_2
Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | |||
Cash and cash equivalents | $ 11,948 | $ 15,517 | $ 9,815 |
Accounts receivable, net | 3,880 | 1,232 | 1,974 |
Inventories | 8,588 | 7,309 | 4,566 |
Contract assets | 160 | 3,033 | 540 |
Prepaid expenses and other current assets | 2,555 | 807 | 1,884 |
Total current assets | 27,131 | 27,898 | 18,779 |
Property and equipment, net | 1,219 | 1,006 | 1,456 |
Equipment on lease, net | 7,595 | 2,855 | 0 |
Other assets | 4,288 | 932 | 1,398 |
Total assets | 40,233 | 32,691 | 21,633 |
Current liabilities: | |||
Accounts payable | 6,522 | 1,226 | 1,716 |
Accrued expenses and other current liabilities | 3,289 | 2,512 | 3,318 |
Debt – current portion | 6,070 | 3,687 | 145 |
Contract liabilities | 11,892 | 4,702 | 7,091 |
Total current liabilities | 27,773 | 12,127 | 12,270 |
Long-term debt – less current portion | 12,813 | 4,316 | 5,983 |
Convertible notes payable | 5,000 | 0 | 1,500 |
Other noncurrent liabilities | 3,357 | 365 | 845 |
Total liabilities | 48,943 | 16,808 | 20,598 |
Commitments and contingencies (Note 16) | |||
Redeemable convertible preferred stock, $0.00001 par value, 125,419,265 and 28,141,258 shares authorized as of December 31, 2020 and 2019, respectively; 117,734,383 and 27,967,896 shares issued and outstanding as of December 31, 2020 and 2019, respectively; liquidation preference of $133,762,000 and $114,042,000 as of December 31, 2020 and 2019, respectively | 123,704 | 123,704 | 101,858 |
Stockholders’ deficit: | |||
Ordinary shares, $0.0001 par value | 1 | 1 | 1 |
Additional paid-in capital | 16,446 | 14,954 | 13,196 |
Accumulated deficit | (148,861) | (122,776) | (114,020) |
Total stockholders’ deficit | (132,414) | (107,821) | (100,823) |
Total liabilities, redeemable convertible preferred stock, and stockholders’ deficit | $ 40,233 | $ 32,691 | $ 21,633 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | |||
Redeemable convertible preferred stock, par value (in usd per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Redeemable convertible preferred stock, shares authorized | 125,419,265 | 125,419,265 | 28,141,258 |
Redeemable convertible preferred stock, shares issued | 117,734,383 | 117,734,383 | 27,967,896 |
Redeemable convertible preferred stock, shares oustanding | 117,734,383 | 117,734,383 | 27,967,896 |
Redeemable convertible preferred stock, liquidation preference | $ 133,762 | $ 133,762 | $ 114,042 |
Common stock, par value (in usd per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 216,000,000 | 216,000,000 | 60,000,000 |
Common stock, shares issued | 19,686,205 | 19,637,872 | 18,064,695 |
Common stock, shares outstanding | 19,686,205 | 19,637,872 | 18,064,695 |
Statements of Operations and Co
Statements of Operations and Comprehensive Loss - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||||||
Revenue | $ 1,172,000 | $ 6,399,000 | $ 8,318,000 | $ 9,960,000 | $ 18,975,000 | $ 15,223,000 |
Cost of revenue | 1,562,000 | 4,483,000 | 6,524,000 | 6,455,000 | 12,608,000 | 10,393,000 |
Gross profit | (390,000) | 1,916,000 | 1,794,000 | 3,505,000 | 6,367,000 | 4,830,000 |
Operating expenses | ||||||
Research and development | 4,695,000 | 3,709,000 | 11,094,000 | 6,874,000 | 14,188,000 | 14,593,000 |
Selling and marketing | 2,023,000 | 1,513,000 | 4,360,000 | 2,875,000 | 7,004,000 | 8,600,000 |
General and administrative | 4,786,000 | 2,340,000 | 10,004,000 | 4,128,000 | 6,382,000 | 6,929,000 |
Total operating expenses | 11,504,000 | 7,562,000 | 25,458,000 | 13,877,000 | 27,574,000 | 30,122,000 |
Loss from operations | (11,894,000) | (5,646,000) | (23,664,000) | (10,372,000) | (21,207,000) | (25,292,000) |
Other income (expense), net | ||||||
Interest expense | (120,000) | (81,000) | (644,000) | (152,000) | (639,000) | (605,000) |
Other income, net | (1,534,000) | 25,000 | (1,778,000) | 40,000 | 39,000 | 219,000 |
Loss before provision for income taxes | (13,548,000) | (5,702,000) | (26,086,000) | (10,484,000) | (21,807,000) | (25,678,000) |
Provision for income taxes | 0 | 0 | 0 | 0 | 0 | 0 |
Net loss | (13,548,000) | (5,702,000) | (26,086,000) | (10,484,000) | (21,807,000) | (25,678,000) |
Comprehensive loss | $ (13,548,000) | $ (5,702,000) | $ (26,086,000) | $ (10,484,000) | (21,807,000) | (25,678,000) |
Extinguishment of redeemable convertible preferred stock | 13,051,000 | 0 | ||||
Net loss attributable to common stockholders | $ (8,756,000) | $ (25,678,000) | ||||
Net loss per share attributable to common stockholders, basic (in usd per share) | $ (0.69) | $ (0.32) | $ (1.32) | $ (0.57) | $ (0.46) | $ (1.64) |
Net loss per share attributable to common stockholders, diluted (in usd per share) | $ (0.69) | $ (0.32) | $ (1.32) | $ (0.57) | $ (0.46) | $ (1.64) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 19,656,762 | 18,068,448 | 19,715,885 | 18,553,332 | 19,232,455 | 15,629,519 |
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 19,656,762 | 18,068,448 | 19,715,885 | 18,553,332 | 19,232,455 | 15,629,519 |
Statements of Changes in Redeem
Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders’ Deficit - USD ($) $ in Thousands | Total | Series C Redeemable Convertible Preferred Stock | Series D Redeemable Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Additional Paid-In CapitalSeries C Redeemable Convertible Preferred Stock | Additional Paid-In CapitalSeries D Redeemable Convertible Preferred Stock | Accumulated Deficit |
Balance as of beginning of period (in shares) at Dec. 31, 2018 | 25,602,868 | |||||||
Balance as of beginning of period at Dec. 31, 2018 | $ 91,826 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs (in shares) | 3,258,288 | |||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs | $ 11,035 | |||||||
Conversion of redeemable convertible preferred stock (in shares) | (893,260) | |||||||
Conversion of redeemable convertible preferred stock | $ (1,003) | |||||||
Balance as of end of period (in shares) at Dec. 31, 2019 | 27,967,896 | 8,688,760 | ||||||
Balance as of end of period at Dec. 31, 2019 | $ 101,858 | $ 40,978 | ||||||
Balance as of beginning of period (in shares) at Dec. 31, 2018 | 7,792,649 | |||||||
Balance as of beginning of period at Dec. 31, 2018 | (84,756) | $ 1 | $ 3,585 | $ (88,342) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs (in shares) | 9,227,960 | |||||||
Issuance of Series C redeemable convertible preferred stock and common stock, net of issuance costs | 6,809 | 6,809 | ||||||
Conversion of redeemable convertible preferred stock (in shares) | 893,260 | |||||||
Conversion of redeemable convertible preferred stock | $ 1,003 | 1,003 | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 151,000 | 150,826 | ||||||
Issuance of common stock upon exercise of stock options | $ 159 | 159 | ||||||
Issuance of warrants | $ 168 | $ 168 | ||||||
Stock-based compensation | 1,472 | 1,472 | ||||||
Net loss | (25,678) | (25,678) | ||||||
Balance as of end of period (in shares) at Dec. 31, 2019 | 18,064,695 | |||||||
Balance as of end of period at Dec. 31, 2019 | $ (100,823) | $ 1 | 13,196 | (114,020) | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs (in shares) | 75,660,962 | |||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs | $ 28,278 | |||||||
Conversion of redeemable convertible preferred stock (in shares) | (4,456,248) | |||||||
Conversion of redeemable convertible preferred stock | $ (13,274) | |||||||
Exchange of convertible notes and accrued interest for Series D redeemable convertible preferred stock (in shares) | 4,029,222 | |||||||
Exchange of convertible notes and accrued interest for Series D redeemable convertible preferred stock | $ 1,512 | |||||||
Balance as of end of period (in shares) at Jun. 30, 2020 | 103,201,832 | |||||||
Balance as of end of period at Jun. 30, 2020 | $ 118,374 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of redeemable convertible preferred stock (in shares) | 1,485,413 | |||||||
Conversion of redeemable convertible preferred stock | $ 13,274 | 223 | 13,051 | |||||
Issuance of common stock upon exercise of stock options (in shares) | 50,000 | 49,848 | ||||||
Issuance of common stock upon exercise of stock options | $ 39 | 39 | ||||||
Stock-based compensation | 777 | 777 | ||||||
Net loss | (10,484) | (10,484) | ||||||
Balance as of end of period (in shares) at Jun. 30, 2020 | 19,599,956 | |||||||
Balance as of end of period at Jun. 30, 2020 | $ (97,217) | $ 1 | 14,235 | (111,452) | ||||
Balance as of beginning of period (in shares) at Dec. 31, 2019 | 27,967,896 | 8,688,760 | ||||||
Balance as of beginning of period at Dec. 31, 2019 | $ 101,858 | $ 40,978 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs (in shares) | 75,660,962 | |||||||
Issuance of redeemable convertible preferred stock and common stock, net of issuance costs | $ 28,153 | |||||||
Conversion of redeemable convertible preferred stock (in shares) | (4,456,248) | |||||||
Conversion of redeemable convertible preferred stock | $ (13,274) | |||||||
Exchange of convertible notes and accrued interest for Series D redeemable convertible preferred stock (in shares) | 18,561,773 | |||||||
Exchange of convertible notes and accrued interest for Series D redeemable convertible preferred stock | $ 6,967 | |||||||
Balance as of end of period (in shares) at Dec. 31, 2020 | 117,734,383 | 8,399,058 | 94,222,735 | |||||
Balance as of end of period at Dec. 31, 2020 | $ 123,704 | $ 39,378 | $ 35,120 | |||||
Balance as of beginning of period (in shares) at Dec. 31, 2019 | 18,064,695 | |||||||
Balance as of beginning of period at Dec. 31, 2019 | (100,823) | $ 1 | 13,196 | (114,020) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of redeemable convertible preferred stock (in shares) | 1,485,413 | |||||||
Conversion of redeemable convertible preferred stock | $ 13,274 | 223 | 13,051 | |||||
Issuance of common stock upon exercise of stock options (in shares) | 67,000 | 87,764 | ||||||
Issuance of common stock upon exercise of stock options | $ 53 | 53 | ||||||
Issuance of warrants | $ 27 | $ 27 | ||||||
Stock-based compensation | 1,455 | 1,455 | ||||||
Net loss | (21,807) | (21,807) | ||||||
Balance as of end of period (in shares) at Dec. 31, 2020 | 19,637,872 | |||||||
Balance as of end of period at Dec. 31, 2020 | $ (107,821) | $ 1 | 14,954 | (122,776) | ||||
Balance as of end of period (in shares) at Dec. 31, 2020 | 117,734,383 | 8,399,058 | 94,222,735 | |||||
Balance as of end of period at Dec. 31, 2020 | $ 123,704 | $ 39,378 | $ 35,120 | |||||
Balance as of end of period (in shares) at Dec. 31, 2020 | 19,637,872 | |||||||
Balance as of end of period at Dec. 31, 2020 | $ (107,821) | $ 1 | 14,954 | (122,776) | ||||
Balance as of beginning of period (in shares) at Dec. 31, 2020 | 117,734,383 | 8,399,058 | 94,222,735 | |||||
Balance as of beginning of period at Dec. 31, 2020 | $ 123,704 | $ 39,378 | $ 35,120 | |||||
Balance as of end of period (in shares) at Jun. 30, 2021 | 117,734,383 | 8,399,058 | 94,222,735 | |||||
Balance as of end of period at Jun. 30, 2021 | $ 123,704 | $ 39,378 | $ 35,120 | |||||
Balance as of beginning of period (in shares) at Dec. 31, 2020 | 19,637,872 | |||||||
Balance as of beginning of period at Dec. 31, 2020 | $ (107,821) | $ 1 | 14,954 | (122,776) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 203,000 | 202,500 | ||||||
Issuance of common stock upon exercise of stock options | $ 283 | 283 | ||||||
Issuance of warrants | 134 | 134 | ||||||
Stock-based compensation | 1,075 | 1,075 | ||||||
Net loss | (26,086) | (26,086) | ||||||
Balance as of end of period (in shares) at Jun. 30, 2021 | 19,840,372 | |||||||
Balance as of end of period at Jun. 30, 2021 | $ (132,414) | $ 1 | 16,446 | (148,861) | ||||
Balance as of end of period (in shares) at Jun. 30, 2021 | 117,734,383 | 8,399,058 | 94,222,735 | |||||
Balance as of end of period at Jun. 30, 2021 | $ 123,704 | $ 39,378 | $ 35,120 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (13,548) | |||||||
Balance as of end of period (in shares) at Jun. 30, 2021 | 19,840,372 | |||||||
Balance as of end of period at Jun. 30, 2021 | $ (132,414) | $ 1 | $ 16,446 | $ (148,861) |
Statement of Cash Flows_2
Statement of Cash Flows - 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 | $ (26,086) | $ (10,484) | $ (21,807) | $ (25,678) |
Adjustments to reconcile net loss to net cash used in operating activities | ||||
Depreciation | 692 | 529 | 1,240 | 1,138 |
Stock-based compensation | 1,075 | 777 | 1,455 | 1,472 |
Changes in assets and liabilities | ||||
Accounts receivable | (2,648) | (869) | 742 | (1,359) |
Inventories | (1,279) | (1,539) | (2,743) | (954) |
Contract assets | 2,873 | (2,255) | (2,493) | 160 |
Prepaid expenses and other current assets | (3,904) | 1,545 | 1,077 | (348) |
Other assets | 466 | (280) | ||
Accounts payable | 5,296 | (323) | (490) | 757 |
Accrued expenses and other current liabilities | 3,769 | (1,310) | (1,024) | 1,573 |
Contract liabilities | 7,190 | (2,478) | (2,389) | 6,911 |
Other long-term liabilities | (480) | 186 | ||
Net cash used in operating activities | (13,022) | (16,407) | (26,446) | (16,422) |
Cash flows from investing activities | ||||
Purchase of property and equipment | (601) | (225) | (401) | (345) |
Production of equipment for lease to customers | (5,044) | (2,176) | (3,028) | 0 |
Net cash used in investing activities | (5,645) | (2,401) | (3,429) | (345) |
Cash flows from financing activities | ||||
Proceeds from loan refinance, net of issuance costs | 14,339 | 0 | ||
Repayment of term loan and equipment loan | (4,888) | 0 | ||
Proceeds from loan issuances | 3,200 | 750 | 2,324 | 0 |
Repayment of loan | (1,636) | (219) | (420) | (616) |
Proceeds from convertible notes issuance | 5,000 | 5,415 | 5,467 | 1,500 |
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 28,278 | ||
Issuance of common stock upon exercise of stock options | 283 | 39 | 53 | 159 |
Net cash provided by financing activities | 16,298 | 34,263 | 35,577 | 18,887 |
Net change in cash and cash equivalents | (2,369) | 15,455 | 5,702 | 2,120 |
Cash and cash equivalents at beginning of period | 15,517 | 9,815 | 9,815 | 7,695 |
Cash and cash equivalents at end of period | 13,148 | 25,270 | 15,517 | 9,815 |
Supplemental disclosure of cash flow information | ||||
Cash paid for interest | 280 | 131 | 461 | 620 |
Cash paid for taxes | 0 | 0 | ||
Supplemental disclosure of non-cash information | ||||
Extinguishment of redeemable convertible preferred stock | 0 | 13,274 | 13,274 | 0 |
Conversion of convertible notes to Series D redeemable convertible preferred stock | 0 | 1,512 | ||
Issuance of warrants | $ 134 | $ 0 | ||
Unpaid liabilities related to property and equipment | 216 | 0 | ||
Transfer between inventories and property and equipment | 0 | 781 | ||
Series C Redeemable Convertible Preferred Stock | ||||
Supplemental disclosure of non-cash information | ||||
Issuance of warrants | 0 | 168 | ||
Common Stock Warrants | ||||
Supplemental disclosure of non-cash information | ||||
Issuance of warrants | 27 | 0 | ||
Series C Redeemable Convertible Preferred Stock | ||||
Cash flows from financing activities | ||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 17,844 | ||
Supplemental disclosure of non-cash information | ||||
Issuance of common stock upon conversion of redeemable convertible preferred stock | 0 | 6,809 | ||
Series D Redeemable Convertible Preferred Stock | ||||
Cash flows from financing activities | ||||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 28,153 | 0 | ||
Supplemental disclosure of non-cash information | ||||
Conversion of convertible notes to Series D redeemable convertible preferred stock | 6,967 | 0 | ||
Series A Redeemable Convertible Preferred Stock | ||||
Supplemental disclosure of non-cash information | ||||
Issuance of common stock upon conversion of redeemable convertible preferred stock | $ 0 | $ 1,003 |
DESCRIPTION OF ORGANIZATION AND
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Subsidiary, Sale of Stock [Line Items] | ||
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS | DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS JAWS Spitfire Acquisition Corporation (formerly known as Spitfire Acquisition Corporation) (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on September 11, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar Business Combination with one or more businesses or entities (a “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31, 2020, the Company had not commenced any operations. All activity for the period from September 11, 2020 (inception) through December 31, 2020 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. As of December 31, 2020, the Company had cash of $1,667,600 held outside of the Trust Account. The Company incurred a net loss for the period from September 11, 2020 to December 31, 2020 of $1,767,451 and cash used in operating activities of $782,400. The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating the business through the consummation of a Business Combination. However, if the Company’s estimate of future costs are less than the actual amount necessary, the Company may have insufficient funds available to operate prior to the Business Combination. Moreover, the Company may need to obtain additional financing either to complete the initial Business Combination or because it becomes obligated to redeem a significant number of public shares upon consummation of the Business Combination, in which case the Company may issue additional securities or incur debt in connection with the Business Combination. The registration statement for the Company’s Initial Public Offering was declared effective on December 2, 2020. On December 7, 2020, the Company consummated the Initial Public Offering of 34,500,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), which includes the full exercise by the underwriter of its over-allotment option in the amount of 4,500,000 Units, at $10.00 per Unit, generating gross proceeds of $345,000,000 which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 4,450,000 warrants (the “Private Placement Warrants”) at a price of $2.00 per Private Placement Warrant in a private placement to Spitfire Sponsor LLC (the “Sponsor”), generating gross proceeds of $8,900,000, which is described in Note 5. Offering costs amounted to $19,126,250, consisting of $6,900,000 of underwriting fees, $12,075,000 of deferred underwriting fees and $151,250 of other offering costs, net of $450,000 reimbursed from the underwriters. Following the closing of the Initial Public Offering on December 7, 2020, an amount of $345,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”), and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”), as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds in the Trust Account to the Company’s shareholders, as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust Account (excluding the amount of deferred underwriting commissions and taxes payable on the income earned on the Trust Account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide the holders of the public shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their public shares upon the completion of the Business Combination, either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares, equal to the aggregate amount then on deposit in the Trust Account, calculated as of two The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 and, if the Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company. If a shareholder vote is not required and the Company does not decide to hold a shareholder vote for business or other reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 6) and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to provide holders of Class A ordinary shares the right to have their shares redeemed in connection with its initial Business Combination or to redeem 100% of the Company’s public shares if we do not complete our initial Business Combination by December 7, 2022 or (ii) with respect to any other provision relating to shareholders’ rights, unless the Company provides the Public Shareholders with the opportunity to redeem their Public Shares upon approval of any such amendment at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the Trust account and not previously released to pay taxes, divided by the number of then issued and outstanding Public Shares. The Company will have until December 7, 2022 to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period, and in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per Public Share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (other than the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. | DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Jaws Spitfire Acquisition Corporation (formerly known as Spitfire Acquisition Corporation) (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on September 11, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of June 30, 2021, the Company had not commenced any operations. All activity through June 30, 2021 relates to the Company’s formation, the proposed initial public offering (“Initial Public Offering”), which, which is described in Note 7. is described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company generates non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The registration statement for the Company’s Initial Public Offering was declared effective on December 2, 2020. On December 7, 2020, the Company consummated the Initial Public Offering of 34,500,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), which includes the full exercise by the underwriter of its over-allotment option in the amount of 4,500,000 Units, at $10.00 per Unit, generating gross proceeds of $345,000,000 which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 4,450,000 warrants (the “Private Placement Warrants”) at a price of $2.00 per Private Placement Warrant in a private placement to Spitfire Sponsor LLC (the “Sponsor”), generating gross proceeds of $8,900,000, which is described in Note 5. Transaction costs amounted to $19,126,250, consisting of $6,900,000 of underwriting fees, $12,075,000 of deferred underwriting fees and $151,250 of other offering costs, net of $450,000 reimbursed from the underwriters. Following the closing of the Initial Public Offering on December 7, 2020, an amount of $345,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”), and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds in the Trust Account to the Company’s shareholders, as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust Account (excluding the amount of deferred underwriting commissions and taxes payable on the income earned on the Trust Account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide the holders of the Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of the Business Combination, either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares, equal to the aggregate amount then on deposit in the Trust Account, calculated as of two The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 and, if the Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company. If a shareholder vote is not required and the Company does not decide to hold a shareholder vote for business or other reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 6) and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to provide holders of Class A ordinary shares the right to have their shares redeemed in connection with its initial Business Combination or to redeem 100% of the Company’s Public Shares if we do not complete our initial Business Combination by December 7, 2022 or (ii) with respect to any other provision relating to shareholders’ rights, unless the Company provides the Public Shareholders with the opportunity to redeem their Public Shares upon approval of any such amendment at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the Trust account and not previously released to pay taxes, divided by the number of then issued and outstanding Public Shares. The Company will have until December 7, 2022 to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period. The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period, and in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per Public Share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (other than the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. |
REVISION OF PREVIOUSLY ISSUED F
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS/RESTATEMENT | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Reclassification [Line Items] | ||
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS/RESTATEMENT | RESTATEMENT On April 12, 2021 the Securities and Exchange Commission (the “SEC”) released a public statement highlighting the potential accounting implications of certain terms of warrants issued by Special Purpose Acquisition Companies (“SPACs”). The Audit Committee of the Board of Directors of the Company, in consultation with management of the Company concluded that the Company’s previously issued financial statements and related disclosures as of December 31, 2020 and for the period from September 11, 2020 to December 31, 2020 should no longer be relied upon. Upon reviewing the SEC’s public statement and evaluating the terms of its warrant agreements, the Company determined that it had improperly classified its Public Warrants and Private Placement Warrants as shareholders’ equity. In accordance with ASC 815-40 “Derivatives and Hedging – Contracts in Entity’s Own Equity”, the Company has concluded that its Public Warrants and Private Placement Warrants should be classified as a liability at fair value on its balance sheet, with subsequent changes in their respective fair values recognized in the statement of operations at each reporting date. In accordance with ASC 825-10 “Financial Instruments”, the Company has concluded that a portion of the transaction costs which directly related to the Initial Public Offering and Private Placement, which were previously charged to shareholders’ equity, should be allocated to the warrants based on their relative fair value against total proceeds and recognized as transaction costs in the statement of operations. Further discussion on the related terms and analysis resulting in this conclusion can be found in Note 3. The Company is restating the financial statements and related disclosures as of December 31, 2020, and for the period from September 11, 2020 to December 31, 2020, to correct misstatements associated with the Company’s classification of its Public Warrants and Private Placement Warrants on its balance sheet, in accordance with ASC Topic 250, “Accounting Changes and Error Corrections”. Description of Restatement Tables See below for a reconciliation from the previously reported to the restated amounts as of December 31, 2020, and for the period from September 11, 2020 to December 31, 2020. The previously reported amounts were derived from the Company’s Annual Report on Form 10-K as of December 31, 2020, and for the period from September 11, 2020 to December 31, 2020 filed on March 30, 2021. These amounts are labeled as “As Previously Reported” in the table below. The amounts labeled “Adjustment” represent the effects of this Restatement due to the change in classification of the Public Warrants and Private Placement Warrants from shareholders’ equity to liability on the balance sheet. The correction of this misstatement in the statement of operations related to the expensing of allocated transaction costs resulted in an expense to the company’s statement of operations of $1,583,878 for the period from September 11, 2020 to December 31, 2020. There was no impact to net cash used in operating, investing, and financing activities for the the period from September 11, 2020 to December 31, 2020 as a result of this Restatement. The following presents a reconciliation of the balance sheet, statement of cash flows, and statement of operations from the prior period as previously reported to the restated amounts as of December 31, 2020. The statement of shareholders’ equity for the period from September 11, 2020 to December 31, 2020 has been restated respectively, for the restatement impact to net income (loss) and ordinary shares subject to possible redemption: As Previously Reported Adjustments As Restated Balance sheet as of December 7, 2020 Warrant liabilities $ — $ 43,147,500 $ 43,147,500 Total liabilities 12,683,050 43,147,500 55,830,550 Ordinary shares subject to possible redemption 329,793,740 (43,147,500) 286,466,240 Class A ordinary shares 152 432 584 Accumulated deficit (5,000) (1,583,878) (1,588,878) Additional paid-in-capital 5,003,995 1,583,447 6,587,441 Total Shareholder’s Equity 5,000,010 — 5,000,010 Balance sheet as of December 31, 2020 Warrant liabilities $ — $ 43,147,500 $ 43,147,500 Total liabilities 12,779,640 43,147,500 55,927,140 Ordinary shares subject to possible redemption 329,615,170 (43,147,500) 286,467,670 Class A ordinary shares 154 431 585 Accumulated deficit (183,573) (1,583,878) (1,767,451) Additional paid-in-capital 5,182,563 1,583,447 6,766,010 Total Shareholder's Equity 5,000,007 — 5,000,007 Net loss from September 11, 2020 to December 31, 2020 Transaction costs allocated to warrant liabilities $ — $ 1,583,878 $ 1,583,878 Net loss (183,573) (1,583,878) (1,767,451) Basic and diluted net loss per share, Class B (0.02) (0.21) (0.23) Cash flow from September 11, 2020 to December 31, 2020 Transaction costs allocated to warrant liabilities $ — $ 1,583,878 $ 1,583,878 Net loss (183,573) (1,583,878) (1,767,451) | REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTSIn preparation of the Company’s Form 10-Q for June 30, 2021, the Company concluded it should correct the amounts previously recorded as additional paid-in capital and retained earnings due to a negative balance in additional paid-in capital as of March 31, 2021. The following shareholders’ equity balances as of March 31, 2021 were impacted: an increase to additional paid-in capital of $9,317,719 for a closing balance of $0 and a decrease to retained earnings of $9,317,719 for a closing balance of $4,788,716. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of the unaudited accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents and accounts receivable, net. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. The customer concentration for balances greater than 10% of revenues and 10% of accounts receivables, net, respectively, are presented below: Total Revenue Accounts Receivable, Net Six months ended June 30, June 30 December 31 2021 2020 2021 2020 (as a percentage) (as a percentage) Customer 1 21.1 % 16.3 % 31.6 % — % Customer 2 18.2 % — % 41.0 % — % Customer 3 16.8 % 13.2 % <10 % <10 % Customer 4 16.3 % 67.8 % <10 % 85.6 % Customer 5 14.5 % — % — % — % The Company relies on four key suppliers for products and services. While alternative providers could be identified, the Company is subject to supply and pricing risks. Impact of COVID-19 The Company continues to operate its business through the COVID-19 pandemic and has taken additional precautions to ensure the safety of its employees, customers, and vendors with which it operates. The impact of COVID-19 on the Company’s operating results has added uncertainty in timing of customer orders creating longer lead times for sales and marketing. Fair Value Measurements The Company has applied the framework for measuring fair value which requires a fair value hierarchy to be applied to all fair value measurements. Assets and liabilities measured at fair value are classified into one of three levels in the fair value hierarchy based on the inputs used to measure fair value as follows: Level 1 — Quoted prices observed in active markets for identical assets or liabilities;Level 2 — Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly; and Level 3 — Significant unobservable market inputs for the asset or liability. As of June 30, 2021 and December 31, 2020, warrants for redeemable convertible preferred stock were the only liabilities measured at fair value on a recurring basis. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The long-term debt (including convertible notes) with variable interest at market rates is carried at amortized cost, which approximates its fair value and was classified as Level 2. See Note 11, Long-Term Debt and Note 12, Convertible Notes Payable , for further information. Warrants for redeemable convertible preferred stock and convertible notes payable were classified as Level 3. Cash and Cash Equivalents and Restricted Cash All highly liquid investments with an original maturity of three months or less, when purchased, are classified as cash equivalents. Cash equivalents may be invested in money market funds and are carried at cost, which approximates their fair value. In June 2021, in conjunction with the new 80,000+ square foot facility to begin production of the Company’s Sapphire XC in late 2021, the Company issued a one-year letter of credit for $1.2 million to the landlord to secure the agreement. The Company has restricted cash to secure the letter of credit and the agreement will allow for reductions to the letter of credit limit based on the Company’s revenue achievements. June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 11,948 $ 15,517 Restricted cash (Other assets) 1,200 — Total cash and cash equivalents, and restricted cash $ 13,148 $ 15,517 Information by Segment and Geography The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financial results as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on an entity-wide basis for purposes of making operating decisions, assessing financial performance, and allocating resources. 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 entity- wide level. The Company currently sells its products in the United States and other locations. No long-lived assets are located outside the U.S. Revenue by geographic area based on the billing address of the customers were as follows: Six months ended June 30, 2021 2020 (In thousands) United States $ 8,246 $ 8,631 Other 72 1,329 Total $ 8,318 $ 9,960 The following table summarizes revenue disaggregated by products and service type: Six months ended June 30, 2021 2020 (In thousands) 3D Printers $ 6,313 $ 9,300 Recurring Payment (defined below) 635 — Support services 1,370 660 Total $ 8,318 $ 9,960 Revenue Recognition On January 1, 2019, the Company adopted ASC 606, “Revenue from Contracts with Customers” utilizing the full retrospective method. Revenue subject to ASC 606 consists of 3D Printer sales and Support Services (recognition of Recurring Payment consisting of payments from lessees of the Company’s equipment discussed below). The Company determines revenue recognition through the following five-step model for recognizing revenue: (1) identification of the contract with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A typical contract with customers for the 3D Printer and bundled software includes the Support Services. The Company provides one price for all deliverables including the 3D Printer and bundled software, and for the Support Services. Typically, the Company has one distinct obligation to transfer the 3D Printers and bundled software, and another distinct obligation to provide the Support Services. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis. The Company determines SSP based on observable standalone selling price when it is available, as well as other factors, including the price charged to its customers, its discounting practices, and its overall pricing objectives including risk adjusted gross profit margin for products and services, while maximizing observable inputs. In situations where pricing is highly variable, or a product is never sold on a stand-alone basis, the Company estimates the SSP using the residual approach. Significant judgment is used to identify and account for each of the two performance obligations. 3D Printer Sales The Company bills its customers beginning at the time of acceptance of the purchase order (which represents a deposit), with the second billing at the time of shipment and final billing upon site acceptance test completion. The timeframe from order to completion of the site acceptance test occurs typically over three to six months. Revenue for the 3D Printer is recognized at a point-in time, which occurs upon transfer of control to the customer at shipment. Site installation, testing and customer training are incidental to customer acceptance. The Company has elected not to recognize shipping to customers as a separate performance obligation. Revenue from shipping billed to customers for each of the six months ended June 30, 2021 and 2020 was $0.1 million. Revenue for parts sold to customers independent of the 3D Printer sales or Support Services contract is included with 3D Printer sales. Such revenue is recognized at a point-in time, which occurs upon transfer of control to the customer at shipment. Revenue from parts was $0.2 million and $0.1 million for the six months ended June 30, 2021 and 2020, respectively. Support Services Support Services are field service engineering, phone and email support, preventative maintenance, and limited on and off-site consulting support. A subsequent Support Service contract is available for renewal after the initial period based on the then fair value of the service. Support Services revenue are recognized evenly over the contract period beginning with customer performance test acceptance. Recurring Payment (operating lease revenue from customers) The Company enters into operating leases (“Recurring Payment”) for customers who do not purchase the 3D Printers (“equipment”). On January 1, 2019, the Company adopted ASC 842, “ Leases ,” and determined that arrangements providing for recurring payments from customers qualify as leases. The contracts explicitly specify the equipment which is a production system with defined components and services including the printer itself, services, and accessories. The asset is physically distinct, the supplier does not have substitution rights, and the customer holds the right to direct the use of and obtain substantially all of the economic benefits from the use of the identified asset. As of June 30, 2021, initial lease terms are 12 months and the Company has considered the possibility of renewals when determining the length of the contract and the expectation is that customers will not exercise any renewal or purchase options at the end of the lease. The arrangements provide for a base rent and usually provide for variable payments based on usage in excess of a defined threshold. Support Services are included during the lease term. The variable payments are recognized when the event determining the amount of variable consideration to be paid occurs. As of June 30, 2021, there has been no variable consideration recognized to date. Equipment under lease contracts is reclassified from inventory at its basis and depreciated over five years to a salvage value. Income from the lessee is recorded as revenue using the straight-line method over the term of the lease. Support services are a non-lease component. The practical expedient has been elected to include rents and this non-lease component as one revenue stream recognized over the lease term on a straight-line basis. Costs associated with this component are classified as cost of revenue and recognized as incurred. Costs for warranties for parts and services for equipment under lease are accrued separately at lease commencement and amortized to cost of revenue over the lease term to the extent the costs are probable and can be reasonably estimated since the related revenue is being recognized over the lease term. Warranty accruals were not material as of June 30, 2021 and December 31, 2020. Equipment leased to customers are considered long-lived assets and are tested for impairment. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Contracts Assets and Contract Liabilities Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to the Company’s customers. A contract asset is recognized when products or services are transferred to a customer and the right to consideration is conditional on something other than the passage of time. Contract liabilities include amounts billed or collected which is related to remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. The amount of revenue recognized during the six months ended June 30, 2021 included in contract liabilities as of December 31, 2020 was $0.3 million. The amount of revenue recognized during the six months ended June 30, 2020 that was included in contract liabilities as of December 31, 2019 was $0.3 million. Cost of Revenue Cost of 3D Printers includes the manufacturing cost of the components and subassemblies purchased from vendors for the assembly, as well as, raw materials and assemblies, shipping costs, and other directly associated costs. Cost of 3D Printers also includes allocated overhead costs from headcount related costs, such as salaries and stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. Cost of Recurring Payment includes depreciation of the equipment on lease over the useful life of five years less the residual value, and an allocated portion of Cost of Support Services. Cost of Support Services includes the cost of spare or replacement parts for preventive maintenance, installation costs, allocated headcount related costs, such as salaries, stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. The headcount related costs are directly associated with the engineers dedicated to remote and on-site support, training, travel costs, and other services costs. Warranties on 3D Printers The Company generally provides standard warranty coverage on its products for twelve months, providing parts necessary to repair the systems during the warranty period. The Company accounts for the estimated warranty cost as a charge to cost of revenue when revenue is recognized. The estimated warranty cost is based on historical and predicted product failure rates and repair expenses. Warranty expense for the six months ended June 30, 2021 and 2020 was not material. Operating Expenses Research and development expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the development of improvements and expanded features for the Company’s products and services, as well as quality assurance, testing, product management, and allocated overhead. Research and development costs are expensed as incurred. Selling and marketing expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the sales and marketing efforts to expand the Company’s brand and market share. Also, selling and marketing expenses includes third-party consulting fees, advertising, and allocated overhead. The Company expenses the cost of advertising, including promotional expenses, as incurred. Advertising expenses for the six months ended June 30, 2021 and 2020 were not material. General and administrative expenses consist primarily of salaries, occupancy costs including rent and utilities, and depreciation; information technology used in the business; professional services costs including legal, accounting, and consulting; and other. Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) — Simplifying the Accounting for Income Taxes (“Topic 740”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for the Company in fiscal year 2021, and early adoption is permitted. The Company adopted the guidance and there is no material impact on its condensed financial statements. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”),” which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance was effective for the Company beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. The Company adopted the guidance and there is no material impact on its condensed financial statements. In August 2020, the FASB issued No. ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more redeemable convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (“EPS”) calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company early adopted the new guidance effective January 1, 2021 using the modified retrospective method. Adoption of this guidance did not have a material impact on the Company’s financial statements and disclosures. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”)”, and has since released various amendments including ASU No. 2019-04. The guidance modifies the measurement of expected credit losses on certain financial instruments. This guidance is effective for the Company for the fiscal year beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the impact of the guidance on its financial statements and disclosures. | Summary of Significant Accounting Policies Use of Estimates The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. 3D Printers and Support Services for the Company’s three largest customers generated 40.8%, 15.8% and 14.8% of total revenue in 2020, respectively, and 74.8%, 11.7% and 11.1% of total revenue in 2019, respectively. Total accounts receivables for the Company’s three largest customers accounted for 64.4%, 22.4% and 7.0% of accounts receivable, net in 2020, respectively, and 85.6%, 21.3% and 11.8% of accounts receivable, net in 2019, respectively. The Company relies on four key suppliers for products and services. While alternative providers could be identified, the Company is subject to supply and pricing risks. Impact of COVID-19 The global pandemic of COVID-19 in 2020 triggered a significant downturn in the global economy. The Company continues to operate its business through the COVID-19 pandemic and has taken additional precautions to ensure the safety of its employees, customers, and vendors with which it operates. The impact of COVID-19 on the Company’s operating results has added uncertainty in timing of customer orders creating longer lead times for sales and marketing. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, research and development costs, and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat COVID-19, as well as the economic impact on local, regional, national, and international customers and markets. Fair Value Measurements Fair value is defined as an exchange price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants at the measurement date. The Company has applied the framework for measuring fair value which requires a fair value hierarchy to be applied to all fair value measurements. Assets and liabilities measured at fair value are classified into one of three levels in the fair value hierarchy based on the inputs used to measure fair value as follows: Level 1 — Quoted prices observed in active markets for identical assets or liabilities; Level 2 — Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly; and Level 3 — Significant unobservable market inputs for the asset or liability. As of December 31, 2020 and 2019, warrants for redeemable convertible preferred stock were the only liabilities measured at fair value on a recurring basis. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The long-term debt (including convertible notes) with variable interest at market rates, is carried at amortized cost, which approximates its fair value, was classified as Level 2. See Note 11, Long-Term Debt and Note 12, Convertible Notes Payable, for further information. Warrants for redeemable convertible preferred stock and convertible notes payable were classified as Level 3. Cash and Cash Equivalents All highly liquid investments with an original maturity of three months or less, when purchased, are classified as cash equivalents. Cash equivalents may be invested in money market funds and are carried at cost, which approximates their fair value. Accounts Receivable, Net Accounts receivable are recorded at the invoiced amount, net of allowance for doubtful accounts and are non-interest bearing. The Company performs ongoing credit evaluations of its customers and maintains an allowance for doubtful accounts to ensure trade receivables are not overstated due to uncollectability. Allowances are provided for individual accounts receivable when the Company becomes aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy, deterioration in the customer’s operating results, or change in financial position. As of December 31, 2020 and 2019, allowances for doubtful accounts were not material. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is computed on a first-in, first-out basis. Inventory levels are analyzed periodically and written down to their net realizable value if they have become obsolete, have a cost basis in excess of expected net realizable value or are in excess of expected demand. The Company analyzes current and future product demand relative to the remaining product life to identify potential excess inventories. The write-down is measured as the difference between the cost of the inventories and net realizable value and charged to inventory reserves, which is a component of cost of revenue. At the point of the loss recognition, a new, lower cost basis for those inventories is established, and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. Property and Equipment, Net and Equipment on Lease, Net Property and equipment, and equipment on lease are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets, as follows: Estimated Useful Life Equipment on lease 5 years Computers and software 3 years R&D lab equipment 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the remaining lease term or useful life of 5 years Expenditures for major renewals and improvements that increase functionality of the asset are capitalized and depreciated ratably over the identified useful life. Expenditures for non-major repairs and maintenance are charged to expense as incurred. The Company capitalizes qualifying internal-use software development costs incurred during the application development stage for internal tools and cloud-based applications used to deliver its services, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed, and the software will be used to perform the function intended. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Costs incurred for enhancements that are expected to result in additional material functionality are capitalized. As of December 31, 2020 and 2019, capitalized costs have not been material. Impairment of Long-Lived Assets The Company reviews its long-lived assets, consisting of property and equipment, equipment on lease, net, and right-of use assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors considered important that could trigger an impairment review include a significant underperformance relative to expected historical or projected future operating results, or a significant change in the manner of the use of the assets. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset (or asset group) to estimated undiscounted future cash flows expected to be generated by the asset (or asset group). If the carrying amount of an asset (or asset group) exceeds its estimated undiscounted future cash flows, an impairment charge is recognized to the extent the fair value is less than the carrying value. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Assets Under Lease Agreements (as Lessee) The carrying value of right of use (“ROU”) assets and lease liabilities are based on the present value of future minimum lease payments for leases with original terms in excess of one year. The sum of future minimum lease payments, as adjusted for any initial direct costs, are recognized over the lease term on the straight-line method. The rate implicit in the lease is not readily determinable in most of the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Deferred Transaction Costs The Company capitalizes certain legal, accounting, and other third-party fees that are directly related to a planned equity financing that is probable of successful completion until such financing is consummated. After consummation of an equity financing, these costs are recorded as a reduction of the proceeds received as a result of the financing. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred transaction costs are immediately written off to operating expenses. Warrants for Redeemable Convertible Preferred Stock Warrants to purchase shares of redeemable convertible preferred stock are classified as liabilities because the warrants are freestanding financial instruments that may require the Company to transfer assets upon exercise. Warrants for redeemable convertible preferred stock are recorded within other noncurrent liabilities on the balance sheets. The warrants are recorded at fair value upon issuance and are subject to remeasurement to fair value at each balance sheet date. Changes in fair value of the warrants for redeemable convertible preferred stock are recorded in the Statements of Operations and Comprehensive Loss in other income, net. The liability will continue to be adjusted for changes in fair value until the earlier of the exercise, expiration, or conversion; or until the redeemable convertible preferred stock is no longer redeemable. Common Stock Warrants Warrants to purchase shares of common stock are classified as equity and recognized within additional paid-in capital with no subsequent remeasurement. The amount recognized within additional paid-in capital is determined by allocating the proceeds received and issuance costs incurred between the instruments issued based on their relative fair value. Information by Segment and Geography The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financial results as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on an entity-wide basis for purposes of making operating decisions, assessing financial performance, and allocating resources. 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 entity-wide level. The Company currently sells its products in the United States, and East Asia/Oceania. No long-lived assets are located outside the U.S. Revenue by geographic area based on the billing address of the customers were as follows: Year ended December 31, 2020 2019 (In thousands) United States $ 13,046 $ 15,223 East Asia/Oceania 5,929 — Total $ 18,975 $ 15,223 The following table summarizes revenue disaggregated by products and service type: Year ended December 31, 2020 2019 (In thousands) 3D Printers $ 16,965 $ 14,589 Recurring Payment (defined below) 350 — Support Services 1,660 634 Total $ 18,975 $ 15,223 Revenue Recognition On January 1, 2019, the Company adopted ASC 606, “ Revenue from Contracts with Customers ” utilizing the full retrospective method. Revenue subject to ASC 606 consists of 3D Printer sales and Support Services (recognition of Recurring Payment consisting of payments from lessees of the Company’s equipment discussed below). The Company determines revenue recognition through the following fivestep model for recognizing revenue: (1) identification of the contract with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A typical contract with customers for the 3D Printer and bundled software includes the Support Services. The Company provides one price for all deliverables including the 3D Printer and bundled software, and for the Support Services. Typically, the Company has one distinct obligation to transfer the 3D Printers and bundled software, and another distinct obligation to provide the Support Services. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis. The Company determines SSP based on observable standalone selling price when it is available, as well as other factors, including the price charged to its customers, its discounting practices, and its overall pricing objectives including risk adjusted gross profit margins for products and services, while maximizing observable inputs. In situations where pricing is highly variable, or a product is never sold on a stand-alone basis, the Company estimates the SSP using the residual approach. Significant judgment is used to identify and account for each of the two performance obligations. 3D Printer Sales The Company bills its customers beginning at the time of acceptance of the purchase order (which represents a deposit), with the second billing at the time of shipment and final billing upon site acceptance test completion. The timeframe from order to completion of the site acceptance test occurs typically over three The Company has elected not to recognize shipping to customers as a separate performance obligation. Revenue from shipping billed to customers for each of the years ended December 31, 2020 and 2019 was $0.1 million. Recurring Payment (operating lease revenue from customers) The Company enters into operating leases (“Recurring Payment”) for customers who do not purchase the 3D Printers (“equipment”). On January 1, 2019, the Company adopted ASC 842, “ Leases ,” and determined that arrangements providing for recurring payments from customers qualify as leases. The contracts explicitly specify the equipment which is a production system with defined components and services including the printer itself, services, and accessories. The asset is physically distinct, the supplier does not have substitution rights, and the customer holds the right to direct the use of and obtain substantially all of the economic benefits from the use of the identified asset. As of December 31, 2020, initial lease terms are 12 months and the Company has considered the possibility of renewals when determining the length of the contract and the expectation is that customers will not exercise any renewal or purchase options at the end of the lease. The arrangements provide for a base rent and usually provide for variable payments based on usage in excess of a defined threshold. Support Services are included during the lease term. The variable payments are recognized when the event determining the amount of variable consideration to be paid occurs. As of December 31, 2020, there has been no variable consideration recognized to date. Equipment under lease contracts is reclassified from inventory at its basis and depreciated over five years to a salvage value. Income from the lessee is recorded as revenue using the straight-line method over the term of the lease. Support services are a non-lease component. The practical expedient has been elected to include rents and this non-lease component as one revenue stream recognized over the lease term on a straight-line basis. Costs associated with this component are classified as cost of revenue and recognized as incurred. Costs for warranties for parts and services for equipment under lease are accrued separately at lease commencement and amortized to cost of revenue over the lease term to the extent the costs are probable and can be reasonably estimated since the related revenue is being recognized over the lease term. Warranty accruals were not material as of December 31, 2020 and 2019. Equipment leased to customers are considered long-lived assets and are tested for impairment as described above under the heading “Impairment of Long-lived Assets. ” Support Services Support Services are field service engineering, phone and email support, preventative maintenance, and limited on and off-site consulting support. A subsequent Support Service contract is available for renewal after the initial period based on the then fair value of the service. Support Services revenue are recognized evenly over the contract period beginning with customer performance test acceptance. Other Revenue Revenue is recognized for parts sold to customers independent of the 3D Printer sales or Support Services contract. Such revenue is recognized at a point in time, which occurs upon transfer of control to the customer at shipment. Revenue from parts was not material for the years ended December 31, 2020 and 2019. Contracts Assets and Contract Liabilities Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to the Company’s customers. A contract asset is recognized when products or services are transferred to a customer and the right to consideration is conditional on something other than the passage of time. Contract liabilities include amounts billed or collected which is related to remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. The amount of revenue recognized during the year ended December 31, 2020 included in contract liabilities as of December 31, 2019 was $0.5 million. The amount of revenue recognized during the year ended December 31, 2019 that was included in contract liabilities as of December 31, 2018 was $0.7 million. Cost of Revenue Cost of 3D Printer includes the manufacturing cost of the components and subassemblies purchased from vendors for the assembly, as well as, raw materials and assemblies, shipping costs, and other directly associated costs. Cost of 3D Printer also includes allocated overhead costs from headcount related costs, such as salaries and stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. Cost of Recurring Payment includes depreciation of the equipment on lease over the useful life of five years less the residual value, and an allocated portion of Cost of Support Services. Cost of Support Services includes the cost of spare or replacement parts for preventive maintenance, installation costs, allocated headcount related costs, such as salaries, stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. The headcount related costs are directly associated with the engineers dedicated to remote and on-site support, training, travel costs, and other services costs. Warranties on 3D Printers The Company generally provides standard warranty coverage on its products for twelve months, providing parts necessary to repair the systems during the warranty period. The Company accounts for the estimated warranty cost as a charge to cost of revenue when revenue is recognized. The estimated warranty cost is based on historical and predicted product failure rates and repair expenses. Warranty expense for the years ended December 31, 2020 and 2019 was not material. Operating Expenses Research and development expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the development of improvements and expanded features for the Company’s products and services, as well as quality assurance, testing, product management, and allocated overhead. Research and development costs are expensed as incurred. Selling and marketing expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the sales and marketing efforts to expand the Company’s brand and market share. Also, selling and marketing expenses includes third-party consulting fees, advertising, and allocated overhead. The Company expenses the cost of advertising, including promotional expenses, as incurred. Advertising expenses for the years ended December 31, 2020 and 2019 were not material. General and administrative expenses consist primarily of salaries, occupancy costs including rent and utilities, and depreciation; information technology used in the business; professional services costs including legal, accounting, and consulting; and other. Stock-based Compensation The Company accounts for stock-based compensation expense for all stock-based awards granted to employees and directors based on the estimated fair value of the awards on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite service period. The Company accounts for forfeitures when they occur, and any compensation expense previously recognized on unvested shares will be reversed when forfeited. The fair value of option-based awards is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of subjective assumptions, including the fair value of the underlying common stock, the option’s expected term, the price volatility of the underlying stock, risk-free interest rates, and the expected dividend yield of the underlying common stock. The fair value of common stock underlying awards is based on the fair value of the common stock as of the date of grant. Fair value is determined by considering a number of objective, subjective, and complex factors including independent third-party valuations of the Company’s common stock, operating and financial performance, the lack of liquidity of capital stock, and general and industry specific economic outlook, among other factors. The assumptions used to determine the fair value of the awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. 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. The effect on deferred income taxes of a change in tax rates is recognized in the period that includes the enactment date. 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 basis. Based on the level of historical losses, the Company has established a valuation allowance to reduce its net deferred tax assets to the amount that is more-likely-than-not to be realized. The Company has recorded a full valuation allowance against its deferred tax assets as of December 31, 2020 and 2019. 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 Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. The Company considers all series of its redeemable convertible preferred stock to be participating securities as such stockholders participate in undistributed earnings with common stockholders. Under the two-class method, net income is attributed to common stockholders and participating securities based on their participation rights. The holders of the redeemable convertible preferred stock do not have a contractual obligation to share in the losses. As such, any net losses are not allocated to these participating securities. Under the two-class method, basic net income or loss per share attributable to common stockholders is computed by dividing the net income or loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to common stockholders adjusts basic net loss per share for the effect of potentially dilutive securities. As the Company has reported losses for all periods presented, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders because all potentially dilutive securities are antidilutive. Comprehensive Loss Comprehensive loss is composed of two components: net loss and other comprehensive loss. Other comprehensive income loss refers to revenue, expenses, gains, and losses that under U.S. GAAP are recorded as an element of stockholders’ deficit but are excluded from net loss. For the years ended December 31, 2020 and 2019, as there are no activities that impacted comprehensive loss, there are no differences between comprehensive loss and net loss reported in the Company’s Statements of Operations and Comprehensive Loss. JOBS Act Accounting Election The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases” (“Topic 842”), which superseded the existing lease guidance under current U.S. GAAP. Topic 842 is based on the principle that entities should recognize assets and liabilities arising from leases. The new standard does not significantly change the lessees’ recognition, measurement, and presentation of expenses and cash flows from the previous accounting standard and leases continue to be classified as finance or operating. Topic 842’s primary change is the requirement for entities to recognize a lease liability for payments and a right-of-use (“ROU”) asset representing the right to use the leased asset during the term of an operating lease arrangement. Lessees were permitted to make an accounting policy election to not recognize lease costs for agreements with a term of 12 months or less as payments become due. Lessors’ accounting under the new standard was largely unchanged from the previous accounting standard. In addition, Topic 842 expanded the disclosure requirements of lease arrangements. Upon adoption, lessees and lessors were required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted the new guidance effective January 1, 2019 using a modified retrospective approach and no cumulative effect adjustment was recorded upon adoption. The adoption of the new standard did not impact the Company’s Statements of Operations and Comprehensive Loss, Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders’ Deficit, or Statements of Cash Flows. Topic 842 provided a number of optional practical expedients in transition. The Company elected the “package of practical expedients” which permitted the Company to carry over its prior conclusions about lease identification, lease classification, and initial direct costs. The Company has elected the short-term lease exemption for all leases with a term of 12 months or less for both existing and ongoing operating leases. The Company elected the practical expedient to capitalize the total lease payment rather than separate lease and non-lease components and only capitalize the lease component. The rate implicit in the lease is not readily determinable in the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Adoption of ASC 842 did not have a material impact on the Company’s accounting as a lessor. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“Topic 718”).” The new guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees and to account | |
JAWS Spitfire Acquisition Corporation | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company’s management 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Investments Held in Trust Account The Company's portfolio of investments held in the Trust Account is comprised of investments in money market funds that invest in U.S. government securities. The Company's investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in interest earned on Investments Held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2020, there are 28,646,767 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs were allocated on a relative fair value basis between shareholders’ equity and expense. The portion of offering costs allocated to the public warrants has been charged to expense. The portion of offering costs allocated to the public shares has been charged to shareholders’ equity. On December 31, 2020, offering costs totaled $19,126,250 consisting of $6,900,000 of underwriting fees (including an aggregate amount of $450,000 reimbursed by the underwriters for application towards our offering expenses), $12,075,000 of deferred underwriting fees and $601,250 of other offering costs, of which $1,583,878 was charged to expense and $17,542,372 was charged to shareholders’ equity. Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Net Loss Per Ordinary Share Net income (loss) per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, (ii) the exercise of the over-allotment option and (iii) Private Placement Warrants since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The warrants are exercisable to purchase 13,075,000 shares of Class A ordinary shares in the aggregate. The Company’s statements of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class method of income (loss) per share. Net income per share, basic and diluted, for Class A redeemable ordinary shares is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of Class A redeemable ordinary shares outstanding since original issuance. Net loss per ordinary share, basic and diluted, for Class B non-redeemable ordinary shares is calculated by dividing the net loss, adjusted for income attributable to Class A redeemable ordinary shares, by the weighted average number of Class B non-redeemable ordinary shares outstanding for the period. Class B non-redeemable ordinary shares includes the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): For the Period from Redeemable Class A Ordinary Shares Numerator: Earnings allocable to Redeemable Class A Ordinary Shares Interest Income $ — Net Earnings $ — Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic and Diluted 34,500,000 Earnings/Basic and Diluted Redeemable Class A Ordinary Shares $ 0.00 Non-Redeemable Class B Ordinary Shares Numerator: Net Loss minus Redeemable Net Earnings Net Loss $ (1,767,451) Non-Redeemable Net Loss $ — Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares Non-Redeemable Class B Ordinary Shares, Basic and Diluted 7,758,028 Loss/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ (0.23) Note: As of December 31, 2020, basic and diluted shares are the same as there are no non-redeemable securities that are dilutive to the shareholders. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Warrant Liabilities As disclosed in Note 4, pursuant to the Initial Public Offering, the Company sold 34,500,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”), equating to 8,625,000 Public Warrants issued. Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). Simultaneously with the closing of its initial public offering, the Company consummated the sale of 4,450,000 warrants (“Private Placement Warrant”) at a price of $2.00 per warrant in a private placement to Jaws Sponsor LLC. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Private Placement Warrants are identical to the Public Warrants, except that so long as the Private Placement Warrants are held by the Sponsor or any of its Permitted Transferees, the Private Placement Warrants: (i) may be exercised for cash or on a “cashless basis”, (ii) may not be transferred, assigned or sold until 30 days after the completion by the Company of an initial Business Combination, (iii) shall not be redeemable by the Company when the class A ordinary shares equal or exceeds $18.00, and (iv) shall only be redeemable by the Company when the class A ordinary shares are less than $18.00 per share, subject to certain adjustments (see Note 9). The Company evaluated the Public and Private Placement Warrants and concluded that they do not meet the criteria to be classified as shareholders’ equity in accordance with ASC 815-40 “Derivatives and Hedging – Contracts in Entity’s Own Equity”. Specifically, the warrant agreement allows for the exercise of the Public and Private Placement Warrants to be settled in cash upon a tender offer where the maker of the offer owns beneficially more than 50% of the Class A shares following the tender offer. This provision precludes the warrants from being classified as shareholders’ equity as not all of the Company’s shareholders need to participate in such a tender offer to trigger the potential cash settlement. As the Public and Private Placement Warrants also meet the definition of a derivative under ASC 815, upon completion of the Initial Public Offering, the Company recorded these warrants as liabilities on its balance sheet, with subsequent changes in their respective fair values recognized in the statement of operations at each reporting date. In accordance with ASC 825-10 "Financial Instruments", the Company has concluded that a portion of the transaction costs which directly related to the Initial Public Offering and Private Placement, which were previously charged to shareholders' equity, would be allocated to the warrants based on their relative fair value against total proceeds, and recognized as transaction costs in the statement of operations. Fair Value of Financial Instruments The fair value of the Company’s warrant liabilities does not approximate their carrying amount, and as such, the warrant liabilities are recorded at fair value on the Company’s balance sheet. The fair value of the Company’s assets and other liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the Company’s balance sheet, primarily due to their short-term nature. Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been consolidated or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited consolidated financial statements should be read in conjunction with the Company’s most recent amended Annual Report on Form 10-K/A for the year ended December 31, 2020 as filed with the SEC on May 12, 2021. The interim results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the period ending December 31, 2021 or for any future periods. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of unaudited consolidated financial statements in conformity with GAAP requires the Company’s management 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information becomes available and, accordingly, the actual results could differ significantly from those estimates. Investments Held in Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of investments in money market funds that invest in U.S. government securities. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in interest earned on Interest earned on marketable securities held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, there are 29,989,126 and 28,646,767 of Class A ordinary shares subject to possible redemption, respectively. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2021 or December 31, 2020. Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities were expensed as incurred in the consolidated statements of operations. Offering costs associated with the Class A common stock issued were charged to stockholders’ equity upon the completion of the Initial Public Offering. Offering costs were allocated on a relative fair value basis between shareholders’ equity and expense. The portion of offering costs allocated to the public warrants has been charged to expense in the prior year. Warrant Liabilities As disclosed in Note 4, pursuant to the Initial Public Offering, the Company sold 34,500,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”), equating to 8,625,000 Public Warrants issued. Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 10). Simultaneously with the closing of its Initial Public Offering, the Company consummated the sale of 4,450,000 warrants (“Private Placement Warrant”) at a price of $2.00 per warrant in a private placement to Jaws Sponsor LLC. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 10). The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Private Placement Warrants are identical to the Public Warrants, except that so long as the Private Placement Warrants are held by the Sponsor or any of its Permitted Transferees, the Private Placement Warrants: (i) may be exercised for cash or on a “cashless basis”, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination, (iii) shall not be redeemable by the Company when the class A ordinary shares equal or exceeds $18.00, and (iv) shall only be redeemable by the Company when the class A ordinary shares are less than $18.00 per share, subject to certain adjustments (see Note 10). The Company evaluated the Public and Private Placement Warrants and concluded that they do not meet the criteria to be classified as shareholders’ equity in accordance with ASC 815-40 “Derivatives and Hedging–Contracts in Entity’s Own Equity”. Specifically, the warrant agreement allows for the exercise of the Public and Private Placement Warrants to be settled in cash upon a tender offer where the maker of the offer owns beneficially more than 50% of the Class A shares following the tender offer. This provision precludes the warrants from being classified as shareholders’ equity as not all of the Company’s shareholders need to participate in such a tender offer to trigger the potential cash settlement. As the Public and Private Placement Warrants also meet the definition of a derivative under ASC 815, upon completion of the Initial Public Offering, the Company recorded these warrants as liabilities on its balance sheet, with subsequent changes in their respective fair values recognized in the statement of operations at each reporting date. Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of June 30, 2021 and December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Net Income (Loss) Per Ordinary Share Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The calculation of diluted income per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, (ii) the exercise of the over-allotment option and (iii) Private Placement Warrants since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The warrants are exercisable to purchase 13,075,000 shares of Class A ordinary shares in the aggregate. The Company’s statements of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class method of income per share. Net income (loss) per share, basic and diluted, for Class A redeemable ordinary shares is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of Class A redeemable ordinary shares outstanding since original issuance. Net income (loss) per share, basic and diluted, for Class B non-redeemable ordinary shares is calculated by dividing the net income (loss), adjusted for income attributable to Class A redeemable ordinary shares, by the weighted average number of Class B non-redeemable ordinary shares outstanding for the period. Class B non-redeemable ordinary shares include the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended Six Months Ended Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Ordinary Shares Interest Income $ 5,210 $ 9,910 Less: Income and Franchise Tax available to be withdrawn from the Trust Account — — Redeemable Net Earnings $ 5,210 $ 9,910 Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic and Diluted 34,500,000 34,500,000 Earnings/Basic and Diluted Redeemable Class A Ordinary Shares $ 0.00 $ 0.00 Non-Redeemable Class B Ordinary Shares Numerator: Net (Loss) Income minus Redeemable Net Earnings Net (Loss) Income $ (2,660,294) $ 13,423,592 Redeemable Net Earnings (5,210) (9,910) Non-Redeemable Net (Loss) Income $ (2,665,504) $ 13,413,682 Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares Non-Redeemable Class B Ordinary Shares, Basic and Diluted (1) 8,625,000 8,625,000 Earnings/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ (0.30) $ 1.56 Note: As of June 30, 2021, basic and diluted shares are the same as there are no non-redeemable securities that are dilutive to the shareholders. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s warrant liabilities does not approximate their carrying amount, and as such, the warrant liabilities are recorded at fair value on the Company’s balance sheet. The fair value of the Company’s assets and other liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the Company’s balance sheet, primarily due to their short-term nature other than warrant liabilities (see Note 10). Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standard Update (the “ASU”) No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. The Company early adopted the ASU on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows. Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on our unaudited consolidated financial statements. Liquidity and Capital Resources As of June 30, 2021, the Company had $145,200 in its operating bank account and working capital deficit of $2,939,641. The Company’s liquidity needs through June 30, 2021 were satisfied through $25,000 paid by the sponsor to cover certain expenses in exchange for the issuance of the Founder Shares, a loan from the Sponsor pursuant to the Note (as defined in Note 6), and the proceeds from the consummation of the Private Placement not help in the Trust Account. In addition, in order to finance the transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (as defined in Note 6). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loan. The Company will need to raise additional capital through loans or additional investments from our initial stockholders, officers or directors. If the Company is unable to raise additional capital, we may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to the company on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern through one year and one day from the issuance of this report. |
INITIAL PUBLIC OFFERING
INITIAL PUBLIC OFFERING | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Subsidiary or Equity Method Investee [Line Items] | ||
INITIAL PUBLIC OFFERING | INITIAL PUBLIC OFFERINGPursuant to the Initial Public Offering, the Company sold 34,500,000 Units, which includes a full exercise by the underwriters of their over-allotment option in the amount of 4,500,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 9). | INITIAL PUBLIC OFFERINGPursuant to the Initial Public Offering, the Company sold 34,500,000 Units, which includes a full exercise by the underwriters of their over-allotment option in the amount of 4,500,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 9). |
PRIVATE PLACEMENT
PRIVATE PLACEMENT | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Subsidiary, Sale of Stock [Line Items] | ||
PRIVATE PLACEMENT | PRIVATE PLACEMENTSimultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 4,450,000 Private Placement Warrants, at a price of $2.00 per Private Placement Warrant, for an aggregate purchase price of $8,900,000, in a private placement. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless. | PRIVATE PLACEMENTSimultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 4,450,000 Private Placement Warrants, at a price of $2.00 per Private Placement Warrant, for an aggregate purchase price of $8,900,000, in a private placement that will occur simultaneously with the closing of the Initial Public Offering. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Related Party Transaction [Line Items] | ||
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Founder Shares On September 14, 2020, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 7,187,500 Class B ordinary shares (the “Founder Shares”). On December 2, 2020, the Company effected a share dividend, resulting in 8,625,000 Founder Shares outstanding. All share and per-share amounts have been retroactively restated to reflect the share dividend. The Founder Shares include an aggregate of up to 1,125,000 shares that are subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised, so that the number of Founder Shares will equal, on an as-converted basis, 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering. On December 7, 2020, the underwriters fully exercised the over-allotment option, thus these shares were no longer subject to forfeiture. The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property. Administrative Services Agreement The Company entered into an agreement, commencing on December 7, 2020, through the earlier of the consummation of a Business Combination and the Company’s liquidation, to pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, secretarial and administrative services. For the period ended September 11, 2020, through December 31, 2020, the Company incurred and paid $10,000, in fees for these services. Promissory Note — Related Party On September 14, 2020, the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $300,000. The Promissory Note is non-interest bearing and payable on the earlier of (i) December 31, 2020 or (ii) the completion of the Initial Public Offering. As of December 31, 2020, the Company borrowed an aggregate of $267,768 under the Promissory Note, which is currently due on demand. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $2.00 per warrant. The warrants would be identical to the Private Placement Warrants. As of December 31, 2020, the Company had no outstanding borrowings under the Working Capital Loans. | RELATED PARTY TRANSACTIONS Founder Shares On September 14, 2020, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 7,187,500 Class B ordinary shares (the “Founder Shares”). On December 2, 2020, the Company effected a share dividend, resulting in 8,625,000 Founder Shares outstanding. All share and per-share amounts have been retroactively restated to reflect the share dividend. The Founder Shares include an aggregate of up to 1,125,000 shares that are subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised, so that the number of Founder Shares will equal, on an as-converted basis, 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering. On December 7, 2020, the underwriters fully exercised the over-allotment option, thus these shares were no longer subject to forfeiture. The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property. Private Placement Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased 4,450,000 Private Placement Warrants at a price of $2.00 per Private Placement Warrant, for an aggregate purchase price of $8,900,000 Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law), and the Private Placement Warrants and all underlying securities will expire worthless. Administrative Services Agreement The Company entered into an agreement, commencing on December 7, 2020, through the earlier of the consummation of a Business Combination and the Company’s liquidation, to pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, secretarial and administrative services. For the three and six months ended June 30, 2021, the Company incurred and paid $30,000 and $60,000, respectively, in fees for these services. Promissory Note — Related Party On September 14, 2020, the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $300,000. The Promissory Note is non-interest bearing and payable on the earlier of (i) December 31, 2020 or (ii) the completion of the Initial Public Offering. As of June 30, 2021 and December 31, 2020 there were $0 and $267,768 under the Promissory Note, respectively, which was repaid in full as of March 31, 2021. Borrowings under the Promissory Note are no longer available. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $2.00 per warrant. The warrants would be identical to the Private Placement Warrants. As of June 30, 2021 and December 31, 2020, the Company had no outstanding borrowings under the Working Capital Loans. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Other Commitments [Line Items] | |||
Commitments and Contingencies | Commitments and Contingencies The Company may be involved in various lawsuits, claims, and proceedings, including intellectual property, commercial, securities, and employment matters that arise in the normal course of business. The Company accrues a liability when management believes information available prior to the issuance of the financial statements indicates it is probable a loss has been incurred as of the date of the financial statements and the amount of loss can be reasonably estimated. The Company adjusts its accruals to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case. Legal costs are expensed as incurred. As of June 30, 2021 and December 31, 2020, the Company is not aware of any litigation, claim or assessment in which the outcome, individually or in the aggregate, would have a material adverse effect on its financial positions, results of operations, cash flows or future earnings. The Company’s purchase obligations per terms and conditions with suppliers and vendors are cancellable in whole or in part prior to shipment. If inventory is shipped, the Company will accrue a liability under accrued expenses. The Company has no other commitment and contingencies, except for the operating leases. See Note 10, Leases , for further discussion. | Commitments and Contingencies The Company may be involved in various lawsuits, claims, and proceedings, including intellectual property, commercial, securities, and employment matters that arise in the normal course of business. The Company accrues a liability when management believes information available prior to the issuance of the financial statements indicates it is probable a loss has been incurred as of the date of the financial statements and the amount of loss can be reasonably estimated. The Company adjusts its accruals to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case. Legal costs are expensed as incurred. As of December 31, 2020 and 2019, the Company is not aware of any litigation, claim or assessment in which the outcome, individually or in the aggregate, would have a material adverse effect on its financial positions, results of operations, cash flows or future earnings. The Company’s purchase obligations per terms and conditions with suppliers and vendors are cancellable in whole or in part prior to shipment. If inventory is shipped, the Company will accrue a liability under accrued expenses. The Company has no other commitment and contingencies, except for the operating leases. See Note 10, Leases , for further discussion. | |
JAWS Spitfire Acquisition Corporation | |||
Other Commitments [Line Items] | |||
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, the results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Registration and Shareholder Rights Pursuant to a registration and shareholders rights agreement entered into on December 2, 2020, the holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of the Working Capital Loans) will be entitled to registration rights. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. However, the registration and shareholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lockup period. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters were paid a cash underwriting discount of $0.20 per Public Share, or approximately $6.9 million in the aggregate, paid upon the closing of the Initial Public Offering. Additionally, the underwriters are entitled to a deferred fee of $0.35 per Unit, or $12,075,000 in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. | COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 global pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, its results of operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Registration and Shareholders Rights Pursuant to a registration and shareholders rights agreement entered into on December 2, 2020, the holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of the Working Capital Loans) will be entitled to registration rights pursuant to a registration and shareholder rights agreement. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. However, the registration and shareholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lockup period. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters were paid a cash underwriting discount of $0.20 per Public Share, or approximately $6.9 million in the aggregate, paid upon the closing of the Initial Public Offering. Additionally, the underwriters are entitled to a deferred fee of $0.35 per Unit, or $12,075,000 in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Business Combination Agreement On March 22, 2021 (the “Effective Date”), the Company entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among the Company, JAWS Spitfire Merger Sub, LLC, a Delaware limited liability company (“JAWS Merger Sub”), and Velo 3D , Inc. (“Velo 3D ”). The Business Combination Agreement provides for, among other things, the consummation of the following transactions (collectively, the “Business Combination”) (i) the Company will become a Delaware corporation (the “Domestication”) and, in connection with the Domestication, (A) the Company’s name will be changed to “Velo 3D , Inc.,” (B) each outstanding Class A ordinary share of the Company and each outstanding Class b ordinary share of the Company will become one share of common stock of the Company (the “JAWS Common Stock”), and (C) each outstanding warrant of the Company will become one warrant to purchase one share of JAWS Common Stock, and (ii) following the Domestication, JAWS Merger Sub will merge with and into Velo 3D , with Velo 3D as the surviving company in the merger and, after giving effect to such merger, continuing as a wholly-owned subsidiary of the Company. The Business Combination will be consummated subject to the deliverables and provisions as further described in the Business Combination Agreement. |
SHAREHOLDER'S EQUITY
SHAREHOLDER'S EQUITY | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||
Shareholders' Equity | Equity Instruments Redeemable Convertible Preferred Stock Redeemable convertible preferred stock consisted of the following: As of June 30, 2021 and December 31, 2020 (In thousands, except share and per share data) Shares Original issue Liquidation Carrying Authorized Issued and Series A 8,906,694 6,726,134 $ 2.928 $ 19,696 $ 17,030 Series B 10,385,804 8,386,456 $ 3.851 32,300 32,176 Series C 8,848,760 8,399,058 $ 5.524 46,400 39,378 Series D 97,278,007 94,222,735 $ 0.375 35,366 35,120 125,419,265 117,734,383 $ 133,762 $ 123,704 As of June 30, 2021 and December 31, 2020, redeemable convertible preferred stock totaling 117,734,383 shares were convertible into 147,876,672 shares of common stock. Conversion of Redeemable Convertible Preferred Stock into Common Stock at a conversion ratio of 3:1 and Issuance of Series D Redeemable Convertible Preferred Stock In March and early April 2020, the Company notified the existing holders of the redeemable convertible preferred stock of (i) a planned initial closing of Series D redeemable convertible preferred stock and (ii) the amount assigned to each of them based on their pro rata holdings in the Company’s outstanding equity on a fully diluted basis. In addition, these existing holders are notified that, as a condition of the Series D redeemable convertible preferred stock financing, the Company would amend its articles to implement a special mandatory conversion provision if the holders failed to invest their pro rata amount in such initial financing of Series D redeemable convertible preferred stock. On April 13, 2020, in connection with the Company’s issuance of Series D redeemable convertible preferred stock, the Company amended its articles to implement the special mandatory conversion provision and, contemporaneously, certain existing holders of redeemable convertible preferred stock who failed to invest their full pro rata amount or did not participate in the financing were automatically converted into the Company’s common stock at a conversion ratio of three to one. The amendment and forced conversion were recognized as an extinguishment of the redeemable convertible preferred stock. As a result, 2,167,198 shares of Series A redeemable convertible preferred stock, 1,999,348 shares of Series B redeemable convertible preferred stock and 289,702 shares of Series C redeemable convertible preferred stock were converted into 1,485,413 shares of common stock. The carrying value of the converted shares of the redeemable convertible preferred stock is $13.3 million, whereas the fair value of the shares of common stock issued in the conversion was $0.2 million. Because the fair value of the consideration transferred (i.e., the fair value of the shares of common stock issued) was less than the carrying amount of the shares of the redeemable convertible preferred stock surrendered, the Company recognized an extinguishment of the redeemable convertible preferred stock converted in the amount of $13.1 million. The $13.1 million was a deemed capital contribution to the holders of the Company’s common stock that was a decrease to the net loss attributable to common stockholders and a decrease to accumulated deficit. Accordingly, the Company recorded a decrease of $13.3 million to redeemable convertible preferred stock, and a corresponding increase of $0.2 million in additional paid-in capital and a decrease of $13.1 million in accumulated deficit. In addition, on April 13, 2020, the Company issued 44,794,885 shares of Series D redeemable convertible preferred stock at $0.37534 per share for gross proceeds of $16.8 million. Common stock 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 but are not entitled to cumulative voting rights, have the right to appoint two directors to the Company’s Board of Directors, are entitled to receive ratably such dividends as may be declared by the Company’s Board of Directors out of funds legally available therefor subject to preferences that may be applicable to any shares of redeemable convertible preferred stock currently outstanding or issued in the future, 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 in the event of the Company’s liquidation, dissolution, or winding up, have no preemptive rights and no right to convert their common stock into any other securities, and have no redemption or sinking fund provisions applicable to the common stock. Common Stock Reserved for Future Issuance Shares of common stock reserved for issuance on an “as if converted” basis were as follows: June 30, December 31, 2021 2020 (share data) Redeemable convertible preferred 147,876,672 147,876,672 Convertible promissory note 6,756,757 — Redeemable convertible preferred stock warrants 408,729 408,729 Common stock warrants 293,856 262,638 Common stock options issued and outstanding 26,997,994 26,347,331 Shares available for future grant under 2014 Stock Option Plan 6,370,750 7,223,913 Total shares of common stock reserved 188,704,758 182,119,283 Stock Warrants Warrants for shares of common stock consisted of the following: June 30, 2021 Issue Date Expiration Number of Exercise Fair Value on Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Common stock 12/17/2020 12/17/2030 199,017 $ 0.15 $ 0.14 Common stock 02/18/2021 02/18/2031 6,244 $ 0.15 $ 5.28 Common stock 03/26/2021 03/26/2031 12,487 $ 0.15 $ 5.28 Common stock 04/26/2021 04/26/2031 12,487 $ 0.15 $ 5.28 Total outstanding 293,856 Warrants for common stock of 293,856 and 262,638 were convertible 1-to-1 as of June 30, 2021 and December 31, 2020, respectively. During the six months ended June 30, 2021, the issuance of common stock warrants was related to the additional equipment loan per the agreement dated December 17, 2020. Per the agreement, each additional borrowing included an issuance of common stock warrants to the lender. Warrants on common stock are equity classified and recorded at fair value on the issue date without further remeasurement. The level 3 fair value assumptions used in the Black-Scholes model to calculate fair value of the warrant for common stock granted during the six months ended June 30, 2021 were as follows: volatility of 55.0% to 60.0%, term of 0.2 years, and risk-free rate of 1.00%. Warrants for shares of Series A and Series C redeemable convertible preferred stock consisted of the following (dollars in thousands, except share and per share amounts): As of June 30, 2021 and December 31, 2020 Issue Date Expiration Number of Exercise Price Fair Value on Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $1.12 $1.25 Series C redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $5.52 $1.05 Total outstanding 173,362 Warrants for redeemable convertible preferred stock of 173,362 as of June 30, 2021 and December 31, 2020 were convertible into 408,729 shares of common stock after the impact of dilution triggered by the issuance of Series D Preferred stock. Warrants on redeemable convertible preferred stock were issued to lenders in connection with borrowings. The fair value on the date of issue is recorded as a debt issue cost (contra-liability) and a liability because the warrant was liability classified. The fair value of the warrants are remeasured each reporting period using Level 3 inputs with the increase or decrease recorded in other income or expense in the statements of operations. The liability for warrants on redeemable convertible preferred stock (carried at fair value) was as follows for the six months ended June 30, 2021 and 2020: Rollforward of the liability for warrants on redeemable convertible preferred stock: (in thousands) Balance as of December 31, 2019 $ 185 Change in fair value (Other income (expense), net) (7) Balance as of June 30, 2020 (Other noncurrent liabilities) $ 178 Balance as of December 31, 2020 $ 181 Change in fair value (Other income (expense), net) 1,741 Balance as of June 30, 2021 (Other noncurrent liabilities) $ 1,922 As of June 30, 2021, the fair value of the warrants for shares of Series A and Series C redeemable convertible preferred stock was $13.79 and $10.86, respectively. The fair value of the redeemable convertible preferred stock warrant liability was estimated using an option pricing model that takes into account the contract terms as well as multiple unobservable inputs such as the aggregate equity value, risk-free interest rates, and expected volatility. The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Six months ended June 30, 2021 2020 Expected volatility 55% – 65% 35% – 45% Risk-free interest rate 0.1% – 0.5% 0.1% – 0.8% Dividend yield — — The expected term for the Series A warrants and the Series C warrants for the six months ended June 30, 2021 was 0.2 years for both warrants, respectively. The expected term for the Series A warrants and the Series C warrants for the six months ended June 30, 2020 was 1.6 years and 9.0 years, respectively. | Equity Instruments Redeemable Convertible Preferred Stock Redeemable convertible preferred stock consisted of the following: December 31, 2020 (In thousands, except share and per share data) Shares Original issue price per share Liquidation Preference Carrying value Authorized Issued and Outstanding Series A 8,906,694 6,726,134 $ 2.928 $ 19,696 $ 17,030 Series B 10,385,804 8,386,456 $ 3.851 32,300 32,176 Series C 8,848,760 8,399,058 $ 5.524 46,400 39,378 Series D 97,278,007 94,222,735 $ 0.375 35,366 35,120 125,419,265 117,734,383 $ 133,762 $ 123,704 December 31, 2019 (In thousands, except share and per share data) Shares Original issue price per share Liquidation Preference Carrying value Authorized Issued and Outstanding Series A 8,906,694 8,893,332 $ 2.928 $ 26,042 $ 21,004 Series B 10,385,804 10,385,804 $ 3.851 40,000 39,876 Series C 8,848,760 8,688,760 $ 5.524 48,000 40,978 28,141,258 27,967,896 $ 114,042 $ 101,858 As of December 31, 2020, redeemable convertible preferred stock totaling 117,734,383 shares were convertible into 147,876,672 shares of common stock after adjusting for the impact of dilution triggered by the issuance of Series D redeemable convertible preferred stock. As of December 31, 2019, redeemable convertible preferred stock was convertible using a 1-to-1 ratio into common stock. Special Issuance of Series C Redeemable Convertible Preferred Stock In April 2019, the Company issued additional shares of its Series C redeemable convertible preferred stock to its existing investors redeemable convertible preferred stock at the original issue price of $5.52438 per share for cash proceeds of $18.0 million. In an effort to incentivize existing investors of the redeemable convertible preferred stock to participate in the financing, for each share of Series C redeemable convertible preferred stock purchased by an investor over its assigned amount based on the pro rata holding of the Company’s equity, such investor would additionally receive five shares of the Company’s common stock with no additional cash consideration. As such, the Company issued 3,258,288 shares of Series C redeemable convertible preferred stock and 9,227,960 shares of common stock to participating investors for total proceeds of $18.0 million. The proceeds in the special issuance were allocated to the Series C redeemable convertible preferred stock and common stock based on their relative fair values on an investor-by-investor basis. Conversion of Series A Redeemable Convertible Preferred Stock into Common Stock In February 2019, an investor voluntarily exercised its option to convert 893,260 Series A redeemable convertible preferred stock into 893,260 shares of common stock at a conversion ratio of one to one pursuant to the original conversion terms of the Series A redeemable convertible preferred stock. Thus, the Series A redeemable convertible preferred stock was converted into shares of common stock with no effect on retained earnings and the $1.0 million into carrying amount of the Series A redeemable convertible preferred stock was reclassified to common stock and additional paid-in capital. Conversion of Redeemable Convertible Preferred Stock into Common Stock at a conversion ratio of 3:1 and Issuance of Series D Redeemable Convertible Preferred Stock In March and early April 2020, the Company notified the existing holders of the redeemable convertible preferred stock of (i) a planned initial closing of Series D redeemable convertible preferred stock and (ii) the amount assigned to each of them based on their pro rata holdings in the Company’s outstanding equity on a fully diluted basis. In addition, these existing holders are notified that, as a condition of the Series D redeemable convertible preferred stock financing, the Company would amend its articles to implement a special mandatory conversion provision if the holders failed to invest their pro rata amount in such initial financing of Series D redeemable convertible preferred stock. On April 13, 2020, in connection with the Company’s issuance of Series D redeemable convertible preferred stock, the Company amended its articles to implement the special mandatory conversion provision and, contemporaneously, certain existing holders of redeemable convertible preferred stock who failed to invest their full pro rata amount or did not participate in the financing were automatically converted into the Company’s common stock at a conversion ratio of three to one. The amendment and forced conversion were recognized as an extinguishment of the redeemable convertible preferred stock. As a result, 2,167,198 shares of Series A redeemable convertible preferred stock, 1,999,348 shares of Series B redeemable convertible preferred stock and 289,702 shares of Series C redeemable convertible preferred stock were converted into 1,485,413 shares of common stock. The carrying value of the converted shares of the redeemable convertible preferred stock is $13.3 million, whereas the fair value of the shares of common stock issued in the conversion was $0.2 million. Because the fair value of the consideration transferred (i.e., the fair value of the shares of common stock issued) was less than the carrying amount of the shares of the redeemable convertible preferred stock surrendered, the Company recognized an extinguishment of the redeemable convertible preferred stock converted in the amount of $13.1 million. The $13.1 million was a deemed capital contribution to the holders of the Company’s common stock that was a decrease to the net loss attributable to common stockholders and a decrease to accumulated deficit. Accordingly, the Company recorded a decrease of $13.3 million to redeemable convertible preferred stock, and a corresponding increase of $0.2 million in additional paid-in capital and a decrease of $13.1 million in accumulated deficit. In addition, on April 13, 2020, the Company issued 44,794,885 shares of Series D redeemable convertible preferred stock at $0.37534 per share for gross proceeds of $16.8 million. Rights, Preferences and Privileges of Redeemable Convertible Preferred Stock The rights, preferences and privileges of the Company’s redeemable convertible preferred stock are as follows for all series unless otherwise noted: Dividend provisions — The holders of the outstanding shares of redeemable convertible preferred stock are entitled to receive, when and if declared by the Company’s Board of Directors, a noncumulative dividend at the annual rate of 6%, adjustable for certain events, such as stock splits and combinations. In addition, holders of redeemable convertible preferred stock participate in any distribution in excess of preferred dividends on an as converted basis. The Company has declared no dividends during the years ended December 31, 2020 and 2019. Liquidation preference — In the event of any liquidation, dissolution, winding up, or change of control of the Company, whether voluntary or involuntary, the holders of Series A, B, C and D redeemable convertible preferred stock, before any payment shall be made to the holders of common stock by reason of their ownership thereof, the holders of shares of each series of redeemable convertible preferred stock then outstanding shall be entitled to be paid out of the funds and assets available for distribution to its stockholders, an amount per share equal to the greater of (a) the original issue price per share for such series of redeemable convertible preferred stock, plus any dividends declared but unpaid thereon, or (b) such amount per share as would have been payable had all shares of such series of redeemable convertible preferred stock been converted into common stock immediately prior to such liquidation, dissolution, winding up or change of control of the Company. If upon any such liquidation, dissolution, winding up or change of control of the Company, the funds and assets available for distribution to the stockholders of the Company shall be insufficient to pay the holders of shares of redeemable convertible preferred stock the full amounts to which they are entitled, the holders of shares of redeemable convertible preferred stock shall share ratably in any distribution of the funds and assets available for distribution in proportion to the respective amounts that would otherwise be payable in respect of the shares of redeemable convertible preferred stock held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. Payments to holder of common stock, in the event of any liquidation, dissolution, winding, or change of control of the Company, whether voluntary or involuntary, shall be entitled to receive the remaining funds and assets available for distribution to the stockholders of the Company shall be distributed among the holders of shares of common stock, pro rata based on the number of shares of common stock held by each such holder. Conversion rights — Each share of Series A, Series B, Series C, and Series D redeemable convertible preferred stock are convertible, at the option of the holder thereof, at any time after the date of issuance of such share, into such number of fully paid and non-assessable shares of common stock as is determined by dividing the Original Issue Price for such series of redeemable convertible preferred stock by the Conversion Price for such series of Preferred Stock in effect at the time of conversion. The Series A, Series B, Series C and Series D Original Issue Price was $2.928, $3.851, $5.524, and $0.375, respectively. Each series of Redeemable Convertible Preferred Stock contain anti-dilution provisions that result in conversion price adjustments when common stock is issued or deemed to be issued at prices that are below the then existing conversion prices of the relevant series. These provisions resulted in conversion price adjustments to the shares of Series A, B and C redeemable convertible preferred stock that were not converted into shares of common stock in connection with the Series D financing. As a result, the conversion ratio for each of Series A, Series B, Series C, and Series D redeemable convertible preferred stock into common stock was 2.178, 2.273, 2.371 and 1.000, respectively, as of December 31, 2020 and 1:1 for all Series as of December 31, 2019. The Company’s policy is to record beneficial conversion features (“BCF's”) on the basis of the intrinsic value (based on the revised accounting conversion prices when the contingency is resolved) and the original commitment date stock price. The above noted conversion price adjustments did not trigger the recognition of a contingent BCF because the accounting conversion prices for each series (as adjusted) were greater than the original commitment date stock prices. The Redeemable Convertible Preferred Stock will automatically convert into shares of common stock at the then effective conversion price for each such share immediately upon the Company’s sale of its common stock in a firm commitment underwritten initial public offering pursuant to a registration statement under the Securities Act of 1933, as amended, which results in aggregate gross proceeds to the Company of not less than $50.0 million (net of underwriting discounts, commissions, and expenses). The Merger (as defined below in Note 18, Subsequent Events ) will cause this automatic conversion to occur. Voting rights — 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. The holder of each share of common stock shall have the right to one vote for each such share and shall be entitled to notice of any stockholders’ meeting in accordance with the bylaws of the Company. Holders of Series A, Series B, and Series D redeemable convertible preferred stock have the right to appoint one director to the Company’s Board of Directors, respectively. In addition, the holders of the redeemable convertible preferred stock, exclusive and as a single class, have the right to appoint one director to the Company’s Board of Directors. Anti-dilution Provisions — The conversion price of the Company’s redeemable convertible preferred stock is subject to adjustment to prevent dilution in the event that the Company issues additional shares of preferred stock, common stock or common stock equivalents at a purchase price less than the then-effective conversion price, as provided in the agreements. The Series D financing during the year-ended December 31, 2020 triggered these provisions as described within “ Conversion rights ” above. While the redeemable convertible preferred stock does not have mandatory redemption provisions, the deemed liquidation provisions of the redeemable convertible preferred stock are considered contingent redemption provisions that are not solely within the Company’s control. These elements primarily relate to deemed liquidation events such as a change of control. Accordingly, the Company’s Redeemable Convertible Preferred Stock has been presented outside of permanent equity in the mezzanine section on the balance sheets. Common stock 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 but are not entitled to cumulative voting rights, have the right to appoint two directors to the Company’s Board of Directors, are entitled to receive ratably such dividends as may be declared by the Company’s Board of Directors out of funds legally available therefor subject to preferences that may be applicable to any shares of redeemable convertible preferred stock currently outstanding or issued in the future, 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 in the event of the Company’s liquidation, dissolution, or winding up, have no preemptive rights and no right to convert their common stock into any other securities, and have no redemption or sinking fund provisions applicable to the common stock. Common Stock Reserved for Future Issuance Shares of common stock reserved for issuance on an “as if converted” basis were as follows: December 31, 2020 2019 (share data) Redeemable convertible preferred stock 147,876,672 27,967,896 Convertible promissory note — 4,006,668 Redeemable convertible preferred stock warrants 408,729 173,362 Common stock warrants 262,638 63,621 Common stock options issued and outstanding 26,347,331 5,946,782 Shares available for future grant under 2014 Stock Option Plan 7,223,913 3,093,095 Total shares of common stock reserved 182,119,283 41,251,424 Stock Warrants Warrants for shares of common stock consisted of the following: December 31, 2020 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Common stock 12/17/2020 12/17/2030 199,017 $ 0.15 $ 0.14 Total outstanding 262,638 December 31, 2019 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Total outstanding 63,621 Warrants for common stock of 262,638 and 63,621 were convertible 1-to-1 as of December 31, 2020 and 2019, respectively. Warrants on common stock are equity classified and recorded at fair value on the issue date without further remeasurement. The level 3 fair value assumptions used in the Black-Scholes model to calculate fair value of the warrant for common stock granted in December 2020 were as follows: volatility of 108%, term of 10 years, and risk-free rate of 0.9%. Warrants for shares of Series A and Series C redeemable convertible preferred stock consisted of the following (dollars in thousands, except share and per share amounts): December 31, 2020 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $ 1.12 $ 1.25 Series C redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $ 5.52 $ 1.05 Total outstanding 173,362 December 31, 2019 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $ 1.12 $ 1.25 Series A redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $ 5.52 $ 1.05 Total outstanding 173,362 Warrants for redeemable convertible preferred stock of 173,362 as of December 31, 2020 were convertible into 408,729 shares of common stock after the impact of dilution triggered by the issuance of Series D Preferred stock. Warrants for redeemable convertible preferred stock of 173,362 as of December 31, 2019 were convertible 1-to-1 into shares of common stock. Warrants on redeemable convertible preferred stock were issued to lenders in connection with borrowings. The fair value on the date of issue is recorded as a debt issue cost (contra-liability) and a liability because the warrant was liability classified. The fair value of the warrants are remeasured each reporting period using Level 3 inputs with the increase or decrease recorded in other income or expense in the statements of operations. The liability for warrants on redeemable convertible preferred stock (carried at fair value) was as follows for the years ended December 31, 2020 and 2019: Rollforward of the liability for warrants on redeemable convertible preferred stock: (in thousands) Balance as of January 1, 2019 $ 17 Issuance of new warrant 168 Change in fair value (5) Balance as of December 31, 2019 180 Change in fair value (3) Balance as of December 31, 2020 $ 177 The fair value of the redeemable convertible preferred stock warrant liability was estimated using an option pricing model that takes into account the contract terms as well as multiple unobservable inputs such as the aggregate equity value, risk-free interest rates, and expected volatility. The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Year ended December 31, 2020 2019 Expected volatility 35% – 45% 41% – 54% Risk-free interest rate 0.1% – 0.8% 1.6% – 1.9% Dividend yield — — The expected term for the Series A warrants and the Series C warrants for the year ended December 31, 2020 was 0.9 and 8.3 years, respectively. The expected term for the Series A warrants and the Series C warrants for the year ended December 31, 2019 was 1.9 and 9.3 years, respectively. | |
JAWS Spitfire Acquisition Corporation | |||
Class of Stock [Line Items] | |||
Shareholders' Equity | SHAREHOLDERS’ EQUITY Preference Shares — The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At December 31, 2020, there were no preference shares issued or outstanding. Class A Ordinary Shares — The Company is authorized to issue 200,000,000 Class A ordinary shares, with a par value of $0.0001 per share. Holders of Class A ordinary shares are entitled to one vote for each share. At December 31, 2020, there were 5,853,233 Class A ordinary shares issued and outstanding, excluding 28,646,767 Class A ordinary shares subject to possible redemption. Class B Ordinary Shares — The Company is authorized to issue 20,000,000 Class B ordinary shares, with a par value of $0.0001 per share. Holders of the Class B ordinary shares are entitled to one vote for each share. At December 31, 2020, there were 8,625,000 Class B ordinary shares issued and outstanding. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except that, prior to our initial Business Combination, only holders of our Class B ordinary shares will be entitled to vote on the appointment of directors, and except as required by law. The Class B ordinary shares will automatically convert into our Class A ordinary shares at the time of a Business Combination at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Initial Public Offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of a Business Combination, excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in a Business Combination and any Private Placement Warrants issued to the Sponsor, its affiliates or any member of the management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one. | SHAREHOLDERS’ EQUITY Preference Shares— The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At June 30, 2021 and December 31, 2020, there were no preference shares issued or outstanding. Class A Ordinary Shares— The Company is authorized to issue 200,000,000 Class A ordinary shares, with a par value of $0.0001 per share. Holders of Class A ordinary shares are entitled to one vote for each share. At June 30, 2021 and December 31, 2020, there were 4,510,874 and 5,853,233 Class A ordinary shares issued and outstanding, excluding 29,989,126 and 28,646,767 Class A ordinary shares subject to possible redemption, respectively. Class B Ordinary Shares— The Company is authorized to issue 20,000,000 Class B ordinary shares, with a par value of $0.0001 per share. Holders of the Class B ordinary shares are entitled to one vote for each share. At June 30, 2021 and December 31, 2020, there were 8,625,000 Class B ordinary shares issued and outstanding. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except that, prior to our initial Business Combination, only holders of our Class B ordinary shares will be entitled to vote on the appointment of directors, and except as required by law. The Class B ordinary shares will automatically convert into our Class A ordinary shares at the time of a Business Combination at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Initial Public Offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of a Business Combination, excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in a Business Combination and any Private Placement Warrants issued to the Sponsor, its affiliates or any member of the management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one. |
WARRANT LIABILITIES - JAWS
WARRANT LIABILITIES - JAWS | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Class of Warrant or Right [Line Items] | ||
Warrants Liabilities | WARRANT LIABILITIES Warrants — Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) one year from the closing of the Initial Public Offering. The Public Warrants will expire five years from the completion of a Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available. No Public Warrant will be exercisable for cash or on a cashless basis and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination, it will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of a Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, the Company will not be required to file or maintain in effect a registration statement, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. Redemptions of warrants when the price per Class A ordinary share equals or exceeds $18.00. Once the warrants become exercisable, the Company may call the warrants for redemption (except as described with respect to the Private Placement Warrants): • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants: • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the “fair market value” of the Company’s Class A ordinary shares; • if, and only if, the closing price of our Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the 30-trading day period ending three • if the closing price of the Class A ordinary shares for any 20 trading days within a 30-day trading period ending on the third trading day prior to the date on which we send the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is has not completed a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of its Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price and the “Redemption of Warrants when the price per Class A ordinary share equals or exceeds $10.00” described above will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described above under “Redemption of Warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. In the event that a tender or exchange offer is made to and accepted by holder of more than 50% of the outstanding shares of a single class of common stock, all holders of the warrants would be entitled to receive cash for their warrants whereas only certain of the holders of the underlying shares of common stock would be entitled to cash. If the maker of the offer owns beneficially more than 50% of the issued and outstanding Class A shares following the offer, then the warrant holders may receive the highest amount of cash/securities/assets than each holder would have been entitled to as a shareholder if the holder exercised the warrant prior to the offer. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable, except as described above under “Redemption of Warrants when the price per Class A ordinary share equals or exceeds $10.00,” so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. | WARRANT LIABILITIES At June 30, 2021 and December 31, 2020, there were 8,625,000 Public Warrants respectively and 4,450,000 Private Placement Warrants respectively outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available. No Public Warrant will be exercisable for cash or on a cashless basis and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination, it will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of a Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, the Company will not be required to file or maintain in effect a registration statement, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. Redemptions of warrants when the price per Class A ordinary share equals or exceeds $18.00. Once the warrants become exercisable, the Company may call the warrants for redemption (except as described with respect to the Private Placement Warrants): • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00 . Once the warrants become exercisable, the Company may redeem the outstanding warrants: • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the “fair market value” of the Company’s Class A ordinary shares; • if, and only if, the closing price of our Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the 30-trading day period ending three • if the closing price of the Class A ordinary shares for any 20 trading days within a 30-day trading period ending on the third trading day prior to the date on which we send the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is has not completed a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of its Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price and the “Redemption of Warrants when the price per Class A ordinary share equals or exceeds $10.00” described above will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described above under “Redemption of Warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. In the event that a tender or exchange offer is made to and accepted by holder of more than 50% of the outstanding shares of a single class of common stock, all holders of the warrants would be entitled to receive cash for their warrants whereas only certain of the holders of the underlying shares of common stock would be entitled to cash. If the maker of the offer owns beneficially more than 50% of the issued and outstanding Class A shares following the offer, then the warrant holders may receive the highest amount of cash/securities/assets than each holder would have been entitled to as a shareholder if the holder exercised the warrant prior to the offer. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable, except as described above under “Redemption of Warrants when the price per Class A ordinary share equals or exceeds $10.00,” so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 4 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
JAWS Spitfire Acquisition Corporation | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The following is a description of the valuation methodology used for assets and liabilities measured at fair value: US Treasury Securities: The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity in accordance with ASC Topic 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying balance sheet and adjusted for the amortization or accretion of premiums or discounts. At December 31, 2020, assets held in the Trust Account were comprised of $345,000,000 in mutual funds which trade in U.S. Treasury securities. During the period ended December 31, 2020, the Company did not withdraw any interest income from the Trust Account. Warrant Liabilities: The Company classifies its Public and Private Placement Warrants as liabilities in accordance with ASC Topic 815 “Derivatives and Hedging–Contracts in Entity’s Own Equity”. The Company’s valuation of the warrant liabilities utilized a Binomial Lattice in a risk-neutral framework (a special case of the Income Approach). The fair value of the warrants utilized Level 3 inputs as it is based on the significant inputs not observable in the market as of December 31, 2020. The fair value of warrant liabilities at December 31, 2020 is as follows: Fair Value Measurements at December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Public Warrant liabilities $ — $ — $ 28,462,500 $ 28,462,500 Private Placement Warrant Liabilities $ — $ — $ 14,685,000 $ 14,685,000 The following table provides quantitative information regarding the Level 3 inputs used for the fair value measurements: As of December 7, 2020 As of December 31, 2020 Exercise price $ 11.50 $ 11.50 Stock price $ 10.00 $ 10.00 Term (years) 5.0 5.0 Volatility 82.8 % 82.9 % Risk free interest rate 0.46 % 0.42 % Dividend yield 0.0 % 0.0 % Public and private warrant price $ 3.30 $ 3.30 The following table provides a roll-forward of the fair value of the Company’s warrant liability, for which fair value was determined using Level 3 inputs: Warrant liabilities Fair value at December 7, 2020 $ 43,147,500 Change in fair value — Fair value at December 31, 2020 $ 43,147,500 Transfers between levels within the fair value hierarchy are recognized at the end of the reporting period. There were no transfers to/from Level 1, 2 and 3 for the period from September 11, 2020 (inception) through December 31, 2020. | FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The following is a description of the valuation methodology used for assets and liabilities measured at fair value: US Treasury Securities: The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity in accordance with ASC Topic 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying balance sheet and adjusted for the amortization or accretion of premiums or discounts. Warrant Liabilities: The Company classifies its Public and Private Placement Warrants as liabilities in accordance with ASC Topic 815 “Derivatives and Hedging–Contracts in Entity’s Own Equity”. The Company’s valuation of the warrant liabilities utilized a Binomial Lattice in a risk-neutral framework (a special case of the Income Approach). The fair value of the Public Warrants utilized Level 1 inputs as they are traded on an active market. The fair value of the Private Placement Warrants utilized Level 3 inputs as it is based on the significant inputs not observable in the market as of June 30, 2021. At June 30, 2021, assets held in the Trust Account were comprised of $345,009,910 in U.S. Mutual Fund. As of June 30, 2021, the Company has not withdrawn any interest income from the Trust Account. At December 31, 2020, assets held in the Trust Account were comprised of $345,000,000 in U.S. Mutual Funds. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at June 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The gross holding gains and fair value of held-to-maturity securities at June 30, 2021 and December 31, 2021 are as follows: Held-To-Maturity Level Fair Value June 30, 2021 U.S. Mutual Funds 1 $ 345,009,910 December 31, 2020 U.S. Mutual Funds 1 $ 345,000,000 The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at June 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. Level June 30, Level December 31, Liabilities: Warrant Liability – Public Warrants 1 $ 16,560,000 3 $ 28,462,500 Warrant Liability – Private Placement Warrants 2 $ 8,544,000 3 $ 14,685,000 The following table provides quantitative information regarding the Level 3 inputs used for the fair value measurements: As of December 31, 2020 Exercise Price $ 11.50 Stock Price $ 10.00 Term (years) 5.0 Volatility 82.9 % Risk free interest rate 0.42 % Dividend yield 0.0 % Public warrant price $ 3.30 The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ 14,685,000 $ 28,462,500 $ 43,147,500 Change in fair value (5,963,000) (11,557,500) (17,520,500) Transfer to Level 1 — (16,905,000) (16,905,000) Transfer to Level 2 (8,722,000) — (8,722,000) Fair value as of June 30, 2021 $ — $ — $ — Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement during the six months ended June 30, 2021 was $16,905,000. The estimated fair value of the Private Placement Warrants transferred from a Level 3 measurement to a Level 2 fair value measurement during the six months ended June 30, 2021 was $8,722,000. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Subsequent Event [Line Items] | |||
Subsequent Events | Subsequent EventsThe Company has evaluated subsequent events through August 18, 2021, the date the unaudited financial statements were available to be issued and has determined that there were no subsequent events requiring additional disclosure. | Subsequent Events The Company has evaluated subsequent events through May 12, 2021, the date the financial statements were available to be issued and has determined that the following subsequent events require disclosure in the financial statements. Convertible Note In January 2021, the Company and one of its preferred stockholders entered into a promissory note for the principal amount of $5.0 million, which was convertible into 6,756,757 shares of Series D redeemable convertible preferred stock. The note was subordinated to other senior indebtedness. Facilities Agreement In April 2021, the Company entered into a letter of intent with a landlord to lease an 80,000+ square foot facility to begin production of the Company’s Sapphire XC TM systems. The facility is located in California and construction and tooling to outfit the building is estimated to commence late 2021. Loan Agreement In April 2021, the Company entered into a letter of intent with a lender for a $53.5 million debt financing proposal. The Company has not completed the agreement nor drawn any funds on the financing facility as of the date May 12, 2021. Merger Agreement In March 2021, the Company entered into a merger agreement with JAWS Spitfire Acquisition Corp. As a result of the proposed Merger, JAWS Spitfire will domesticate as a corporation incorporated under the laws of the state of Delaware and the Company will survive the Merger as a wholly-owned subsidiary of JAWS Spitfire. The Company will be renamed “Velo3D Corporation” and JAWS Spitfire will be renamed to Velo3D, Inc. (“New Velo3D”). The Company’s board of directors unanimously approved the entry into the Merger. Upon the closing of the Merger, all outstanding shares of the Company’s common stock, after giving effect to the conversion of the Company’s issued and outstanding preferred stock into the Company’s common stock, will be cancelled and exchanged into the right to receive shares of New Velo3D common stock at a deemed value of $10.00 per share after giving effect to the exchange ratio. Additionally, all of the Company’s outstanding stock warrants, and stock options, for shares of the Company’s common stock will be cancelled and exchanged into equivalent outstanding stock warrants, and stock options with similar terms for shares of New Velo3D common stock at a deemed value of $10.00 per share after giving effect to the exchange ratio. The exchange ratio will be determined prior to the closing of the Merger and represents a fully-diluted pre-transaction equity value of the Company of $1,500.0 million. All holders of the Company’s issued and outstanding common stock, outstanding vested and unexercised stock options, and outstanding vested as of the closing of the Merger will also be eligible to receive up to 24.1 million additional shares of New Velo3D common stock, (assuming the expected capital structure as of April 30, 2021) comprised of two separate tranches of 12.0 million shares per tranche, upon the earliest occurrence of the specified earnout triggering events for each tranche prior to the fifth anniversary of the closing of the Merger, including the (i) date on which the volume-weighted average trading sale price of one share of New Velo3D common stock quoted on Nasdaq is greater than or equal to $12.50 and $15.00, respectively per tranche, for any 20 trading days within any 30 consecutive trading day period, (ii) a change in control of New Velo3D pursuant to which holders of New Velo3D common stock have the right to receive consideration implying a value per share greater than or equal to $12.50 and $15.00, respectively per tranche. The Merger agreement provides that the obligations of the Company to consummate the Merger are conditioned on, among other things, that as of the closing of the Merger, the amount of cash available in JAWS Spitfire’s trust account, after including the cash proceeds received in a concurrent private placement and deducting the amounts required to satisfy JAWS Spitfire’s obligations if any shareholders exercise their rights to redeem their public shares in connection with the shareholders’ approval of the Merger and the payment of the unpaid JAWS Spitfire expenses and liabilities, is at least equal to $350.0 million. This condition is for the sole benefit of the Company. The Merger is subject to the approval by the JAWS Spitfire shareholders. | |
JAWS Spitfire Acquisition Corporation | |||
Subsequent Event [Line Items] | |||
Subsequent Events | SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company identified one subsequent event that requires adjustment or disclosure in the financial statements. On March 22, 2021 (the “Effective Date”), the Company entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among the Company, JAWS Spitfire Merger Sub, LLC, a Delaware limited liability company (“JAWS Merger Sub”), and Velo 3D , Inc. (“Velo 3D ”). The Business Combination Agreement provides for, among other things, the consummation of the following transactions (collectively, the “Business Combination”) (i) the Company will become a Delaware corporation (the “Domestication”) and, in connection with the Domestication, (A) the Company’s name will be changed to “Velo 3D , Inc.,” (B) each outstanding Class A ordinary share of the Company and each outstanding Class b ordinary share of the Company will become one share of common stock of the Company (the “JAWS Common Stock”), and (C) each outstanding warrant of the Company will become one warrant to purchase one share of JAWS Common Stock, and (ii) following the Domestication, JAWS Merger Sub will merge with and into Velo 3D , with Velo 3D as the surviving company in the merger and, after giving effect to such merger, continuing as a wholly-owned subsidiary of the Company. The Business Combination will be consummated subject to the deliverables and provisions as further described in the Business Combination Agreement. | SUBSEQUENT EVENTSThe Company evaluated subsequent events and transactions that occurred after the unaudited consolidated balance sheet date up to the date unaudited consolidated financial statements were available to be issued. The Company did not identify any subsequent events that would have required adjustment or disclosure in the unaudited consolidated financial statements |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Velo3D, Inc. (the “Company”) produces metal additive three dimensional printers (“3D Printers”) which enable the production of components for space rockets, jet engines, fuel delivery systems and other high value metal parts, which it sells or leases to customers for use in their businesses. The Company also provides support services (“Support Services”) for an incremental fee. The Company was founded in June 2014 as a Delaware corporation headquartered in Campbell, California. The first commercially developed 3D Printer was delivered in the fourth quarter of 2018. Basis of Presentation The condensed financial statements include the accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed financial statements have been prepared on the same basis as its annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2021, or for any other interim period or for any other future year. The condensed balance sheet as of December 31, 2020 has been derived from the audited financial statements of the Company. These condensed financial statements should be read in conjunction with the Company’s audited financial statements and the notes. Merger Agreement In March 2021, the Company entered into a merger agreement with JAWS Spitfire Acquisition Corp. As a result of the proposed Merger, JAWS Spitfire will domesticate as a corporation incorporated under the laws of the state of Delaware and the Company will survive the Merger as a wholly-owned subsidiary of JAWS Spitfire. The Company will be renamed “Velo3D Corporation” and JAWS Spitfire will be renamed to Velo3D, Inc. (“New Velo3D”). The Company’s board of directors unanimously approved the entry into the Merger. Upon the closing of the Merger, all outstanding shares of the Company’s common stock, after giving effect to the conversion of the Company’s issued and outstanding preferred stock into the Company’s common stock, will be cancelled and exchanged into the right to receive shares of New Velo3D common stock at a deemed value of $10.00 per share after giving effect to the exchange ratio. Additionally, all of the Company’s outstanding stock warrants, and stock options, for shares of the Company’s common stock will be cancelled and exchanged into equivalent outstanding stock warrants, and stock options with similar terms for shares of New Velo3D common stock at a deemed value of $10.00 per share after giving effect to the exchange ratio. The exchange ratio will be determined prior to the closing of the Merger and represents a fully-diluted pre-transaction equity value of the Company of $1,500.0 million. All holders of the Company’s issued and outstanding common stock, outstanding vested and unexercised stock options, and outstanding vested as of the closing of the Merger will also be eligible to receive up to 23.8 million additional shares of New Velo3D common stock, (assuming the expected capital structure as of July 31, 2021) comprised of two separate tranches of 11.9 million shares per tranche, upon the earliest occurrence of the specified earnout triggering events for each tranche prior to the fifth anniversary of the closing of the Merger, including the (i) date on which the volume-weighted average trading sale price of one share of New Velo3D common stock quoted on Nasdaq is greater than or equal to $12.50 and $15.00, respectively per tranche, for any 20 trading days within any 30 consecutive trading day period, (ii) a change in control of New Velo3D pursuant to which holders of New Velo3D common stock have the right to receive consideration implying a value per share greater than or equal to $12.50 and $15.00, respectively per tranche. The Merger agreement provides that the obligations of the Company to consummate the Merger are conditioned on, among other things, that as of the closing of the Merger, the amount of cash available in JAWS Spitfire’s trust account, after including the cash proceeds received in a concurrent private placement and deducting the amounts required to satisfy JAWS Spitfire’s obligations if any shareholders exercise their rights to redeem their public shares in connection with the shareholders’ approval of the Merger and the payment of the unpaid JAWS Spitfire expenses and liabilities, is at least equal to $350.0 million. This condition is for the sole benefit of the Company. The Merger is subject to the approval by the JAWS Spitfire shareholders. Going Concern, and Liquidity and Capital Resources The accompanying financial statements are unaudited and have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. Since inception, the Company has not achieved profitable operations or generated positive cash flows from operations. As of June 30, 2021, the Company had an accumulated deficit of $148.9 million. The Company has incurred net losses since inception. The Company is subject to risks, expenses, and uncertainties frequently encountered by companies in this stage of development and industry. These risks include, but are not limited to, the uncertainty of availability of additional financing, limited management resources, intense competition, dependence on the future acceptance of products in development by customers, and the uncertainty of achieving future profitability. The Company’s activity has been funded primarily with proceeds from the issuance of redeemable convertible preferred stock, borrowings under its loan facilities, and customer payments and deposits. The Company intends to raise additional capital in connection with the completion of the merger with JAWS Spitfire Acquisition Corp, a publicly traded blank check company incorporated as a Cayman Islands exempted company (“JAWS Spitfire”) (the “Merger”). In May 2021, the Company entered into an amended and restated loan and security agreement and a mezzanine loan and security agreement with our primary lender and another financing institution for a total of $53.5 million of debt facilities (see note 11, Long-Term Debt). These were comprised of a $35.0 million term loan, a $10.0 million revolving credit line and an $8.5 million secured equipment loan facility. The Company borrowed $15.0 million in May 2021 and $5.0 million in July 2021.. The debt was to cover working capital requirements and repay certain indebtedness of the Company’s original loan. This loan may not be sufficient to fund the Company’s growth for the next 12 months. If the Company is unable to raise sufficient additional capital, through future debt or equity financings or through strategic and collaborative ventures with third parties, the Company will not have sufficient cash flows and liquidity to fund its planned business for the next 12 months. There can be no assurances that the Company will be able complete the Merger or that, in the event that the Merger does not take place, that the Company will be able to secure alternate forms of financing at terms that are acceptable to its management or at all. In that event, the Company might be forced to limit many of its business plans and consider other means of creating value for its stockholders. Based on the factors described above, and after considering management’s plans, there is substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date of issuance of these unaudited financial statements. | Description of Business and Basis of Presentation Velo3D, Inc. (the “Company”) produces metal additive three dimensional printers (“3D Printers”) which enable the production of components for space rockets, jet engines, fuel delivery systems and other high value metal parts, which it sells or leases to customers for use in their businesses. The Company also provides support services (“Support Services”) for an incremental fee. The Company was founded in June 2014 as a Delaware corporation headquartered in Campbell, California. The first commercially developed 3D Printer was delivered in the fourth quarter of 2018. Basis of Presentation The financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Going Concern, and Liquidity and Capital Resources The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. Since inception, the Company has not achieved profitable operations or generated positive cash flows from operations. As of December 31, 2020, the Company had an accumulated deficit of $122.8 million. The Company has incurred net losses of $21.8 million and $25.7 million for the years ended December 31, 2020 and 2019, respectively. The Company is subject to risks, expenses, and uncertainties frequently encountered by companies in this stage of development and industry. These risks include, but are not limited to, the uncertainty of availability of additional financing, limited management resources, intense competition, dependence on the future acceptance of products in development by customers, and the uncertainty of achieving future profitability. The Company’s activity has been funded primarily with proceeds from the issuance of redeemable convertible preferred stock, borrowings under its loan facilities, and customer payments and deposits. The Company intends to raise additional capital in connection with the completion of the merger with JAWS Spitfire Acquisition Corp, a publicly traded blank check company incorporated as a Cayman Islands exempted company (“JAWS Spitfire”) (the “Merger”) (see Note 18, Subsequent Events ) . If the Company is unable to raise sufficient additional capital, through future debt or equity financings or through strategic and collaborative ventures with third parties, the Company will not have sufficient cash flows and liquidity to fund its planned business for the next 12 months. There can be no assurances that the Company will be able complete the Merger or that, in the event that the Merger does not take place, that the Company will be able to secure alternate forms of financing at terms that are acceptable to its management or at all. In that event, the Company might be forced to limit many of its business plans and consider other means of creating value for its stockholders. Based on the factors described above, and after considering management’s plans, there is substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date of issuance of these financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of the unaudited accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents and accounts receivable, net. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. The customer concentration for balances greater than 10% of revenues and 10% of accounts receivables, net, respectively, are presented below: Total Revenue Accounts Receivable, Net Six months ended June 30, June 30 December 31 2021 2020 2021 2020 (as a percentage) (as a percentage) Customer 1 21.1 % 16.3 % 31.6 % — % Customer 2 18.2 % — % 41.0 % — % Customer 3 16.8 % 13.2 % <10 % <10 % Customer 4 16.3 % 67.8 % <10 % 85.6 % Customer 5 14.5 % — % — % — % The Company relies on four key suppliers for products and services. While alternative providers could be identified, the Company is subject to supply and pricing risks. Impact of COVID-19 The Company continues to operate its business through the COVID-19 pandemic and has taken additional precautions to ensure the safety of its employees, customers, and vendors with which it operates. The impact of COVID-19 on the Company’s operating results has added uncertainty in timing of customer orders creating longer lead times for sales and marketing. Fair Value Measurements The Company has applied the framework for measuring fair value which requires a fair value hierarchy to be applied to all fair value measurements. Assets and liabilities measured at fair value are classified into one of three levels in the fair value hierarchy based on the inputs used to measure fair value as follows: Level 1 — Quoted prices observed in active markets for identical assets or liabilities;Level 2 — Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly; and Level 3 — Significant unobservable market inputs for the asset or liability. As of June 30, 2021 and December 31, 2020, warrants for redeemable convertible preferred stock were the only liabilities measured at fair value on a recurring basis. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The long-term debt (including convertible notes) with variable interest at market rates is carried at amortized cost, which approximates its fair value and was classified as Level 2. See Note 11, Long-Term Debt and Note 12, Convertible Notes Payable , for further information. Warrants for redeemable convertible preferred stock and convertible notes payable were classified as Level 3. Cash and Cash Equivalents and Restricted Cash All highly liquid investments with an original maturity of three months or less, when purchased, are classified as cash equivalents. Cash equivalents may be invested in money market funds and are carried at cost, which approximates their fair value. In June 2021, in conjunction with the new 80,000+ square foot facility to begin production of the Company’s Sapphire XC in late 2021, the Company issued a one-year letter of credit for $1.2 million to the landlord to secure the agreement. The Company has restricted cash to secure the letter of credit and the agreement will allow for reductions to the letter of credit limit based on the Company’s revenue achievements. June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 11,948 $ 15,517 Restricted cash (Other assets) 1,200 — Total cash and cash equivalents, and restricted cash $ 13,148 $ 15,517 Information by Segment and Geography The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financial results as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on an entity-wide basis for purposes of making operating decisions, assessing financial performance, and allocating resources. 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 entity- wide level. The Company currently sells its products in the United States and other locations. No long-lived assets are located outside the U.S. Revenue by geographic area based on the billing address of the customers were as follows: Six months ended June 30, 2021 2020 (In thousands) United States $ 8,246 $ 8,631 Other 72 1,329 Total $ 8,318 $ 9,960 The following table summarizes revenue disaggregated by products and service type: Six months ended June 30, 2021 2020 (In thousands) 3D Printers $ 6,313 $ 9,300 Recurring Payment (defined below) 635 — Support services 1,370 660 Total $ 8,318 $ 9,960 Revenue Recognition On January 1, 2019, the Company adopted ASC 606, “Revenue from Contracts with Customers” utilizing the full retrospective method. Revenue subject to ASC 606 consists of 3D Printer sales and Support Services (recognition of Recurring Payment consisting of payments from lessees of the Company’s equipment discussed below). The Company determines revenue recognition through the following five-step model for recognizing revenue: (1) identification of the contract with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A typical contract with customers for the 3D Printer and bundled software includes the Support Services. The Company provides one price for all deliverables including the 3D Printer and bundled software, and for the Support Services. Typically, the Company has one distinct obligation to transfer the 3D Printers and bundled software, and another distinct obligation to provide the Support Services. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis. The Company determines SSP based on observable standalone selling price when it is available, as well as other factors, including the price charged to its customers, its discounting practices, and its overall pricing objectives including risk adjusted gross profit margin for products and services, while maximizing observable inputs. In situations where pricing is highly variable, or a product is never sold on a stand-alone basis, the Company estimates the SSP using the residual approach. Significant judgment is used to identify and account for each of the two performance obligations. 3D Printer Sales The Company bills its customers beginning at the time of acceptance of the purchase order (which represents a deposit), with the second billing at the time of shipment and final billing upon site acceptance test completion. The timeframe from order to completion of the site acceptance test occurs typically over three to six months. Revenue for the 3D Printer is recognized at a point-in time, which occurs upon transfer of control to the customer at shipment. Site installation, testing and customer training are incidental to customer acceptance. The Company has elected not to recognize shipping to customers as a separate performance obligation. Revenue from shipping billed to customers for each of the six months ended June 30, 2021 and 2020 was $0.1 million. Revenue for parts sold to customers independent of the 3D Printer sales or Support Services contract is included with 3D Printer sales. Such revenue is recognized at a point-in time, which occurs upon transfer of control to the customer at shipment. Revenue from parts was $0.2 million and $0.1 million for the six months ended June 30, 2021 and 2020, respectively. Support Services Support Services are field service engineering, phone and email support, preventative maintenance, and limited on and off-site consulting support. A subsequent Support Service contract is available for renewal after the initial period based on the then fair value of the service. Support Services revenue are recognized evenly over the contract period beginning with customer performance test acceptance. Recurring Payment (operating lease revenue from customers) The Company enters into operating leases (“Recurring Payment”) for customers who do not purchase the 3D Printers (“equipment”). On January 1, 2019, the Company adopted ASC 842, “ Leases ,” and determined that arrangements providing for recurring payments from customers qualify as leases. The contracts explicitly specify the equipment which is a production system with defined components and services including the printer itself, services, and accessories. The asset is physically distinct, the supplier does not have substitution rights, and the customer holds the right to direct the use of and obtain substantially all of the economic benefits from the use of the identified asset. As of June 30, 2021, initial lease terms are 12 months and the Company has considered the possibility of renewals when determining the length of the contract and the expectation is that customers will not exercise any renewal or purchase options at the end of the lease. The arrangements provide for a base rent and usually provide for variable payments based on usage in excess of a defined threshold. Support Services are included during the lease term. The variable payments are recognized when the event determining the amount of variable consideration to be paid occurs. As of June 30, 2021, there has been no variable consideration recognized to date. Equipment under lease contracts is reclassified from inventory at its basis and depreciated over five years to a salvage value. Income from the lessee is recorded as revenue using the straight-line method over the term of the lease. Support services are a non-lease component. The practical expedient has been elected to include rents and this non-lease component as one revenue stream recognized over the lease term on a straight-line basis. Costs associated with this component are classified as cost of revenue and recognized as incurred. Costs for warranties for parts and services for equipment under lease are accrued separately at lease commencement and amortized to cost of revenue over the lease term to the extent the costs are probable and can be reasonably estimated since the related revenue is being recognized over the lease term. Warranty accruals were not material as of June 30, 2021 and December 31, 2020. Equipment leased to customers are considered long-lived assets and are tested for impairment. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Contracts Assets and Contract Liabilities Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to the Company’s customers. A contract asset is recognized when products or services are transferred to a customer and the right to consideration is conditional on something other than the passage of time. Contract liabilities include amounts billed or collected which is related to remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. The amount of revenue recognized during the six months ended June 30, 2021 included in contract liabilities as of December 31, 2020 was $0.3 million. The amount of revenue recognized during the six months ended June 30, 2020 that was included in contract liabilities as of December 31, 2019 was $0.3 million. Cost of Revenue Cost of 3D Printers includes the manufacturing cost of the components and subassemblies purchased from vendors for the assembly, as well as, raw materials and assemblies, shipping costs, and other directly associated costs. Cost of 3D Printers also includes allocated overhead costs from headcount related costs, such as salaries and stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. Cost of Recurring Payment includes depreciation of the equipment on lease over the useful life of five years less the residual value, and an allocated portion of Cost of Support Services. Cost of Support Services includes the cost of spare or replacement parts for preventive maintenance, installation costs, allocated headcount related costs, such as salaries, stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. The headcount related costs are directly associated with the engineers dedicated to remote and on-site support, training, travel costs, and other services costs. Warranties on 3D Printers The Company generally provides standard warranty coverage on its products for twelve months, providing parts necessary to repair the systems during the warranty period. The Company accounts for the estimated warranty cost as a charge to cost of revenue when revenue is recognized. The estimated warranty cost is based on historical and predicted product failure rates and repair expenses. Warranty expense for the six months ended June 30, 2021 and 2020 was not material. Operating Expenses Research and development expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the development of improvements and expanded features for the Company’s products and services, as well as quality assurance, testing, product management, and allocated overhead. Research and development costs are expensed as incurred. Selling and marketing expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the sales and marketing efforts to expand the Company’s brand and market share. Also, selling and marketing expenses includes third-party consulting fees, advertising, and allocated overhead. The Company expenses the cost of advertising, including promotional expenses, as incurred. Advertising expenses for the six months ended June 30, 2021 and 2020 were not material. General and administrative expenses consist primarily of salaries, occupancy costs including rent and utilities, and depreciation; information technology used in the business; professional services costs including legal, accounting, and consulting; and other. Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) — Simplifying the Accounting for Income Taxes (“Topic 740”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for the Company in fiscal year 2021, and early adoption is permitted. The Company adopted the guidance and there is no material impact on its condensed financial statements. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”),” which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance was effective for the Company beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. The Company adopted the guidance and there is no material impact on its condensed financial statements. In August 2020, the FASB issued No. ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more redeemable convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (“EPS”) calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company early adopted the new guidance effective January 1, 2021 using the modified retrospective method. Adoption of this guidance did not have a material impact on the Company’s financial statements and disclosures. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”)”, and has since released various amendments including ASU No. 2019-04. The guidance modifies the measurement of expected credit losses on certain financial instruments. This guidance is effective for the Company for the fiscal year beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the impact of the guidance on its financial statements and disclosures. | Summary of Significant Accounting Policies Use of Estimates The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. 3D Printers and Support Services for the Company’s three largest customers generated 40.8%, 15.8% and 14.8% of total revenue in 2020, respectively, and 74.8%, 11.7% and 11.1% of total revenue in 2019, respectively. Total accounts receivables for the Company’s three largest customers accounted for 64.4%, 22.4% and 7.0% of accounts receivable, net in 2020, respectively, and 85.6%, 21.3% and 11.8% of accounts receivable, net in 2019, respectively. The Company relies on four key suppliers for products and services. While alternative providers could be identified, the Company is subject to supply and pricing risks. Impact of COVID-19 The global pandemic of COVID-19 in 2020 triggered a significant downturn in the global economy. The Company continues to operate its business through the COVID-19 pandemic and has taken additional precautions to ensure the safety of its employees, customers, and vendors with which it operates. The impact of COVID-19 on the Company’s operating results has added uncertainty in timing of customer orders creating longer lead times for sales and marketing. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, research and development costs, and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat COVID-19, as well as the economic impact on local, regional, national, and international customers and markets. Fair Value Measurements Fair value is defined as an exchange price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants at the measurement date. The Company has applied the framework for measuring fair value which requires a fair value hierarchy to be applied to all fair value measurements. Assets and liabilities measured at fair value are classified into one of three levels in the fair value hierarchy based on the inputs used to measure fair value as follows: Level 1 — Quoted prices observed in active markets for identical assets or liabilities; Level 2 — Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly; and Level 3 — Significant unobservable market inputs for the asset or liability. As of December 31, 2020 and 2019, warrants for redeemable convertible preferred stock were the only liabilities measured at fair value on a recurring basis. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The long-term debt (including convertible notes) with variable interest at market rates, is carried at amortized cost, which approximates its fair value, was classified as Level 2. See Note 11, Long-Term Debt and Note 12, Convertible Notes Payable, for further information. Warrants for redeemable convertible preferred stock and convertible notes payable were classified as Level 3. Cash and Cash Equivalents All highly liquid investments with an original maturity of three months or less, when purchased, are classified as cash equivalents. Cash equivalents may be invested in money market funds and are carried at cost, which approximates their fair value. Accounts Receivable, Net Accounts receivable are recorded at the invoiced amount, net of allowance for doubtful accounts and are non-interest bearing. The Company performs ongoing credit evaluations of its customers and maintains an allowance for doubtful accounts to ensure trade receivables are not overstated due to uncollectability. Allowances are provided for individual accounts receivable when the Company becomes aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy, deterioration in the customer’s operating results, or change in financial position. As of December 31, 2020 and 2019, allowances for doubtful accounts were not material. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is computed on a first-in, first-out basis. Inventory levels are analyzed periodically and written down to their net realizable value if they have become obsolete, have a cost basis in excess of expected net realizable value or are in excess of expected demand. The Company analyzes current and future product demand relative to the remaining product life to identify potential excess inventories. The write-down is measured as the difference between the cost of the inventories and net realizable value and charged to inventory reserves, which is a component of cost of revenue. At the point of the loss recognition, a new, lower cost basis for those inventories is established, and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. Property and Equipment, Net and Equipment on Lease, Net Property and equipment, and equipment on lease are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets, as follows: Estimated Useful Life Equipment on lease 5 years Computers and software 3 years R&D lab equipment 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the remaining lease term or useful life of 5 years Expenditures for major renewals and improvements that increase functionality of the asset are capitalized and depreciated ratably over the identified useful life. Expenditures for non-major repairs and maintenance are charged to expense as incurred. The Company capitalizes qualifying internal-use software development costs incurred during the application development stage for internal tools and cloud-based applications used to deliver its services, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed, and the software will be used to perform the function intended. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Costs incurred for enhancements that are expected to result in additional material functionality are capitalized. As of December 31, 2020 and 2019, capitalized costs have not been material. Impairment of Long-Lived Assets The Company reviews its long-lived assets, consisting of property and equipment, equipment on lease, net, and right-of use assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors considered important that could trigger an impairment review include a significant underperformance relative to expected historical or projected future operating results, or a significant change in the manner of the use of the assets. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset (or asset group) to estimated undiscounted future cash flows expected to be generated by the asset (or asset group). If the carrying amount of an asset (or asset group) exceeds its estimated undiscounted future cash flows, an impairment charge is recognized to the extent the fair value is less than the carrying value. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Assets Under Lease Agreements (as Lessee) The carrying value of right of use (“ROU”) assets and lease liabilities are based on the present value of future minimum lease payments for leases with original terms in excess of one year. The sum of future minimum lease payments, as adjusted for any initial direct costs, are recognized over the lease term on the straight-line method. The rate implicit in the lease is not readily determinable in most of the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Deferred Transaction Costs The Company capitalizes certain legal, accounting, and other third-party fees that are directly related to a planned equity financing that is probable of successful completion until such financing is consummated. After consummation of an equity financing, these costs are recorded as a reduction of the proceeds received as a result of the financing. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred transaction costs are immediately written off to operating expenses. Warrants for Redeemable Convertible Preferred Stock Warrants to purchase shares of redeemable convertible preferred stock are classified as liabilities because the warrants are freestanding financial instruments that may require the Company to transfer assets upon exercise. Warrants for redeemable convertible preferred stock are recorded within other noncurrent liabilities on the balance sheets. The warrants are recorded at fair value upon issuance and are subject to remeasurement to fair value at each balance sheet date. Changes in fair value of the warrants for redeemable convertible preferred stock are recorded in the Statements of Operations and Comprehensive Loss in other income, net. The liability will continue to be adjusted for changes in fair value until the earlier of the exercise, expiration, or conversion; or until the redeemable convertible preferred stock is no longer redeemable. Common Stock Warrants Warrants to purchase shares of common stock are classified as equity and recognized within additional paid-in capital with no subsequent remeasurement. The amount recognized within additional paid-in capital is determined by allocating the proceeds received and issuance costs incurred between the instruments issued based on their relative fair value. Information by Segment and Geography The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financial results as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on an entity-wide basis for purposes of making operating decisions, assessing financial performance, and allocating resources. 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 entity-wide level. The Company currently sells its products in the United States, and East Asia/Oceania. No long-lived assets are located outside the U.S. Revenue by geographic area based on the billing address of the customers were as follows: Year ended December 31, 2020 2019 (In thousands) United States $ 13,046 $ 15,223 East Asia/Oceania 5,929 — Total $ 18,975 $ 15,223 The following table summarizes revenue disaggregated by products and service type: Year ended December 31, 2020 2019 (In thousands) 3D Printers $ 16,965 $ 14,589 Recurring Payment (defined below) 350 — Support Services 1,660 634 Total $ 18,975 $ 15,223 Revenue Recognition On January 1, 2019, the Company adopted ASC 606, “ Revenue from Contracts with Customers ” utilizing the full retrospective method. Revenue subject to ASC 606 consists of 3D Printer sales and Support Services (recognition of Recurring Payment consisting of payments from lessees of the Company’s equipment discussed below). The Company determines revenue recognition through the following fivestep model for recognizing revenue: (1) identification of the contract with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A typical contract with customers for the 3D Printer and bundled software includes the Support Services. The Company provides one price for all deliverables including the 3D Printer and bundled software, and for the Support Services. Typically, the Company has one distinct obligation to transfer the 3D Printers and bundled software, and another distinct obligation to provide the Support Services. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis. The Company determines SSP based on observable standalone selling price when it is available, as well as other factors, including the price charged to its customers, its discounting practices, and its overall pricing objectives including risk adjusted gross profit margins for products and services, while maximizing observable inputs. In situations where pricing is highly variable, or a product is never sold on a stand-alone basis, the Company estimates the SSP using the residual approach. Significant judgment is used to identify and account for each of the two performance obligations. 3D Printer Sales The Company bills its customers beginning at the time of acceptance of the purchase order (which represents a deposit), with the second billing at the time of shipment and final billing upon site acceptance test completion. The timeframe from order to completion of the site acceptance test occurs typically over three The Company has elected not to recognize shipping to customers as a separate performance obligation. Revenue from shipping billed to customers for each of the years ended December 31, 2020 and 2019 was $0.1 million. Recurring Payment (operating lease revenue from customers) The Company enters into operating leases (“Recurring Payment”) for customers who do not purchase the 3D Printers (“equipment”). On January 1, 2019, the Company adopted ASC 842, “ Leases ,” and determined that arrangements providing for recurring payments from customers qualify as leases. The contracts explicitly specify the equipment which is a production system with defined components and services including the printer itself, services, and accessories. The asset is physically distinct, the supplier does not have substitution rights, and the customer holds the right to direct the use of and obtain substantially all of the economic benefits from the use of the identified asset. As of December 31, 2020, initial lease terms are 12 months and the Company has considered the possibility of renewals when determining the length of the contract and the expectation is that customers will not exercise any renewal or purchase options at the end of the lease. The arrangements provide for a base rent and usually provide for variable payments based on usage in excess of a defined threshold. Support Services are included during the lease term. The variable payments are recognized when the event determining the amount of variable consideration to be paid occurs. As of December 31, 2020, there has been no variable consideration recognized to date. Equipment under lease contracts is reclassified from inventory at its basis and depreciated over five years to a salvage value. Income from the lessee is recorded as revenue using the straight-line method over the term of the lease. Support services are a non-lease component. The practical expedient has been elected to include rents and this non-lease component as one revenue stream recognized over the lease term on a straight-line basis. Costs associated with this component are classified as cost of revenue and recognized as incurred. Costs for warranties for parts and services for equipment under lease are accrued separately at lease commencement and amortized to cost of revenue over the lease term to the extent the costs are probable and can be reasonably estimated since the related revenue is being recognized over the lease term. Warranty accruals were not material as of December 31, 2020 and 2019. Equipment leased to customers are considered long-lived assets and are tested for impairment as described above under the heading “Impairment of Long-lived Assets. ” Support Services Support Services are field service engineering, phone and email support, preventative maintenance, and limited on and off-site consulting support. A subsequent Support Service contract is available for renewal after the initial period based on the then fair value of the service. Support Services revenue are recognized evenly over the contract period beginning with customer performance test acceptance. Other Revenue Revenue is recognized for parts sold to customers independent of the 3D Printer sales or Support Services contract. Such revenue is recognized at a point in time, which occurs upon transfer of control to the customer at shipment. Revenue from parts was not material for the years ended December 31, 2020 and 2019. Contracts Assets and Contract Liabilities Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to the Company’s customers. A contract asset is recognized when products or services are transferred to a customer and the right to consideration is conditional on something other than the passage of time. Contract liabilities include amounts billed or collected which is related to remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. The amount of revenue recognized during the year ended December 31, 2020 included in contract liabilities as of December 31, 2019 was $0.5 million. The amount of revenue recognized during the year ended December 31, 2019 that was included in contract liabilities as of December 31, 2018 was $0.7 million. Cost of Revenue Cost of 3D Printer includes the manufacturing cost of the components and subassemblies purchased from vendors for the assembly, as well as, raw materials and assemblies, shipping costs, and other directly associated costs. Cost of 3D Printer also includes allocated overhead costs from headcount related costs, such as salaries and stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. Cost of Recurring Payment includes depreciation of the equipment on lease over the useful life of five years less the residual value, and an allocated portion of Cost of Support Services. Cost of Support Services includes the cost of spare or replacement parts for preventive maintenance, installation costs, allocated headcount related costs, such as salaries, stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. The headcount related costs are directly associated with the engineers dedicated to remote and on-site support, training, travel costs, and other services costs. Warranties on 3D Printers The Company generally provides standard warranty coverage on its products for twelve months, providing parts necessary to repair the systems during the warranty period. The Company accounts for the estimated warranty cost as a charge to cost of revenue when revenue is recognized. The estimated warranty cost is based on historical and predicted product failure rates and repair expenses. Warranty expense for the years ended December 31, 2020 and 2019 was not material. Operating Expenses Research and development expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the development of improvements and expanded features for the Company’s products and services, as well as quality assurance, testing, product management, and allocated overhead. Research and development costs are expensed as incurred. Selling and marketing expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the sales and marketing efforts to expand the Company’s brand and market share. Also, selling and marketing expenses includes third-party consulting fees, advertising, and allocated overhead. The Company expenses the cost of advertising, including promotional expenses, as incurred. Advertising expenses for the years ended December 31, 2020 and 2019 were not material. General and administrative expenses consist primarily of salaries, occupancy costs including rent and utilities, and depreciation; information technology used in the business; professional services costs including legal, accounting, and consulting; and other. Stock-based Compensation The Company accounts for stock-based compensation expense for all stock-based awards granted to employees and directors based on the estimated fair value of the awards on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite service period. The Company accounts for forfeitures when they occur, and any compensation expense previously recognized on unvested shares will be reversed when forfeited. The fair value of option-based awards is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of subjective assumptions, including the fair value of the underlying common stock, the option’s expected term, the price volatility of the underlying stock, risk-free interest rates, and the expected dividend yield of the underlying common stock. The fair value of common stock underlying awards is based on the fair value of the common stock as of the date of grant. Fair value is determined by considering a number of objective, subjective, and complex factors including independent third-party valuations of the Company’s common stock, operating and financial performance, the lack of liquidity of capital stock, and general and industry specific economic outlook, among other factors. The assumptions used to determine the fair value of the awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. 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. The effect on deferred income taxes of a change in tax rates is recognized in the period that includes the enactment date. 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 basis. Based on the level of historical losses, the Company has established a valuation allowance to reduce its net deferred tax assets to the amount that is more-likely-than-not to be realized. The Company has recorded a full valuation allowance against its deferred tax assets as of December 31, 2020 and 2019. 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 Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. The Company considers all series of its redeemable convertible preferred stock to be participating securities as such stockholders participate in undistributed earnings with common stockholders. Under the two-class method, net income is attributed to common stockholders and participating securities based on their participation rights. The holders of the redeemable convertible preferred stock do not have a contractual obligation to share in the losses. As such, any net losses are not allocated to these participating securities. Under the two-class method, basic net income or loss per share attributable to common stockholders is computed by dividing the net income or loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to common stockholders adjusts basic net loss per share for the effect of potentially dilutive securities. As the Company has reported losses for all periods presented, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders because all potentially dilutive securities are antidilutive. Comprehensive Loss Comprehensive loss is composed of two components: net loss and other comprehensive loss. Other comprehensive income loss refers to revenue, expenses, gains, and losses that under U.S. GAAP are recorded as an element of stockholders’ deficit but are excluded from net loss. For the years ended December 31, 2020 and 2019, as there are no activities that impacted comprehensive loss, there are no differences between comprehensive loss and net loss reported in the Company’s Statements of Operations and Comprehensive Loss. JOBS Act Accounting Election The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases” (“Topic 842”), which superseded the existing lease guidance under current U.S. GAAP. Topic 842 is based on the principle that entities should recognize assets and liabilities arising from leases. The new standard does not significantly change the lessees’ recognition, measurement, and presentation of expenses and cash flows from the previous accounting standard and leases continue to be classified as finance or operating. Topic 842’s primary change is the requirement for entities to recognize a lease liability for payments and a right-of-use (“ROU”) asset representing the right to use the leased asset during the term of an operating lease arrangement. Lessees were permitted to make an accounting policy election to not recognize lease costs for agreements with a term of 12 months or less as payments become due. Lessors’ accounting under the new standard was largely unchanged from the previous accounting standard. In addition, Topic 842 expanded the disclosure requirements of lease arrangements. Upon adoption, lessees and lessors were required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted the new guidance effective January 1, 2019 using a modified retrospective approach and no cumulative effect adjustment was recorded upon adoption. The adoption of the new standard did not impact the Company’s Statements of Operations and Comprehensive Loss, Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders’ Deficit, or Statements of Cash Flows. Topic 842 provided a number of optional practical expedients in transition. The Company elected the “package of practical expedients” which permitted the Company to carry over its prior conclusions about lease identification, lease classification, and initial direct costs. The Company has elected the short-term lease exemption for all leases with a term of 12 months or less for both existing and ongoing operating leases. The Company elected the practical expedient to capitalize the total lease payment rather than separate lease and non-lease components and only capitalize the lease component. The rate implicit in the lease is not readily determinable in the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Adoption of ASC 842 did not have a material impact on the Company’s accounting as a lessor. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“Topic 718”).” The new guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees and to account |
Basic and Diluted Net Loss per
Basic and Diluted Net Loss per Share Attributable to Common Stockholders | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Basic and Diluted Net Loss per Share Attributable to Common Stockholders | Basic and Diluted Net Loss per Share The following table sets forth the computation of the Company’s basic and diluted net loss per share to common stockholders: Six months ended June 30, 2021 2020 (In thousands, except share data) Numerator: Net loss $ (26,086) $ (10,484) Denominator: Weighted average shares used in computing net loss per share – basic and diluted 19,715,885 18,553,332 Net loss per share – basic and diluted. $ (1.32) $ (0.57) The following potentially dilutive shares of common stock equivalents “on an as-converted basis” were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have had an antidilutive effect: Six months ended June 30, 2021 2020 (per share data) Redeemable convertible preferred stock 147,876,672 147,876,672 Convertible promissory note 6,756,757 4,029,222 Redeemable convertible preferred stock warrants 408,729 408,729 Common stock warrants 293,856 63,621 Common stock options issued and outstanding 26,997,994 22,454,406 Total potentially dilutive common share equivalents 182,334,008 174,832,650 | Basic and Diluted Net Loss per Share Attributable to Common Stockholders The following table sets forth the computation of the Company’s basic and diluted net loss per share to common stockholders: Year ended December 31, 2020 2019 (In thousands, except share and per share data) Numerator: Net loss $ (21,807) $ (25,678) Extinguishment of redeemable convertible preferred stock (1) 13,051 — Net loss attributable to common stockholders $ (8,756) $ (25,678) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted 19,232,455 15,629,519 Net loss per share attributable to common stockholders, basic and diluted. $ (0.46) $ (1.64) __________________ (1) Represents the Series A, B and C redeemable convertible preferred stock extinguishment and thus reflects additional amounts attributable to common stockholders for EPS purposes. See Note 13, Equity Instruments. The following potentially dilutive shares of common stock equivalents “on an as-converted basis” were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have had an antidilutive effect: December 31, 2020 2019 Redeemable convertible preferred stock 147,876,672 27,967,896 Convertible notes — 4,006,668 Redeemable convertible preferred stock warrants 408,729 173,362 Common stock warrants 262,638 63,621 Common stock options issued and outstanding 26,347,331 5,946,782 Total potentially dilutive common stock equivalents 174,895,370 38,158,329 |
Accounts Receivable, Net
Accounts Receivable, Net | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable, net consisted of the following: June 30, December 31, 2021 2020 (In thousands) Trade Receivables $ 3,947 $ 1,299 Less: Allowances for Doubtful Accounts (67) (67) Total $ 3,880 $ 1,232 | Accounts Receivable, Net Accounts receivable, net consisted of the following: December 31, 2020 2019 (In thousands) Trade receivables $ 1,299 $ 2,041 Less: allowances for doubtful accounts (67) (67) Total $ 1,232 $ 1,974 |
Inventories
Inventories | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Inventories | Inventories Inventories consisted of the following: June 30, December 31, 2021 2020 (In thousands) Raw materials $ 4,430 $ 1,948 Work-in-progress 4,158 5,361 Total $ 8,588 $ 7,309 | Inventories Inventories consisted of the following: December 31, 2020 2019 (In thousands) Raw materials $ 1,948 $ 1,831 Work-in-progress 5,361 2,735 Total $ 7,309 $ 4,566 |
Prepaid expenses and other curr
Prepaid expenses and other current assets | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expenses and other current assets | Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following: June 30, December 31, 2021 2020 (In thousands) Prepaid insurance and other $ 1,110 $ 525 Vendor prepayments 1,445 282 Total $ 2,555 $ 807 | Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following: December 31, 2020 2019 (In thousands) Prepaid insurance and other $ 525 $ 548 Vendor prepayments 282 1,336 Total $ 807 $ 1,884 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: June 30, December 31, 2021 2020 (In thousands) Computers and software $ 839 $ 510 R&D lab equipment 609 469 Furniture and fixtures 69 40 Leasehold improvements 1,931 1,828 Total property, plant and equipment 3,448 2,847 Less accumulated depreciation and amortization (2,229) (1,841) Property, plant and equipment, net $ 1,219 $ 1,006 Depreciation expense for the six months ended June 30, 2021 and 2020 was $0.4 million and $0.3 million, respectively. | Property and Equipment, Net Property and equipment, net consisted of the following: December 31, 2020 2019 (In thousands) Computers and software $ 510 $ 883 R&D lab equipment 469 914 Furniture and fixtures 40 101 Leasehold improvements 1,828 1,387 Total property and equipment 2,847 3,285 Less accumulated depreciation (1,841) (1,829) Property and equipment, net $ 1,006 $ 1,456 Depreciation expense for the years ended December 31, 2020 and 2019 was $1.2 million and $1.1 million, respectively. |
Equipment on Lease, Net
Equipment on Lease, Net | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Equipment on Lease, Net | Equipment on Lease, Net The equipment leased to customers had a cost basis of $8.1 million and accumulated depreciation of $0.5 million as of June 30, 2021. Total lease revenue earned for the six months ended June 30, 2021 was $0.6 million. The total depreciation expense was $0.3 million and included in cost of revenue for the six months ended June 30, 2021. There was no lease revenue or depreciation expense for the six months ended June 30, 2020. As of December 31, 2020, there were four 3D Printers (equipment) leased to customers. The equipment leased to customers had a cost basis of $3.0 million and accumulated depreciation of $0.2 million as of December 31, 2020. The Company entered into debt secured by certain leased equipment to customers. The proceeds received were recognized as a financial liability under long-term debt. Lease payments remaining was $1.0 million and $1.3 million were due for the year as of June 30, 2021 and December 31, 2020, respectively. See Note 11, Long-term Debt, for a description of these financing arrangements. For the six months ended June 30, 2021 principal payments of $0.3 million were paid for equipment lease loans. There was no equipment leased for the six months ended June 30, 2020. | Equipment on Lease, Net As of December 31, 2020, there were four 3D Printers (equipment) leased to customers. The equipment leased to customers had a cost basis of $3.0 million and accumulated depreciation of $0.2 million as of December 31, 2020. Total lease revenue earned for the year ended December 31, 2020 was $0.4 million. The total depreciation expense was $0.2 million and included in cost of revenue for the year ended December 31, 2020. Transfers to “Equipment on lease, net” from “Inventories” was $3.0 million during the year ended December 31, 2020. As of December 31, 2019, there was no equipment leased to customers. For three 3D Printers under lease to customers, the Company entered into debt secured by the leased equipment. The proceeds received were recognized as a financial liability under long-term debt. As of December 31, 2020, $0.5 million of lease payments were due for the year ended December 31, 2021. See Note 11, Long-term Debt, for a description of these financing arrangements. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following: June 30, December 31, 2021 2020 (In thousands) Accrued expenses $ 615 $ 787 Accrued salaries and benefits 2,167 1,231 Lease liability – current portion 507 494 Total $ 3,289 $ 2,512 | Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following: December 31, 2020 2019 (In thousands) Accrued expenses $ 787 $ 558 Accrued salaries and benefits 1,231 2,232 Lease liability — current portion 494 528 Total $ 2,512 $ 3,318 |
Leases
Leases | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Leases | Leases The Company leases its office and manufacturing facilities under two non-cancellable operating leases which expire in September 2021 and January 2023. The leases provide for base rent and certain reimbursement of lessor’s operating expenses. The agreements include a provision for renewal at the then market rate for terms specified in each lease. In April 2021, the Company renewed the office lease scheduled to end in September 2021 for an additional three years ending November 2024. During the six months ended June 30, 2021, the Company signed two new leases for manufacturing and R&D facilities. The lease agreement for the manufacturing facility was signed on June 28, 2021, with a term of 65 months and is is expected to commence on November 7, 2021, with a contractual obligation of $9.3 million in base rent. The lease for the R&D facility has a term of 36 months and commenced in July 2021 with a contractual obligation of $0.5 million in base rent. Total Right-of-Use (“ROU”) assets (recorded in “Other Assets”) and lease liabilities (recorded in “Accrued expenses and other current liabilities” and “Other noncurrent liabilities”) are as follows: June 30, December 31, 2021 2020 (In thousands) Right-of-use assets: Net book value (Other assets) $ 1,536 $ 633 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 474 $ 494 Noncurrent (Other noncurrent liabilities) 1,013 232 1,487 726 Financing lease liabilities: Current (Accrued expense and other current liabilities) $ 33 $ — Noncurrent (Other noncurrent liabilities) 58 — $ 91 $ — Total lease liabilities $ 1,578 $ 726 ROU assets are considered long-lived assets and are tested for impairment as described above under the heading, “Impairment of Long-lived Assets.” There were no impairments recorded related to these assets as of June 30, 2021 and December 31, 2020. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Information about lease-related balances were as follows: Six months ended June 30, 2021 2020 Operating lease expense $ 304 $ 285 Financing lease expense 13 — Short-term lease expense 25 46 Total lease expense $ 342 $ 331 Cash paid for leases $ 628 $ 260 Weighted – average remaining lease term – operating leases (years) 3.2 2 Weighted – average discount rate – operating leases 4.39 % 4.46 % Future minimum lease payments under non-cancellable operating leases as of June 30, 2021 are as follows: (In thousands) Remainder of 2021 $ 243 2022 562 2023 471 2024 430 Total operating lease payments $ 1,706 Less portion representing imputed interest (128) Total operating lease liabilities $ 1,578 Less current portion 507 Long-term portion $ 1,071 | Leases The Company leases its office and manufacturing facilities under two non-cancellable operating leases which expire in September 2021 and January 2023. The leases provide for base rent and certain reimbursement of lessor’s operating expenses. The agreements include a provision for renewal at the then market rate for terms specified in each lease. Based on the Company’s current lease portfolio, the adoption of the standard as of January 1, 2019 resulted in the recognition on that date of ROU assets and operating lease liabilities in the amount of $0.9 million and $1.0 million, respectively, on the Company’s balance sheets in “Other assets”, “Accrued expenses and other current liabilities” and “Other noncurrent liabilities”. The difference between the value of the right of use asset and lease liabilities is due to the reclassification of existing deferred rent, prepaid rent, and unamortized lease incentives as of January 1, 2019, totaling $0.1 million. Total ROU assets (recorded in “Other Assets”) and lease liabilities (recorded in “Accrued expenses and other current liabilities” and “Other noncurrent liabilities”) were as follows: December 31, 2020 2019 (In thousands) Right-of-use assets: Net book value (Other assets) $ 633 $ 1,175 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 494 $ 528 Noncurrent (Other noncurrent liabilities) 232 660 Total lease liabilities $ 726 $ 1,188 ROU assets are considered long-lived assets and are tested for impairment as described above under the heading, “Impairment of Long-lived Assets. ” There were no impairments recorded related to these assets for the years ended December 31, 2020 and 2019. Information about lease-related balances were as follows: Year Ended December 31, 2020 2019 (In thousands) Operating lease expense $ 571 $ 397 Short-term lease expense $ 27 $ 1 Total lease expense $ 598 $ 398 Cash paid for leases $ 557 $ 399 Weighted-average remaining lease term – operating leases (years) 1.58 2.42 Weighted-average discount rate – operating leases 4.47 % 4.45 % Future minimum lease payments under non-cancellable operating leases as of December 31, 2020 were as follows: (In thousands) Year ended December 31, 2021 $ 540 2022 241 2023 20 Total operating lease payments 801 Less portion representing imputed interest (75) Total operating lease liabilities 726 Less current portion 494 Long-term portion $ 232 |
Leases | Leases The Company leases its office and manufacturing facilities under two non-cancellable operating leases which expire in September 2021 and January 2023. The leases provide for base rent and certain reimbursement of lessor’s operating expenses. The agreements include a provision for renewal at the then market rate for terms specified in each lease. In April 2021, the Company renewed the office lease scheduled to end in September 2021 for an additional three years ending November 2024. During the six months ended June 30, 2021, the Company signed two new leases for manufacturing and R&D facilities. The lease agreement for the manufacturing facility was signed on June 28, 2021, with a term of 65 months and is is expected to commence on November 7, 2021, with a contractual obligation of $9.3 million in base rent. The lease for the R&D facility has a term of 36 months and commenced in July 2021 with a contractual obligation of $0.5 million in base rent. Total Right-of-Use (“ROU”) assets (recorded in “Other Assets”) and lease liabilities (recorded in “Accrued expenses and other current liabilities” and “Other noncurrent liabilities”) are as follows: June 30, December 31, 2021 2020 (In thousands) Right-of-use assets: Net book value (Other assets) $ 1,536 $ 633 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 474 $ 494 Noncurrent (Other noncurrent liabilities) 1,013 232 1,487 726 Financing lease liabilities: Current (Accrued expense and other current liabilities) $ 33 $ — Noncurrent (Other noncurrent liabilities) 58 — $ 91 $ — Total lease liabilities $ 1,578 $ 726 ROU assets are considered long-lived assets and are tested for impairment as described above under the heading, “Impairment of Long-lived Assets.” There were no impairments recorded related to these assets as of June 30, 2021 and December 31, 2020. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Information about lease-related balances were as follows: Six months ended June 30, 2021 2020 Operating lease expense $ 304 $ 285 Financing lease expense 13 — Short-term lease expense 25 46 Total lease expense $ 342 $ 331 Cash paid for leases $ 628 $ 260 Weighted – average remaining lease term – operating leases (years) 3.2 2 Weighted – average discount rate – operating leases 4.39 % 4.46 % Future minimum lease payments under non-cancellable operating leases as of June 30, 2021 are as follows: (In thousands) Remainder of 2021 $ 243 2022 562 2023 471 2024 430 Total operating lease payments $ 1,706 Less portion representing imputed interest (128) Total operating lease liabilities $ 1,578 Less current portion 507 Long-term portion $ 1,071 |
Long-Term Debt
Long-Term Debt | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: June 30, December 31, 2021 2020 (In thousands) Term loan $ 15,000 $ 5,150 Property and equipment loan — 833 Equipment loan 4,656 2,081 Deferred financing costs (773) (61) Total $ 18,883 $ 8,003 Debt – current portion 6,070 3,687 Long-term debt – less current portion $ 12,813 $ 4,316 The Company’s banking arrangement includes three facilities with its primary bank (noted below). These loans contains customary representations and warranties, reporting covenants, events of default, and termination provisions. The affirmative covenants include, among other things, that the Company furnish monthly financial statements, a yearly budget, timely files taxes, maintains good standing and government compliance, maintains liability and other insurance, and furnishes audited financial statements no later than the date of delivery to the Board of Directors. The Company amortizes deferred financing costs over the life of the borrowing. On May 17, 2021, the Company incurred $0.6 million of deferred financing related to its Term loan financing. As of June 30, 2021 and December 31, 2020, the remaining unamortized balance of deferred financing costs was $0.8 million and less than $0.1 million respectively, and was included in “Debt — current portion”, net of deferred financing costs on the balance sheets. In May 2021, the Company entered into an amended and restated loan and security agreement and a mezzanine loan and security agreement with our primary lender and another financing institution for a total of $53.5 million of debt facilities. These comprised of a $35.0 million term loan, a $10.0 million revolving credit line and an $8.5 million secured equipment loan facility. Term Loan — On December 17, 2020 the Company executed a loan facility for $5.2 million with a variable interest rate of Prime plus 0.25% and a term of two years. In May 2021, the Company borrowed $15.0 million from the term loan facility, and an additional $5.0 million in July 2021. The Company has $15.0 million of the term loan facility undrawn, the availability of which is subject to the Company achieving certain financial performance targets. The new Term loan has a variable interest rate of the greater of 9% or Prime plus 5.75% and a term of thirty months. The new loan included a deferral of principal payments for the first five months. The refinancing was accounted for as a debt modification under ASC Topic 470, Debt. Property and Equipment Loan — On July 2, 2018, the Company executed a loan facility for $2.0 million. On September 26, 2018, $2.0 million was drawn down with a variable interest rate of Prime plus 1% and a term of three years. This facility was refinanced on December 17, 2020 with a new loan facility for $0.9 million with a variable interest rate of Prime plus 1% and a term of three years. This loan was prepaid in full with the new Term loan facility executed on May 17, 2021. Equipment Loan — During the year ended December 31, 2020, the Company executed facilities for $2.4 million secured by the equipment leased to customers. One facility advance was for $0.8 million with a variable interest rate of the greater of Prime rate plus 0.0% or 3.25%. The second facility was for $1.6 million with a fixed interest rate of 6%. All facilities had terms of three years. As of December 31, 2020 there was a total of $2.1 million outstanding related to the facilities. During the six months ended June 30, 2021, the Company executed four additional advances on the first facility for $3.2 million secured by equipment leased to customers. All four advances of the first facility are with a variable interest rate of the greater of Prime rate plus 0.0% or 3.25%. As of June 30, 2021, the outstanding balances for the first facility was $3.6 million outstanding and the second facility was $1.1 million, respectively. The Company has $4.0 million of the secured equipment loan facility undrawn. The $10.0 million revolving credit facility, with a variable interest rate of the greater of 5.75% or Prime plus 2.50% and a term of three years, remains undrawn as of July 2021. The future minimum aggregate payments for the above borrowings are as follows as of June 30, 2021: (In thousands) Remainder of 2021 $ 1,785 2022 8,980 2023 7,830 2024 288 $ 18,883 Convertible notes payable consisted of the following: June 30, December 31, 2021 2020 (In thousands) Convertible notes into redeemable convertible preferred stock $ 5,000 $ — Convertible notes payable $ 5,000 $ — As of June 30, 2021, there was less than $0.1 million accrued for interest related to the convertible note payable under “Accrued expenses and other current liabilities” on the Balance Sheet. There was no convertible notes payable as of December 31, 2020 Convertible Note Issued in 2021 On January 4, 2021, concurrent with the Series D redeemable convertible preferred stock issuance, the Company issued a convertible note at a principal amount of $5.0 million with a maturity date of January 3, 2023. Interest accrued on the convertible note at 1.0% per annum. The note is convertible in Series D preferred stock at $0.74 per share convertible to 6,756,757 shares. There was no purchase discount offered to the note holder. Upon the occurrence of (1) default in any payment on the convertible note when due, (2) the Company entering into bankruptcy, (3) any case, proceeding or other commenced against the Company, (4) materially breaches by the Company on any representation, warranty, covenant, or other obligation to the holder of the convertible note, and (5) certain distribution agreement expires or terminated, the outstanding principal amount of the convertible notes and accrued but unpaid interest may be accelerated. The Company shall not prepay the convertible note without the consent of the holder. Upon the occurrence of the next financing of the Company’s preferred stock, the principal amount of the note and accrued but unpaid interest shall automatically be converted into the shares of the preferred stock issued in such financing at the lowest selling price of such round of financing. As of June 30, 2021, the carrying amount of the convertible note was $5.0 million and the effective interest rate (which equals the coupon interest rate) was 1.00% per annum. As of June 30, 2021, the fair value of the convertible note plus interest if converted to Series D redeemable convertible preferred stock using the conversion price of $0.74, using level 3 inputs, was $49.6 million. | Long-Term Debt Long-term debt consisted of the following: December 31, 2020 2019 (In thousands) Term loan $ 5,150 $ 5,150 Property and equipment loan 833 1,167 Equipment loan 2,081 — Deferred financing costs (61) (189) Total $ 8,003 $ 6,128 Debt – current portion 3,687 145 Long-term debt – less current portion $ 4,316 $ 5,983 The Company’s banking arrangement includes three facilities with its primary bank (noted below). These loans contains customary representations and warranties, reporting covenants, events of default, and termination provisions. The affirmative covenants include, among other things, that the Company furnish monthly financial statements, a yearly budget, timely files taxes, maintains good standing and government compliance, maintains liability and other insurance, and furnishes audited financial statements no later than the date of delivery to the Board of Directors. In connection with the borrowings, on December 17, 2020 and April 18, 2019, respectively, the Company incurred $0.1 million and $0.2 million of deferred financing costs. The Company amortizes these costs over the life of the borrowing. As of December 31, 2020 and 2019, the remaining unamortized balance of deferred financing costs was $0.1 million and $0.2 million, respectively, and was included in “Debt — current portion”, net of deferred financing costs on the balance sheets. Term Loan — On April 18, 2019, the Company executed a loan facility for $5.2 million with a variable interest rate of Prime plus 0.25% and a term of four years. On April 7, 2020, the Company executed a deferral of principal payments and an additional refinance occurred on December 17, 2020 with a new loan facility for $5.2 million with a variable interest rate of Prime plus 0.25% and a term of two years. The refinancing was accounted for as a debt modification under ASC Topic 470, Debt . The effective interest rate was 4.0% and 5.5% for the years ended December 31, 2020 and 2019, respectively. Property and Equipment Loan — On July 2, 2018, the Company executed a loan facility for $2.0 million. On September 26, 2018, $2.0 million was drawn down with a variable interest rate of Prime plus 1% and a term of three years. This facility was refinanced on December 17, 2020 with a new loan facility for $0.9 million with a variable interest rate of Prime plus 1% and a term of three years. The effective interest rate was 4.9% and 6.5% for the years ended December 31, 2020 and 2019, respectively. Equipment Loan — During the year ended December 31, 2020, the Company executed facilities for $2.4 million secured by the equipment leased to customers. One facility was for $0.8 million with a variable interest rate of the greater of Prime rate plus 0.0% or 3.25%. The second facility was for $1.6 million with a fixed interest rate of 6%. All facilities had terms of three years. There was no balance as of December 31, 2019. During the year ended December 31, 2020, the Company made principal payments of $0.3 million for these facilities. The future minimum aggregate payments for the above borrowings are as follows: (In thousands) Year ended December 31,, 2021 $ 3,687 2022 3,541 2023 775 $ 8,003 Convertible notes payable consisted of the following: December 31, 2020 2019 (In thousands) Convertible notes into redeemable convertible preferred stock $ — $ 1,500 Convertible notes payable $ — $ 1,500 There was no interest accrual for convertible notes payable as of December 31, 2020. As of December 31, 2019, there was less than $0.01 million accrued for interest related to the convertible note payable under “Accrued expenses and other current liabilities” on the Balance Sheet. Convertible Note Issued in 2019 On November 15, 2019, the Company issued a convertible note at a principal amount of $1.5 million with a maturity date of November 15, 2024. Interest accrued on the convertible note at 2.00% per annum. There was no purchase discount offered to the note holder. Upon the occurrence of (1) default in any payment on the convertible note when due, (2) the Company entering into bankruptcy, (3) any case, proceeding or other commenced against the Company, (4) materially breaches by the Company on any representation, warranty, covenant, or other obligation to the holder of the convertible note, and (5) certain distribution agreement expires or terminated, the outstanding principal amount of the convertible note and accrued but unpaid interest may be accelerated. The Company shall not prepay the convertible note without the consent of the holder. Upon the occurrence of the next financing of the Company’s preferred stock, the principal amount of the note and accrued but unpaid interest shall automatically be converted into the shares of the preferred stock issued in such financing at the lowest selling price of such round of financing. As of December 31, 2019, the carrying amount of the convertible note was $1.5 million and the effective interest rate (which equals the coupon interest rate) was 2.00% per annum. On April 17, 2020, when Series D redeemable convertible preferred stock was issued, pursuant to the term of the convertible note, the principal and accrued but unpaid interest of the convertible note were automatically exchanged into 4,029,223 shares of Series D redeemable convertible preferred stock at a conversion price of $0.37534 per share. Convertible Note Issued in 2020 On April 17, 2020, concurrent with the Series D redeemable convertible preferred stock issuance, the Company issued another convertible note at a principal amount of $5.5 million with a maturity date of April 17, 2035. Interest accrued on the convertible note at 1.44% per annum. On the same day of issuance (i.e., April 17, 2020), $1.1 million of principal amount of the convertible note was immediately converted into2,895,934 shares of Series D redeemable convertible preferred stock. Subsequently, concurrent with the Series D redeemable convertible preferred stock issuance on June 11, 2020, the remaining principal amount of the convertible note and accrued interest of $4.4 million were converted into 11,636,645 shares of Series D redeemable convertible preferred stock. |
Convertible Notes Payable
Convertible Notes Payable | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Convertible Notes Payable | Long-Term Debt Long-term debt consisted of the following: June 30, December 31, 2021 2020 (In thousands) Term loan $ 15,000 $ 5,150 Property and equipment loan — 833 Equipment loan 4,656 2,081 Deferred financing costs (773) (61) Total $ 18,883 $ 8,003 Debt – current portion 6,070 3,687 Long-term debt – less current portion $ 12,813 $ 4,316 The Company’s banking arrangement includes three facilities with its primary bank (noted below). These loans contains customary representations and warranties, reporting covenants, events of default, and termination provisions. The affirmative covenants include, among other things, that the Company furnish monthly financial statements, a yearly budget, timely files taxes, maintains good standing and government compliance, maintains liability and other insurance, and furnishes audited financial statements no later than the date of delivery to the Board of Directors. The Company amortizes deferred financing costs over the life of the borrowing. On May 17, 2021, the Company incurred $0.6 million of deferred financing related to its Term loan financing. As of June 30, 2021 and December 31, 2020, the remaining unamortized balance of deferred financing costs was $0.8 million and less than $0.1 million respectively, and was included in “Debt — current portion”, net of deferred financing costs on the balance sheets. In May 2021, the Company entered into an amended and restated loan and security agreement and a mezzanine loan and security agreement with our primary lender and another financing institution for a total of $53.5 million of debt facilities. These comprised of a $35.0 million term loan, a $10.0 million revolving credit line and an $8.5 million secured equipment loan facility. Term Loan — On December 17, 2020 the Company executed a loan facility for $5.2 million with a variable interest rate of Prime plus 0.25% and a term of two years. In May 2021, the Company borrowed $15.0 million from the term loan facility, and an additional $5.0 million in July 2021. The Company has $15.0 million of the term loan facility undrawn, the availability of which is subject to the Company achieving certain financial performance targets. The new Term loan has a variable interest rate of the greater of 9% or Prime plus 5.75% and a term of thirty months. The new loan included a deferral of principal payments for the first five months. The refinancing was accounted for as a debt modification under ASC Topic 470, Debt. Property and Equipment Loan — On July 2, 2018, the Company executed a loan facility for $2.0 million. On September 26, 2018, $2.0 million was drawn down with a variable interest rate of Prime plus 1% and a term of three years. This facility was refinanced on December 17, 2020 with a new loan facility for $0.9 million with a variable interest rate of Prime plus 1% and a term of three years. This loan was prepaid in full with the new Term loan facility executed on May 17, 2021. Equipment Loan — During the year ended December 31, 2020, the Company executed facilities for $2.4 million secured by the equipment leased to customers. One facility advance was for $0.8 million with a variable interest rate of the greater of Prime rate plus 0.0% or 3.25%. The second facility was for $1.6 million with a fixed interest rate of 6%. All facilities had terms of three years. As of December 31, 2020 there was a total of $2.1 million outstanding related to the facilities. During the six months ended June 30, 2021, the Company executed four additional advances on the first facility for $3.2 million secured by equipment leased to customers. All four advances of the first facility are with a variable interest rate of the greater of Prime rate plus 0.0% or 3.25%. As of June 30, 2021, the outstanding balances for the first facility was $3.6 million outstanding and the second facility was $1.1 million, respectively. The Company has $4.0 million of the secured equipment loan facility undrawn. The $10.0 million revolving credit facility, with a variable interest rate of the greater of 5.75% or Prime plus 2.50% and a term of three years, remains undrawn as of July 2021. The future minimum aggregate payments for the above borrowings are as follows as of June 30, 2021: (In thousands) Remainder of 2021 $ 1,785 2022 8,980 2023 7,830 2024 288 $ 18,883 Convertible notes payable consisted of the following: June 30, December 31, 2021 2020 (In thousands) Convertible notes into redeemable convertible preferred stock $ 5,000 $ — Convertible notes payable $ 5,000 $ — As of June 30, 2021, there was less than $0.1 million accrued for interest related to the convertible note payable under “Accrued expenses and other current liabilities” on the Balance Sheet. There was no convertible notes payable as of December 31, 2020 Convertible Note Issued in 2021 On January 4, 2021, concurrent with the Series D redeemable convertible preferred stock issuance, the Company issued a convertible note at a principal amount of $5.0 million with a maturity date of January 3, 2023. Interest accrued on the convertible note at 1.0% per annum. The note is convertible in Series D preferred stock at $0.74 per share convertible to 6,756,757 shares. There was no purchase discount offered to the note holder. Upon the occurrence of (1) default in any payment on the convertible note when due, (2) the Company entering into bankruptcy, (3) any case, proceeding or other commenced against the Company, (4) materially breaches by the Company on any representation, warranty, covenant, or other obligation to the holder of the convertible note, and (5) certain distribution agreement expires or terminated, the outstanding principal amount of the convertible notes and accrued but unpaid interest may be accelerated. The Company shall not prepay the convertible note without the consent of the holder. Upon the occurrence of the next financing of the Company’s preferred stock, the principal amount of the note and accrued but unpaid interest shall automatically be converted into the shares of the preferred stock issued in such financing at the lowest selling price of such round of financing. As of June 30, 2021, the carrying amount of the convertible note was $5.0 million and the effective interest rate (which equals the coupon interest rate) was 1.00% per annum. As of June 30, 2021, the fair value of the convertible note plus interest if converted to Series D redeemable convertible preferred stock using the conversion price of $0.74, using level 3 inputs, was $49.6 million. | Long-Term Debt Long-term debt consisted of the following: December 31, 2020 2019 (In thousands) Term loan $ 5,150 $ 5,150 Property and equipment loan 833 1,167 Equipment loan 2,081 — Deferred financing costs (61) (189) Total $ 8,003 $ 6,128 Debt – current portion 3,687 145 Long-term debt – less current portion $ 4,316 $ 5,983 The Company’s banking arrangement includes three facilities with its primary bank (noted below). These loans contains customary representations and warranties, reporting covenants, events of default, and termination provisions. The affirmative covenants include, among other things, that the Company furnish monthly financial statements, a yearly budget, timely files taxes, maintains good standing and government compliance, maintains liability and other insurance, and furnishes audited financial statements no later than the date of delivery to the Board of Directors. In connection with the borrowings, on December 17, 2020 and April 18, 2019, respectively, the Company incurred $0.1 million and $0.2 million of deferred financing costs. The Company amortizes these costs over the life of the borrowing. As of December 31, 2020 and 2019, the remaining unamortized balance of deferred financing costs was $0.1 million and $0.2 million, respectively, and was included in “Debt — current portion”, net of deferred financing costs on the balance sheets. Term Loan — On April 18, 2019, the Company executed a loan facility for $5.2 million with a variable interest rate of Prime plus 0.25% and a term of four years. On April 7, 2020, the Company executed a deferral of principal payments and an additional refinance occurred on December 17, 2020 with a new loan facility for $5.2 million with a variable interest rate of Prime plus 0.25% and a term of two years. The refinancing was accounted for as a debt modification under ASC Topic 470, Debt . The effective interest rate was 4.0% and 5.5% for the years ended December 31, 2020 and 2019, respectively. Property and Equipment Loan — On July 2, 2018, the Company executed a loan facility for $2.0 million. On September 26, 2018, $2.0 million was drawn down with a variable interest rate of Prime plus 1% and a term of three years. This facility was refinanced on December 17, 2020 with a new loan facility for $0.9 million with a variable interest rate of Prime plus 1% and a term of three years. The effective interest rate was 4.9% and 6.5% for the years ended December 31, 2020 and 2019, respectively. Equipment Loan — During the year ended December 31, 2020, the Company executed facilities for $2.4 million secured by the equipment leased to customers. One facility was for $0.8 million with a variable interest rate of the greater of Prime rate plus 0.0% or 3.25%. The second facility was for $1.6 million with a fixed interest rate of 6%. All facilities had terms of three years. There was no balance as of December 31, 2019. During the year ended December 31, 2020, the Company made principal payments of $0.3 million for these facilities. The future minimum aggregate payments for the above borrowings are as follows: (In thousands) Year ended December 31,, 2021 $ 3,687 2022 3,541 2023 775 $ 8,003 Convertible notes payable consisted of the following: December 31, 2020 2019 (In thousands) Convertible notes into redeemable convertible preferred stock $ — $ 1,500 Convertible notes payable $ — $ 1,500 There was no interest accrual for convertible notes payable as of December 31, 2020. As of December 31, 2019, there was less than $0.01 million accrued for interest related to the convertible note payable under “Accrued expenses and other current liabilities” on the Balance Sheet. Convertible Note Issued in 2019 On November 15, 2019, the Company issued a convertible note at a principal amount of $1.5 million with a maturity date of November 15, 2024. Interest accrued on the convertible note at 2.00% per annum. There was no purchase discount offered to the note holder. Upon the occurrence of (1) default in any payment on the convertible note when due, (2) the Company entering into bankruptcy, (3) any case, proceeding or other commenced against the Company, (4) materially breaches by the Company on any representation, warranty, covenant, or other obligation to the holder of the convertible note, and (5) certain distribution agreement expires or terminated, the outstanding principal amount of the convertible note and accrued but unpaid interest may be accelerated. The Company shall not prepay the convertible note without the consent of the holder. Upon the occurrence of the next financing of the Company’s preferred stock, the principal amount of the note and accrued but unpaid interest shall automatically be converted into the shares of the preferred stock issued in such financing at the lowest selling price of such round of financing. As of December 31, 2019, the carrying amount of the convertible note was $1.5 million and the effective interest rate (which equals the coupon interest rate) was 2.00% per annum. On April 17, 2020, when Series D redeemable convertible preferred stock was issued, pursuant to the term of the convertible note, the principal and accrued but unpaid interest of the convertible note were automatically exchanged into 4,029,223 shares of Series D redeemable convertible preferred stock at a conversion price of $0.37534 per share. Convertible Note Issued in 2020 On April 17, 2020, concurrent with the Series D redeemable convertible preferred stock issuance, the Company issued another convertible note at a principal amount of $5.5 million with a maturity date of April 17, 2035. Interest accrued on the convertible note at 1.44% per annum. On the same day of issuance (i.e., April 17, 2020), $1.1 million of principal amount of the convertible note was immediately converted into2,895,934 shares of Series D redeemable convertible preferred stock. Subsequently, concurrent with the Series D redeemable convertible preferred stock issuance on June 11, 2020, the remaining principal amount of the convertible note and accrued interest of $4.4 million were converted into 11,636,645 shares of Series D redeemable convertible preferred stock. |
Equity Instruments
Equity Instruments | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Equity Instruments | Equity Instruments Redeemable Convertible Preferred Stock Redeemable convertible preferred stock consisted of the following: As of June 30, 2021 and December 31, 2020 (In thousands, except share and per share data) Shares Original issue Liquidation Carrying Authorized Issued and Series A 8,906,694 6,726,134 $ 2.928 $ 19,696 $ 17,030 Series B 10,385,804 8,386,456 $ 3.851 32,300 32,176 Series C 8,848,760 8,399,058 $ 5.524 46,400 39,378 Series D 97,278,007 94,222,735 $ 0.375 35,366 35,120 125,419,265 117,734,383 $ 133,762 $ 123,704 As of June 30, 2021 and December 31, 2020, redeemable convertible preferred stock totaling 117,734,383 shares were convertible into 147,876,672 shares of common stock. Conversion of Redeemable Convertible Preferred Stock into Common Stock at a conversion ratio of 3:1 and Issuance of Series D Redeemable Convertible Preferred Stock In March and early April 2020, the Company notified the existing holders of the redeemable convertible preferred stock of (i) a planned initial closing of Series D redeemable convertible preferred stock and (ii) the amount assigned to each of them based on their pro rata holdings in the Company’s outstanding equity on a fully diluted basis. In addition, these existing holders are notified that, as a condition of the Series D redeemable convertible preferred stock financing, the Company would amend its articles to implement a special mandatory conversion provision if the holders failed to invest their pro rata amount in such initial financing of Series D redeemable convertible preferred stock. On April 13, 2020, in connection with the Company’s issuance of Series D redeemable convertible preferred stock, the Company amended its articles to implement the special mandatory conversion provision and, contemporaneously, certain existing holders of redeemable convertible preferred stock who failed to invest their full pro rata amount or did not participate in the financing were automatically converted into the Company’s common stock at a conversion ratio of three to one. The amendment and forced conversion were recognized as an extinguishment of the redeemable convertible preferred stock. As a result, 2,167,198 shares of Series A redeemable convertible preferred stock, 1,999,348 shares of Series B redeemable convertible preferred stock and 289,702 shares of Series C redeemable convertible preferred stock were converted into 1,485,413 shares of common stock. The carrying value of the converted shares of the redeemable convertible preferred stock is $13.3 million, whereas the fair value of the shares of common stock issued in the conversion was $0.2 million. Because the fair value of the consideration transferred (i.e., the fair value of the shares of common stock issued) was less than the carrying amount of the shares of the redeemable convertible preferred stock surrendered, the Company recognized an extinguishment of the redeemable convertible preferred stock converted in the amount of $13.1 million. The $13.1 million was a deemed capital contribution to the holders of the Company’s common stock that was a decrease to the net loss attributable to common stockholders and a decrease to accumulated deficit. Accordingly, the Company recorded a decrease of $13.3 million to redeemable convertible preferred stock, and a corresponding increase of $0.2 million in additional paid-in capital and a decrease of $13.1 million in accumulated deficit. In addition, on April 13, 2020, the Company issued 44,794,885 shares of Series D redeemable convertible preferred stock at $0.37534 per share for gross proceeds of $16.8 million. Common stock 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 but are not entitled to cumulative voting rights, have the right to appoint two directors to the Company’s Board of Directors, are entitled to receive ratably such dividends as may be declared by the Company’s Board of Directors out of funds legally available therefor subject to preferences that may be applicable to any shares of redeemable convertible preferred stock currently outstanding or issued in the future, 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 in the event of the Company’s liquidation, dissolution, or winding up, have no preemptive rights and no right to convert their common stock into any other securities, and have no redemption or sinking fund provisions applicable to the common stock. Common Stock Reserved for Future Issuance Shares of common stock reserved for issuance on an “as if converted” basis were as follows: June 30, December 31, 2021 2020 (share data) Redeemable convertible preferred 147,876,672 147,876,672 Convertible promissory note 6,756,757 — Redeemable convertible preferred stock warrants 408,729 408,729 Common stock warrants 293,856 262,638 Common stock options issued and outstanding 26,997,994 26,347,331 Shares available for future grant under 2014 Stock Option Plan 6,370,750 7,223,913 Total shares of common stock reserved 188,704,758 182,119,283 Stock Warrants Warrants for shares of common stock consisted of the following: June 30, 2021 Issue Date Expiration Number of Exercise Fair Value on Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Common stock 12/17/2020 12/17/2030 199,017 $ 0.15 $ 0.14 Common stock 02/18/2021 02/18/2031 6,244 $ 0.15 $ 5.28 Common stock 03/26/2021 03/26/2031 12,487 $ 0.15 $ 5.28 Common stock 04/26/2021 04/26/2031 12,487 $ 0.15 $ 5.28 Total outstanding 293,856 Warrants for common stock of 293,856 and 262,638 were convertible 1-to-1 as of June 30, 2021 and December 31, 2020, respectively. During the six months ended June 30, 2021, the issuance of common stock warrants was related to the additional equipment loan per the agreement dated December 17, 2020. Per the agreement, each additional borrowing included an issuance of common stock warrants to the lender. Warrants on common stock are equity classified and recorded at fair value on the issue date without further remeasurement. The level 3 fair value assumptions used in the Black-Scholes model to calculate fair value of the warrant for common stock granted during the six months ended June 30, 2021 were as follows: volatility of 55.0% to 60.0%, term of 0.2 years, and risk-free rate of 1.00%. Warrants for shares of Series A and Series C redeemable convertible preferred stock consisted of the following (dollars in thousands, except share and per share amounts): As of June 30, 2021 and December 31, 2020 Issue Date Expiration Number of Exercise Price Fair Value on Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $1.12 $1.25 Series C redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $5.52 $1.05 Total outstanding 173,362 Warrants for redeemable convertible preferred stock of 173,362 as of June 30, 2021 and December 31, 2020 were convertible into 408,729 shares of common stock after the impact of dilution triggered by the issuance of Series D Preferred stock. Warrants on redeemable convertible preferred stock were issued to lenders in connection with borrowings. The fair value on the date of issue is recorded as a debt issue cost (contra-liability) and a liability because the warrant was liability classified. The fair value of the warrants are remeasured each reporting period using Level 3 inputs with the increase or decrease recorded in other income or expense in the statements of operations. The liability for warrants on redeemable convertible preferred stock (carried at fair value) was as follows for the six months ended June 30, 2021 and 2020: Rollforward of the liability for warrants on redeemable convertible preferred stock: (in thousands) Balance as of December 31, 2019 $ 185 Change in fair value (Other income (expense), net) (7) Balance as of June 30, 2020 (Other noncurrent liabilities) $ 178 Balance as of December 31, 2020 $ 181 Change in fair value (Other income (expense), net) 1,741 Balance as of June 30, 2021 (Other noncurrent liabilities) $ 1,922 As of June 30, 2021, the fair value of the warrants for shares of Series A and Series C redeemable convertible preferred stock was $13.79 and $10.86, respectively. The fair value of the redeemable convertible preferred stock warrant liability was estimated using an option pricing model that takes into account the contract terms as well as multiple unobservable inputs such as the aggregate equity value, risk-free interest rates, and expected volatility. The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Six months ended June 30, 2021 2020 Expected volatility 55% – 65% 35% – 45% Risk-free interest rate 0.1% – 0.5% 0.1% – 0.8% Dividend yield — — The expected term for the Series A warrants and the Series C warrants for the six months ended June 30, 2021 was 0.2 years for both warrants, respectively. The expected term for the Series A warrants and the Series C warrants for the six months ended June 30, 2020 was 1.6 years and 9.0 years, respectively. | Equity Instruments Redeemable Convertible Preferred Stock Redeemable convertible preferred stock consisted of the following: December 31, 2020 (In thousands, except share and per share data) Shares Original issue price per share Liquidation Preference Carrying value Authorized Issued and Outstanding Series A 8,906,694 6,726,134 $ 2.928 $ 19,696 $ 17,030 Series B 10,385,804 8,386,456 $ 3.851 32,300 32,176 Series C 8,848,760 8,399,058 $ 5.524 46,400 39,378 Series D 97,278,007 94,222,735 $ 0.375 35,366 35,120 125,419,265 117,734,383 $ 133,762 $ 123,704 December 31, 2019 (In thousands, except share and per share data) Shares Original issue price per share Liquidation Preference Carrying value Authorized Issued and Outstanding Series A 8,906,694 8,893,332 $ 2.928 $ 26,042 $ 21,004 Series B 10,385,804 10,385,804 $ 3.851 40,000 39,876 Series C 8,848,760 8,688,760 $ 5.524 48,000 40,978 28,141,258 27,967,896 $ 114,042 $ 101,858 As of December 31, 2020, redeemable convertible preferred stock totaling 117,734,383 shares were convertible into 147,876,672 shares of common stock after adjusting for the impact of dilution triggered by the issuance of Series D redeemable convertible preferred stock. As of December 31, 2019, redeemable convertible preferred stock was convertible using a 1-to-1 ratio into common stock. Special Issuance of Series C Redeemable Convertible Preferred Stock In April 2019, the Company issued additional shares of its Series C redeemable convertible preferred stock to its existing investors redeemable convertible preferred stock at the original issue price of $5.52438 per share for cash proceeds of $18.0 million. In an effort to incentivize existing investors of the redeemable convertible preferred stock to participate in the financing, for each share of Series C redeemable convertible preferred stock purchased by an investor over its assigned amount based on the pro rata holding of the Company’s equity, such investor would additionally receive five shares of the Company’s common stock with no additional cash consideration. As such, the Company issued 3,258,288 shares of Series C redeemable convertible preferred stock and 9,227,960 shares of common stock to participating investors for total proceeds of $18.0 million. The proceeds in the special issuance were allocated to the Series C redeemable convertible preferred stock and common stock based on their relative fair values on an investor-by-investor basis. Conversion of Series A Redeemable Convertible Preferred Stock into Common Stock In February 2019, an investor voluntarily exercised its option to convert 893,260 Series A redeemable convertible preferred stock into 893,260 shares of common stock at a conversion ratio of one to one pursuant to the original conversion terms of the Series A redeemable convertible preferred stock. Thus, the Series A redeemable convertible preferred stock was converted into shares of common stock with no effect on retained earnings and the $1.0 million into carrying amount of the Series A redeemable convertible preferred stock was reclassified to common stock and additional paid-in capital. Conversion of Redeemable Convertible Preferred Stock into Common Stock at a conversion ratio of 3:1 and Issuance of Series D Redeemable Convertible Preferred Stock In March and early April 2020, the Company notified the existing holders of the redeemable convertible preferred stock of (i) a planned initial closing of Series D redeemable convertible preferred stock and (ii) the amount assigned to each of them based on their pro rata holdings in the Company’s outstanding equity on a fully diluted basis. In addition, these existing holders are notified that, as a condition of the Series D redeemable convertible preferred stock financing, the Company would amend its articles to implement a special mandatory conversion provision if the holders failed to invest their pro rata amount in such initial financing of Series D redeemable convertible preferred stock. On April 13, 2020, in connection with the Company’s issuance of Series D redeemable convertible preferred stock, the Company amended its articles to implement the special mandatory conversion provision and, contemporaneously, certain existing holders of redeemable convertible preferred stock who failed to invest their full pro rata amount or did not participate in the financing were automatically converted into the Company’s common stock at a conversion ratio of three to one. The amendment and forced conversion were recognized as an extinguishment of the redeemable convertible preferred stock. As a result, 2,167,198 shares of Series A redeemable convertible preferred stock, 1,999,348 shares of Series B redeemable convertible preferred stock and 289,702 shares of Series C redeemable convertible preferred stock were converted into 1,485,413 shares of common stock. The carrying value of the converted shares of the redeemable convertible preferred stock is $13.3 million, whereas the fair value of the shares of common stock issued in the conversion was $0.2 million. Because the fair value of the consideration transferred (i.e., the fair value of the shares of common stock issued) was less than the carrying amount of the shares of the redeemable convertible preferred stock surrendered, the Company recognized an extinguishment of the redeemable convertible preferred stock converted in the amount of $13.1 million. The $13.1 million was a deemed capital contribution to the holders of the Company’s common stock that was a decrease to the net loss attributable to common stockholders and a decrease to accumulated deficit. Accordingly, the Company recorded a decrease of $13.3 million to redeemable convertible preferred stock, and a corresponding increase of $0.2 million in additional paid-in capital and a decrease of $13.1 million in accumulated deficit. In addition, on April 13, 2020, the Company issued 44,794,885 shares of Series D redeemable convertible preferred stock at $0.37534 per share for gross proceeds of $16.8 million. Rights, Preferences and Privileges of Redeemable Convertible Preferred Stock The rights, preferences and privileges of the Company’s redeemable convertible preferred stock are as follows for all series unless otherwise noted: Dividend provisions — The holders of the outstanding shares of redeemable convertible preferred stock are entitled to receive, when and if declared by the Company’s Board of Directors, a noncumulative dividend at the annual rate of 6%, adjustable for certain events, such as stock splits and combinations. In addition, holders of redeemable convertible preferred stock participate in any distribution in excess of preferred dividends on an as converted basis. The Company has declared no dividends during the years ended December 31, 2020 and 2019. Liquidation preference — In the event of any liquidation, dissolution, winding up, or change of control of the Company, whether voluntary or involuntary, the holders of Series A, B, C and D redeemable convertible preferred stock, before any payment shall be made to the holders of common stock by reason of their ownership thereof, the holders of shares of each series of redeemable convertible preferred stock then outstanding shall be entitled to be paid out of the funds and assets available for distribution to its stockholders, an amount per share equal to the greater of (a) the original issue price per share for such series of redeemable convertible preferred stock, plus any dividends declared but unpaid thereon, or (b) such amount per share as would have been payable had all shares of such series of redeemable convertible preferred stock been converted into common stock immediately prior to such liquidation, dissolution, winding up or change of control of the Company. If upon any such liquidation, dissolution, winding up or change of control of the Company, the funds and assets available for distribution to the stockholders of the Company shall be insufficient to pay the holders of shares of redeemable convertible preferred stock the full amounts to which they are entitled, the holders of shares of redeemable convertible preferred stock shall share ratably in any distribution of the funds and assets available for distribution in proportion to the respective amounts that would otherwise be payable in respect of the shares of redeemable convertible preferred stock held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. Payments to holder of common stock, in the event of any liquidation, dissolution, winding, or change of control of the Company, whether voluntary or involuntary, shall be entitled to receive the remaining funds and assets available for distribution to the stockholders of the Company shall be distributed among the holders of shares of common stock, pro rata based on the number of shares of common stock held by each such holder. Conversion rights — Each share of Series A, Series B, Series C, and Series D redeemable convertible preferred stock are convertible, at the option of the holder thereof, at any time after the date of issuance of such share, into such number of fully paid and non-assessable shares of common stock as is determined by dividing the Original Issue Price for such series of redeemable convertible preferred stock by the Conversion Price for such series of Preferred Stock in effect at the time of conversion. The Series A, Series B, Series C and Series D Original Issue Price was $2.928, $3.851, $5.524, and $0.375, respectively. Each series of Redeemable Convertible Preferred Stock contain anti-dilution provisions that result in conversion price adjustments when common stock is issued or deemed to be issued at prices that are below the then existing conversion prices of the relevant series. These provisions resulted in conversion price adjustments to the shares of Series A, B and C redeemable convertible preferred stock that were not converted into shares of common stock in connection with the Series D financing. As a result, the conversion ratio for each of Series A, Series B, Series C, and Series D redeemable convertible preferred stock into common stock was 2.178, 2.273, 2.371 and 1.000, respectively, as of December 31, 2020 and 1:1 for all Series as of December 31, 2019. The Company’s policy is to record beneficial conversion features (“BCF's”) on the basis of the intrinsic value (based on the revised accounting conversion prices when the contingency is resolved) and the original commitment date stock price. The above noted conversion price adjustments did not trigger the recognition of a contingent BCF because the accounting conversion prices for each series (as adjusted) were greater than the original commitment date stock prices. The Redeemable Convertible Preferred Stock will automatically convert into shares of common stock at the then effective conversion price for each such share immediately upon the Company’s sale of its common stock in a firm commitment underwritten initial public offering pursuant to a registration statement under the Securities Act of 1933, as amended, which results in aggregate gross proceeds to the Company of not less than $50.0 million (net of underwriting discounts, commissions, and expenses). The Merger (as defined below in Note 18, Subsequent Events ) will cause this automatic conversion to occur. Voting rights — 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. The holder of each share of common stock shall have the right to one vote for each such share and shall be entitled to notice of any stockholders’ meeting in accordance with the bylaws of the Company. Holders of Series A, Series B, and Series D redeemable convertible preferred stock have the right to appoint one director to the Company’s Board of Directors, respectively. In addition, the holders of the redeemable convertible preferred stock, exclusive and as a single class, have the right to appoint one director to the Company’s Board of Directors. Anti-dilution Provisions — The conversion price of the Company’s redeemable convertible preferred stock is subject to adjustment to prevent dilution in the event that the Company issues additional shares of preferred stock, common stock or common stock equivalents at a purchase price less than the then-effective conversion price, as provided in the agreements. The Series D financing during the year-ended December 31, 2020 triggered these provisions as described within “ Conversion rights ” above. While the redeemable convertible preferred stock does not have mandatory redemption provisions, the deemed liquidation provisions of the redeemable convertible preferred stock are considered contingent redemption provisions that are not solely within the Company’s control. These elements primarily relate to deemed liquidation events such as a change of control. Accordingly, the Company’s Redeemable Convertible Preferred Stock has been presented outside of permanent equity in the mezzanine section on the balance sheets. Common stock 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 but are not entitled to cumulative voting rights, have the right to appoint two directors to the Company’s Board of Directors, are entitled to receive ratably such dividends as may be declared by the Company’s Board of Directors out of funds legally available therefor subject to preferences that may be applicable to any shares of redeemable convertible preferred stock currently outstanding or issued in the future, 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 in the event of the Company’s liquidation, dissolution, or winding up, have no preemptive rights and no right to convert their common stock into any other securities, and have no redemption or sinking fund provisions applicable to the common stock. Common Stock Reserved for Future Issuance Shares of common stock reserved for issuance on an “as if converted” basis were as follows: December 31, 2020 2019 (share data) Redeemable convertible preferred stock 147,876,672 27,967,896 Convertible promissory note — 4,006,668 Redeemable convertible preferred stock warrants 408,729 173,362 Common stock warrants 262,638 63,621 Common stock options issued and outstanding 26,347,331 5,946,782 Shares available for future grant under 2014 Stock Option Plan 7,223,913 3,093,095 Total shares of common stock reserved 182,119,283 41,251,424 Stock Warrants Warrants for shares of common stock consisted of the following: December 31, 2020 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Common stock 12/17/2020 12/17/2030 199,017 $ 0.15 $ 0.14 Total outstanding 262,638 December 31, 2019 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Total outstanding 63,621 Warrants for common stock of 262,638 and 63,621 were convertible 1-to-1 as of December 31, 2020 and 2019, respectively. Warrants on common stock are equity classified and recorded at fair value on the issue date without further remeasurement. The level 3 fair value assumptions used in the Black-Scholes model to calculate fair value of the warrant for common stock granted in December 2020 were as follows: volatility of 108%, term of 10 years, and risk-free rate of 0.9%. Warrants for shares of Series A and Series C redeemable convertible preferred stock consisted of the following (dollars in thousands, except share and per share amounts): December 31, 2020 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $ 1.12 $ 1.25 Series C redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $ 5.52 $ 1.05 Total outstanding 173,362 December 31, 2019 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $ 1.12 $ 1.25 Series A redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $ 5.52 $ 1.05 Total outstanding 173,362 Warrants for redeemable convertible preferred stock of 173,362 as of December 31, 2020 were convertible into 408,729 shares of common stock after the impact of dilution triggered by the issuance of Series D Preferred stock. Warrants for redeemable convertible preferred stock of 173,362 as of December 31, 2019 were convertible 1-to-1 into shares of common stock. Warrants on redeemable convertible preferred stock were issued to lenders in connection with borrowings. The fair value on the date of issue is recorded as a debt issue cost (contra-liability) and a liability because the warrant was liability classified. The fair value of the warrants are remeasured each reporting period using Level 3 inputs with the increase or decrease recorded in other income or expense in the statements of operations. The liability for warrants on redeemable convertible preferred stock (carried at fair value) was as follows for the years ended December 31, 2020 and 2019: Rollforward of the liability for warrants on redeemable convertible preferred stock: (in thousands) Balance as of January 1, 2019 $ 17 Issuance of new warrant 168 Change in fair value (5) Balance as of December 31, 2019 180 Change in fair value (3) Balance as of December 31, 2020 $ 177 The fair value of the redeemable convertible preferred stock warrant liability was estimated using an option pricing model that takes into account the contract terms as well as multiple unobservable inputs such as the aggregate equity value, risk-free interest rates, and expected volatility. The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Year ended December 31, 2020 2019 Expected volatility 35% – 45% 41% – 54% Risk-free interest rate 0.1% – 0.8% 1.6% – 1.9% Dividend yield — — The expected term for the Series A warrants and the Series C warrants for the year ended December 31, 2020 was 0.9 and 8.3 years, respectively. The expected term for the Series A warrants and the Series C warrants for the year ended December 31, 2019 was 1.9 and 9.3 years, respectively. |
Stock Option Plan and Stock-Bas
Stock Option Plan and Stock-Based Compensation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock Option Plan and Stock-Based Compensation | Stock Option Plan and Stock-Based Compensation In 2014, the Company adopted its 2014 equity incentive plan (the “2014 Plan”) which provides for the granting of stock options, restricted stock awards and stock appreciation rights to employees, directors, and consultants of the Company. As of June 30, 2021, the Company has reserved 6,370,750 shares of its common stock for issuance under the 2014 Plan. Awards granted under the 2014 Plan generally expire 10 years from the date of grant, or earlier if services are terminated. The exercise price of stock options grants shall not be less than 110% of the estimated fair value of the shares on the date of grant, respectively, as determined by the Company’s Board of Directors. Awards generally vest based on continuous service over four years. Awards forfeited, cancelled, or repurchased generally are returned to the pool of shares of common stock available for issuance under the 2014 Plan. Stock options Activity under the Company’s stock option plans is set forth below: Options Weighted-Average Weighted-Average (In thousands) (Per Share Data) (Years) Outstanding as of December 31, 2019 5,947 $ 1.23 8.1 Granted 18,528 $ 0.22 Exercised (50) $ 0.80 Forfeited or expired (1,971) $ 0.80 Outstanding as of June 30, 2020 22,454 $ 0.32 9.5 Options vested and expected to vest as of June 30, 2020 22,454 $ 0.32 Vested and exercisable as of June 30, 2020 2,613 $ 0.83 Outstanding as of December 31, 2020 26,347 $ 0.27 9.3 Granted 1,186 $ 5.40 Exercised (203) $ 1.40 Forfeited or expired (332) $ 0.33 Outstanding as of June 30, 2021 26,998 $ 0.48 8.7 Options vested and expected to vest as of June 30, 2021 26,998 $ 0.48 Vested and exercisable as of June 30, 2021 7,299 $ 0.51 The aggregate intrinsic value of options outstanding was $156.2 million and $3.9 million, respectively, as of June 30, 2021 and December 31, 2020. Intrinsic value of options exercised for the six months ended June 30, 2021 and 2020 was $0.2 million and less than $0.1 million, respectively. The weighted-average grant date fair value of options granted in the six months ended June 30, 2021 and 2020 was $2.91 per share and $0.12 per share, respectively. The total grant date fair value of options vested was $0.7 million and $0.2 million for the six months ended June 30, 2021 and 2020. The Company’s inputs for the intrinsic value are based on a third-party valuation of the Company’s stock, which increased from $0.33 per share to $5.40 per share, as of December 31, 2020 and June 30, 2021, respectively. The valuation methodologies in determining the fair market value of the Company’s stock considered the pending merger agreement with JAWS Spitfire Acquisition Corp. Stock-based Compensation Associated with Awards For the six months ended June 30, 2021 and 2020, the Company used the Backsolve, or Option Pricing Method (the “OPM”), which is the preferred method when recent securities transactions are considered a relevant input in determining the valuation of a company because it takes into account the economic rights of the recently issued security in relation to the rights of other equity securities within the capital structure. Key inputs include metrics for applicable volatility from the guideline public companies, capital structure, and a Discount for Lack of Marketability (“DLOM”). The DLOM is meant to account for the lack of marketability of a stock that was not publicly traded. The DLOM applied as of June 30, 2021 was 23.5%. The weighted-average assumptions in the Black-Scholes option-pricing model used to determine the fair value of stock options granted were as follows: Six months ended June 30, 2021 2020 Expected volatility 60% 60% Risk-free interest rate 0.9% – 1.0% 0.4% – 0.8% Dividend yield —% —% Expected term (in years) 5.71 6.07 Stock-based Compensation Expense The following sets forth the total stock-based compensation expense for the stock options included in the statements of operations: Six months ended June 30, 2021 2020 (In thousands) Research and development $ 387 $ 382 Selling and marketing 174 213 General and administrative 514 182 $ 1,075 $ 777 As of June 30, 2021, total unrecognized compensation cost related to stock awards was $4.7 million and is expected to be recognized over a weighted-average period of 2.72 years. | Stock Option Plan and Stock-Based Compensation In 2014, the Company adopted its 2014 equity incentive plan (the “2014 Plan”) which provides for the granting of stock options, restricted stock awards and stock appreciation rights to employees, directors, and consultants of the Company. As of December 31, 2020, the Company has reserved 7,223,913 shares of its common stock for issuance under the 2014 Plan. Awards granted under the 2014 Plan generally expire 10 years from the date of grant, or earlier if services are terminated. The exercise price of stock options grants shall not be less than 110% of the estimated fair value of the shares on the date of grant, respectively, as determined by the Company’s Board of Directors. Awards generally vest based on continuous service over four years. Awards forfeited, cancelled, or repurchased generally are returned to the pool of shares of common stock available for issuance under the 2014 Plan. Stock options Activity under the Company’s stock option plans is set forth below: Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term in years (In thousands) (Per Share Data) (Years) Outstanding as of January 1, 2019 6,389 $ 1.50 Granted 5,882 $ 0.80 Exercised (151) $ 1.05 Forfeited or expired (6,173) $ 1.39 Outstanding as of December 31, 2019 5,947 $ 1.23 8.1 Granted 25,675 $ 0.20 Exercised (67) $ 0.80 Forfeited or expired (5,208) $ 0.55 Outstanding as of December 31, 2020 26,347 $ 0.27 9.3 Options vested and expected to vest as of December 31, 2020 26,347 $ 0.27 Vested and exercisable as of December 31, 2020 3,309 $ 0.77 The aggregate intrinsic value of options outstanding was $3.9 million and $0.1 million, respectively, for the years ended December 31, 2020 and 2019. There was no aggregate intrinsic value of options exercised for the year ended December 31, 2020. The aggregate intrinsic value of options exercised was $0.1 million for the year ended December 31, 2019. The weighted-average grant date fair value of options granted in the years ended December 31, 2020 and 2019 was $0.11 and $0.24 per share, respectively. The total grant date fair value of options vested was $0.3 million for each of the years ended December 31, 2020 and 2019. Stock-based Compensation Associated with Awards 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 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 redeemable convertible preferred stock, and transactions involving the Company’s stock. The fair value of the Company’s common stock was determined in accordance with applicable elements of the American Institute of Certified Public Accountants guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. For the years ended December 31, 2020 and 2019, the Company used the Backsolve, or Option Pricing Method (the “OPM”), which is the preferred method when recent securities transactions are considered a relevant input in determining the valuation of a company because it takes into account the economic rights of the recently issued security in relation to the rights of other equity securities within the capital structure. For the years ended December 31, 2020 and 2019, the OPM treats the Company Series C redeemable convertible preferred stock and Series D redeemable convertible preferred stock, respectively, as call options that gives its owner the right, but not the obligation, to buy the underlying enterprise value at a predetermined or “exercise” price. In the model, the exercise price is based on a comparison with the enterprise value rather than, as in the case of a standard call option, a comparison with a per-share stock price. Thus, the Company common securities are considered to be a call option with a claim on the enterprise at an exercise price equal to the liquidation preference of the preferred stock. The OPM uses the Black-Scholes model to value the call option and considers the various terms of the stockholder agreements upon liquidation of the enterprise, including the level of seniority among the securities, dividend policy, conversion ratios, and cash allocations. In addition, the method implicitly considers the effect of liquidation preferences as of the future liquidation date, not as of the Valuation Date. Key inputs include metrics for applicable volatility from the guideline public companies, capital structure, and a Discount for Lack of Marketability (“DLOM”). The DLOM is meant to account for the lack of marketability of a stock that was not publicly traded. The DLOM applied as of December 31, 2020 was 28.5%. Other inputs into the Black-Scholes model (in addition to the fair value of the underlying common stock) are the expected stock price volatility for the common stock estimated by taking the average historic price volatility for industry peers consisting of several public companies in our industry which are of similar size, complexity and stage of development, the risk-free interest rate for the expected term of the option based on the U.S. Treasury implied yield at the date of grant, and the expected term of the grant. The Company has elected to use the “simplified method” to determine the expected term which is the midpoint between the vesting date and the end of the contractual term because the Company has no history upon which to base an assumption about the term. The Company believes the simplified method approximates a term if it were to be based on expected life. Application of these approaches involves the use of estimates, judgments, and assumptions that are highly complex and subjective, such as those regarding the Company’s expected future revenue, expenses, cash flows, discount rates, market multiples, the selection of comparable companies, and the probability of possible future events. Changes in any or all of these estimates and assumptions or the relationships between those assumptions impact the Company’s valuations as of each valuation date and may have a material impact on the valuation of its common stock. The weighted-average assumptions in the Black-Scholes option-pricing model used to determine the fair value of stock options granted were as follows: Year ended December 31, 2020 2019 Expected volatility 60 % 60 % Risk-free interest rate 0.4% – 0.5% 2.0% – 3.0% Dividend yield — % — % Expected term (in years) 6.04 5.28 Expected volatility: As the Company is not publicly traded, the expected volatility for the Company’s stock options was determined by using a review of historical volatilities of selected industry peers deemed to be comparable to the Company’s business corresponding to the expected term of the awards. Risk-free interest rate: The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero-coupon U.S. Treasury notes with maturities corresponding to the expected term of the awards. Expected dividend yield: The expected dividend rate is zero as the Company currently has no history or expectation of declaring dividends on its common stock. Expected term: The Company uses the simplified method available under U.S. GAAP to determine the expected term due to having insufficient history upon which to base an assumption about the term. Stock-based Compensation Expense The following sets forth the total stock-based compensation expense for the stock options included in the statements of operations: Year ended December 31, 2020 2019 (In thousands) Research and development $ 728 $ 769 Selling and marketing 373 304 General and administrative 354 399 $ 1,455 $ 1,472 As of December 31, 2020, total unrecognized compensation cost related to stock awards was $2.8 million and is expected to be recognized over a weighted-average period of 2.57 years. May 2019 Stock Option Repricing On May 13, 2019, the Company approved an option repricing resolution in which qualifying options with an exercise price above $0.80 per share were immediately repriced to $0.80 per share, with qualifying options limited to active service providers only. The repricing was accounted for as a modification and the incremental cost for the year ended December 31, 2019 was $0.3 million. |
Income Taxes
Income Taxes | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | Income TaxesThe income tax provision is calculated for an interim period by distinguishing between elements recognized in the income tax provision through applying an estimated annual effective tax rate (the “ETR”) to a measure of year-to-date operating results referred to as “ordinary income (or loss),” and discretely recognizing specific events referred to as “discrete items” as they occur. The income tax provision or benefit for each interim period is the difference between the year-to-date amount for the current period and the year-to date amount for the period prior. Under ASC 740-270-30-36, entities subject to income taxes in multiple jurisdictions should apply one overall ERT instead of separate ETRs for each jurisdiction when calculating the interim-period income tax or benefit related to ordinary income (or loss) for the year-to-date interim period, except in certain circumstances. The Company’s effective tax rates for the six months ended June 30, 2021 and 2020 differ from the federal statutory rate of 21% principally as a result of valuation allowances expected to be applied to net operating loss carry-forwards which will not meet the threshold for recognition as deferred tax assets. | Income TaxesThe provision for income taxes differs from the amount which would result by applying the federal statutory income tax rate to “Loss before income taxes” for the years ended December 31, 2020 and 2019. The Company is composed of a single domestic legal entity and does not have any foreign legal entities nor generated sales in foreign entities for the years ended December 31, 2020 and 2019. The reconciliation of the provision computed at the federal statutory rate to the Company’s provision (benefit) for income taxes was as follows: Year ended December 31, 2020 2019 (In thousands, except percentages) Tax at federal statutory rate $ (4,579) (21.0) % $ (5,392) (21.0) % State, net of federal benefit (922) (4.2) % (2,119) (8.3) % Stock-based compensation 234 1.1 % 226 0.9 % Other (527) (2.5) % (569) (2.2) % Change in valuation allowance 5,794 26.6 % 7,854 30.6 % Total provision for income taxes $ — — % $ — — % The Company did not incur income tax expense or benefit for the years ended December 31, 2020 and 2019. Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The components of deferred tax assets and liabilities were as follows: December 31, 2020 2019 (in thousands) Deferred tax assets Net operating loss carryforwards $ 35,818 $ 30,696 Research and development tax credits 5,286 4,382 Stock-based compensation 594 574 Other timing differences 644 897 Total deferred tax assets $ 42,342 $ 36,549 Valuation allowance (42,342) (36,549) Net deferred tax assets $ — $ — Realization of deferred tax assets is dependent upon future earnings, if any, the timing and amount of which are uncertain. The Company concluded that it was not more-likely-than-not that tax benefits from operating losses would be realized and, accordingly, has provided a full valuation allowance against its deferred tax assets. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by $5.8 million and $7.9 million for the years ended December 31, 2020 and 2019, respectively, due to current and previous year losses and credits claimed. As of December 31, 2020, the Company had $131.2 million and $118.5 million federal and state net operating losses (“NOLs”), respectively, available to reduce future taxable income, which will begin to expire in 2034 and 2030 respectively for federal and for state tax purposes. The Company had $85.3 million of federal net operating loss included above that can be carried forward indefinitely. As of December 31, 2019, the Company had $110.2 million and $108.2 million of federal and state NOLs, respectively, available to reduce future taxable income. The Company also has federal research and developmental tax credit carryforwards of $4.4 million which begin to expire in 2034, and state research and developmental tax credit carryforwards of $4.3 million as of December 31, 2020. The federal credits expire starting in 2034 and the state credits have no expiration date. Federal and California tax laws impose substantial restrictions on the utilization of NOLs and credit carryforwards in the event of an “ownership change” for tax purposes, as defined in Section 382 of the Internal Revenue Code. Accordingly, the Company’s ability to utilize these carryforwards may be limited as the result of such ownership change. Such a limitation could result in limitation in the use of the NOLs in future years and possibly a reduction of the NOLs available. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits was as follows: December 31, 2020 2019 (in thousands) Balance at beginning of year $ 2,429 $ 1,928 Additions based on tax positions related to the current year 431 501 Balance at end of year $ 2,860 $ 2,429 For the years ended December 31, 2020 and 2019, the amount of unrecognized tax benefits increased $0.4 million and $0.5 million, respectively, due to additional research and development credits generated during the year. As of December 31, 2020 and 2019, the total amount of unrecognized tax benefits was $2.9 million and $2.4 million, respectively. The reversal of the uncertain tax benefits would not affect the Company’s effective tax rate to the extent that it continues to maintain a full valuation allowance against its deferred tax assets. In response to the COVID-19 pandemic, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was signed into law in March 2020. The CARES Act includes modifications for net operating loss carryovers and carrybacks, limitations of business interest expense for tax, immediate refund of alternative minimum tax (“AMT”) credit carryovers as well as a technical correction to the Tax Cuts and Jobs Act of 2017, for qualified improvement property. As of December 31, 2020, the Company expects that these provisions will not have a material impact as the Company has no net operating losses or AMT credits that would fall under these provisions and does not expect interest expense to be deductible due to current year losses. The Company is subject to U.S. federal income taxes and to income taxes in various states in the United States. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. The Company is subject to U.S. federal, state and local examinations by tax authorities for all prior years since incorporation. The Company does not anticipate significant changes to its current uncertain tax positions through December 31, 2020. The Company recognizes any interest and/or penalties related to income tax matters as a component of income tax expense. As of December 31, 2020, there were no accrued interest and penalties related to uncertain tax positions. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Commitments and Contingencies The Company may be involved in various lawsuits, claims, and proceedings, including intellectual property, commercial, securities, and employment matters that arise in the normal course of business. The Company accrues a liability when management believes information available prior to the issuance of the financial statements indicates it is probable a loss has been incurred as of the date of the financial statements and the amount of loss can be reasonably estimated. The Company adjusts its accruals to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case. Legal costs are expensed as incurred. As of June 30, 2021 and December 31, 2020, the Company is not aware of any litigation, claim or assessment in which the outcome, individually or in the aggregate, would have a material adverse effect on its financial positions, results of operations, cash flows or future earnings. The Company’s purchase obligations per terms and conditions with suppliers and vendors are cancellable in whole or in part prior to shipment. If inventory is shipped, the Company will accrue a liability under accrued expenses. The Company has no other commitment and contingencies, except for the operating leases. See Note 10, Leases , for further discussion. | Commitments and Contingencies The Company may be involved in various lawsuits, claims, and proceedings, including intellectual property, commercial, securities, and employment matters that arise in the normal course of business. The Company accrues a liability when management believes information available prior to the issuance of the financial statements indicates it is probable a loss has been incurred as of the date of the financial statements and the amount of loss can be reasonably estimated. The Company adjusts its accruals to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case. Legal costs are expensed as incurred. As of December 31, 2020 and 2019, the Company is not aware of any litigation, claim or assessment in which the outcome, individually or in the aggregate, would have a material adverse effect on its financial positions, results of operations, cash flows or future earnings. The Company’s purchase obligations per terms and conditions with suppliers and vendors are cancellable in whole or in part prior to shipment. If inventory is shipped, the Company will accrue a liability under accrued expenses. The Company has no other commitment and contingencies, except for the operating leases. See Note 10, Leases , for further discussion. |
Employee Defined-Contribution P
Employee Defined-Contribution Plans | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Retirement Benefits [Abstract] | ||
Employee Defined-Contribution Plans | Employee Defined-Contribution Plans Accrued salaries and benefits included accruals related to the 401(k) plans the Company offers to its employees. In order to qualify for these plans, employees must meet the minimum age requirement (21 years) and begin participating on their entry date which is the first paycheck date in the month following the month of eligibility described above. Employee and employer contributions are immediately 100% fully vested. The plans offer employer contributions of 3.0% of an employee’s eligible compensation following safe-harbor rules. The Company’s contribution to the 401(k) plan was $0.2 million for both six months periods, ended June 30, 2021 and 2020. The Company has a defined-contribution plan intended to qualify under Section 401 of the Internal Revenue Code (the “401(k) Plan”). The Company contracted with a third-party provider to act as a custodian and trustee, and to process and maintain the records of participant data. Substantially all of the expenses incurred for administering the 401(k) Plan are paid by the Company. The Company has paid all matching contributions as of December 31, 2020. | Employee Defined-Contribution Plans Accrued salaries and benefits included accruals related to the 401(k) plans the Company offers to its employees. In order to qualify for these plans, employees must meet the minimum age requirement (21 years) and begin participating on their entry date which is the first paycheck date in the month following the month of eligibility described above. Employee and employer contributions are immediately 100% fully vested. The plans offer employer contributions of 3.0% of an employee’s eligible compensation following safe-harbor rules. The Company’s contribution to the 401(k) plan was $0.4 million for both years ended December 31, 2020 and 2019. The Company has a defined-contribution plan intended to qualify under Section 401 of the Internal Revenue Code (the “401(k) Plan”). The Company contracted with a third-party provider to act as a custodian and trustee, and to process and maintain the records of participant data. Substantially all of the expenses incurred for administering the 401(k) Plan are paid by the Company. The Company has paid all matching contributions as of December 31, 2020. |
Subsequent Events_2
Subsequent Events | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Subsequent Events [Abstract] | ||
Subsequent Events | Subsequent EventsThe Company has evaluated subsequent events through August 18, 2021, the date the unaudited financial statements were available to be issued and has determined that there were no subsequent events requiring additional disclosure. | Subsequent Events The Company has evaluated subsequent events through May 12, 2021, the date the financial statements were available to be issued and has determined that the following subsequent events require disclosure in the financial statements. Convertible Note In January 2021, the Company and one of its preferred stockholders entered into a promissory note for the principal amount of $5.0 million, which was convertible into 6,756,757 shares of Series D redeemable convertible preferred stock. The note was subordinated to other senior indebtedness. Facilities Agreement In April 2021, the Company entered into a letter of intent with a landlord to lease an 80,000+ square foot facility to begin production of the Company’s Sapphire XC TM systems. The facility is located in California and construction and tooling to outfit the building is estimated to commence late 2021. Loan Agreement In April 2021, the Company entered into a letter of intent with a lender for a $53.5 million debt financing proposal. The Company has not completed the agreement nor drawn any funds on the financing facility as of the date May 12, 2021. Merger Agreement In March 2021, the Company entered into a merger agreement with JAWS Spitfire Acquisition Corp. As a result of the proposed Merger, JAWS Spitfire will domesticate as a corporation incorporated under the laws of the state of Delaware and the Company will survive the Merger as a wholly-owned subsidiary of JAWS Spitfire. The Company will be renamed “Velo3D Corporation” and JAWS Spitfire will be renamed to Velo3D, Inc. (“New Velo3D”). The Company’s board of directors unanimously approved the entry into the Merger. Upon the closing of the Merger, all outstanding shares of the Company’s common stock, after giving effect to the conversion of the Company’s issued and outstanding preferred stock into the Company’s common stock, will be cancelled and exchanged into the right to receive shares of New Velo3D common stock at a deemed value of $10.00 per share after giving effect to the exchange ratio. Additionally, all of the Company’s outstanding stock warrants, and stock options, for shares of the Company’s common stock will be cancelled and exchanged into equivalent outstanding stock warrants, and stock options with similar terms for shares of New Velo3D common stock at a deemed value of $10.00 per share after giving effect to the exchange ratio. The exchange ratio will be determined prior to the closing of the Merger and represents a fully-diluted pre-transaction equity value of the Company of $1,500.0 million. All holders of the Company’s issued and outstanding common stock, outstanding vested and unexercised stock options, and outstanding vested as of the closing of the Merger will also be eligible to receive up to 24.1 million additional shares of New Velo3D common stock, (assuming the expected capital structure as of April 30, 2021) comprised of two separate tranches of 12.0 million shares per tranche, upon the earliest occurrence of the specified earnout triggering events for each tranche prior to the fifth anniversary of the closing of the Merger, including the (i) date on which the volume-weighted average trading sale price of one share of New Velo3D common stock quoted on Nasdaq is greater than or equal to $12.50 and $15.00, respectively per tranche, for any 20 trading days within any 30 consecutive trading day period, (ii) a change in control of New Velo3D pursuant to which holders of New Velo3D common stock have the right to receive consideration implying a value per share greater than or equal to $12.50 and $15.00, respectively per tranche. The Merger agreement provides that the obligations of the Company to consummate the Merger are conditioned on, among other things, that as of the closing of the Merger, the amount of cash available in JAWS Spitfire’s trust account, after including the cash proceeds received in a concurrent private placement and deducting the amounts required to satisfy JAWS Spitfire’s obligations if any shareholders exercise their rights to redeem their public shares in connection with the shareholders’ approval of the Merger and the payment of the unpaid JAWS Spitfire expenses and liabilities, is at least equal to $350.0 million. This condition is for the sole benefit of the Company. The Merger is subject to the approval by the JAWS Spitfire shareholders. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Basis of Presentation | Basis of Presentation The condensed financial statements include the accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed financial statements have been prepared on the same basis as its annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2021, or for any other interim period or for any other future year. The condensed balance sheet as of December 31, 2020 has been derived from the audited financial statements of the Company. These condensed financial statements should be read in conjunction with the Company’s audited financial statements and the notes. | Basis of Presentation The financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | |
Use of Estimates | Use of Estimates The preparation of the unaudited accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. | Use of Estimates The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. | |
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. The effect on deferred income taxes of a change in tax rates is recognized in the period that includes the enactment date. 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 basis. Based on the level of historical losses, the Company has established a valuation allowance to reduce its net deferred tax assets to the amount that is more-likely-than-not to be realized. The Company has recorded a full valuation allowance against its deferred tax assets as of December 31, 2020 and 2019. 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 and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. The Company considers all series of its redeemable convertible preferred stock to be participating securities as such stockholders participate in undistributed earnings with common stockholders. Under the two-class method, net income is attributed to common stockholders and participating securities based on their participation rights. The holders of the redeemable convertible preferred stock do not have a contractual obligation to share in the losses. As such, any net losses are not allocated to these participating securities. Under the two-class method, basic net income or loss per share attributable to common stockholders is computed by dividing the net income or loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to common stockholders adjusts basic net loss per share for the effect of potentially dilutive securities. As the Company has reported losses for all periods presented, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders because all potentially dilutive securities are antidilutive. | ||
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents and accounts receivable, net. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. | Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. 3D Printers and Support Services for the Company’s three largest customers generated 40.8%, 15.8% and 14.8% of total revenue in 2020, respectively, and 74.8%, 11.7% and 11.1% of total revenue in 2019, respectively. Total accounts receivables for the Company’s three largest customers accounted for 64.4%, 22.4% and 7.0% of accounts receivable, net in 2020, respectively, and 85.6%, 21.3% and 11.8% of accounts receivable, net in 2019, respectively. The Company relies on four key suppliers for products and services. While alternative providers could be identified, the Company is subject to supply and pricing risks. | |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) — Simplifying the Accounting for Income Taxes (“Topic 740”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for the Company in fiscal year 2021, and early adoption is permitted. The Company adopted the guidance and there is no material impact on its condensed financial statements. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”),” which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance was effective for the Company beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. The Company adopted the guidance and there is no material impact on its condensed financial statements. In August 2020, the FASB issued No. ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more redeemable convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (“EPS”) calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company early adopted the new guidance effective January 1, 2021 using the modified retrospective method. Adoption of this guidance did not have a material impact on the Company’s financial statements and disclosures. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”)”, and has since released various amendments including ASU No. 2019-04. The guidance modifies the measurement of expected credit losses on certain financial instruments. This guidance is effective for the Company for the fiscal year beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the impact of the guidance on its financial statements and disclosures. | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases” (“Topic 842”), which superseded the existing lease guidance under current U.S. GAAP. Topic 842 is based on the principle that entities should recognize assets and liabilities arising from leases. The new standard does not significantly change the lessees’ recognition, measurement, and presentation of expenses and cash flows from the previous accounting standard and leases continue to be classified as finance or operating. Topic 842’s primary change is the requirement for entities to recognize a lease liability for payments and a right-of-use (“ROU”) asset representing the right to use the leased asset during the term of an operating lease arrangement. Lessees were permitted to make an accounting policy election to not recognize lease costs for agreements with a term of 12 months or less as payments become due. Lessors’ accounting under the new standard was largely unchanged from the previous accounting standard. In addition, Topic 842 expanded the disclosure requirements of lease arrangements. Upon adoption, lessees and lessors were required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted the new guidance effective January 1, 2019 using a modified retrospective approach and no cumulative effect adjustment was recorded upon adoption. The adoption of the new standard did not impact the Company’s Statements of Operations and Comprehensive Loss, Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders’ Deficit, or Statements of Cash Flows. Topic 842 provided a number of optional practical expedients in transition. The Company elected the “package of practical expedients” which permitted the Company to carry over its prior conclusions about lease identification, lease classification, and initial direct costs. The Company has elected the short-term lease exemption for all leases with a term of 12 months or less for both existing and ongoing operating leases. The Company elected the practical expedient to capitalize the total lease payment rather than separate lease and non-lease components and only capitalize the lease component. The rate implicit in the lease is not readily determinable in the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Adoption of ASC 842 did not have a material impact on the Company’s accounting as a lessor. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“Topic 718”).” The new guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees and to account for awards to non-employees using the grant date fair value without subsequent periodic measurement. The Company early adopted this guidance as of January 1, 2019 using a modified retrospective transition method. Adoption of this guidance did not have a material impact on the Company’s financial statements and disclosures. 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, (“Topic 820”)”, to modify the disclosure requirements on fair value measurements based on the concepts in the FASB Concepts Statements, including the consideration of costs and benefits. The amendments in the update are effective for fiscal years beginning after December 15, 2019. The adoption of the new guidance will require all entities to present, on a prospective basis, narrative information regarding the uncertainty of the fair value measurements from the use of unobservable inputs used in recurring fair value measurements categorized in Level 3 of the fair value hierarchy, to disclose the amount of gains and losses recognized in other comprehensive income (loss) for the period for financial instruments categorized within Level 3 of the fair value hierarchy, and quantitative information for the significant unobservable inputs used to develop the Level 3 fair value measurements. The adoption of the new guidance will also allow the Company to discontinue the presentation of information regarding transfers between Level 1 and Level 2 of the fair value hierarchy. As of December 31, 2020 and 2019, the only financial instrument of the Company for which the recurring fair value measurements are categorized in Level 3 of the fair value hierarchy is its redeemable convertible preferred stock warrant liabilities. The Company adopted this guidance on January 1, 2020 and the adoption of this guidance did not have a material impact on the Company’s financial statements. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”)”, and has since released various amendments including ASU No. 2019-04. The guidance modifies the measurement of expected credit losses on certain financial instruments. This guidance is effective for the Company beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the impact of the guidance on its financial statements and disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) — Simplifying the Accounting for Income Taxes (“Topic 740”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for the Company in 2021 and interim periods within that year, and early adoption is permitted. The Company is currently in the process of evaluating the impact the new standard will have on the financial statements and disclosures. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”),” which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance was effective for the Company beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. The Company is currently assessing the impact of this guidance on its financial statements and disclosures. In August 2020, the FASB issued No. ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (“EPS”) calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company has not yet decided the date of adoption of this standard. The Company is currently evaluating whether this guidance will have a significant impact on its financial statements and disclosures. | |
JAWS Spitfire Acquisition Corporation | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Basis of Presentation | Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been consolidated or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited consolidated financial statements should be read in conjunction with the Company’s most recent amended Annual Report on Form 10-K/A for the year ended December 31, 2020 as filed | |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation. | ||
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company’s management 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. | Use of Estimates The preparation of unaudited consolidated financial statements in conformity with GAAP requires the Company’s management 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information becomes available and, accordingly, the actual results could differ significantly from those estimates. | |
Investments Held in Trust Account | Investments Held in Trust Account The Company's portfolio of investments held in the Trust Account is comprised of investments in money market funds that invest in U.S. government securities. The Company's investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in interest earned on Investments Held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. | Investments Held in Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of investments in money market funds that invest in U.S. government securities. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in interest earned on Interest earned on marketable securities held in Trust Account in the accompanying statement of | |
Class A Ordinary Shares Subject to Possible Redemption | Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2020, there are 28,646,767 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. | Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, there are 29,989,126 and 28,646,767 of Class A ordinary shares subject to possible redemption, respectively. | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2021 or December 31, 2020. | ||
Offering Costs | Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs were allocated on a relative fair value basis between shareholders’ equity and expense. The portion of offering costs allocated to the public warrants has been charged to expense. The portion of offering costs allocated to the public shares has been charged to shareholders’ equity. On December 31, 2020, offering costs totaled $19,126,250 consisting of $6,900,000 of underwriting fees (including an aggregate amount of $450,000 reimbursed by the underwriters for application towards our offering expenses), $12,075,000 of deferred underwriting fees and $601,250 of other offering costs, of which $1,583,878 was charged to expense and $17,542,372 was charged to shareholders’ equity. | Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities were expensed as incurred in the consolidated statements of operations. Offering costs associated with the Class A common stock issued were charged to stockholders’ equity upon the completion of the Initial Public Offering. Offering costs were allocated on a relative fair value basis between shareholders’ equity and expense. The portion of offering costs allocated to the public warrants has been charged to expense in the prior year. | |
Warrant Liabilities | Warrant Liabilities As disclosed in Note 4, pursuant to the Initial Public Offering, the Company sold 34,500,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”), equating to 8,625,000 Public Warrants issued. Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). Simultaneously with the closing of its initial public offering, the Company consummated the sale of 4,450,000 warrants (“Private Placement Warrant”) at a price of $2.00 per warrant in a private placement to Jaws Sponsor LLC. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Private Placement Warrants are identical to the Public Warrants, except that so long as the Private Placement Warrants are held by the Sponsor or any of its Permitted Transferees, the Private Placement Warrants: (i) may be exercised for cash or on a “cashless basis”, (ii) may not be transferred, assigned or sold until 30 days after the completion by the Company of an initial Business Combination, (iii) shall not be redeemable by the Company when the class A ordinary shares equal or exceeds $18.00, and (iv) shall only be redeemable by the Company when the class A ordinary shares are less than $18.00 per share, subject to certain adjustments (see Note 9). The Company evaluated the Public and Private Placement Warrants and concluded that they do not meet the criteria to be classified as shareholders’ equity in accordance with ASC 815-40 “Derivatives and Hedging – Contracts in Entity’s Own Equity”. Specifically, the warrant agreement allows for the exercise of the Public and Private Placement Warrants to be settled in cash upon a tender offer where the maker of the offer owns beneficially more than 50% of the Class A shares following the tender offer. This provision precludes the warrants from being classified as shareholders’ equity as not all of the Company’s shareholders need to participate in such a tender offer to trigger the potential cash settlement. As the Public and Private Placement Warrants also meet the definition of a derivative under ASC 815, upon completion of the Initial Public Offering, the Company recorded these warrants as liabilities on its balance sheet, with subsequent changes in their respective fair values recognized in the statement of operations at each reporting date. In accordance with ASC 825-10 "Financial Instruments", the Company has concluded that a portion of the transaction costs which directly related to the Initial Public Offering and Private Placement, which were previously charged to shareholders' equity, would be allocated to the warrants based on their relative fair value against total proceeds, and recognized as transaction costs in the statement of operations. | Warrant Liabilities As disclosed in Note 4, pursuant to the Initial Public Offering, the Company sold 34,500,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”), equating to 8,625,000 Public Warrants issued. Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 10). Simultaneously with the closing of its Initial Public Offering, the Company consummated the sale of 4,450,000 warrants (“Private Placement Warrant”) at a price of $2.00 per warrant in a private placement to Jaws Sponsor LLC. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 10). The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Private Placement Warrants are identical to the Public Warrants, except that so long as the Private Placement Warrants are held by the Sponsor or any of its Permitted Transferees, the Private Placement Warrants: (i) may be exercised for cash or on a “cashless basis”, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination, (iii) shall not be redeemable by the Company when the class A ordinary shares equal or exceeds $18.00, and (iv) shall only be redeemable by the Company when the class A ordinary shares are less than $18.00 per share, subject to certain adjustments (see Note 10). The Company evaluated the Public and Private Placement Warrants and concluded that they do not meet the criteria to be classified as shareholders’ equity in accordance with ASC 815-40 “Derivatives and Hedging–Contracts in Entity’s Own Equity”. Specifically, the warrant agreement allows for the exercise of the Public and Private | |
Income Taxes | Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. | Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of June 30, 2021 and December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. | |
Net Loss per Share Attributable to Common Stockholders | Net Loss Per Ordinary Share Net income (loss) per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, (ii) the exercise of the over-allotment option and (iii) Private Placement Warrants since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The warrants are exercisable to purchase 13,075,000 shares of Class A ordinary shares in the aggregate. The Company’s statements of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class method of income (loss) per share. Net income per share, basic and diluted, for Class A redeemable ordinary shares is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of Class A redeemable ordinary shares outstanding since original issuance. Net loss per ordinary share, basic and diluted, for Class B non-redeemable ordinary shares is calculated by dividing the net loss, adjusted for income attributable to Class A redeemable ordinary shares, by the weighted average number of Class B non-redeemable ordinary shares outstanding for the period. Class B non-redeemable ordinary shares includes the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): For the Period from Redeemable Class A Ordinary Shares Numerator: Earnings allocable to Redeemable Class A Ordinary Shares Interest Income $ — Net Earnings $ — Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic and Diluted 34,500,000 Earnings/Basic and Diluted Redeemable Class A Ordinary Shares $ 0.00 Non-Redeemable Class B Ordinary Shares Numerator: Net Loss minus Redeemable Net Earnings Net Loss $ (1,767,451) Non-Redeemable Net Loss $ — Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares Non-Redeemable Class B Ordinary Shares, Basic and Diluted 7,758,028 Loss/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ (0.23) Note: As of December 31, 2020, basic and diluted shares are the same as there are no non-redeemable securities that are dilutive to the shareholders. | Net Income (Loss) Per Ordinary Share Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The calculation of diluted income per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, (ii) the exercise of the over-allotment option and (iii) Private Placement Warrants since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The warrants are exercisable to purchase 13,075,000 shares of Class A ordinary shares in the aggregate. The Company’s statements of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class method of income per share. Net income (loss) per share, basic and diluted, for Class A redeemable ordinary shares is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of Class A redeemable ordinary shares outstanding since original issuance. Net income (loss) per share, basic and diluted, for Class B non-redeemable ordinary shares is calculated by dividing the net income (loss), adjusted for income attributable to Class A redeemable ordinary shares, by the weighted average number of Class B non-redeemable ordinary shares outstanding for the period. Class B non-redeemable ordinary shares include the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended Six Months Ended Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Ordinary Shares Interest Income $ 5,210 $ 9,910 Less: Income and Franchise Tax available to be withdrawn from the Trust Account — — Redeemable Net Earnings $ 5,210 $ 9,910 Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic and Diluted 34,500,000 34,500,000 Earnings/Basic and Diluted Redeemable Class A Ordinary Shares $ 0.00 $ 0.00 Non-Redeemable Class B Ordinary Shares Numerator: Net (Loss) Income minus Redeemable Net Earnings Net (Loss) Income $ (2,660,294) $ 13,423,592 Redeemable Net Earnings (5,210) (9,910) Non-Redeemable Net (Loss) Income $ (2,665,504) $ 13,413,682 Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares Non-Redeemable Class B Ordinary Shares, Basic and Diluted (1) 8,625,000 8,625,000 Earnings/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ (0.30) $ 1.56 Note: As of June 30, 2021, basic and diluted shares are the same as there are no non-redeemable securities that are dilutive to the shareholders. | |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of the Company’s warrant liabilities does not approximate their carrying amount, and as such, the warrant liabilities are recorded at fair value on the Company’s balance sheet. The fair value of the Company’s assets and other liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the Company’s balance sheet, primarily due to their short-term nature. | Fair Value of Financial Instruments The fair value of the Company’s warrant liabilities does not approximate their carrying amount, and as such, the warrant liabilities are recorded at fair value on the Company’s balance sheet. The fair value of the Company’s assets and other liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the Company’s balance sheet, primarily due to their short-term nature other than warrant liabilities (see Note 10). | |
Recent Accounting Pronouncements | Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements. | Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standard Update (the “ASU”) No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. The Company early adopted the ASU on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows. | |
Liquidity and Capital Resources | Liquidity and Capital Resources As of June 30, 2021, the Company had $145,200 in its operating bank account and working capital deficit of $2,939,641. The Company’s liquidity needs through June 30, 2021 were satisfied through $25,000 paid by the sponsor to cover certain expenses in exchange for the issuance of the Founder Shares, a loan from the Sponsor pursuant to the Note (as defined in Note 6), and the proceeds from the consummation of the Private Placement not help in the Trust Account. In addition, in order to finance the transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (as defined in Note 6). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loan. The Company will need to raise additional capital through loans or additional investments from our initial stockholders, officers or directors. If the Company is unable to raise additional capital, we may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to the company on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern through one year and one day from the issuance of this report. |
Summary of Significant Accoun_4
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 financial statements include the accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed financial statements have been prepared on the same basis as its annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2021, or for any other interim period or for any other future year. The condensed balance sheet as of December 31, 2020 has been derived from the audited financial statements of the Company. These condensed financial statements should be read in conjunction with the Company’s audited financial statements and the notes. | Basis of Presentation The financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Use of Estimates | Use of Estimates The preparation of the unaudited accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. | Use of Estimates The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenue and expenses. Actual results and outcomes could differ significantly from the Company’s estimates, judgments, and assumptions. Significant estimates include determining useful lives of long-lived assets, the determination of the incremental borrowing rate used for operating lease liabilities, standalone selling price for performance obligations in contracts with customers, the valuation of redeemable convertible preferred stock warrants and common stock warrants, the fair value of common stock and other assumptions used to measure stock-based compensation, inventory reserves, and the valuation of deferred income tax assets and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from these estimates and assumptions. |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents and accounts receivable, net. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. | Concentration of Credit Risk and Other Risks and Uncertainties The Company’s financial instruments that potentially expose the Company to concentration of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents in domestic cash accounts with large, creditworthy financial institutions. The Company has not experienced any losses on its deposits of cash and cash equivalents through deposits with federally insured commercial banks and at times cash balances may be in excess of federal insurance limits. 3D Printers and Support Services for the Company’s three largest customers generated 40.8%, 15.8% and 14.8% of total revenue in 2020, respectively, and 74.8%, 11.7% and 11.1% of total revenue in 2019, respectively. Total accounts receivables for the Company’s three largest customers accounted for 64.4%, 22.4% and 7.0% of accounts receivable, net in 2020, respectively, and 85.6%, 21.3% and 11.8% of accounts receivable, net in 2019, respectively. The Company relies on four key suppliers for products and services. While alternative providers could be identified, the Company is subject to supply and pricing risks. |
Fair Value Measurements | Fair Value Measurements The Company has applied the framework for measuring fair value which requires a fair value hierarchy to be applied to all fair value measurements. Assets and liabilities measured at fair value are classified into one of three levels in the fair value hierarchy based on the inputs used to measure fair value as follows: Level 1 — Quoted prices observed in active markets for identical assets or liabilities;Level 2 — Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly; and Level 3 — Significant unobservable market inputs for the asset or liability. As of June 30, 2021 and December 31, 2020, warrants for redeemable convertible preferred stock were the only liabilities measured at fair value on a recurring basis. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The long-term debt (including convertible notes) with variable interest at market rates is carried at amortized cost, which approximates its fair value and was classified as Level 2. See Note 11, Long-Term Debt and Note 12, Convertible Notes Payable , for further information. Warrants for redeemable convertible preferred stock and convertible notes payable were classified as Level 3. | Fair Value Measurements Fair value is defined as an exchange price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants at the measurement date. The Company has applied the framework for measuring fair value which requires a fair value hierarchy to be applied to all fair value measurements. Assets and liabilities measured at fair value are classified into one of three levels in the fair value hierarchy based on the inputs used to measure fair value as follows: Level 1 — Quoted prices observed in active markets for identical assets or liabilities; Level 2 — Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly; and Level 3 — Significant unobservable market inputs for the asset or liability. As of December 31, 2020 and 2019, warrants for redeemable convertible preferred stock were the only liabilities measured at fair value on a recurring basis. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The long-term debt (including convertible notes) with variable interest at market rates, is carried at amortized cost, which approximates its fair value, was classified as Level 2. See Note 11, Long-Term Debt and Note 12, Convertible Notes Payable, for further information. Warrants for redeemable convertible preferred stock and convertible notes payable were classified as Level 3. |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash Equivalents and Restricted Cash All highly liquid investments with an original maturity of three months or less, when purchased, are classified as cash equivalents. Cash equivalents may be invested in money market funds and are carried at cost, which approximates their fair value. In June 2021, in conjunction with the new 80,000+ square foot facility to begin production of the Company’s Sapphire XC in late 2021, the Company issued a one-year letter of credit for $1.2 million to the landlord to secure the agreement. The Company has restricted cash to secure the letter of credit and the agreement will allow for reductions to the letter of credit limit based on the Company’s revenue achievements. | Cash and Cash Equivalents All highly liquid investments with an original maturity of three months or less, when purchased, are classified as cash equivalents. Cash equivalents may be invested in money market funds and are carried at cost, which approximates their fair value. |
Accounts Receivable, Net | Accounts Receivable, NetAccounts receivable are recorded at the invoiced amount, net of allowance for doubtful accounts and are non-interest bearing. The Company performs ongoing credit evaluations of its customers and maintains an allowance for doubtful accounts to ensure trade receivables are not overstated due to uncollectability. Allowances are provided for individual accounts receivable when the Company becomes aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy, deterioration in the customer’s operating results, or change in financial position. | |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Cost is computed on a first-in, first-out basis. Inventory levels are analyzed periodically and written down to their net realizable value if they have become obsolete, have a cost basis in excess of expected net realizable value or are in excess of expected demand. The Company analyzes current and future product demand relative to the remaining product life to identify potential excess inventories. The write-down is measured as the difference between the cost of the inventories and net realizable value and charged to inventory reserves, which is a component of cost of revenue. At the point of the loss recognition, a new, lower cost basis for those inventories is established, and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. | |
Property and Equipment, Net and Equipment on Lease, Net | Property and Equipment, Net and Equipment on Lease, Net Property and equipment, and equipment on lease are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets, as follows: Estimated Useful Life Equipment on lease 5 years Computers and software 3 years R&D lab equipment 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the remaining lease term or useful life of 5 years Expenditures for major renewals and improvements that increase functionality of the asset are capitalized and depreciated ratably over the identified useful life. Expenditures for non-major repairs and maintenance are charged to expense as incurred. The Company capitalizes qualifying internal-use software development costs incurred during the application development stage for internal tools and cloud-based applications used to deliver its services, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed, and the software will be used to perform the function intended. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Costs incurred for | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews its long-lived assets, consisting of property and equipment, equipment on lease, net, and right-of use assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors considered important that could trigger an impairment review include a significant underperformance relative to expected historical or projected future operating results, or a significant change in the manner of the use of the assets. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset (or asset group) to estimated undiscounted future cash flows expected to be generated by the asset (or asset group). If the carrying amount of an asset (or asset group) exceeds its estimated undiscounted future cash flows, an impairment charge is recognized to the extent the fair value is less than the carrying value. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. | |
Assets Under Lease Agreements (as Lessee) | Assets Under Lease Agreements (as Lessee) The carrying value of right of use (“ROU”) assets and lease liabilities are based on the present value of future minimum lease payments for leases with original terms in excess of one year. The sum of future minimum lease payments, as adjusted for any initial direct costs, are recognized over the lease term on the straight-line method. The rate implicit in the lease is not readily determinable in most of the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. | |
Deferred Transaction Costs | Deferred Transaction Costs The Company capitalizes certain legal, accounting, and other third-party fees that are directly related to a planned equity financing that is probable of successful completion until such financing is consummated. After consummation of an equity financing, these costs are recorded as a reduction of the proceeds received as a result of the financing. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred transaction costs are immediately written off to operating expenses. | |
Warrants for Redeemable Convertible Preferred Stock and Common Stock Warrants | Warrants for Redeemable Convertible Preferred Stock Warrants to purchase shares of redeemable convertible preferred stock are classified as liabilities because the warrants are freestanding financial instruments that may require the Company to transfer assets upon exercise. Warrants for redeemable convertible preferred stock are recorded within other noncurrent liabilities on the balance sheets. The warrants are recorded at fair value upon issuance and are subject to remeasurement to fair value at each balance sheet date. Changes in fair value of the warrants for redeemable convertible preferred stock are recorded in the Statements of Operations and Comprehensive Loss in other income, net. The liability will continue to be adjusted for changes in fair value until the earlier of the exercise, expiration, or conversion; or until the redeemable convertible preferred stock is no longer redeemable. Common Stock Warrants Warrants to purchase shares of common stock are classified as equity and recognized within additional paid-in capital with no subsequent remeasurement. The amount recognized within additional paid-in capital is determined by allocating the proceeds received and issuance costs incurred between the instruments issued based on their relative fair value. | |
Information by Segment and Geography | Information by Segment and Geography The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financial results as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on an entity-wide basis for purposes of making operating decisions, assessing financial performance, and allocating resources. 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 entity- wide level. | Information by Segment and Geography The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financial results as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on an entity-wide basis for purposes of making operating decisions, assessing financial performance, and allocating resources. 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 entity-wide level. |
Revenue Recognition | Revenue Recognition On January 1, 2019, the Company adopted ASC 606, “Revenue from Contracts with Customers” utilizing the full retrospective method. Revenue subject to ASC 606 consists of 3D Printer sales and Support Services (recognition of Recurring Payment consisting of payments from lessees of the Company’s equipment discussed below). The Company determines revenue recognition through the following five-step model for recognizing revenue: (1) identification of the contract with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A typical contract with customers for the 3D Printer and bundled software includes the Support Services. The Company provides one price for all deliverables including the 3D Printer and bundled software, and for the Support Services. Typically, the Company has one distinct obligation to transfer the 3D Printers and bundled software, and another distinct obligation to provide the Support Services. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis. The Company determines SSP based on observable standalone selling price when it is available, as well as other factors, including the price charged to its customers, its discounting practices, and its overall pricing objectives including risk adjusted gross profit margin for products and services, while maximizing observable inputs. In situations where pricing is highly variable, or a product is never sold on a stand-alone basis, the Company estimates the SSP using the residual approach. Significant judgment is used to identify and account for each of the two performance obligations. 3D Printer Sales The Company bills its customers beginning at the time of acceptance of the purchase order (which represents a deposit), with the second billing at the time of shipment and final billing upon site acceptance test completion. The timeframe from order to completion of the site acceptance test occurs typically over three to six months. Revenue for the 3D Printer is recognized at a point-in time, which occurs upon transfer of control to the customer at shipment. Site installation, testing and customer training are incidental to customer acceptance. The Company has elected not to recognize shipping to customers as a separate performance obligation. Revenue from shipping billed to customers for each of the six months ended June 30, 2021 and 2020 was $0.1 million. Revenue for parts sold to customers independent of the 3D Printer sales or Support Services contract is included with 3D Printer sales. Such revenue is recognized at a point-in time, which occurs upon transfer of control to the customer at shipment. Revenue from parts was $0.2 million and $0.1 million for the six months ended June 30, 2021 and 2020, respectively. Support Services Support Services are field service engineering, phone and email support, preventative maintenance, and limited on and off-site consulting support. A subsequent Support Service contract is available for renewal after the initial period based on the then fair value of the service. Support Services revenue are recognized evenly over the contract period beginning with customer performance test acceptance. Recurring Payment (operating lease revenue from customers) The Company enters into operating leases (“Recurring Payment”) for customers who do not purchase the 3D Printers (“equipment”). On January 1, 2019, the Company adopted ASC 842, “ Leases ,” and determined that arrangements providing for recurring payments from customers qualify as leases. The contracts explicitly specify the equipment which is a production system with defined components and services including the printer itself, services, and accessories. The asset is physically distinct, the supplier does not have substitution rights, and the customer holds the right to direct the use of and obtain substantially all of the economic benefits from the use of the identified asset. As of June 30, 2021, initial lease terms are 12 months and the Company has considered the possibility of renewals when determining the length of the contract and the expectation is that customers will not exercise any renewal or purchase options at the end of the lease. The arrangements provide for a base rent and usually provide for variable payments based on usage in excess of a defined threshold. Support Services are included during the lease term. The variable payments are recognized when the event determining the amount of variable consideration to be paid occurs. As of June 30, 2021, there has been no variable consideration recognized to date. Equipment under lease contracts is reclassified from inventory at its basis and depreciated over five years to a salvage value. Income from the lessee is recorded as revenue using the straight-line method over the term of the lease. Support services are a non-lease component. The practical expedient has been elected to include rents and this non-lease component as one revenue stream recognized over the lease term on a straight-line basis. Costs associated with this component are classified as cost of revenue and recognized as incurred. Costs for warranties for parts and services for equipment under lease are accrued separately at lease commencement and amortized to cost of revenue over the lease term to the extent the costs are probable and can be reasonably estimated since the related revenue is being recognized over the lease term. Warranty accruals were not material as of June 30, 2021 and December 31, 2020. Equipment leased to customers are considered long-lived assets and are tested for impairment. Management evaluates its long-lived assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Accounting Standards Codification (“ASC”), ASC Topic 360, Property, Plant and Equipment. Contracts Assets and Contract Liabilities Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to the Company’s customers. A contract asset is recognized when products or services are transferred to a customer and the right to consideration is conditional on something other than the passage of time. Contract liabilities include amounts billed or collected which is related to remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. | Revenue Recognition On January 1, 2019, the Company adopted ASC 606, “ Revenue from Contracts with Customers ” utilizing the full retrospective method. Revenue subject to ASC 606 consists of 3D Printer sales and Support Services (recognition of Recurring Payment consisting of payments from lessees of the Company’s equipment discussed below). The Company determines revenue recognition through the following fivestep model for recognizing revenue: (1) identification of the contract with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A typical contract with customers for the 3D Printer and bundled software includes the Support Services. The Company provides one price for all deliverables including the 3D Printer and bundled software, and for the Support Services. Typically, the Company has one distinct obligation to transfer the 3D Printers and bundled software, and another distinct obligation to provide the Support Services. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis. The Company determines SSP based on observable standalone selling price when it is available, as well as other factors, including the price charged to its customers, its discounting practices, and its overall pricing objectives including risk adjusted gross profit margins for products and services, while maximizing observable inputs. In situations where pricing is highly variable, or a product is never sold on a stand-alone basis, the Company estimates the SSP using the residual approach. Significant judgment is used to identify and account for each of the two performance obligations. 3D Printer Sales The Company bills its customers beginning at the time of acceptance of the purchase order (which represents a deposit), with the second billing at the time of shipment and final billing upon site acceptance test completion. The timeframe from order to completion of the site acceptance test occurs typically over three The Company has elected not to recognize shipping to customers as a separate performance obligation. Revenue from shipping billed to customers for each of the years ended December 31, 2020 and 2019 was $0.1 million. Recurring Payment (operating lease revenue from customers) The Company enters into operating leases (“Recurring Payment”) for customers who do not purchase the 3D Printers (“equipment”). On January 1, 2019, the Company adopted ASC 842, “ Leases ,” and determined that arrangements providing for recurring payments from customers qualify as leases. The contracts explicitly specify the equipment which is a production system with defined components and services including the printer itself, services, and accessories. The asset is physically distinct, the supplier does not have substitution rights, and the customer holds the right to direct the use of and obtain substantially all of the economic benefits from the use of the identified asset. As of December 31, 2020, initial lease terms are 12 months and the Company has considered the possibility of renewals when determining the length of the contract and the expectation is that customers will not exercise any renewal or purchase options at the end of the lease. The arrangements provide for a base rent and usually provide for variable payments based on usage in excess of a defined threshold. Support Services are included during the lease term. The variable payments are recognized when the event determining the amount of variable consideration to be paid occurs. As of December 31, 2020, there has been no variable consideration recognized to date. Equipment under lease contracts is reclassified from inventory at its basis and depreciated over five years to a salvage value. Income from the lessee is recorded as revenue using the straight-line method over the term of the lease. Support services are a non-lease component. The practical expedient has been elected to include rents and this non-lease component as one revenue stream recognized over the lease term on a straight-line basis. Costs associated with this component are classified as cost of revenue and recognized as incurred. Costs for warranties for parts and services for equipment under lease are accrued separately at lease commencement and amortized to cost of revenue over the lease term to the extent the costs are probable and can be reasonably estimated since the related revenue is being recognized over the lease term. Warranty accruals were not material as of December 31, 2020 and 2019. Equipment leased to customers are considered long-lived assets and are tested for impairment as described above under the heading “Impairment of Long-lived Assets. ” Support Services Support Services are field service engineering, phone and email support, preventative maintenance, and limited on and off-site consulting support. A subsequent Support Service contract is available for renewal after the initial period based on the then fair value of the service. Support Services revenue are recognized evenly over the contract period beginning with customer performance test acceptance. Other Revenue Revenue is recognized for parts sold to customers independent of the 3D Printer sales or Support Services contract. Such revenue is recognized at a point in time, which occurs upon transfer of control to the customer at shipment. Revenue from parts was not material for the years ended December 31, 2020 and 2019. Contracts Assets and Contract Liabilities Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to the Company’s customers. A contract asset is recognized when products or services are transferred to a customer and the right to consideration is conditional on something other than the passage of time. Contract liabilities include amounts billed or collected which is related to remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. |
Cost of Revenue | Cost of Revenue Cost of 3D Printers includes the manufacturing cost of the components and subassemblies purchased from vendors for the assembly, as well as, raw materials and assemblies, shipping costs, and other directly associated costs. Cost of 3D Printers also includes allocated overhead costs from headcount related costs, such as salaries and stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. Cost of Recurring Payment includes depreciation of the equipment on lease over the useful life of five years less the residual value, and an allocated portion of Cost of Support Services. Cost of Support Services includes the cost of spare or replacement parts for preventive maintenance, installation costs, allocated headcount related costs, such as salaries, stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. The headcount related costs are directly associated with the engineers dedicated to remote and on-site support, training, travel costs, and other services costs. Warranties on 3D Printers The Company generally provides standard warranty coverage on its products for twelve months, providing parts necessary to repair the systems during the warranty period. The Company accounts for the estimated warranty cost | Cost of Revenue Cost of 3D Printer includes the manufacturing cost of the components and subassemblies purchased from vendors for the assembly, as well as, raw materials and assemblies, shipping costs, and other directly associated costs. Cost of 3D Printer also includes allocated overhead costs from headcount related costs, such as salaries and stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. Cost of Recurring Payment includes depreciation of the equipment on lease over the useful life of five years less the residual value, and an allocated portion of Cost of Support Services. Cost of Support Services includes the cost of spare or replacement parts for preventive maintenance, installation costs, allocated headcount related costs, such as salaries, stock-based compensation, depreciation of manufacturing related equipment and facilities, and information technology costs. The headcount related costs are directly associated with the engineers dedicated to remote and on-site support, training, travel costs, and other services costs. Warranties on 3D Printers |
Operating Expenses | Operating Expenses Research and development expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the development of improvements and expanded features for the Company’s products and services, as well as quality assurance, testing, product management, and allocated overhead. Research and development costs are expensed as incurred. Selling and marketing expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the sales and marketing efforts to expand the Company’s brand and market share. Also, selling and marketing expenses includes third-party consulting fees, advertising, and allocated overhead. The Company expenses the cost of advertising, including promotional expenses, as incurred. Advertising expenses for the six months ended June 30, 2021 and 2020 were not material. General and administrative expenses consist primarily of salaries, occupancy costs including rent and utilities, and depreciation; information technology used in the business; professional services costs including legal, accounting, and consulting; and other. | Operating Expenses Research and development expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the development of improvements and expanded features for the Company’s products and services, as well as quality assurance, testing, product management, and allocated overhead. Research and development costs are expensed as incurred. Selling and marketing expenses consist primarily of salary and related expenses, including stock-based compensation, for personnel related to the sales and marketing efforts to expand the Company’s brand and market share. Also, selling and marketing expenses includes third-party consulting fees, advertising, and allocated overhead. The Company expenses the cost of advertising, including promotional expenses, as incurred. Advertising expenses for the years ended December 31, 2020 and 2019 were not material. General and administrative expenses consist primarily of salaries, occupancy costs including rent and utilities, and depreciation; information technology used in the business; professional services costs including legal, accounting, and consulting; and other. |
Stock-based Compensation | Stock-based Compensation The Company accounts for stock-based compensation expense for all stock-based awards granted to employees and directors based on the estimated fair value of the awards on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite service period. The Company accounts for forfeitures when they occur, and any compensation expense previously recognized on unvested shares will be reversed when forfeited. The fair value of option-based awards is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of subjective assumptions, including the fair value of the underlying common stock, the option’s expected term, the price volatility of the underlying stock, risk-free interest rates, and the expected dividend yield of the underlying common stock. The fair value of common stock underlying awards is based on the fair value of the common stock as of the date of grant. Fair value is determined by considering a number of objective, subjective, and complex factors including independent third-party valuations of the Company’s common stock, operating and financial performance, the lack of liquidity of capital stock, and general and industry specific economic outlook, among other factors. The assumptions used to determine the fair value of the awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. | |
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. The effect on deferred income taxes of a change in tax rates is recognized in the period that includes the enactment date. 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 basis. Based on the level of historical losses, the Company has established a valuation allowance to reduce its net deferred tax assets to the amount that is more-likely-than-not to be realized. The Company has recorded a full valuation allowance against its deferred tax assets as of December 31, 2020 and 2019. 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 and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. The Company considers all series of its redeemable convertible preferred stock to be participating securities as such stockholders participate in undistributed earnings with common stockholders. Under the two-class method, net income is attributed to common stockholders and participating securities based on their participation rights. The holders of the redeemable convertible preferred stock do not have a contractual obligation to share in the losses. As such, any net losses are not allocated to these participating securities. Under the two-class method, basic net income or loss per share attributable to common stockholders is computed by dividing the net income or loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to common stockholders adjusts basic net loss per share for the effect of potentially dilutive securities. As the Company has reported losses for all periods presented, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders because all potentially dilutive securities are antidilutive. | |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is composed of two components: net loss and other comprehensive loss. Other comprehensive income loss refers to revenue, expenses, gains, and losses that under U.S. GAAP are recorded as an element of stockholders’ deficit but are excluded from net loss. For the years ended December 31, 2020 and 2019, as there are no activities that impacted comprehensive loss, there are no differences between comprehensive loss and net loss reported in the Company’s Statements of Operations and Comprehensive Loss. | |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) — Simplifying the Accounting for Income Taxes (“Topic 740”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for the Company in fiscal year 2021, and early adoption is permitted. The Company adopted the guidance and there is no material impact on its condensed financial statements. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”),” which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance was effective for the Company beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. The Company adopted the guidance and there is no material impact on its condensed financial statements. In August 2020, the FASB issued No. ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more redeemable convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (“EPS”) calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company early adopted the new guidance effective January 1, 2021 using the modified retrospective method. Adoption of this guidance did not have a material impact on the Company’s financial statements and disclosures. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”)”, and has since released various amendments including ASU No. 2019-04. The guidance modifies the measurement of expected credit losses on certain financial instruments. This guidance is effective for the Company for the fiscal year beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the impact of the guidance on its financial statements and disclosures. | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases” (“Topic 842”), which superseded the existing lease guidance under current U.S. GAAP. Topic 842 is based on the principle that entities should recognize assets and liabilities arising from leases. The new standard does not significantly change the lessees’ recognition, measurement, and presentation of expenses and cash flows from the previous accounting standard and leases continue to be classified as finance or operating. Topic 842’s primary change is the requirement for entities to recognize a lease liability for payments and a right-of-use (“ROU”) asset representing the right to use the leased asset during the term of an operating lease arrangement. Lessees were permitted to make an accounting policy election to not recognize lease costs for agreements with a term of 12 months or less as payments become due. Lessors’ accounting under the new standard was largely unchanged from the previous accounting standard. In addition, Topic 842 expanded the disclosure requirements of lease arrangements. Upon adoption, lessees and lessors were required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted the new guidance effective January 1, 2019 using a modified retrospective approach and no cumulative effect adjustment was recorded upon adoption. The adoption of the new standard did not impact the Company’s Statements of Operations and Comprehensive Loss, Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders’ Deficit, or Statements of Cash Flows. Topic 842 provided a number of optional practical expedients in transition. The Company elected the “package of practical expedients” which permitted the Company to carry over its prior conclusions about lease identification, lease classification, and initial direct costs. The Company has elected the short-term lease exemption for all leases with a term of 12 months or less for both existing and ongoing operating leases. The Company elected the practical expedient to capitalize the total lease payment rather than separate lease and non-lease components and only capitalize the lease component. The rate implicit in the lease is not readily determinable in the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Adoption of ASC 842 did not have a material impact on the Company’s accounting as a lessor. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“Topic 718”).” The new guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees and to account for awards to non-employees using the grant date fair value without subsequent periodic measurement. The Company early adopted this guidance as of January 1, 2019 using a modified retrospective transition method. Adoption of this guidance did not have a material impact on the Company’s financial statements and disclosures. 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, (“Topic 820”)”, to modify the disclosure requirements on fair value measurements based on the concepts in the FASB Concepts Statements, including the consideration of costs and benefits. The amendments in the update are effective for fiscal years beginning after December 15, 2019. The adoption of the new guidance will require all entities to present, on a prospective basis, narrative information regarding the uncertainty of the fair value measurements from the use of unobservable inputs used in recurring fair value measurements categorized in Level 3 of the fair value hierarchy, to disclose the amount of gains and losses recognized in other comprehensive income (loss) for the period for financial instruments categorized within Level 3 of the fair value hierarchy, and quantitative information for the significant unobservable inputs used to develop the Level 3 fair value measurements. The adoption of the new guidance will also allow the Company to discontinue the presentation of information regarding transfers between Level 1 and Level 2 of the fair value hierarchy. As of December 31, 2020 and 2019, the only financial instrument of the Company for which the recurring fair value measurements are categorized in Level 3 of the fair value hierarchy is its redeemable convertible preferred stock warrant liabilities. The Company adopted this guidance on January 1, 2020 and the adoption of this guidance did not have a material impact on the Company’s financial statements. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”)”, and has since released various amendments including ASU No. 2019-04. The guidance modifies the measurement of expected credit losses on certain financial instruments. This guidance is effective for the Company beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the impact of the guidance on its financial statements and disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) — Simplifying the Accounting for Income Taxes (“Topic 740”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for the Company in 2021 and interim periods within that year, and early adoption is permitted. The Company is currently in the process of evaluating the impact the new standard will have on the financial statements and disclosures. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”),” which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance was effective for the Company beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. The Company is currently assessing the impact of this guidance on its financial statements and disclosures. In August 2020, the FASB issued No. ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (“EPS”) calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Board specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company has not yet decided the date of adoption of this standard. The Company is currently evaluating whether this guidance will have a significant impact on its financial statements and disclosures. |
REVISION OF PREVIOUSLY ISSUED_2
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS/RESTATEMENT (Tables) | 4 Months Ended |
Dec. 31, 2020 | |
JAWS Spitfire Acquisition Corporation | |
Reclassification [Line Items] | |
Schedule of restatement impact | The following presents a reconciliation of the balance sheet, statement of cash flows, and statement of operations from the prior period as previously reported to the restated amounts as of December 31, 2020. The statement of shareholders’ equity for the period from September 11, 2020 to December 31, 2020 has been restated respectively, for the restatement impact to net income (loss) and ordinary shares subject to possible redemption: As Previously Reported Adjustments As Restated Balance sheet as of December 7, 2020 Warrant liabilities $ — $ 43,147,500 $ 43,147,500 Total liabilities 12,683,050 43,147,500 55,830,550 Ordinary shares subject to possible redemption 329,793,740 (43,147,500) 286,466,240 Class A ordinary shares 152 432 584 Accumulated deficit (5,000) (1,583,878) (1,588,878) Additional paid-in-capital 5,003,995 1,583,447 6,587,441 Total Shareholder’s Equity 5,000,010 — 5,000,010 Balance sheet as of December 31, 2020 Warrant liabilities $ — $ 43,147,500 $ 43,147,500 Total liabilities 12,779,640 43,147,500 55,927,140 Ordinary shares subject to possible redemption 329,615,170 (43,147,500) 286,467,670 Class A ordinary shares 154 431 585 Accumulated deficit (183,573) (1,583,878) (1,767,451) Additional paid-in-capital 5,182,563 1,583,447 6,766,010 Total Shareholder's Equity 5,000,007 — 5,000,007 Net loss from September 11, 2020 to December 31, 2020 Transaction costs allocated to warrant liabilities $ — $ 1,583,878 $ 1,583,878 Net loss (183,573) (1,583,878) (1,767,451) Basic and diluted net loss per share, Class B (0.02) (0.21) (0.23) Cash flow from September 11, 2020 to December 31, 2020 Transaction costs allocated to warrant liabilities $ — $ 1,583,878 $ 1,583,878 Net loss (183,573) (1,583,878) (1,767,451) |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Schedule of basic and diluted net income per ordinary share | The following table sets forth the computation of the Company’s basic and diluted net loss per share to common stockholders: Six months ended June 30, 2021 2020 (In thousands, except share data) Numerator: Net loss $ (26,086) $ (10,484) Denominator: Weighted average shares used in computing net loss per share – basic and diluted 19,715,885 18,553,332 Net loss per share – basic and diluted. $ (1.32) $ (0.57) | The following table sets forth the computation of the Company’s basic and diluted net loss per share to common stockholders: Year ended December 31, 2020 2019 (In thousands, except share and per share data) Numerator: Net loss $ (21,807) $ (25,678) Extinguishment of redeemable convertible preferred stock (1) 13,051 — Net loss attributable to common stockholders $ (8,756) $ (25,678) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted 19,232,455 15,629,519 Net loss per share attributable to common stockholders, basic and diluted. $ (0.46) $ (1.64) __________________ (1) Represents the Series A, B and C redeemable convertible preferred stock extinguishment and thus reflects additional amounts attributable to common stockholders for EPS purposes. See Note 13, Equity Instruments. | |
JAWS Spitfire Acquisition Corporation | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Schedule of basic and diluted net income per ordinary share | The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): For the Period from Redeemable Class A Ordinary Shares Numerator: Earnings allocable to Redeemable Class A Ordinary Shares Interest Income $ — Net Earnings $ — Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic and Diluted 34,500,000 Earnings/Basic and Diluted Redeemable Class A Ordinary Shares $ 0.00 Non-Redeemable Class B Ordinary Shares Numerator: Net Loss minus Redeemable Net Earnings Net Loss $ (1,767,451) Non-Redeemable Net Loss $ — Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares Non-Redeemable Class B Ordinary Shares, Basic and Diluted 7,758,028 Loss/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ (0.23) Note: As of December 31, 2020, basic and diluted shares are the same as there are no non-redeemable securities that are dilutive to the shareholders. | The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended Six Months Ended Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Ordinary Shares Interest Income $ 5,210 $ 9,910 Less: Income and Franchise Tax available to be withdrawn from the Trust Account — — Redeemable Net Earnings $ 5,210 $ 9,910 Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic and Diluted 34,500,000 34,500,000 Earnings/Basic and Diluted Redeemable Class A Ordinary Shares $ 0.00 $ 0.00 Non-Redeemable Class B Ordinary Shares Numerator: Net (Loss) Income minus Redeemable Net Earnings Net (Loss) Income $ (2,660,294) $ 13,423,592 Redeemable Net Earnings (5,210) (9,910) Non-Redeemable Net (Loss) Income $ (2,665,504) $ 13,413,682 Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares Non-Redeemable Class B Ordinary Shares, Basic and Diluted (1) 8,625,000 8,625,000 Earnings/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ (0.30) $ 1.56 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value Assumptions | The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Six months ended June 30, 2021 2020 Expected volatility 55% – 65% 35% – 45% Risk-free interest rate 0.1% – 0.5% 0.1% – 0.8% Dividend yield — — | The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Year ended December 31, 2020 2019 Expected volatility 35% – 45% 41% – 54% Risk-free interest rate 0.1% – 0.8% 1.6% – 1.9% Dividend yield — — | |
JAWS Spitfire Acquisition Corporation | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Schedule of company's assets that are measured at fair value on a recurring basis | The gross holding gains and fair value of held-to-maturity securities at June 30, 2021 and December 31, 2021 are as follows: Held-To-Maturity Level Fair Value June 30, 2021 U.S. Mutual Funds 1 $ 345,009,910 December 31, 2020 U.S. Mutual Funds 1 $ 345,000,000 | ||
Schedule of company's liabilities that are measured at fair value on a recurring basis | The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at June 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. Level June 30, Level December 31, Liabilities: Warrant Liability – Public Warrants 1 $ 16,560,000 3 $ 28,462,500 Warrant Liability – Private Placement Warrants 2 $ 8,544,000 3 $ 14,685,000 | ||
Schedule of level 3 inputs used for the fair value measurements | The following table provides quantitative information regarding the Level 3 inputs used for the fair value measurements: As of December 31, 2020 Exercise Price $ 11.50 Stock Price $ 10.00 Term (years) 5.0 Volatility 82.9 % Risk free interest rate 0.42 % Dividend yield 0.0 % Public warrant price $ 3.30 | ||
Schedule of changes in the fair value of Level 3 warrant liabilities | The following table provides a roll-forward of the fair value of the Company’s warrant liability, for which fair value was determined using Level 3 inputs: Warrant liabilities Fair value at December 7, 2020 $ 43,147,500 Change in fair value — Fair value at December 31, 2020 $ 43,147,500 | The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ 14,685,000 $ 28,462,500 $ 43,147,500 Change in fair value (5,963,000) (11,557,500) (17,520,500) Transfer to Level 1 — (16,905,000) (16,905,000) Transfer to Level 2 (8,722,000) — (8,722,000) Fair value as of June 30, 2021 $ — $ — $ — | |
Schedule of fair value of warrant liabilities | The fair value of warrant liabilities at December 31, 2020 is as follows: Fair Value Measurements at December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Public Warrant liabilities $ — $ — $ 28,462,500 $ 28,462,500 Private Placement Warrant Liabilities $ — $ — $ 14,685,000 $ 14,685,000 | ||
Fair Value Assumptions | The following table provides quantitative information regarding the Level 3 inputs used for the fair value measurements: As of December 7, 2020 As of December 31, 2020 Exercise price $ 11.50 $ 11.50 Stock price $ 10.00 $ 10.00 Term (years) 5.0 5.0 Volatility 82.8 % 82.9 % Risk free interest rate 0.46 % 0.42 % Dividend yield 0.0 % 0.0 % Public and private warrant price $ 3.30 $ 3.30 | ||
Schedule of roll-forward of the fair value of the warrant liability | The following table provides a roll-forward of the fair value of the Company’s warrant liability, for which fair value was determined using Level 3 inputs: Warrant liabilities Fair value at December 7, 2020 $ 43,147,500 Change in fair value — Fair value at December 31, 2020 $ 43,147,500 | The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ 14,685,000 $ 28,462,500 $ 43,147,500 Change in fair value (5,963,000) (11,557,500) (17,520,500) Transfer to Level 1 — (16,905,000) (16,905,000) Transfer to Level 2 (8,722,000) — (8,722,000) Fair value as of June 30, 2021 $ — $ — $ — |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following: June 30, December 31, 2021 2020 (In thousands) Computers and software $ 839 $ 510 R&D lab equipment 609 469 Furniture and fixtures 69 40 Leasehold improvements 1,931 1,828 Total property, plant and equipment 3,448 2,847 Less accumulated depreciation and amortization (2,229) (1,841) Property, plant and equipment, net $ 1,219 $ 1,006 | Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets, as follows: Estimated Useful Life Equipment on lease 5 years Computers and software 3 years R&D lab equipment 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the remaining lease term or useful life of 5 years Property and equipment, net consisted of the following: December 31, 2020 2019 (In thousands) Computers and software $ 510 $ 883 R&D lab equipment 469 914 Furniture and fixtures 40 101 Leasehold improvements 1,828 1,387 Total property and equipment 2,847 3,285 Less accumulated depreciation (1,841) (1,829) Property and equipment, net $ 1,006 $ 1,456 |
Revenue by Geographic Area | Revenue by geographic area based on the billing address of the customers were as follows: Six months ended June 30, 2021 2020 (In thousands) United States $ 8,246 $ 8,631 Other 72 1,329 Total $ 8,318 $ 9,960 | Revenue by geographic area based on the billing address of the customers were as follows: Year ended December 31, 2020 2019 (In thousands) United States $ 13,046 $ 15,223 East Asia/Oceania 5,929 — Total $ 18,975 $ 15,223 |
Disaggregation of Revenue | The following table summarizes revenue disaggregated by products and service type: Six months ended June 30, 2021 2020 (In thousands) 3D Printers $ 6,313 $ 9,300 Recurring Payment (defined below) 635 — Support services 1,370 660 Total $ 8,318 $ 9,960 | The following table summarizes revenue disaggregated by products and service type: Year ended December 31, 2020 2019 (In thousands) 3D Printers $ 16,965 $ 14,589 Recurring Payment (defined below) 350 — Support Services 1,660 634 Total $ 18,975 $ 15,223 |
Schedules of Concentration of Risk | The customer concentration for balances greater than 10% of revenues and 10% of accounts receivables, net, respectively, are presented below: Total Revenue Accounts Receivable, Net Six months ended June 30, June 30 December 31 2021 2020 2021 2020 (as a percentage) (as a percentage) Customer 1 21.1 % 16.3 % 31.6 % — % Customer 2 18.2 % — % 41.0 % — % Customer 3 16.8 % 13.2 % <10 % <10 % Customer 4 16.3 % 67.8 % <10 % 85.6 % Customer 5 14.5 % — % — % — % | |
Schedule of Cash and Cash Equivalents | June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 11,948 $ 15,517 Restricted cash (Other assets) 1,200 — Total cash and cash equivalents, and restricted cash $ 13,148 $ 15,517 | |
Restrictions on Cash and Cash Equivalents | June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 11,948 $ 15,517 Restricted cash (Other assets) 1,200 — Total cash and cash equivalents, and restricted cash $ 13,148 $ 15,517 |
Basic and Diluted Net Loss pe_2
Basic and Diluted 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] | ||
Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of the Company’s basic and diluted net loss per share to common stockholders: Six months ended June 30, 2021 2020 (In thousands, except share data) Numerator: Net loss $ (26,086) $ (10,484) Denominator: Weighted average shares used in computing net loss per share – basic and diluted 19,715,885 18,553,332 Net loss per share – basic and diluted. $ (1.32) $ (0.57) | The following table sets forth the computation of the Company’s basic and diluted net loss per share to common stockholders: Year ended December 31, 2020 2019 (In thousands, except share and per share data) Numerator: Net loss $ (21,807) $ (25,678) Extinguishment of redeemable convertible preferred stock (1) 13,051 — Net loss attributable to common stockholders $ (8,756) $ (25,678) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted 19,232,455 15,629,519 Net loss per share attributable to common stockholders, basic and diluted. $ (0.46) $ (1.64) __________________ (1) Represents the Series A, B and C redeemable convertible preferred stock extinguishment and thus reflects additional amounts attributable to common stockholders for EPS purposes. See Note 13, Equity Instruments. |
Schedule of Potentially Dilutive Shares Excluded from Computation of Net Loss Per Share | The following potentially dilutive shares of common stock equivalents “on an as-converted basis” were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have had an antidilutive effect: Six months ended June 30, 2021 2020 (per share data) Redeemable convertible preferred stock 147,876,672 147,876,672 Convertible promissory note 6,756,757 4,029,222 Redeemable convertible preferred stock warrants 408,729 408,729 Common stock warrants 293,856 63,621 Common stock options issued and outstanding 26,997,994 22,454,406 Total potentially dilutive common share equivalents 182,334,008 174,832,650 | The following potentially dilutive shares of common stock equivalents “on an as-converted basis” were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have had an antidilutive effect: December 31, 2020 2019 Redeemable convertible preferred stock 147,876,672 27,967,896 Convertible notes — 4,006,668 Redeemable convertible preferred stock warrants 408,729 173,362 Common stock warrants 262,638 63,621 Common stock options issued and outstanding 26,347,331 5,946,782 Total potentially dilutive common stock equivalents 174,895,370 38,158,329 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Schedule of Accounts Receivable, Net | Accounts receivable, net consisted of the following: June 30, December 31, 2021 2020 (In thousands) Trade Receivables $ 3,947 $ 1,299 Less: Allowances for Doubtful Accounts (67) (67) Total $ 3,880 $ 1,232 | Accounts receivable, net consisted of the following: December 31, 2020 2019 (In thousands) Trade receivables $ 1,299 $ 2,041 Less: allowances for doubtful accounts (67) (67) Total $ 1,232 $ 1,974 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Schedule of Inventories | Inventories consisted of the following: June 30, December 31, 2021 2020 (In thousands) Raw materials $ 4,430 $ 1,948 Work-in-progress 4,158 5,361 Total $ 8,588 $ 7,309 | Inventories consisted of the following: December 31, 2020 2019 (In thousands) Raw materials $ 1,948 $ 1,831 Work-in-progress 5,361 2,735 Total $ 7,309 $ 4,566 |
Prepaid expenses and other cu_2
Prepaid expenses and other current assets (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following: June 30, December 31, 2021 2020 (In thousands) Prepaid insurance and other $ 1,110 $ 525 Vendor prepayments 1,445 282 Total $ 2,555 $ 807 | Prepaid expenses and other current assets consisted of the following: December 31, 2020 2019 (In thousands) Prepaid insurance and other $ 525 $ 548 Vendor prepayments 282 1,336 Total $ 807 $ 1,884 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following: June 30, December 31, 2021 2020 (In thousands) Computers and software $ 839 $ 510 R&D lab equipment 609 469 Furniture and fixtures 69 40 Leasehold improvements 1,931 1,828 Total property, plant and equipment 3,448 2,847 Less accumulated depreciation and amortization (2,229) (1,841) Property, plant and equipment, net $ 1,219 $ 1,006 | Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets, as follows: Estimated Useful Life Equipment on lease 5 years Computers and software 3 years R&D lab equipment 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the remaining lease term or useful life of 5 years Property and equipment, net consisted of the following: December 31, 2020 2019 (In thousands) Computers and software $ 510 $ 883 R&D lab equipment 469 914 Furniture and fixtures 40 101 Leasehold improvements 1,828 1,387 Total property and equipment 2,847 3,285 Less accumulated depreciation (1,841) (1,829) Property and equipment, net $ 1,006 $ 1,456 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following: June 30, December 31, 2021 2020 (In thousands) Accrued expenses $ 615 $ 787 Accrued salaries and benefits 2,167 1,231 Lease liability – current portion 507 494 Total $ 3,289 $ 2,512 | Accrued expenses and other current liabilities consisted of the following: December 31, 2020 2019 (In thousands) Accrued expenses $ 787 $ 558 Accrued salaries and benefits 1,231 2,232 Lease liability — current portion 494 528 Total $ 2,512 $ 3,318 |
Leases (Tables)
Leases (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Assets and Liabilities | Total Right-of-Use (“ROU”) assets (recorded in “Other Assets”) and lease liabilities (recorded in “Accrued expenses and other current liabilities” and “Other noncurrent liabilities”) are as follows: June 30, December 31, 2021 2020 (In thousands) Right-of-use assets: Net book value (Other assets) $ 1,536 $ 633 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 474 $ 494 Noncurrent (Other noncurrent liabilities) 1,013 232 1,487 726 Financing lease liabilities: Current (Accrued expense and other current liabilities) $ 33 $ — Noncurrent (Other noncurrent liabilities) 58 — $ 91 $ — Total lease liabilities $ 1,578 $ 726 | Total ROU assets (recorded in “Other Assets”) and lease liabilities (recorded in “Accrued expenses and other current liabilities” and “Other noncurrent liabilities”) were as follows: December 31, 2020 2019 (In thousands) Right-of-use assets: Net book value (Other assets) $ 633 $ 1,175 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 494 $ 528 Noncurrent (Other noncurrent liabilities) 232 660 Total lease liabilities $ 726 $ 1,188 |
Lease-Related Balances | Information about lease-related balances were as follows: Six months ended June 30, 2021 2020 Operating lease expense $ 304 $ 285 Financing lease expense 13 — Short-term lease expense 25 46 Total lease expense $ 342 $ 331 Cash paid for leases $ 628 $ 260 Weighted – average remaining lease term – operating leases (years) 3.2 2 Weighted – average discount rate – operating leases 4.39 % 4.46 % | Information about lease-related balances were as follows: Year Ended December 31, 2020 2019 (In thousands) Operating lease expense $ 571 $ 397 Short-term lease expense $ 27 $ 1 Total lease expense $ 598 $ 398 Cash paid for leases $ 557 $ 399 Weighted-average remaining lease term – operating leases (years) 1.58 2.42 Weighted-average discount rate – operating leases 4.47 % 4.45 % |
Future Minimum Lease Payments | Future minimum lease payments under non-cancellable operating leases as of June 30, 2021 are as follows: (In thousands) Remainder of 2021 $ 243 2022 562 2023 471 2024 430 Total operating lease payments $ 1,706 Less portion representing imputed interest (128) Total operating lease liabilities $ 1,578 Less current portion 507 Long-term portion $ 1,071 | Future minimum lease payments under non-cancellable operating leases as of December 31, 2020 were as follows: (In thousands) Year ended December 31, 2021 $ 540 2022 241 2023 20 Total operating lease payments 801 Less portion representing imputed interest (75) Total operating lease liabilities 726 Less current portion 494 Long-term portion $ 232 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Schedule of Long-term Debt | Long-term debt consisted of the following: June 30, December 31, 2021 2020 (In thousands) Term loan $ 15,000 $ 5,150 Property and equipment loan — 833 Equipment loan 4,656 2,081 Deferred financing costs (773) (61) Total $ 18,883 $ 8,003 Debt – current portion 6,070 3,687 Long-term debt – less current portion $ 12,813 $ 4,316 | Long-term debt consisted of the following: December 31, 2020 2019 (In thousands) Term loan $ 5,150 $ 5,150 Property and equipment loan 833 1,167 Equipment loan 2,081 — Deferred financing costs (61) (189) Total $ 8,003 $ 6,128 Debt – current portion 3,687 145 Long-term debt – less current portion $ 4,316 $ 5,983 |
Future Minimum Aggregate Payments | The future minimum aggregate payments for the above borrowings are as follows as of June 30, 2021: (In thousands) Remainder of 2021 $ 1,785 2022 8,980 2023 7,830 2024 288 $ 18,883 | The future minimum aggregate payments for the above borrowings are as follows: (In thousands) Year ended December 31,, 2021 $ 3,687 2022 3,541 2023 775 $ 8,003 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Schedule of Convertible Notes Payable | Convertible notes payable consisted of the following: June 30, December 31, 2021 2020 (In thousands) Convertible notes into redeemable convertible preferred stock $ 5,000 $ — Convertible notes payable $ 5,000 $ — | Convertible notes payable consisted of the following: December 31, 2020 2019 (In thousands) Convertible notes into redeemable convertible preferred stock $ — $ 1,500 Convertible notes payable $ — $ 1,500 |
Equity Instruments (Tables)
Equity Instruments (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Schedule of Redeemable Convertible Preferred Stock | Redeemable convertible preferred stock consisted of the following: As of June 30, 2021 and December 31, 2020 (In thousands, except share and per share data) Shares Original issue Liquidation Carrying Authorized Issued and Series A 8,906,694 6,726,134 $ 2.928 $ 19,696 $ 17,030 Series B 10,385,804 8,386,456 $ 3.851 32,300 32,176 Series C 8,848,760 8,399,058 $ 5.524 46,400 39,378 Series D 97,278,007 94,222,735 $ 0.375 35,366 35,120 125,419,265 117,734,383 $ 133,762 $ 123,704 | Redeemable convertible preferred stock consisted of the following: December 31, 2020 (In thousands, except share and per share data) Shares Original issue price per share Liquidation Preference Carrying value Authorized Issued and Outstanding Series A 8,906,694 6,726,134 $ 2.928 $ 19,696 $ 17,030 Series B 10,385,804 8,386,456 $ 3.851 32,300 32,176 Series C 8,848,760 8,399,058 $ 5.524 46,400 39,378 Series D 97,278,007 94,222,735 $ 0.375 35,366 35,120 125,419,265 117,734,383 $ 133,762 $ 123,704 December 31, 2019 (In thousands, except share and per share data) Shares Original issue price per share Liquidation Preference Carrying value Authorized Issued and Outstanding Series A 8,906,694 8,893,332 $ 2.928 $ 26,042 $ 21,004 Series B 10,385,804 10,385,804 $ 3.851 40,000 39,876 Series C 8,848,760 8,688,760 $ 5.524 48,000 40,978 28,141,258 27,967,896 $ 114,042 $ 101,858 |
Schedule of Shares of Common Stock Reserved for Issuance | Shares of common stock reserved for issuance on an “as if converted” basis were as follows: June 30, December 31, 2021 2020 (share data) Redeemable convertible preferred 147,876,672 147,876,672 Convertible promissory note 6,756,757 — Redeemable convertible preferred stock warrants 408,729 408,729 Common stock warrants 293,856 262,638 Common stock options issued and outstanding 26,997,994 26,347,331 Shares available for future grant under 2014 Stock Option Plan 6,370,750 7,223,913 Total shares of common stock reserved 188,704,758 182,119,283 | Shares of common stock reserved for issuance on an “as if converted” basis were as follows: December 31, 2020 2019 (share data) Redeemable convertible preferred stock 147,876,672 27,967,896 Convertible promissory note — 4,006,668 Redeemable convertible preferred stock warrants 408,729 173,362 Common stock warrants 262,638 63,621 Common stock options issued and outstanding 26,347,331 5,946,782 Shares available for future grant under 2014 Stock Option Plan 7,223,913 3,093,095 Total shares of common stock reserved 182,119,283 41,251,424 |
Schedule of Warrants for Shares of Stock | Warrants for shares of common stock consisted of the following: June 30, 2021 Issue Date Expiration Number of Exercise Fair Value on Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Common stock 12/17/2020 12/17/2030 199,017 $ 0.15 $ 0.14 Common stock 02/18/2021 02/18/2031 6,244 $ 0.15 $ 5.28 Common stock 03/26/2021 03/26/2031 12,487 $ 0.15 $ 5.28 Common stock 04/26/2021 04/26/2031 12,487 $ 0.15 $ 5.28 Total outstanding 293,856 Warrants for shares of Series A and Series C redeemable convertible preferred stock consisted of the following (dollars in thousands, except share and per share amounts): As of June 30, 2021 and December 31, 2020 Issue Date Expiration Number of Exercise Price Fair Value on Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $1.12 $1.25 Series C redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $5.52 $1.05 Total outstanding 173,362 | Warrants for shares of common stock consisted of the following: December 31, 2020 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Common stock 12/17/2020 12/17/2030 199,017 $ 0.15 $ 0.14 Total outstanding 262,638 December 31, 2019 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Common stock 12/02/2015 12/02/2025 13,660 $ 0.71 $ 0.57 Common stock 07/02/2018 07/02/2028 49,961 $ 2.01 $ 1.63 Total outstanding 63,621 Warrants for shares of Series A and Series C redeemable convertible preferred stock consisted of the following (dollars in thousands, except share and per share amounts): December 31, 2020 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $ 1.12 $ 1.25 Series C redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $ 5.52 $ 1.05 Total outstanding 173,362 December 31, 2019 Issue Date Expiration Date Number of Warrants Exercise Price per Warrant Fair Value on Issue Date per Warrant Series A redeemable convertible preferred stock 11/14/2014 11/13/2024 13,362 $ 1.12 $ 1.25 Series A redeemable convertible preferred stock 04/18/2019 04/18/2029 160,000 $ 5.52 $ 1.05 Total outstanding 173,362 |
Warrant Liability Rollforward | Rollforward of the liability for warrants on redeemable convertible preferred stock: (in thousands) Balance as of December 31, 2019 $ 185 Change in fair value (Other income (expense), net) (7) Balance as of June 30, 2020 (Other noncurrent liabilities) $ 178 Balance as of December 31, 2020 $ 181 Change in fair value (Other income (expense), net) 1,741 Balance as of June 30, 2021 (Other noncurrent liabilities) $ 1,922 | Rollforward of the liability for warrants on redeemable convertible preferred stock: (in thousands) Balance as of January 1, 2019 $ 17 Issuance of new warrant 168 Change in fair value (5) Balance as of December 31, 2019 180 Change in fair value (3) Balance as of December 31, 2020 $ 177 |
Fair Value Assumptions | The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Six months ended June 30, 2021 2020 Expected volatility 55% – 65% 35% – 45% Risk-free interest rate 0.1% – 0.5% 0.1% – 0.8% Dividend yield — — | The level 3 fair value assumptions used in the Black-Scholes model for the recurring valuation of the redeemable convertible preferred stock warrant liability were as follows: Year ended December 31, 2020 2019 Expected volatility 35% – 45% 41% – 54% Risk-free interest rate 0.1% – 0.8% 1.6% – 1.9% Dividend yield — — |
Stock Option Plan and Stock-B_2
Stock Option Plan and Stock-Based Compensation (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock Option Plan Activity | Activity under the Company’s stock option plans is set forth below: Options Weighted-Average Weighted-Average (In thousands) (Per Share Data) (Years) Outstanding as of December 31, 2019 5,947 $ 1.23 8.1 Granted 18,528 $ 0.22 Exercised (50) $ 0.80 Forfeited or expired (1,971) $ 0.80 Outstanding as of June 30, 2020 22,454 $ 0.32 9.5 Options vested and expected to vest as of June 30, 2020 22,454 $ 0.32 Vested and exercisable as of June 30, 2020 2,613 $ 0.83 Outstanding as of December 31, 2020 26,347 $ 0.27 9.3 Granted 1,186 $ 5.40 Exercised (203) $ 1.40 Forfeited or expired (332) $ 0.33 Outstanding as of June 30, 2021 26,998 $ 0.48 8.7 Options vested and expected to vest as of June 30, 2021 26,998 $ 0.48 Vested and exercisable as of June 30, 2021 7,299 $ 0.51 | Activity under the Company’s stock option plans is set forth below: Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term in years (In thousands) (Per Share Data) (Years) Outstanding as of January 1, 2019 6,389 $ 1.50 Granted 5,882 $ 0.80 Exercised (151) $ 1.05 Forfeited or expired (6,173) $ 1.39 Outstanding as of December 31, 2019 5,947 $ 1.23 8.1 Granted 25,675 $ 0.20 Exercised (67) $ 0.80 Forfeited or expired (5,208) $ 0.55 Outstanding as of December 31, 2020 26,347 $ 0.27 9.3 Options vested and expected to vest as of December 31, 2020 26,347 $ 0.27 Vested and exercisable as of December 31, 2020 3,309 $ 0.77 |
Weighted-Average Assumptions Used in Stock Options | The weighted-average assumptions in the Black-Scholes option-pricing model used to determine the fair value of stock options granted were as follows: Six months ended June 30, 2021 2020 Expected volatility 60% 60% Risk-free interest rate 0.9% – 1.0% 0.4% – 0.8% Dividend yield —% —% Expected term (in years) 5.71 6.07 | The weighted-average assumptions in the Black-Scholes option-pricing model used to determine the fair value of stock options granted were as follows: Year ended December 31, 2020 2019 Expected volatility 60 % 60 % Risk-free interest rate 0.4% – 0.5% 2.0% – 3.0% Dividend yield — % — % Expected term (in years) 6.04 5.28 |
Schedule of Stock-Based Compensation Expense | The following sets forth the total stock-based compensation expense for the stock options included in the statements of operations: Six months ended June 30, 2021 2020 (In thousands) Research and development $ 387 $ 382 Selling and marketing 174 213 General and administrative 514 182 $ 1,075 $ 777 | The following sets forth the total stock-based compensation expense for the stock options included in the statements of operations: Year ended December 31, 2020 2019 (In thousands) Research and development $ 728 $ 769 Selling and marketing 373 304 General and administrative 354 399 $ 1,455 $ 1,472 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of the provision computed at the federal statutory rate to the Company’s provision (benefit) for income taxes was as follows: Year ended December 31, 2020 2019 (In thousands, except percentages) Tax at federal statutory rate $ (4,579) (21.0) % $ (5,392) (21.0) % State, net of federal benefit (922) (4.2) % (2,119) (8.3) % Stock-based compensation 234 1.1 % 226 0.9 % Other (527) (2.5) % (569) (2.2) % Change in valuation allowance 5,794 26.6 % 7,854 30.6 % Total provision for income taxes $ — — % $ — — % |
Components of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities were as follows: December 31, 2020 2019 (in thousands) Deferred tax assets Net operating loss carryforwards $ 35,818 $ 30,696 Research and development tax credits 5,286 4,382 Stock-based compensation 594 574 Other timing differences 644 897 Total deferred tax assets $ 42,342 $ 36,549 Valuation allowance (42,342) (36,549) Net deferred tax assets $ — $ — |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits was as follows: December 31, 2020 2019 (in thousands) Balance at beginning of year $ 2,429 $ 1,928 Additions based on tax positions related to the current year 431 501 Balance at end of year $ 2,860 $ 2,429 |
DESCRIPTION OF ORGANIZATION A_2
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) - USD ($) | Dec. 07, 2020 | Sep. 11, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Cash held outside of the Trust Account | $ 11,948,000 | $ 15,517,000 | $ 11,948,000 | $ 15,517,000 | $ 9,815,000 | |||||
Net loss | (13,548,000) | $ (5,702,000) | (26,086,000) | $ (10,484,000) | (21,807,000) | (25,678,000) | ||||
Cash used in operating activities | 13,022,000 | 16,407,000 | 26,446,000 | 16,422,000 | ||||||
Revenue | $ 1,172,000 | $ 6,399,000 | $ 8,318,000 | $ 9,960,000 | $ 18,975,000 | $ 15,223,000 | ||||
Share price (in usd per share) | $ 5.40 | $ 0.33 | $ 5.40 | $ 0.33 | ||||||
JAWS Spitfire Acquisition Corporation | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Cash held outside of the Trust Account | $ 145,200 | $ 1,667,600 | $ 145,200 | $ 1,667,600 | ||||||
Net loss | $ (2,660,294) | $ 16,083,886 | (1,767,451) | 13,423,592 | ||||||
Cash used in operating activities | 782,400 | $ 1,254,632 | ||||||||
Revenue | 0 | |||||||||
Share price (in usd per share) | $ 10 | $ 10 | ||||||||
Transaction costs | $ 19,126,250 | |||||||||
Deferred underwriting fees | 12,075,000 | $ 12,075,000 | 12,075,000 | $ 12,075,000 | 12,075,000 | |||||
Other offering costs | 151,250 | |||||||||
Other offering costs reimbursed from underwriters | $ 450,000 | $ 450,000 | ||||||||
Threshold minimum aggregate fair market value as a percentage of the assets held in the Trust Account | 80.00% | 80.00% | ||||||||
Threshold percentage of outstanding voting securities of the target to be acquired by post-transaction company to complete business combination | 50.00% | 50.00% | ||||||||
Redemption of shares calculated based on business days prior to consummation of business combination (in days) | 2 days | 2 days | ||||||||
Minimum net tangible assets upon consummation of the Business Combination | $ 5,000,001 | $ 5,000,001 | $ 5,000,001 | 5,000,001 | ||||||
Threshold percentage of Public Shares subject to redemption without the Company's prior written consent | 15.00% | 15.00% | ||||||||
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent) | 100.00% | 100.00% | ||||||||
Threshold business days for redemption of public shares | 10 days | 10 days | ||||||||
Maximum net interest to pay dissolution expenses | $ 100,000 | $ 100,000 | ||||||||
Deferred Offering Costs | 19,126,250 | 19,126,250 | ||||||||
Condition For Future Business Combination Number Of Businesses Minimum | one | |||||||||
JAWS Spitfire Acquisition Corporation | Initial Public Offering | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Sale of units (in shares) | 34,500,000 | 34,500,000 | ||||||||
Share price (in usd per share) | $ 10 | $ 10 | $ 10 | |||||||
Gross proceeds from sale of units | $ 345,000,000 | |||||||||
Deferred underwriting fees | 6,900,000 | $ 6,900,000 | 6,900,000 | $ 6,900,000 | $ 6,900,000 | |||||
Other offering costs | $ 601,250 | |||||||||
Sale of Stock, Transaction Costs | $ 345,000,000 | |||||||||
Sale of share price unit | $ 10 | |||||||||
JAWS Spitfire Acquisition Corporation | Over-allotment | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Sale of units (in shares) | 4,500,000 | 4,500,000 | ||||||||
JAWS Spitfire Acquisition Corporation | Private Placement | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Sale of units (in shares) | 4,450,000 | 4,450,000 | ||||||||
Share price (in usd per share) | $ 2 | $ 2 | $ 2 | |||||||
Gross proceeds from sale of units | $ 8,900,000 | $ 8,900,000 | ||||||||
Other offering costs | $ 151,250 |
REVISION OF PREVIOUSLY ISSUED_3
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Details) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 07, 2020 | Dec. 31, 2019 | |
Reclassification [Line Items] | |||||
Additional paid-in capital | $ 16,446,000 | $ 14,954,000 | $ 13,196,000 | ||
Accumulated deficit | (148,861,000) | (122,776,000) | $ (114,020,000) | ||
JAWS Spitfire Acquisition Corporation | |||||
Reclassification [Line Items] | |||||
Additional paid-in capital | 2,660,273 | 6,766,010 | $ 6,587,441 | ||
Accumulated deficit | $ 2,338,422 | $ (1,767,451) | $ (1,588,878) | ||
JAWS Spitfire Acquisition Corporation | Correction of negative balance in additional-paid-in capital | |||||
Reclassification [Line Items] | |||||
Increase to additional-paid-in capital | $ 9,317,719 | ||||
Additional paid-in capital | 0 | ||||
Decrease to retained earning | 9,317,719 | ||||
Accumulated deficit | $ 4,788,716 |
REVISION OF PREVIOUSLY ISSUED_4
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS/RESTATEMENT - Balance Sheet (Details) - USD ($) | Jun. 30, 2021 | Mar. 31, 2021 | Feb. 28, 2021 | Dec. 31, 2020 | Dec. 07, 2020 | Sep. 10, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Balance Sheet | |||||||||
Liabilities | $ 48,943,000 | $ 16,808,000 | $ 20,598,000 | ||||||
Redeemable convertible preferred stock, $0.00001 par value, 125,419,265 and 28,141,258 shares authorized as of December 31, 2020 and 2019, respectively; 117,734,383 and 27,967,896 shares issued and outstanding as of December 31, 2020 and 2019, respectively; liquidation preference of $133,762,000 and $114,042,000 as of December 31, 2020 and 2019, respectively | 123,704,000 | 123,704,000 | $ 118,374,000 | 101,858,000 | $ 91,826,000 | ||||
Class A ordinary shares | 1,000 | 1,000 | 1,000 | ||||||
Accumulated deficit | (148,861,000) | (122,776,000) | (114,020,000) | ||||||
Additional paid-in capital | 16,446,000 | 14,954,000 | 13,196,000 | ||||||
Total Shareholder's Equity | (132,414,000) | $ 1,500,000,000 | (107,821,000) | $ (97,217,000) | $ (100,823,000) | $ (84,756,000) | |||
JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Warrant liabilities | 25,104,000 | 43,147,500 | $ 43,147,500 | ||||||
Liabilities | 40,638,405 | 55,927,140 | 55,830,550 | ||||||
Redeemable convertible preferred stock, $0.00001 par value, 125,419,265 and 28,141,258 shares authorized as of December 31, 2020 and 2019, respectively; 117,734,383 and 27,967,896 shares issued and outstanding as of December 31, 2020 and 2019, respectively; liquidation preference of $133,762,000 and $114,042,000 as of December 31, 2020 and 2019, respectively | 299,891,260 | 286,467,670 | 286,466,240 | ||||||
Accumulated deficit | 2,338,422 | (1,767,451) | (1,588,878) | ||||||
Additional paid-in capital | 2,660,273 | 6,766,010 | 6,587,441 | ||||||
Total Shareholder's Equity | 5,000,009 | $ 5,000,003 | 5,000,007 | 5,000,010 | $ 0 | ||||
Previously Reported [Member] | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Liabilities | 12,779,640 | 12,683,050 | |||||||
Redeemable convertible preferred stock, $0.00001 par value, 125,419,265 and 28,141,258 shares authorized as of December 31, 2020 and 2019, respectively; 117,734,383 and 27,967,896 shares issued and outstanding as of December 31, 2020 and 2019, respectively; liquidation preference of $133,762,000 and $114,042,000 as of December 31, 2020 and 2019, respectively | 329,615,170 | 329,793,740 | |||||||
Accumulated deficit | (183,573) | (5,000) | |||||||
Additional paid-in capital | 5,182,563 | 5,003,995 | |||||||
Total Shareholder's Equity | 5,000,007 | 5,000,010 | |||||||
Correction of negative balance in additional-paid-in capital | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Accumulated deficit | 4,788,716 | ||||||||
Additional paid-in capital | 0 | ||||||||
Correction of negative balance in additional-paid-in capital | Restatement of warrants as derivative liabilities | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Warrant liabilities | 43,147,500 | 43,147,500 | |||||||
Liabilities | 43,147,500 | 43,147,500 | |||||||
Redeemable convertible preferred stock, $0.00001 par value, 125,419,265 and 28,141,258 shares authorized as of December 31, 2020 and 2019, respectively; 117,734,383 and 27,967,896 shares issued and outstanding as of December 31, 2020 and 2019, respectively; liquidation preference of $133,762,000 and $114,042,000 as of December 31, 2020 and 2019, respectively | (43,147,500) | (43,147,500) | |||||||
Accumulated deficit | (1,583,878) | (1,583,878) | |||||||
Additional paid-in capital | 1,583,447 | 1,583,447 | |||||||
Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Class A ordinary shares | 451 | 585 | 584 | ||||||
Total Shareholder's Equity | 451 | 424 | 585 | 0 | |||||
Class A Ordinary Share | Previously Reported [Member] | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Class A ordinary shares | 154 | 152 | |||||||
Class A Ordinary Share | Correction of negative balance in additional-paid-in capital | Restatement of warrants as derivative liabilities | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Class A ordinary shares | 431 | $ 432 | |||||||
Class B Ordinary Share | JAWS Spitfire Acquisition Corporation | |||||||||
Balance Sheet | |||||||||
Class A ordinary shares | 863 | 863 | |||||||
Total Shareholder's Equity | $ 863 | $ 863 | $ 863 | $ 0 |
REVISION OF PREVIOUSLY ISSUED_5
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS/RESTATEMENT - Net loss (Details) - USD ($) | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net loss | ||||||||
Net loss | $ (13,548,000) | $ (5,702,000) | $ (26,086,000) | $ (10,484,000) | $ (21,807,000) | $ (25,678,000) | ||
JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Transaction costs allocated to warrant liabilities | $ 1,583,878 | |||||||
Net loss | $ (2,660,294) | $ 16,083,886 | (1,767,451) | $ 13,423,592 | ||||
Previously Reported [Member] | JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Net loss | (183,573) | |||||||
Correction of negative balance in additional-paid-in capital | Restatement of warrants as derivative liabilities | JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Transaction costs allocated to warrant liabilities | 1,583,878 | |||||||
Net loss | (1,583,878) | |||||||
Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Net loss | $ 0 | |||||||
Basic and diluted net income per ordinary shares | $ 0 | $ 0 | $ 0 | |||||
Class B Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Net loss | $ 0 | |||||||
Basic and diluted net income per ordinary shares | $ (0.30) | $ (0.23) | $ 1.56 | |||||
Class B Ordinary Share | Previously Reported [Member] | JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Basic and diluted net income per ordinary shares | (0.02) | |||||||
Class B Ordinary Share | Correction of negative balance in additional-paid-in capital | Restatement of warrants as derivative liabilities | JAWS Spitfire Acquisition Corporation | ||||||||
Net loss | ||||||||
Basic and diluted net income per ordinary shares | $ (0.21) |
REVISION OF PREVIOUSLY ISSUED_6
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS/RESTATEMENT - Cash flow (Details) - USD ($) | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | $ (13,548,000) | $ (5,702,000) | $ (26,086,000) | $ (10,484,000) | $ (21,807,000) | $ (25,678,000) | ||
JAWS Spitfire Acquisition Corporation | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Transaction costs allocated to warrant liabilities | $ 1,583,878 | |||||||
Net loss | $ (2,660,294) | $ 16,083,886 | (1,767,451) | $ 13,423,592 | ||||
Previously Reported [Member] | JAWS Spitfire Acquisition Corporation | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | (183,573) | |||||||
Correction of negative balance in additional-paid-in capital | Restatement of warrants as derivative liabilities | JAWS Spitfire Acquisition Corporation | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Transaction costs allocated to warrant liabilities | 1,583,878 | |||||||
Net loss | (1,583,878) | |||||||
Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | 0 | |||||||
Class B Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Dec. 07, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Redeemable convertible preferred stock, shares oustanding | 117,734,383 | 103,201,832 | 117,734,383 | 117,734,383 | 103,201,832 | 117,734,383 | 27,967,896 | 25,602,868 | ||
Price per share | $ 5.40 | $ 0.33 | $ 5.40 | $ 0.33 | ||||||
Exercise Price per Warrant (in usd per share) | $ 2.01 | |||||||||
Threshold percentage of outstanding Class A securities | 50.00% | |||||||||
Unrecognized tax benefits | $ 0 | $ 2,860,000 | $ 0 | $ 2,860,000 | $ 2,429,000 | $ 1,928,000 | ||||
Accrued interest and penalties related to uncertain tax positions | 0 | $ 0 | 0 | 0 | ||||||
Income tax expense | 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Warrants to purchase common stock | 182,334,008 | 174,832,650 | 174,895,370 | 38,158,329 | ||||||
Net Earnings | (13,548,000) | $ (5,702,000) | $ (26,086,000) | $ (10,484,000) | $ (21,807,000) | $ (25,678,000) | ||||
JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Redeemable convertible preferred stock, shares oustanding | 28,646,767 | 28,646,767 | ||||||||
Cash Equivalents | $ 0 | $ 0 | $ 0 | $ 0 | ||||||
Offering costs | $ 19,126,250 | $ 19,126,250 | ||||||||
Price per share | $ 10 | $ 10 | ||||||||
Warrants, conversion ratio | 1 | 1 | ||||||||
Public Warrants exercisable term after the completion of a business combination | 30 days | |||||||||
Public Warrants exercisable term from the closing of the initial public offering | 1 year | 12 months | ||||||||
Public Warrants expiration term | 5 years | 5 years | ||||||||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 30 days | 30 days | ||||||||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | |||||||||
Threshold percentage of outstanding Class A securities | 50.00% | |||||||||
Unrecognized tax benefits | $ 0 | $ 0 | ||||||||
Accrued interest and penalties related to uncertain tax positions | 0 | 0 | ||||||||
Income tax expense | 0 | |||||||||
Interest Income | $ 5,210 | $ 9,910 | ||||||||
Net Earnings | (2,660,294) | $ 16,083,886 | (1,767,451) | 13,423,592 | ||||||
Cash, FDIC Insured Amount | 250,000 | 250,000 | 250,000 | 250,000 | ||||||
Operating bank accounts | 145,200 | |||||||||
Working capital deficit | 2,939,641 | |||||||||
Expenses in exchange for issuance of founder shares | 25,000 | |||||||||
Deferred underwriting fees | $ 12,075,000 | $ 12,075,000 | 12,075,000 | $ 12,075,000 | $ 12,075,000 | |||||
Other offering costs reimbursed from underwriters | 450,000 | 450,000 | ||||||||
Other offering costs | $ 151,250 | |||||||||
Transaction costs allocated to warrant liabilities | 1,583,878 | |||||||||
Offering costs charged to shareholders' equity | $ 17,542,372 | |||||||||
Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Redeemable convertible preferred stock, shares oustanding | 29,989,126 | 28,646,767 | 29,989,126 | 28,646,767 | ||||||
Net Earnings | $ 0 | |||||||||
Basic and diluted weighted average shares outstanding | 34,500,000 | 34,500,000 | 34,500,000 | |||||||
Earnings/Basic and Diluted Redeemable Class A Ordinary Shares | $ 0 | $ 0 | $ 0 | |||||||
Redeemable Class A Ordinary Shares | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Warrants to purchase common stock | 13,075,000 | |||||||||
Redeemable Class A Ordinary Shares | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Interest Income | $ 5,210 | $ 9,910 | ||||||||
Interest Income | $ 0 | |||||||||
Net Earnings | $ 5,210 | $ 0 | ||||||||
Redeemable Net Earnings | $ 9,910 | |||||||||
Basic and diluted weighted average shares outstanding | 34,500,000 | 34,500,000 | 34,500,000 | |||||||
Earnings/Basic and Diluted Redeemable Class A Ordinary Shares | $ 0 | $ 0 | $ 0 | |||||||
Non-Redeemable Class B Ordinary Shares | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Net Earnings | $ (2,660,294) | $ (1,767,451) | $ 13,423,592 | |||||||
Redeemable Net Earnings | (5,210) | (9,910) | ||||||||
Non-Redeemable Net Income | $ (2,665,504) | $ 0 | $ 13,413,682 | |||||||
Basic and diluted weighted average shares outstanding | 8,625,000 | 7,758,028 | 8,625,000 | |||||||
Earnings/Basic and Diluted Redeemable Class A Ordinary Shares | $ (0.30) | $ (0.23) | $ 1.56 | |||||||
Initial Public Offering | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Sale of units (in shares) | 34,500,000 | 34,500,000 | ||||||||
Price per share | $ 10 | $ 10 | $ 10 | |||||||
Number of shares in a unit | 1 | 1 | ||||||||
Number of warrants in a unit | 0.25 | 0.25 | ||||||||
Warrants, conversion ratio | 1 | 1 | 1 | |||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | $ 11.50 | |||||||
Deferred underwriting fees | $ 6,900,000 | $ 6,900,000 | $ 6,900,000 | $ 6,900,000 | $ 6,900,000 | |||||
Other offering costs | $ 601,250 | |||||||||
Private Placement | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Sale of units (in shares) | 4,450,000 | 4,450,000 | ||||||||
Price per share | $ 2 | $ 2 | $ 2 | |||||||
Price of warrants | $ 2 | $ 2 | ||||||||
Warrants, conversion ratio | 1 | 1 | 1 | 1 | ||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | $ 11.50 | $ 11.50 | ||||||
Other offering costs | $ 151,250 | |||||||||
Warrants | Private Placement | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Warrants to purchase common stock | 13,075,000 | |||||||||
Public Warrants | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Number of warrants issued | 8,625,000 | |||||||||
Warrants, conversion ratio | 1 | 1 | ||||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | ||||||||
Public Warrants exercisable term after the completion of a business combination | 30 days | |||||||||
Public Warrants exercisable term from the closing of the initial public offering | 12 months | |||||||||
Public Warrants expiration term | 5 years | 5 years | ||||||||
Public Warrants | Initial Public Offering | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Number of warrants issued | 8,625,000 | |||||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | |||||||||
Private Placement Warrants | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Number of warrants issued | 4,450,000 | |||||||||
Price of warrants | $ 2 | $ 2 | ||||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | $ 11.50 | $ 11.50 | ||||||
Public Warrants exercisable term after the completion of a business combination | 30 days | |||||||||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 30 days | |||||||||
Private Placement Warrants | Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||
Warrants, conversion ratio | 1 | 1 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Warrant Liabilities (Details) - USD ($) | Dec. 07, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Price per share | $ 5.40 | $ 0.33 | $ 5.40 | $ 0.33 | |||||
Exercise Price per Warrant (in usd per share) | $ 2.01 | ||||||||
Net loss | $ (13,548,000) | $ (5,702,000) | $ (26,086,000) | $ (10,484,000) | $ (21,807,000) | $ (25,678,000) | |||
JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Price per share | $ 10 | $ 10 | |||||||
Warrants, conversion ratio | 1 | 1 | |||||||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | ||||||||
Interest Income | $ 5,210 | $ 9,910 | |||||||
Net loss | (2,660,294) | $ 16,083,886 | $ (1,767,451) | 13,423,592 | |||||
Redeemable Class A Ordinary Shares | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Interest Income | 5,210 | 9,910 | |||||||
Net loss | $ 5,210 | $ 0 | |||||||
Redeemable Net Earnings | $ 9,910 | ||||||||
Basic and diluted weighted average shares outstanding | 34,500,000 | 34,500,000 | 34,500,000 | ||||||
Basic and diluted net income per ordinary shares | $ 0 | $ 0 | $ 0 | ||||||
Non-Redeemable Class B Ordinary Shares | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Net loss | $ (2,660,294) | $ (1,767,451) | $ 13,423,592 | ||||||
Redeemable Net Earnings | $ (5,210) | $ (9,910) | |||||||
Basic and diluted weighted average shares outstanding | 8,625,000 | 7,758,028 | 8,625,000 | ||||||
Basic and diluted net income per ordinary shares | $ (0.30) | $ (0.23) | $ 1.56 | ||||||
Non-Redeemable Net Loss | $ (2,665,504) | $ 0 | $ 13,413,682 | ||||||
Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00 | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | ||||||||
Initial Public Offering | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Sale of units (in shares) | 34,500,000 | 34,500,000 | |||||||
Price per share | $ 10 | $ 10 | $ 10 | ||||||
Number of shares in a unit | 1 | 1 | |||||||
Number of warrants in a unit | 0.25 | 0.25 | |||||||
Warrants, conversion ratio | 1 | 1 | 1 | ||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | $ 11.50 | ||||||
Over-allotment | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Sale of units (in shares) | 4,500,000 | 4,500,000 | |||||||
Public Warrants | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of warrants issued | 8,625,000 | ||||||||
Warrants, conversion ratio | 1 | 1 | |||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | |||||||
Public Warrants | Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00 | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | ||||||||
Public Warrants | Initial Public Offering | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of warrants issued | 8,625,000 | ||||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | ||||||||
Private Placement Warrants | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of warrants issued | 4,450,000 | ||||||||
Price of warrants | 2 | $ 2 | |||||||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | $ 11.50 | $ 11.50 | |||||
Private Placement Warrants | Over-allotment | JAWS Spitfire Acquisition Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Sale of units (in shares) | 4,450,000 |
INITIAL PUBLIC OFFERING (Detail
INITIAL PUBLIC OFFERING (Details) - $ / shares | Dec. 07, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2019 |
Subsidiary, Sale of Stock [Line Items] | ||||
Price per share | $ 0.33 | $ 5.40 | ||
Exercise Price per Warrant (in usd per share) | $ 2.01 | |||
JAWS Spitfire Acquisition Corporation | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Price per share | $ 10 | |||
Warrants, conversion ratio | 1 | |||
Public Warrants exercisable term after the completion of a business combination | 30 days | |||
Public Warrants exercisable term from the closing of the initial public offering | 1 year | 12 months | ||
Public Warrants expiration term | 5 years | |||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | |||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 30 days | 30 days | ||
Initial Public Offering | JAWS Spitfire Acquisition Corporation | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Sale of units (in shares) | 34,500,000 | 34,500,000 | ||
Price per share | $ 10 | $ 10 | ||
Number of shares in a unit | 1 | 1 | ||
Number of warrants in a unit | 0.25 | 0.25 | ||
Warrants, conversion ratio | 1 | 1 | ||
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 | ||
Over-allotment | JAWS Spitfire Acquisition Corporation | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Sale of units (in shares) | 4,500,000 | 4,500,000 | ||
Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00 | JAWS Spitfire Acquisition Corporation | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | |||
Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $10.00 | JAWS Spitfire Acquisition Corporation | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 10 |
PRIVATE PLACEMENT (Details)
PRIVATE PLACEMENT (Details) - USD ($) | 4 Months Ended | 6 Months Ended | |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2019 | |
Subsidiary, Sale of Stock [Line Items] | |||
Exercise Price per Warrant (in usd per share) | $ 2.01 | ||
JAWS Spitfire Acquisition Corporation | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares per warrant | 1 | ||
Private Placement | JAWS Spitfire Acquisition Corporation | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares called by warrants | 4,450,000 | 4,450,000 | |
Price of warrants | $ 2 | $ 2 | |
Aggregate purchase price | $ 8,900,000 | $ 8,900,000 | |
Number of shares per warrant | 1 | 1 | |
Exercise Price per Warrant (in usd per share) | $ 11.50 | $ 11.50 |
RELATED PARTY TRANSACTIONS - Fo
RELATED PARTY TRANSACTIONS - Founder Shares and Private Placement and Administrative Services Agreement (Details) | Dec. 07, 2020USD ($) | Dec. 02, 2020shares | Sep. 14, 2020USD ($)shares | Jun. 30, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)item$ / sharesshares | Jun. 30, 2021USD ($)item$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares |
Related Party Transaction [Line Items] | |||||||
Aggregate purchase price | $ 6,809,000 | ||||||
Common shares, shares outstanding (in shares) | shares | 19,686,205 | 19,637,872 | 19,686,205 | 18,064,695 | |||
Exercise Price per Warrant (in usd per share) | $ / shares | $ 2.01 | ||||||
JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Aggregate purchase price | $ 25,000 | ||||||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 30 days | 30 days | |||||
Administrative Support Agreement | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses per month | $ 10,000 | ||||||
Expenses incurred and paid | $ 30,000 | $ 60,000 | |||||
Administrative Services Agreement | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses per month | $ 10,000 | ||||||
Expenses incurred and paid | $ 10,000 | ||||||
Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Common shares, shares outstanding (in shares) | shares | 4,510,874 | 5,853,233 | 4,510,874 | ||||
Class A Ordinary Share | Sponsor | Private Placement | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Number of shares called by warrants | shares | 4,450,000 | 4,450,000 | |||||
Price of warrants | $ / shares | $ 2 | ||||||
Aggregate purchase price | $ 8,900,000 | ||||||
Exercise Price per Warrant (in usd per share) | $ / shares | $ 11.50 | $ 11.50 | |||||
Class B Ordinary Share | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Aggregate purchase price | $ 863 | ||||||
Number of shares issued | shares | 8,625,000 | ||||||
Common shares, shares outstanding (in shares) | shares | 8,625,000 | 8,625,000 | 8,625,000 | 8,625,000 | |||
Class B Ordinary Share | Sponsor | Founder Shares | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Aggregate purchase price | $ 25,000 | ||||||
Number of shares issued | shares | 7,187,500 | ||||||
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders | 20.00% | 20.00% | 20.00% | ||||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 1 year | 1 year | |||||
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) | $ / shares | $ 12 | $ 12 | |||||
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | item | 20 | 20 | |||||
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | item | 30 | 30 | |||||
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences | 150 days | 150 days | |||||
Class B Ordinary Share | Sponsor | Founder Shares | Over-allotment | JAWS Spitfire Acquisition Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Number of shares subject to forfeiture (in shares) | shares | 1,125,000 |
RELATED PARTY TRANSACTIONS - Pr
RELATED PARTY TRANSACTIONS - Promissory Note and Loans (Details) - USD ($) | Sep. 14, 2020 | Dec. 31, 2020 | Jun. 30, 2021 |
JAWS Spitfire Acquisition Corporation | |||
Related Party Transaction [Line Items] | |||
Amount repaid | $ 267,768 | ||
Promissory Note with Related Party | JAWS Spitfire Acquisition Corporation | |||
Related Party Transaction [Line Items] | |||
Proceeds from Related Party Advances | $ 300,000 | ||
Amount borrowed | $ 267,768 | ||
Amount repaid | 267,768 | 0 | |
Related Party Loans | |||
Related Party Transaction [Line Items] | |||
Loans from working capital | 0 | ||
Related Party Loans | JAWS Spitfire Acquisition Corporation | |||
Related Party Transaction [Line Items] | |||
Maximum loans convertible into warrants | $ 1,500,000 | $ 1,500,000 | |
Price of warrants (in dollars per share) | $ 2 | $ 2 | |
Loans from working capital | $ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - JAWS Spitfire Acquisition Corporation - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 07, 2020 |
COMMITMENTS AND CONTINGENCIES | |||
Deferred fee per unit | $ 0.35 | $ 0.35 | |
Deferred underwriting fee payable | $ 12,075,000 | $ 12,075,000 | $ 12,075,000 |
Initial Public Offering | |||
COMMITMENTS AND CONTINGENCIES | |||
Deferred fee per unit | $ 0.20 | $ 0.20 | |
Deferred underwriting fee payable | $ 6,900,000 | $ 6,900,000 | $ 6,900,000 |
SHAREHOLDER'S EQUITY - Preferre
SHAREHOLDER'S EQUITY - Preferred Stock Shares (Details) - JAWS Spitfire Acquisition Corporation - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||
Preferred shares, shares authorized | 1,000,000 | 1,000,000 |
Preferred shares, par value | $ 0.0001 | $ 0.0001 |
Preferred shares, shares issued | 0 | 0 |
Preferred shares, shares outstanding | 0 | 0 |
SHAREHOLDER'S EQUITY - Common S
SHAREHOLDER'S EQUITY - Common Stock Shares (Details) | Dec. 02, 2020shares | Dec. 31, 2020Vote$ / sharesshares | Jun. 30, 2021USD ($)Vote$ / sharesshares | Jun. 30, 2020shares | Dec. 31, 2019$ / sharesshares | Dec. 31, 2018shares |
Class of Stock [Line Items] | ||||||
Common shares, shares authorized (in shares) | 216,000,000 | 216,000,000 | 60,000,000 | |||
Common shares, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||
Common shares, shares issued (in shares) | 19,637,872 | 19,686,205 | 18,064,695 | |||
Common shares, shares outstanding (in shares) | 19,637,872 | 19,686,205 | 18,064,695 | |||
Redeemable convertible preferred stock, shares oustanding | 117,734,383 | 117,734,383 | 103,201,832 | 27,967,896 | 25,602,868 | |
JAWS Spitfire Acquisition Corporation | ||||||
Class of Stock [Line Items] | ||||||
Redeemable convertible preferred stock, shares oustanding | 28,646,767 | |||||
Class A Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||
Class of Stock [Line Items] | ||||||
Common shares, shares authorized (in shares) | 200,000,000 | 200,000,000 | ||||
Common shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Common shares, votes per share | Vote | 1 | 1 | ||||
Common shares, shares issued (in shares) | 5,853,233 | 4,510,874 | ||||
Common shares, shares outstanding (in shares) | 5,853,233 | 4,510,874 | ||||
Redeemable convertible preferred stock, shares oustanding | 28,646,767 | 29,989,126 | ||||
Class B Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||
Class of Stock [Line Items] | ||||||
Common shares, shares authorized (in shares) | 20,000,000 | 20,000,000 | ||||
Common shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Common shares, votes per share | $ | 1 | |||||
Common shares, shares issued (in shares) | 8,625,000 | 8,625,000 | ||||
Common shares, shares outstanding (in shares) | 8,625,000 | 8,625,000 | 8,625,000 | |||
Sponsor | Founder Shares | Class B Ordinary Share | JAWS Spitfire Acquisition Corporation | ||||||
Class of Stock [Line Items] | ||||||
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders | 20.00% | 20.00% | 20.00% |
WARRANT LIABILITIES - JAWS (Det
WARRANT LIABILITIES - JAWS (Details) | 4 Months Ended | 6 Months Ended | |
Dec. 31, 2020$ / sharesshares | Jun. 30, 2021item$ / sharesshares | Dec. 31, 2019shares | |
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 49,961 | ||
Threshold percentage of outstanding Class A securities | 50.00% | ||
JAWS Spitfire Acquisition Corporation | |||
Class of Warrant or Right [Line Items] | |||
Public Warrants exercisable term after the completion of a business combination | 30 days | ||
Public Warrants exercisable term from the closing of the initial public offering | 1 year | 12 months | |
Warrants term | 5 years | ||
Threshold period for filling registration statement after business combination | 20 days | ||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | ||
Threshold consecutive trading days for redemption of public warrants | item | 30 | ||
Threshold issue price (in dollars per share) | $ 9.20 | $ 9.20 | |
Percentage of gross proceeds on total equity proceeds | 60.00% | 60.00% | |
Threshold trading days determining volume weighted average trading price | 20 days | 20 days | |
Adjustment of exercise price of warrants based on market value and newly issued price | $ 9.20 | $ 9.20 | |
Adjustment of redemption price of stock based on market value and newly issued price | 115 | 115 | |
Adjustment of redemption price of stock based on market value and newly issued price (as a percent) | 180.00% | 180.00% | |
Threshold percentage of outstanding Class A securities | 50.00% | ||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 30 days | 30 days | |
JAWS Spitfire Acquisition Corporation | Warrants | |||
Class of Warrant or Right [Line Items] | |||
Period of time within which registration statement is expected to become effective | 60 days | ||
JAWS Spitfire Acquisition Corporation | Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00 | |||
Class of Warrant or Right [Line Items] | |||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | ||
Redemption price per public warrant (in dollars per share) | $ 0.01 | $ 18 | |
Minimum threshold written notice period for redemption of warrants | 30 days | ||
Threshold trading days for redemption of warrants | 20 | ||
Threshold consecutive trading days for redemption of public warrants | 30 | ||
Redemption Period | 3 days | ||
JAWS Spitfire Acquisition Corporation | Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $10.00 | |||
Class of Warrant or Right [Line Items] | |||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 10 | ||
Redemption price per public warrant (in dollars per share) | $ 0.10 | ||
Minimum threshold written notice period for redemption of warrants | 30 days | ||
Threshold trading days for redemption of warrants | 20 | ||
Threshold consecutive trading days for redemption of public warrants | 30 | ||
Redemption Period | 3 days | ||
Public Warrants | JAWS Spitfire Acquisition Corporation | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 8,625,000 | ||
Public Warrants exercisable term after the completion of a business combination | 30 days | ||
Public Warrants exercisable term from the closing of the initial public offering | 12 months | ||
Warrants term | 5 years | ||
Threshold period for filling registration statement after business combination | 20 days | ||
Public Warrants | JAWS Spitfire Acquisition Corporation | Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00 | |||
Class of Warrant or Right [Line Items] | |||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 18 | ||
Redemption price per public warrant (in dollars per share) | $ 0.01 | ||
Minimum threshold written notice period for redemption of warrants | 30 days | ||
Threshold trading days for redemption of warrants | item | 20 | ||
Threshold consecutive trading days for redemption of public warrants | item | 30 | ||
Redemption Period | 3 days | ||
Public Warrants | JAWS Spitfire Acquisition Corporation | Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $10.00 | |||
Class of Warrant or Right [Line Items] | |||
Stock price trigger for redemption of public warrants (in dollars per share) | $ 10 | ||
Redemption price per public warrant (in dollars per share) | $ 0.10 | ||
Minimum threshold written notice period for redemption of warrants | 30 days | ||
Threshold trading days for redemption of warrants | 20 | ||
Threshold consecutive trading days for redemption of public warrants | item | 30 | ||
Redemption Period | 3 days | ||
Private Placement Warrants | JAWS Spitfire Acquisition Corporation | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 4,450,000 | ||
Public Warrants exercisable term after the completion of a business combination | 30 days | ||
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination | 30 days |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Details) - JAWS Spitfire Acquisition Corporation | 4 Months Ended |
Dec. 31, 2020USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets held in the Trust Account | $ 345,000,000 |
Fair value assets level 1 to level 2 transfers | 0 |
Fair value assets level 2 to level 1 transfers | 0 |
Fair value assets transferred into (out of) level 3 | $ 0 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - JAWS Spitfire Acquisition Corporation - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 07, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets held in the Trust Account | $ 345,000,000 | ||
Liabilities: | |||
Warrant Liability | $ 25,104,000 | 43,147,500 | $ 43,147,500 |
U.S. Mutual Funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets held in the Trust Account | 345,009,910 | 345,000,000 | |
Public Warrants | |||
Liabilities: | |||
Warrant Liability | 28,462,500 | ||
Private Placement Warrants | |||
Liabilities: | |||
Warrant Liability | 14,685,000 | ||
Level 1 | U.S. Mutual Funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets held in the Trust Account | 345,009,910 | 345,000,000 | |
Level 1 | Public Warrants | |||
Liabilities: | |||
Warrant Liability | 16,560,000 | ||
Level 2 | Private Placement Warrants | |||
Liabilities: | |||
Warrant Liability | $ 8,544,000 | ||
Level 3 | Public Warrants | |||
Liabilities: | |||
Warrant Liability | 28,462,500 | ||
Level 3 | Private Placement Warrants | |||
Liabilities: | |||
Warrant Liability | $ 14,685,000 |
FAIR VALUE MEASUREMENTS - Chang
FAIR VALUE MEASUREMENTS - Changes in the fair value of Level 3 warrant liabilities (Details) - JAWS Spitfire Acquisition Corporation - USD ($) | 1 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value as of January 1, 2021 | $ 43,147,500 | $ 43,147,500 |
Change in fair value | 0 | (17,520,500) |
Transfer to Level 1 | (16,905,000) | |
Transfer to Level 2 | (8,722,000) | |
Fair value as of June 30, 2021 | 43,147,500 | 0 |
Private Placement Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value as of January 1, 2021 | 14,685,000 | |
Change in fair value | (5,963,000) | |
Transfer to Level 2 | (8,722,000) | |
Fair value as of June 30, 2021 | 14,685,000 | 0 |
Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value as of January 1, 2021 | 28,462,500 | |
Change in fair value | (11,557,500) | |
Transfer to Level 1 | (16,905,000) | |
Fair value as of June 30, 2021 | $ 28,462,500 | $ 0 |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair value of warrant liabilities (Details) - JAWS Spitfire Acquisition Corporation - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 07, 2020 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | $ 25,104,000 | $ 43,147,500 | $ 43,147,500 |
Public Warrants | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | 28,462,500 | ||
Public Warrants | Level 1 | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | 16,560,000 | ||
Public Warrants | Level 3 | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | 28,462,500 | ||
Private Placement Warrants | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | 14,685,000 | ||
Private Placement Warrants | Level 2 | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | $ 8,544,000 | ||
Private Placement Warrants | Level 3 | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Warrant liabilities | $ 14,685,000 |
FAIR VALUE MEASUREMENTS - Quant
FAIR VALUE MEASUREMENTS - Quantitative information regarding the Level 3 inputs (Details) - JAWS Spitfire Acquisition Corporation | Dec. 31, 2020$ / sharesUSD ($)Y | Dec. 07, 2020USD ($) |
Exercise Price | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | $ / shares | 11.50 | |
Stock Price | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | $ / shares | 10 | |
Term (years) | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | Y | 5 | |
Volatility | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 82.9 | |
Risk-free interest rate | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 0.42 | |
Dividend yield | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 0 | |
Public warrant price | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | $ / shares | 3.30 | |
Level 3 | Exercise Price | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 11.50 | 11.50 |
Level 3 | Stock Price | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 10 | 10 |
Level 3 | Term (years) | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 5 | 5 |
Level 3 | Volatility | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 82.9 | 82.8 |
Level 3 | Risk-free interest rate | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 0.42 | 0.46 |
Level 3 | Dividend yield | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 0 | 0 |
Level 3 | Public and private warrants price | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Input | 3.30 | 3.30 |
FAIR VALUE MEASUREMENTS - Roll-
FAIR VALUE MEASUREMENTS - Roll-forward of the fair value of the warrant liability (Details) - JAWS Spitfire Acquisition Corporation - USD ($) | 1 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value as of January 1, 2021 | $ 43,147,500 | $ 43,147,500 |
Change in fair value | 0 | (17,520,500) |
Fair value as of June 30, 2021 | $ 43,147,500 | $ 0 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - After domestication - Subsequent Event - JAWS Spitfire Acquisition Corporation | Mar. 22, 2021shares |
Subsequent Event [Line Items] | |
Number of shares entitled | 1 |
Number of warrants entitled | 1 |
Description of Business and B_2
Description of Business and Basis of Presentation - Merger Agreement (Details) $ / shares in Units, $ in Thousands, shares in Millions | 1 Months Ended | |||||||
Apr. 30, 2021trading_daytranche$ / sharesshares | Mar. 31, 2021USD ($)trading_daytranche$ / sharesshares | Jun. 30, 2021USD ($) | Feb. 28, 2021USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Business Acquisition [Line Items] | ||||||||
Share price (in usd per share) | $ / shares | $ 10 | |||||||
Equity | $ | $ (132,414) | $ 1,500,000 | $ (107,821) | $ (97,217) | $ (100,823) | $ (84,756) | ||
Number of shares eligible to be received | shares | 23.8 | |||||||
Number of tranches | tranche | 2 | |||||||
Earnout period, threshold trading days | trading_day | 20 | |||||||
Earnout period, threshold consecutive trading days | trading_day | 30 | |||||||
Cash available | $ | $ 350,000 | |||||||
Tranche One | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of shares eligible to be received | shares | 11.9 | |||||||
Tranche Two | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of shares eligible to be received | shares | 11.9 | |||||||
Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 12.50 | |||||||
Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Earnout period, stock price trigger (in usd per share) | $ / shares | 15 | |||||||
Subsequent Event | ||||||||
Business Acquisition [Line Items] | ||||||||
Share price (in usd per share) | $ / shares | $ 10 | |||||||
Number of shares eligible to be received | shares | 24.1 | |||||||
Number of tranches | tranche | 2 | |||||||
Earnout period, threshold trading days | trading_day | 20 | |||||||
Earnout period, threshold consecutive trading days | trading_day | 30 | |||||||
Cash available | $ | $ 350,000 | |||||||
Subsequent Event | Tranche One | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of shares eligible to be received | shares | 12 | |||||||
Subsequent Event | Tranche Two | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of shares eligible to be received | shares | 12 | |||||||
Subsequent Event | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 12.50 | |||||||
Subsequent Event | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 15 |
Description of Business and B_3
Description of Business and Basis of Presentation - Going Concern, and Liquidity and Capital Resources (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jul. 31, 2021 | May 31, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 17, 2020 | Apr. 18, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||
Accumulated deficit | $ 148,861 | $ 148,861 | $ 122,776 | $ 114,020 | ||||||
Net loss | (13,548) | $ (5,702) | (26,086) | $ (10,484) | $ (21,807) | $ (25,678) | ||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 53,500 | |||||||||
Term loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 35,000 | 15,000 | 15,000 | $ 5,200 | $ 5,200 | |||||
Borrowings | 15,000 | |||||||||
Term loan | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Borrowings | $ 5,000 | |||||||||
Line of credit | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 10,000 | $ 10,000 | $ 10,000 | |||||||
Secured equipment loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 8,500 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Concentration of Credit Risk and Other Risks and Uncertainties (Details) - Customer Concentration Risk | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Total Revenue | Customer 1 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 21.10% | 16.30% | 40.80% | 74.80% |
Total Revenue | Customer 2 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 18.20% | 0.00% | 15.80% | 11.70% |
Total Revenue | Customer 3 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 16.80% | 13.20% | 14.80% | 11.10% |
Total Revenue | Customer 4 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 16.30% | 67.80% | ||
Total Revenue | Customer 5 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 14.50% | 0.00% | ||
Accounts Receivable | Customer 1 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 31.60% | 0.00% | 64.40% | 85.60% |
Accounts Receivable | Customer 2 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 41.00% | 0.00% | 22.40% | 21.30% |
Accounts Receivable | Customer 3 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10.00% | 10.00% | 7.00% | 11.80% |
Accounts Receivable | Customer 4 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10.00% | 85.60% | ||
Accounts Receivable | Customer 5 | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 0.00% | 0.00% |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Property and Equipment, Net and Equipment on Lease, Net (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Equipment on lease | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | 5 years |
Computers and software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
R&D lab equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Cash and Cash Equivalents and Restricted Cash (Details) $ in Thousands | 1 Months Ended | ||||
Jun. 30, 2021USD ($)ft² | Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Accounting Policies [Abstract] | |||||
Cash and cash equivalents | $ 11,948 | $ 15,517 | $ 9,815 | ||
Restricted cash (Other assets) | 1,200 | 0 | |||
Total cash and cash equivalents, and restricted cash | $ 13,148 | $ 15,517 | $ 25,270 | $ 9,815 | $ 7,695 |
Letter of Credit | |||||
Property, Plant and Equipment [Line Items] | |||||
Debt term | 1 year | ||||
Borrowing capacity | $ 1,200 | ||||
Facility | |||||
Property, Plant and Equipment [Line Items] | |||||
Area of property intended to be leased | ft² | 80,000 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||||
Revenue | $ 1,172 | $ 6,399 | $ 8,318 | $ 9,960 | $ 18,975 | $ 15,223 |
United States | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue | 8,246 | 8,631 | 13,046 | 15,223 | ||
East Asia/Oceania | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue | $ 72 | $ 1,329 | $ 5,929 | $ 0 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contracts with customer | $ 100 | |||||
Recurring Payment (defined below) | $ 635 | $ 0 | 350 | $ 0 | ||
Total | $ 1,172 | $ 6,399 | 8,318 | 9,960 | 18,975 | 15,223 |
3D Printers | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contracts with customer | 6,313 | 9,300 | 16,965 | 14,589 | ||
Support Services | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contracts with customer | $ 1,370 | $ 660 | $ 1,660 | $ 634 |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from contracts with customer | $ 100 | |||
Operating lease, contract term | 12 months | 12 months | ||
Revenue recognized included in contract liabilities | $ 300 | $ 300 | $ 500 | $ 700 |
3D Printers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contracts with customer | 6,313 | 9,300 | $ 16,965 | 14,589 |
Shipping | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contracts with customer | 100 | 100 | $ 100 | |
Parts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contracts with customer | $ 200 | $ 100 | ||
Equipment on lease | ||||
Disaggregation of Revenue [Line Items] | ||||
Useful life | 5 years | 5 years | ||
Minimum | 3D Printers | ||||
Disaggregation of Revenue [Line Items] | ||||
Time acceptance test, period | 3 months | |||
Maximum | 3D Printers | ||||
Disaggregation of Revenue [Line Items] | ||||
Time acceptance test, period | 6 months |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Cost of Revenue (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Standard warranty period | 12 months | 12 months |
Equipment on lease | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | 5 years |
Basic and Diluted Net Loss pe_3
Basic and Diluted Net Loss per Share Attributable to Common Stockholders - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | ||||||
Net loss | $ (13,548) | $ (5,702) | $ (26,086) | $ (10,484) | $ (21,807) | $ (25,678) |
Extinguishment of redeemable convertible preferred stock | 13,051 | 0 | ||||
Net loss attributable to common stockholders | $ (8,756) | $ (25,678) | ||||
Denominator: | ||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 19,656,762 | 18,068,448 | 19,715,885 | 18,553,332 | 19,232,455 | 15,629,519 |
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 19,656,762 | 18,068,448 | 19,715,885 | 18,553,332 | 19,232,455 | 15,629,519 |
Net loss per share attributable to common stockholders, basic (in usd per share) | $ (0.69) | $ (0.32) | $ (1.32) | $ (0.57) | $ (0.46) | $ (1.64) |
Net loss per share attributable to common stockholders, diluted (in usd per share) | $ (0.69) | $ (0.32) | $ (1.32) | $ (0.57) | $ (0.46) | $ (1.64) |
Basic and Diluted Net Loss pe_4
Basic and Diluted Net Loss per Share Attributable to Common Stockholders - Potentially Dilutive Securities Excluded from Computation (Details) - 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] | ||||
Total potentially dilutive common stock equivalents | 182,334,008 | 174,832,650 | 174,895,370 | 38,158,329 |
Redeemable convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common stock equivalents | 147,876,672 | 147,876,672 | 147,876,672 | 27,967,896 |
Convertible promissory note | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common stock equivalents | 6,756,757 | 4,029,222 | 0 | 4,006,668 |
Redeemable convertible preferred stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common stock equivalents | 408,729 | 408,729 | 408,729 | 173,362 |
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common stock equivalents | 293,856 | 63,621 | 262,638 | 63,621 |
Common stock options issued and outstanding | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common stock equivalents | 26,997,994 | 22,454,406 | 26,347,331 | 5,946,782 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | |||
Trade receivables | $ 3,947 | $ 1,299 | $ 2,041 |
Less: allowances for doubtful accounts | (67) | (67) | (67) |
Total | $ 3,880 | $ 1,232 | $ 1,974 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 4,430 | $ 1,948 | $ 1,831 |
Work-in-progress | 4,158 | 5,361 | 2,735 |
Inventories | $ 8,588 | $ 7,309 | $ 4,566 |
Prepaid expenses and other cu_3
Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Prepaid insurance and other | $ 1,110 | $ 525 | $ 548 |
Vendor prepayments | 1,445 | 282 | 1,336 |
Total | $ 2,555 | $ 807 | $ 1,884 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Total property and equipment | $ 3,448 | $ 2,847 | $ 3,285 | |
Less accumulated depreciation | (2,229) | (1,841) | (1,829) | |
Property and equipment, net | 1,219 | 1,006 | 1,456 | |
Depreciation | 400 | $ 300 | 1,200 | 1,100 |
Computers and software | ||||
Property, Plant and Equipment [Line Items] | ||||
Total property and equipment | 839 | 510 | 883 | |
R&D lab equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Total property and equipment | 609 | 469 | 914 | |
Furniture and fixtures | ||||
Property, Plant and Equipment [Line Items] | ||||
Total property and equipment | 69 | 40 | 101 | |
Leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Total property and equipment | $ 1,931 | $ 1,828 | $ 1,387 |
Equipment on Lease, Net (Detail
Equipment on Lease, Net (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($)leased_asset | Dec. 31, 2019USD ($) | |
Leases [Abstract] | ||||
Number of assets leased to customers | leased_asset | 4 | |||
Equipment leased to customers, cost basis | $ 8,100 | $ 3,000 | ||
Equipment leased to customers, accumulated depreciation | 500 | 200 | ||
Lease revenue | 600 | $ 0 | 400 | |
Deprecation expense | 300 | 0 | 200 | |
Transfers to equipment on lease, net from inventories | 3,000 | |||
Equipment on lease, net | 7,595 | $ 0 | $ 2,855 | $ 0 |
Number of leased assets secured in debt | leased_asset | 3 | |||
Lease payments due for the remainder of the year | 1,000 | |||
Lease payment due next year | 1,300 | $ 500 | ||
Principal payments | $ 300 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | |||
Accrued expenses | $ 615 | $ 787 | $ 558 |
Accrued salaries and benefits | 2,167 | 1,231 | 2,232 |
Lease liability — current portion | 507 | 494 | 528 |
Total | $ 3,289 | $ 2,512 | $ 3,318 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021USD ($)lease | Dec. 31, 2020USD ($)leased_asset | Dec. 31, 2019USD ($) | Apr. 30, 2021 | Jan. 01, 2019USD ($) | |
Leases [Abstract] | |||||
Operating lease, renewal term | 3 years | ||||
Right-of-use assets | $ 1,536 | $ 633 | $ 1,175 | $ 900 | |
Total operating lease liabilities | 1,487 | 726 | 1,188 | 1,000 | |
Difference between right of use asset and lease liabilities | $ 100 | ||||
ROU assets impairment | $ 0 | $ 0 | $ 0 | ||
Lessee, Lease, Description [Line Items] | |||||
Number of operating leases | 2 | 2 | |||
Operating lease, contract term | 12 months | 12 months | |||
Total operating lease payments | $ 801 | ||||
Manufacturing and R&D Facilities | |||||
Lessee, Lease, Description [Line Items] | |||||
Number of operating leases | lease | 2 | ||||
Manufacturing Facility | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating lease, contract term | 65 months | ||||
Total operating lease payments | $ 9,300 | ||||
R&D Facility | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating lease, contract term | 36 months | ||||
Total operating lease payments | $ 500 |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||||
Right-of-use assets | $ 1,536 | $ 633 | $ 1,175 | $ 900 |
Operating lease liabilities, current | 474 | 494 | 528 | |
Operating lease liabilities, noncurrent | 1,013 | 232 | 660 | |
Total operating lease liabilities | 1,487 | 726 | $ 1,188 | $ 1,000 |
Finance lease liabilities, current | 33 | 0 | ||
Finance lease liabilities, noncurrent | 58 | 0 | ||
Total finance lease liabilities | 91 | 0 | ||
Total lease liabilities | $ 1,578 | $ 726 | ||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets | Other assets | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other noncurrent liabilities | Other noncurrent liabilities | Other noncurrent liabilities | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities | ||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other noncurrent liabilities | Other noncurrent liabilities |
Leases - Lease-Related Balances
Leases - Lease-Related Balances (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||||
Operating lease expense | $ 304 | $ 285 | $ 571 | $ 397 |
Financing lease expense | 13 | 0 | ||
Short-term lease expense | 25 | 46 | 27 | 1 |
Total lease expense | 342 | 331 | 598 | 398 |
Cash paid for leases | $ 628 | $ 260 | ||
Cash paid for leases | $ 557 | $ 399 | ||
Weighted-average remaining lease term – operating leases (years) | 3 years 2 months 12 days | 2 years | 1 year 6 months 29 days | 2 years 5 months 1 day |
Weighted-average discount rate – operating leases | 4.39% | 4.46% | 4.47% | 4.45% |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Lease, Liability [Abstract] | ||||
Remainder of 2021 | $ 243 | |||
2022 | 562 | |||
2023 | 471 | |||
2024 | 430 | |||
Total operating lease payments | 1,706 | |||
Less portion representing imputed interest | (128) | |||
Total lease liabilities | 1,578 | $ 726 | ||
Less current portion | 507 | 494 | $ 528 | |
Long-term portion | 1,071 | |||
Operating Lease, Liability [Abstract] | ||||
2021 | 540 | |||
2022 | 241 | |||
2023 | 20 | |||
Total operating lease payments | 801 | |||
Less portion representing imputed interest | (75) | |||
Total operating lease liabilities | 1,487 | 726 | 1,188 | $ 1,000 |
Less current portion | 474 | 494 | 528 | |
Long-term portion | $ 1,013 | $ 232 | $ 660 |
Long-Term Debt - Components (De
Long-Term Debt - Components (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 18,883 | $ 8,003 | |
Deferred financing costs | (773) | (61) | $ (189) |
Total | 18,883 | 8,003 | 6,128 |
Debt – current portion | 6,070 | 3,687 | 145 |
Long-term debt – less current portion | 12,813 | 4,316 | 5,983 |
Term loan | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 15,000 | 5,150 | 5,150 |
Property and equipment loan | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 0 | 833 | 1,167 |
Equipment loan | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 4,656 | $ 2,081 | $ 0 |
Long-Term Debt - General (Detai
Long-Term Debt - General (Details) - USD ($) $ in Millions | Jun. 30, 2021 | May 31, 2021 | May 17, 2021 | Dec. 31, 2020 | Dec. 17, 2020 | Dec. 31, 2019 | Apr. 18, 2019 |
Debt Instrument [Line Items] | |||||||
Deferred financing costs | $ 0.1 | $ 0.2 | |||||
Deferred financing costs, current | $ 0.8 | $ 0.1 | $ 0.2 | ||||
Principal amount | $ 53.5 | ||||||
Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Deferred financing costs | $ 0.6 | ||||||
Principal amount | 15 | 35 | $ 5.2 | $ 5.2 | |||
Line of credit | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 10 | 10 | |||||
Secured equipment loan facility | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 8.5 |
Long-Term Debt - Term Loan (Det
Long-Term Debt - Term Loan (Details) - USD ($) $ in Millions | Dec. 17, 2020 | Apr. 18, 2019 | Jul. 31, 2021 | May 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||||
Principal amount | $ 53.5 | ||||||
Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 5.2 | $ 5.2 | 35 | $ 15 | |||
Debt term | 2 years | 4 years | |||||
Effective interest rate (as a percent) | 4.00% | 5.50% | |||||
Borrowings | $ 15 | ||||||
Variable rate (as a percent) | 9.00% | ||||||
Term loan | Subsequent Event | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings | $ 5 | ||||||
Term loan | Prime | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 0.25% | 0.25% | 5.75% |
Long-Term Debt - Property and E
Long-Term Debt - Property and Equipment Loan (Details) - USD ($) $ in Millions | Dec. 17, 2020 | Sep. 26, 2018 | May 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jul. 02, 2018 |
Debt Instrument [Line Items] | ||||||
Principal amount | $ 53.5 | |||||
Property and equipment loan | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 0.9 | $ 2 | ||||
Borrowings | $ 2 | |||||
Debt term | 3 years | 3 years | ||||
Effective interest rate (as a percent) | 4.90% | 6.50% | ||||
Property and equipment loan | Prime | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.00% | 1.00% |
Long-Term Debt - Equipment Loan
Long-Term Debt - Equipment Loan (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021USD ($)advance | Dec. 31, 2020USD ($) | May 31, 2021USD ($) | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||||
Principal amount | $ 53,500 | |||
Outstanding balance | $ 18,883 | $ 8,003 | ||
Equipment loan | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 3,200 | $ 2,400 | ||
Debt term | 3 years | |||
Outstanding balance | $ 4,656 | $ 2,081 | $ 0 | |
Principal repayments | 300 | |||
Equipment loan | Facility One | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 800 | |||
Variable rate (as a percent) | 3.25% | 3.25% | ||
Outstanding balance | $ 3,600 | |||
Number of advances | advance | 4 | |||
Equipment loan | Facility One | Prime | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 0.00% | 0.00% | ||
Equipment loan | Facility Two | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 1,600 | |||
Interest rate (as a percent) | 6.00% | |||
Outstanding balance | $ 1,100 | |||
Secured equipment loan facility | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 8,500 | |||
Remaining borrowing capacity | 4,000 | |||
Line of credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 10,000 | $ 10,000 | ||
Variable rate (as a percent) | 5.75% | |||
Debt term | 3 years | |||
Line of credit | Prime | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 2.50% |
Long-Term Debt - Future Minimum
Long-Term Debt - Future Minimum Aggregate Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Remainder of year | $ 1,785 | |
Year one | 8,980 | $ 3,687 |
Year two | 7,830 | 3,541 |
Year three | 288 | 775 |
Total | $ 18,883 | $ 8,003 |
Convertible Notes Payable - Com
Convertible Notes Payable - Components (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||
Convertible notes payable | $ 5,000 | $ 0 | $ 1,500 |
Redeemable Convertible Preferred Stock | |||
Debt Instrument [Line Items] | |||
Convertible notes payable | $ 5,000 | $ 0 | $ 1,500 |
Convertible Notes Payable - Nar
Convertible Notes Payable - Narrative (Details) $ / shares in Units, $ in Thousands | Jan. 04, 2021USD ($)share$ / shares | Jun. 11, 2020USD ($)shares | Apr. 17, 2020USD ($)$ / sharesshares | Jun. 30, 2021USD ($)$ / shares | May 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Nov. 15, 2019USD ($) |
Debt Instrument [Line Items] | ||||||||
Principal amount | $ 53,500 | |||||||
Convertible Notes Due November 15, 2024 | ||||||||
Debt Instrument [Line Items] | ||||||||
Conversion price (in usd per share) | $ / shares | $ 0.37534 | |||||||
Convertible Notes Due November 15, 2024 | Series D Redeemable Convertible Preferred Stock | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of shares issued upon conversion | shares | 4,029,223 | |||||||
Convertible Notes Due April 17, 2035 | Series D Redeemable Convertible Preferred Stock | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of shares issued upon conversion | shares | 11,636,645 | 2,895,934 | ||||||
Convertible Note | ||||||||
Debt Instrument [Line Items] | ||||||||
Accrued interest | $ 100 | $ 0 | $ 10 | |||||
Carrying amount of debt | $ 0 | |||||||
Convertible Note | Level 3 | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, fair value | $ 49,600 | |||||||
Convertible Note | Convertible Notes Due November 15, 2024 | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount | $ 1,500 | |||||||
Effective interest rate (as a percent) | 2.00% | 2.00% | ||||||
Carrying amount of debt | $ 1,500 | |||||||
Convertible Note | Convertible Notes Due April 17, 2035 | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount | $ 5,500 | |||||||
Effective interest rate (as a percent) | 1.44% | |||||||
Amount of debt converted | $ 4,400 | $ 1,100 | ||||||
Convertible Note | Convertible Notes Due January 3, 2023 | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount | $ 5,000 | |||||||
Effective interest rate (as a percent) | 1.00% | 1.00% | ||||||
Carrying amount of debt | $ 5,000 | |||||||
Conversion price (in usd per share) | $ / shares | $ 0.74 | $ 0.74 | ||||||
Number of shares the note is convertible into | share | 6,756,757 |
Equity Instruments - Redeemable
Equity Instruments - Redeemable Convertible Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Apr. 13, 2020 | Dec. 31, 2019 | Apr. 30, 2019 | Dec. 31, 2018 |
Temporary Equity [Line Items] | |||||||
Shares, Authorized | 125,419,265 | 125,419,265 | 28,141,258 | ||||
Shares, Issued | 117,734,383 | 117,734,383 | 27,967,896 | ||||
Shares, Outstanding | 117,734,383 | 117,734,383 | 103,201,832 | 27,967,896 | 25,602,868 | ||
Original issue price per share (in usd per share) | $ 0.37534 | ||||||
Liquidation Preference | $ 133,762 | $ 133,762 | $ 114,042 | ||||
Carrying value | $ 123,704 | $ 123,704 | $ 118,374 | $ 101,858 | $ 91,826 | ||
Series A | |||||||
Temporary Equity [Line Items] | |||||||
Shares, Authorized | 8,906,694 | 8,906,694 | 8,906,694 | ||||
Shares, Issued | 6,726,134 | 6,726,134 | 8,893,332 | ||||
Shares, Outstanding | 6,726,134 | 6,726,134 | 8,893,332 | ||||
Original issue price per share (in usd per share) | $ 2.928 | $ 2.928 | $ 2.928 | ||||
Liquidation Preference | $ 19,696 | $ 19,696 | $ 26,042 | ||||
Carrying value | $ 17,030 | $ 17,030 | $ 21,004 | ||||
Series B | |||||||
Temporary Equity [Line Items] | |||||||
Shares, Authorized | 10,385,804 | 10,385,804 | 10,385,804 | ||||
Shares, Issued | 8,386,456 | 8,386,456 | 10,385,804 | ||||
Shares, Outstanding | 8,386,456 | 8,386,456 | 10,385,804 | ||||
Original issue price per share (in usd per share) | $ 3.851 | $ 3.851 | $ 3.851 | ||||
Liquidation Preference | $ 32,300 | $ 32,300 | $ 40,000 | ||||
Carrying value | $ 32,176 | $ 32,176 | $ 39,876 | ||||
Series C | |||||||
Temporary Equity [Line Items] | |||||||
Shares, Authorized | 8,848,760 | 8,848,760 | 8,848,760 | ||||
Shares, Issued | 8,399,058 | 8,399,058 | 8,688,760 | ||||
Shares, Outstanding | 8,399,058 | 8,399,058 | 8,688,760 | ||||
Original issue price per share (in usd per share) | $ 5.524 | $ 5.524 | $ 5.524 | $ 5.52438 | |||
Liquidation Preference | $ 46,400 | $ 46,400 | $ 48,000 | ||||
Carrying value | $ 39,378 | $ 39,378 | $ 40,978 | ||||
Series D | |||||||
Temporary Equity [Line Items] | |||||||
Shares, Authorized | 97,278,007 | 97,278,007 | |||||
Shares, Issued | 94,222,735 | 94,222,735 | |||||
Shares, Outstanding | 94,222,735 | 94,222,735 | |||||
Original issue price per share (in usd per share) | $ 0.375 | $ 0.375 | |||||
Liquidation Preference | $ 35,366 | $ 35,366 | |||||
Carrying value | $ 35,120 | $ 35,120 |
Equity Instruments - Redeemab_2
Equity Instruments - Redeemable Convertible Preferred Stock, Narrative (Details) | Jun. 30, 2021shares | Dec. 31, 2020shares | Jun. 30, 2020shares | Apr. 13, 2020 | Dec. 31, 2019shares | Feb. 28, 2019 | Dec. 31, 2018shares |
Equity [Abstract] | |||||||
Redeemable convertible preferred stock, shares oustanding | 117,734,383 | 117,734,383 | 103,201,832 | 27,967,896 | 25,602,868 | ||
Number of shares issuable | 147,876,672 | 147,876,672 | |||||
Conversion ratio | 3 | 1 | 1 |
Equity Instruments - Special Is
Equity Instruments - Special Issuance of Series C Redeemable Convertible Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Apr. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Apr. 13, 2020 | |
Temporary Equity [Line Items] | ||||||
Original issue price per share (in usd per share) | $ 0.37534 | |||||
Proceeds from issuance of redeemable convertible preferred stock | $ 0 | $ 28,278 | ||||
Number of common shares to be issued at no additional consideration for every redeemable convertible preferred stock purchased | 5 | |||||
Number of shares issued | 75,660,962 | 75,660,962 | 3,258,288 | |||
Series C Redeemable Convertible Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
Original issue price per share (in usd per share) | $ 5.52438 | $ 5.524 | $ 5.524 | $ 5.524 | ||
Proceeds from issuance of redeemable convertible preferred stock | $ 18,000 | $ 0 | $ 17,844 | |||
Number of shares issued | 3,258,288 | |||||
Common Stock | ||||||
Temporary Equity [Line Items] | ||||||
Number of shares issued | 9,227,960 |
Equity Instruments - Conversion
Equity Instruments - Conversion of Series A Redeemable Convertible Preferred Stock into Common Stock (Details) $ in Thousands | Apr. 13, 2020USD ($)shares | Feb. 28, 2019USD ($)shares | Jun. 30, 2020USD ($)shares | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares |
Temporary Equity [Line Items] | |||||
Number of shares converted | 4,456,248 | 4,456,248 | 893,260 | ||
Conversion ratio | 3 | 1 | 1 | ||
Carrying amount of redeemable convertible preferred stock reclassified to common stock and additional paid-in capital | $ | $ 13,100 | $ 1,000 | $ 13,274 | $ 13,274 | $ 1,003 |
Series A Redeemable Convertible Preferred Stock | |||||
Temporary Equity [Line Items] | |||||
Number of shares converted | 2,167,198 | ||||
Conversion ratio | 2.178 | ||||
Common Stock | |||||
Temporary Equity [Line Items] | |||||
Number of shares to be converted into | 1,485,413 | 893,260 | |||
Redeemable Convertible Preferred Stock | |||||
Temporary Equity [Line Items] | |||||
Number of shares converted | 893,260 |
Equity Instruments - Conversi_2
Equity Instruments - Conversion of Redeemable Convertible Preferred Stock into Common Stock at a conversion ratio of 3:1 and Issuance of Series D Redeemable Convertible Preferred Stock (Details) $ / shares in Units, $ in Thousands | Apr. 13, 2020USD ($)$ / sharesshares | Apr. 30, 2019USD ($)$ / sharesshares | Feb. 28, 2019USD ($)shares | Jun. 30, 2021USD ($)$ / shares | Jun. 30, 2020USD ($)shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($) |
Temporary Equity [Line Items] | ||||||||
Conversion ratio | 3 | 1 | 1 | |||||
Number of shares converted | shares | 4,456,248 | 4,456,248 | 893,260 | |||||
Carrying value | $ 123,704 | $ 118,374 | $ 123,704 | $ 101,858 | $ 91,826 | |||
Common stock, fair value | $ 200 | |||||||
Conversion of redeemable convertible preferred stock | $ 13,100 | $ 1,000 | 13,274 | 13,274 | 1,003 | |||
Conversion of redeemable convertible preferred stock | $ (13,274) | $ (13,274) | $ (1,003) | |||||
Number of shares issued | shares | 75,660,962 | 75,660,962 | 3,258,288 | |||||
Original issue price per share (in usd per share) | $ / shares | $ 0.37534 | |||||||
Proceeds from issuance of redeemable convertible preferred stock | 0 | $ 28,278 | ||||||
Additional Paid-In Capital | ||||||||
Temporary Equity [Line Items] | ||||||||
Conversion of redeemable convertible preferred stock | $ 200 | 223 | $ 223 | $ 1,003 | ||||
Accumulated Deficit | ||||||||
Temporary Equity [Line Items] | ||||||||
Conversion of redeemable convertible preferred stock | $ 13,100 | $ 13,051 | $ 13,051 | |||||
Series A Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Conversion ratio | 2.178 | |||||||
Number of shares converted | shares | 2,167,198 | |||||||
Carrying value | $ 17,030 | $ 17,030 | $ 21,004 | |||||
Original issue price per share (in usd per share) | $ / shares | $ 2.928 | $ 2.928 | $ 2.928 | |||||
Series B Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Conversion ratio | 2.273 | |||||||
Number of shares converted | shares | 1,999,348 | |||||||
Carrying value | $ 32,176 | $ 32,176 | $ 39,876 | |||||
Original issue price per share (in usd per share) | $ / shares | $ 3.851 | $ 3.851 | $ 3.851 | |||||
Series C Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Conversion ratio | 2.371 | |||||||
Number of shares converted | shares | 289,702 | |||||||
Carrying value | $ 39,378 | $ 39,378 | $ 40,978 | |||||
Number of shares issued | shares | 3,258,288 | |||||||
Original issue price per share (in usd per share) | $ / shares | $ 5.52438 | $ 5.524 | $ 5.524 | $ 5.524 | ||||
Proceeds from issuance of redeemable convertible preferred stock | $ 18,000 | $ 0 | $ 17,844 | |||||
Common Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Number of shares to be converted into | shares | 1,485,413 | 893,260 | ||||||
Number of shares issued | shares | 9,227,960 | |||||||
Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Number of shares converted | shares | 893,260 | |||||||
Carrying value | $ 13,300 | |||||||
Conversion of redeemable convertible preferred stock | $ 13,300 | |||||||
Series D Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Conversion ratio | 1 | |||||||
Carrying value | $ 35,120 | $ 35,120 | ||||||
Number of shares issued | shares | 44,794,885 | |||||||
Original issue price per share (in usd per share) | $ / shares | $ 0.375 | $ 0.375 | ||||||
Proceeds from issuance of redeemable convertible preferred stock | $ 16,800 | $ 28,153 | $ 0 |
Equity Instruments - Rights, Pr
Equity Instruments - Rights, Preferences and Privileges of Redeemable Convertible Preferred Stock (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | |||||
Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Jun. 30, 2021$ / shares | Apr. 13, 2020$ / shares | Apr. 30, 2019$ / shares | Feb. 28, 2019 | |
Equity [Abstract] | |||||||
Dividend rate (as a percent) | 6.00% | ||||||
Dividends declared | $ | $ 0 | $ 0 | |||||
Temporary Equity [Line Items] | |||||||
Original issue price per share (in usd per share) | $ 0.37534 | ||||||
Conversion ratio | 1 | 3 | 1 | ||||
Subsequent Event | Minimum | |||||||
Temporary Equity [Line Items] | |||||||
Proceeds from conversion of redeemable convertible preferred stock to common stock, net | $ | $ 50 | ||||||
Series A | |||||||
Temporary Equity [Line Items] | |||||||
Original issue price per share (in usd per share) | $ 2.928 | $ 2.928 | $ 2.928 | ||||
Conversion ratio | 2.178 | ||||||
Series B | |||||||
Temporary Equity [Line Items] | |||||||
Original issue price per share (in usd per share) | $ 3.851 | 3.851 | 3.851 | ||||
Conversion ratio | 2.273 | ||||||
Series C | |||||||
Temporary Equity [Line Items] | |||||||
Original issue price per share (in usd per share) | $ 5.524 | $ 5.524 | 5.524 | $ 5.52438 | |||
Conversion ratio | 2.371 | ||||||
Series D | |||||||
Temporary Equity [Line Items] | |||||||
Original issue price per share (in usd per share) | $ 0.375 | $ 0.375 | |||||
Conversion ratio | 1 |
Equity Instruments - Common Sto
Equity Instruments - Common Stock Reserved for Issuance (Details) - shares | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 188,704,758 | 182,119,283 | 41,251,424 |
Redeemable convertible preferred stock | |||
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 147,876,672 | 147,876,672 | 27,967,896 |
Convertible promissory note | |||
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 6,756,757 | 0 | 4,006,668 |
Redeemable convertible preferred stock warrants | |||
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 408,729 | 408,729 | 173,362 |
Common stock warrants | |||
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 293,856 | 262,638 | 63,621 |
Common stock options issued and outstanding | |||
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 26,997,994 | 26,347,331 | 5,946,782 |
Shares available for future grant under 2014 Stock Option Plan | |||
Class of Stock [Line Items] | |||
Total shares of common stock reserved | 6,370,750 | 7,223,913 | 3,093,095 |
Equity Instruments - Warrants f
Equity Instruments - Warrants for Shares of Stock (Details) | Jun. 30, 2021$ / shares$ / warrantshares | Dec. 31, 2020$ / shares$ / warrantshares | Dec. 31, 2019$ / shares$ / warrantshares |
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 49,961 | ||
Exercise Price per Warrant (in usd per share) | $ / shares | $ 2.01 | ||
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 1.63 | ||
Common stock warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 293,856 | 262,638 | 63,621 |
Common stock warrants, due December 2, 2025 | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 13,660 | 13,660 | 13,660 |
Exercise Price per Warrant (in usd per share) | $ / shares | $ 0.71 | $ 0.71 | $ 0.71 |
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 0.57 | 0.57 | 0.57 |
Common stock warrants, due July 2, 2028 | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 49,961 | 49,961 | |
Exercise Price per Warrant (in usd per share) | $ / shares | $ 2.01 | $ 2.01 | |
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 1.63 | 1.63 | |
Common stock warrants, due December 17, 2030 | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 199,017 | 199,017 | |
Exercise Price per Warrant (in usd per share) | $ / shares | $ 0.15 | $ 0.15 | |
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 0.14 | 0.14 | |
Common stock warrants, due February 18, 2031 | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 6,244 | ||
Exercise Price per Warrant (in usd per share) | $ / shares | $ 0.15 | ||
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 5.28 | ||
Common stock warrants, due March 26, 2031 | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 12,487 | ||
Exercise Price per Warrant (in usd per share) | $ / shares | $ 0.15 | ||
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 5.28 | ||
Common stock warrants, due April 26, 2031 | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 12,487 | ||
Exercise Price per Warrant (in usd per share) | $ / shares | $ 0.15 | ||
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 5.28 | ||
Redeemable convertible preferred stock | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 173,362 | 173,362 | 173,362 |
Series A redeemable convertible preferred stock | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 13,362 | 13,362 | 13,362 |
Exercise Price per Warrant (in usd per share) | $ / shares | $ 1.12 | $ 1.12 | $ 1.12 |
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 1.25 | 1.25 | 1.25 |
Series C redeemable convertible preferred stock | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | 160,000 | 160,000 | 160,000 |
Exercise Price per Warrant (in usd per share) | $ / shares | $ 5.52 | $ 5.52 | $ 5.52 |
Fair Value on Issue Date per warrant (in usd per warrant) | $ / warrant | 1.05 | 1.05 | 1.05 |
Equity Instruments - Stock Warr
Equity Instruments - Stock Warrants, Narrative (Details) | Jun. 30, 2021$ / warrantshares | Dec. 31, 2020shares | Jun. 30, 2020 | Dec. 31, 2019shares |
Class of Warrant or Right [Line Items] | ||||
Number of warrants (in shares) | 49,961 | |||
Common stock warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Number of warrants (in shares) | 293,856 | 262,638 | 63,621 | |
Warrants, conversion ratio | 1 | 1 | ||
Warrants term | 2 months 12 days | 10 years | ||
Common stock warrants | Expected volatility | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 1.08 | |||
Common stock warrants | Expected volatility | Minimum | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.550 | |||
Common stock warrants | Expected volatility | Maximum | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.600 | |||
Common stock warrants | Risk-free interest rate | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.0100 | 0.009 | ||
Redeemable convertible preferred stock warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Number of warrants (in shares) | 173,362 | 173,362 | 173,362 | |
Warrants, conversion ratio | 1 | |||
Number of shares called by warrants | 408,729 | 408,729 | ||
Redeemable convertible preferred stock warrants | Expected volatility | Minimum | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.55 | 0.35 | 0.35 | 0.41 |
Redeemable convertible preferred stock warrants | Expected volatility | Maximum | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.65 | 0.45 | 0.45 | 0.54 |
Redeemable convertible preferred stock warrants | Risk-free interest rate | Minimum | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.001 | 0.001 | 0.001 | 0.016 |
Redeemable convertible preferred stock warrants | Risk-free interest rate | Maximum | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant, measurement input | 0.005 | 0.008 | 0.008 | 0.019 |
Series A redeemable convertible preferred stock | ||||
Class of Warrant or Right [Line Items] | ||||
Number of warrants (in shares) | 13,362 | 13,362 | 13,362 | |
Warrants term | 2 months 12 days | 10 months 24 days | 1 year 7 months 6 days | 1 year 10 months 24 days |
Fair value of warrants (in usd per warrant) | $ / warrant | 13,790 | |||
Series C redeemable convertible preferred stock | ||||
Class of Warrant or Right [Line Items] | ||||
Number of warrants (in shares) | 160,000 | 160,000 | 160,000 | |
Warrants term | 2 months 12 days | 8 years 3 months 18 days | 9 years | 9 years 3 months 18 days |
Fair value of warrants (in usd per warrant) | $ / warrant | 10,860 |
Equity Instruments - Rollforwar
Equity Instruments - Rollforward of Warrant Liability (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Warrant Liability [Roll Forward] | ||||
Balance as of beginning of period | $ 181 | $ 185 | $ 185 | |
Change in fair value | 1,741 | (7) | ||
Balance as of end of period | 1,922 | 178 | 181 | $ 185 |
Redeemable convertible preferred stock warrants | ||||
Warrant Liability [Roll Forward] | ||||
Balance as of beginning of period | $ 177 | $ 180 | 180 | 17 |
Issuance of new warrant | 168 | |||
Change in fair value | (3) | (5) | ||
Balance as of end of period | $ 177 | $ 180 |
Equity Instruments - Fair Value
Equity Instruments - Fair Value Assumptions (Details) - Redeemable convertible preferred stock warrants | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Expected volatility | Minimum | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrant, measurement input | 0.55 | 0.35 | 0.35 | 0.41 |
Expected volatility | Maximum | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrant, measurement input | 0.65 | 0.45 | 0.45 | 0.54 |
Risk-free interest rate | Minimum | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrant, measurement input | 0.001 | 0.001 | 0.001 | 0.016 |
Risk-free interest rate | Maximum | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrant, measurement input | 0.005 | 0.008 | 0.008 | 0.019 |
Dividend yield | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrant, measurement input | 0 | 0 | 0 | 0 |
Stock Option Plan and Stock-B_3
Stock Option Plan and Stock-Based Compensation - General (Details) - shares | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2014 | Jun. 30, 2021 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares of common stock reserved for issuance | 182,119,283 | 188,704,758 | 41,251,424 | |
2014 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares of common stock reserved for issuance | 7,223,913 | 6,370,750 | ||
Award expiration period | 10 years | |||
Award vesting period | 4 years | 4 years | ||
2014 Plan | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise price of stock options as percentage of fair value | 110.00% |
Stock Option Plan and Stock-B_4
Stock Option Plan and Stock-Based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Options | |||||
Outstanding as of beginning of period (in shares) | 26,998 | 22,454 | 26,347 | 5,947 | 6,389 |
Granted (in shares) | 1,186 | 18,528 | 25,675 | 5,882 | |
Exercised (in shares) | (203) | (50) | (67) | (151) | |
Forfeited or expired (in shares) | (332) | (1,971) | (5,208) | (6,173) | |
Outstanding as of end of period (in shares) | 26,998 | 22,454 | 26,347 | 5,947 | |
Options vested and expected to vest as of end of period (in shares) | 26,998 | 22,454 | 26,347 | ||
Vested and exercisable as of end of period (in shares) | 7,299 | 2,613 | 3,309 | ||
Weighted-Average Exercise Price | |||||
Outstanding as of beginning of period (in usd per share) | $ 0.27 | $ 1.23 | $ 1.23 | $ 1.50 | |
Granted (in usd per share) | 5.40 | 0.22 | 0.20 | 0.80 | |
Exercised (in usd per share) | 1.40 | 0.80 | 0.80 | 1.05 | |
Forfeited or expired (in usd per share) | 0.33 | 0.80 | 0.55 | 1.39 | |
Outstanding as of end of period (in usd per share) | 0.48 | 0.32 | 0.27 | $ 1.23 | |
Options vested and expected to vest as of end of period (in usd per share) | 0.48 | 0.32 | 0.27 | ||
Vested and exercisable as of end of period (in usd per share) | $ 0.51 | $ 0.83 | $ 0.77 | ||
Weighted-Average Remaining Contractual Term in years | 8 years 8 months 12 days | 9 years 6 months | 9 years 3 months 18 days | 8 years 1 month 6 days | |
Additional Disclosures | |||||
Aggregate intrinsic value of options outstanding | $ 156.2 | $ 3.9 | $ 0.1 | ||
Aggregate intrinsic value of options exercised | $ 0.2 | $ 0.1 | $ 0 | $ 0.1 | |
Weighted-average grant date fair value of options granted (in usd per share) | $ 2.91 | $ 0.12 | $ 0.11 | $ 0.24 | |
Grant date fair value of options vested | $ 0.7 | $ 0.2 | $ 0.3 | $ 0.3 | |
Share price (in usd per share) | $ 5.40 | $ 0.33 |
Stock Option Plan and Stock-B_5
Stock Option Plan and Stock-Based Compensation - Stock-Based Compensation Associated with Awards (Details) | Jun. 30, 2021 | Dec. 31, 2020 |
DLOM | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation, measurement input | 0.235 | 0.285 |
Stock Option Plan and Stock-B_6
Stock Option Plan and Stock-Based Compensation - Weighted-Average Assumptions (Details) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | ||||
Expected volatility | 60.00% | 60.00% | 60.00% | 60.00% |
Risk-free interest rate, minimum | 0.90% | 0.40% | 0.40% | 2.00% |
Risk-free interest rate, maximum | 1.00% | 0.80% | 0.50% | 3.00% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected term (in years) | 5 years 8 months 15 days | 6 years 25 days | 6 years 14 days | 5 years 3 months 10 days |
Stock Option Plan and Stock-B_7
Stock Option Plan and Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 1,075 | $ 777 | $ 1,455 | $ 1,472 |
Unrecognized compensation cost | $ 4,700 | $ 2,800 | ||
Unrecognized compensation cost, period for recognition | 2 years 8 months 19 days | 2 years 6 months 25 days | ||
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 387 | 382 | $ 728 | 769 |
Selling and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 174 | 213 | 373 | 304 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 514 | $ 182 | $ 354 | $ 399 |
Stock Option Plan and Stock-B_8
Stock Option Plan and Stock-Based Compensation - May 2019 Stock Option Repricing (Details) - USD ($) $ / shares in Units, $ in Millions | May 13, 2019 | Dec. 31, 2019 |
Share-based Payment Arrangement [Abstract] | ||
Options, exercise price (in usd per share) (above) | $ 0.80 | |
Share reprice (in usd per share) | $ 0.80 | |
Incremental cost of repricing | $ 0.3 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Amount | ||||||
Tax at federal statutory rate | $ (4,579,000) | $ (5,392,000) | ||||
State, net of federal benefit | (922,000) | (2,119,000) | ||||
Stock-based compensation | 234,000 | 226,000 | ||||
Other | (527,000) | (569,000) | ||||
Change in valuation allowance | 5,794,000 | 7,854,000 | ||||
Total provision for income taxes | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Percent | ||||||
Tax at federal statutory rate (as a percent) | (21.00%) | (21.00%) | ||||
State, net of federal benefit (as a percent) | (4.20%) | (8.30%) | ||||
Stock-based compensation (as a percent) | 1.10% | 0.90% | ||||
Other (as a percent) | (2.50%) | (2.20%) | ||||
Change in valuation allowance (as a percent) | 26.60% | 30.60% | ||||
Total provision for income taxes (as a percent) | 0.00% | 0.00% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets | ||
Net operating loss carryforwards | $ 35,818 | $ 30,696 |
Research and development tax credits | 5,286 | 4,382 |
Stock-based compensation | 594 | 574 |
Other timing differences | 644 | 897 |
Total deferred tax assets | 42,342 | 36,549 |
Valuation allowance | (42,342) | (36,549) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2021 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Increase in valuation allowance | $ 5,800,000 | $ 7,900,000 | ||
Income Tax Contingency [Line Items] | ||||
Increase in unrecognized tax benefits | 431,000 | 501,000 | ||
Unrecognized tax benefits | 2,860,000 | 2,429,000 | $ 0 | $ 1,928,000 |
Accrued interest and penalties related to uncertain tax positions | 0 | $ 0 | ||
Federal | ||||
Income Tax Contingency [Line Items] | ||||
NOLs | 131,200,000 | 110,200,000 | ||
Net operating loss that can be carried forward indefinitely | 85,300,000 | |||
State | ||||
Income Tax Contingency [Line Items] | ||||
NOLs | 118,500,000 | $ 108,200,000 | ||
Research and Development | Federal | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 4,400,000 | |||
Research and Development | State | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | $ 4,300,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - 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] | ||
Balance at beginning of year | $ 2,429 | $ 1,928 |
Additions based on tax positions related to the current year | 431 | 501 |
Balance at end of year | $ 2,860 | $ 2,429 |
Employee Defined-Contribution_2
Employee Defined-Contribution Plans (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Retirement Benefits [Abstract] | ||||
Percentage of contributions that fully vest | 100.00% | 100.00% | ||
Employer contribution, percentage of employee's eligible compensation | 3.00% | 3.00% | ||
Contributions | $ 0.2 | $ 0.2 | $ 0.4 | $ 0.4 |
Subsequent Events (Details)_2
Subsequent Events (Details) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | ||||
Apr. 30, 2021USD ($)ft²trading_daytranche$ / sharesshares | Mar. 31, 2021USD ($)tranchetrading_day$ / sharesshares | Jan. 31, 2021USD ($)share | Jun. 30, 2021ft² | May 31, 2021USD ($) | |
Subsequent Event [Line Items] | |||||
Principal amount | $ | $ 53.5 | ||||
Share price (in usd per share) | $ / shares | $ 10 | ||||
Number of shares eligible to be received | shares | 23.8 | ||||
Number of tranches | tranche | 2 | ||||
Earnout period, threshold trading days | trading_day | 20 | ||||
Earnout period, threshold consecutive trading days | trading_day | 30 | ||||
Cash available | $ | $ 350 | ||||
Minimum | |||||
Subsequent Event [Line Items] | |||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 12.50 | ||||
Maximum | |||||
Subsequent Event [Line Items] | |||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 15 | ||||
Tranche One | |||||
Subsequent Event [Line Items] | |||||
Number of shares eligible to be received | shares | 11.9 | ||||
Tranche Two | |||||
Subsequent Event [Line Items] | |||||
Number of shares eligible to be received | shares | 11.9 | ||||
Facility | |||||
Subsequent Event [Line Items] | |||||
Area of property intended to be leased | ft² | 80,000 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Share price (in usd per share) | $ / shares | $ 10 | ||||
Pre-transaction equity value | $ | $ 1,500 | ||||
Number of shares eligible to be received | shares | 24.1 | ||||
Number of tranches | tranche | 2 | ||||
Earnout period, threshold trading days | trading_day | 20 | ||||
Earnout period, threshold consecutive trading days | trading_day | 30 | ||||
Cash available | $ | $ 350 | ||||
Subsequent Event | Minimum | |||||
Subsequent Event [Line Items] | |||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 12.50 | ||||
Subsequent Event | Maximum | |||||
Subsequent Event [Line Items] | |||||
Earnout period, stock price trigger (in usd per share) | $ / shares | $ 15 | ||||
Subsequent Event | Tranche One | |||||
Subsequent Event [Line Items] | |||||
Number of shares eligible to be received | shares | 12 | ||||
Subsequent Event | Tranche Two | |||||
Subsequent Event [Line Items] | |||||
Number of shares eligible to be received | shares | 12 | ||||
Subsequent Event | Facility | |||||
Subsequent Event [Line Items] | |||||
Area of property intended to be leased | ft² | 80,000 | ||||
Subsequent Event | Series D Redeemable Convertible Preferred Stock | |||||
Subsequent Event [Line Items] | |||||
Number of shares the note is convertible into | share | 6,756,757 | ||||
Subsequent Event | Convertible Note | |||||
Subsequent Event [Line Items] | |||||
Principal amount | $ | $ 5 | ||||
Subsequent Event | Loan | |||||
Subsequent Event [Line Items] | |||||
Principal amount | $ | $ 53.5 |