Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 10, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39757 | |
Entity Registrant Name | Velo3D, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 98-1556965 | |
Entity Address, Address Line One | 2710 Lakeview Court | |
Entity Address, City or Town | Fremont | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94538 | |
City Area Code | 408 | |
Local Phone Number | 610-3915 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 296,188,417 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001825079 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, par value $0.00001 per share | |
Trading Symbol | VLD | |
Security Exchange Name | NYSE | |
Warrant [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase one share of common stock, each at an exercise price of $11.50 per share | |
Trading Symbol | VLD WS | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 7,754 | $ 24,494 |
Short-term investments | 3,151 | 6,621 |
Accounts receivable, net | 11,653 | 9,583 |
Inventories | 62,799 | 60,816 |
Contract assets | 9,906 | 7,510 |
Prepaid expenses and other current assets | 3,082 | 4,000 |
Total current assets | 98,345 | 113,024 |
Property and equipment, net | 15,253 | 16,326 |
Equipment on lease, net | 5,482 | 6,667 |
Other assets | 17,068 | 17,782 |
Total assets | 136,148 | 153,799 |
Current liabilities: | ||
Accounts payable | 15,595 | 15,854 |
Accrued expenses and other current liabilities | 6,244 | 6,491 |
Debt – current portion | 34,300 | 21,191 |
Contract liabilities | 4,719 | 5,135 |
Total current liabilities | 60,858 | 48,671 |
Long-term debt – less current portion | 2,003 | 11,941 |
Contingent earnout liabilities | 1,893 | 1,456 |
Warrant liabilities | 14,455 | 11,835 |
Other noncurrent liabilities | 11,489 | 11,556 |
Total liabilities | 90,698 | 85,459 |
Commitments and contingencies (Note 13) | ||
Stockholders’ equity: | ||
Common stock, $0.00001 par value - 500,000,000 shares authorized at March 31, 2024 and December 31, 2023, 261,704,589 and 258,418,695 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively | 2 | 2 |
Additional paid-in capital | 430,843 | 425,471 |
Accumulated other comprehensive loss | (44) | (96) |
Accumulated deficit | (385,351) | (357,037) |
Total stockholders’ equity | 45,450 | 68,340 |
Total liabilities and stockholders’ equity | $ 136,148 | $ 153,799 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 500,000,000 | 258,418,695 |
Common stock, shares outstanding | 261,704,589 | 258,418,695 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Total Revenue | $ 9,786 | $ 26,687 |
Cost of revenue | 12,601 | 24,155 |
Gross profit (loss) | (2,815) | 2,532 |
Operating expenses | ||
Research and development | 5,043 | 10,417 |
Selling and marketing | 4,809 | 6,174 |
General and administrative | 8,783 | 10,191 |
Total operating expenses | 18,635 | 26,782 |
Loss from operations | (21,450) | (24,250) |
Interest expense | (3,897) | (220) |
Gain (loss) on fair value of warrants | (2,620) | (2,553) |
Gain (loss) on fair value of contingent earnout liabilities | (437) | (9,653) |
Other income, net | 94 | 351 |
Loss before provision for income taxes | (28,310) | (36,325) |
Provision for income taxes | (4) | 0 |
Net loss | $ (28,314) | $ (36,325) |
Net loss per share: | ||
Basic (in dollars per share) | $ (0.11) | $ (0.19) |
Diluted (in dollars per share) | $ (0.11) | $ (0.19) |
Shares used in computing net loss per share: | ||
Basic (in shares) | 260,294,161 | 189,609,021 |
Diluted (in shares) | 260,294,161 | 189,609,021 |
Net loss | $ (28,314) | $ (36,325) |
Net unrealized holding gain (loss) on available-for-sale investments | 52 | 288 |
Total comprehensive loss | (28,262) | (36,037) |
3D Printer | ||
Revenue from contract with customer | 7,660 | 24,448 |
Cost of revenue | 9,394 | 22,168 |
Recurring payment | ||
Recurring Payment | 470 | 575 |
Cost of revenue | 315 | 447 |
Support services | ||
Revenue from contract with customer | 1,656 | 1,664 |
Cost of revenue | $ 2,892 | $ 1,540 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | |
Cash flows from operating activities | |||
Net loss | $ (28,314) | $ (36,325) | |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Depreciation and amortization | 4,567 | 1,560 | |
Stock-based compensation | 5,087 | 6,236 | |
Loss on fair value of warrants | 2,620 | $ 2,620 | 2,553 |
Loss on fair value of contingent earnout liabilities | 437 | 9,653 | |
Changes in assets and liabilities | |||
Accounts receivable | (2,070) | (5,162) | |
Inventories | 2,645 | (1,425) | |
Contract assets | (2,118) | (1,124) | |
Prepaid expenses and other current assets | 1,078 | 2,776 | |
Other assets | 396 | 247 | |
Accounts payable | (4,199) | (2,694) | |
Accrued expenses and other liabilities | (218) | (1,848) | |
Contract liabilities | (416) | (4,583) | |
Other noncurrent liabilities | (18) | (698) | |
Net cash used in operating activities | (20,523) | (30,834) | |
Cash flows from investing activities | |||
Purchase of property and equipment | (6) | (403) | |
Production of equipment for lease to customers | (1) | (135) | |
Proceeds from maturity of available-for-sale investments | 3,500 | 21,500 | |
Net cash provided by investing activities | 3,493 | 20,962 | |
Cash flows from financing activities | |||
Proceeds from ATM offering, net of issuance costs | 0 | 10,458 | |
Proceeds from revolver facility | 0 | 5,000 | |
Repayment of equipment loans | 0 | (734) | |
Issuance of common stock upon exercise of stock options | 285 | 310 | |
Net cash provided by financing activities | 285 | 15,034 | |
Effect of exchange rate changes on cash and cash equivalents | 5 | (6) | |
Net change in cash and cash equivalents | (16,740) | 5,156 | |
Cash and cash equivalents and restricted cash at beginning of period | 25,294 | 32,783 | |
Cash and cash equivalents and restricted cash at end of period | 8,554 | 25,294 | 37,939 |
Supplemental disclosure of cash flow information | |||
Cash paid for interest | 556 | 220 | |
Supplemental disclosure of non-cash information | |||
Unpaid liabilities related to property and equipment | (59) | (16) | |
Equipment for lease to customers returned to inventory | 912 | 0 | |
Cash and Cash Equivalents and Restricted Cash | |||
Cash and cash equivalents | 7,754 | 24,494 | 37,139 |
Restricted cash (Other assets) | 800 | 800 | |
Total cash and cash equivalents and restricted cash | $ 8,554 | $ 25,294 | $ 37,939 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Common Stock Warrants |
Balance as of beginning of period (in shares) at Dec. 31, 2022 | 187,561,368 | |||||
Balance as of beginning of period at Dec. 31, 2022 | $ 138,795 | $ 2 | $ 361,528 | $ (837) | $ (221,898) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,186,000 | 1,585,950 | 3,332,479 | |||
Stock Issued During Period, Value, Stock Options Exercised | $ 310 | 310 | ||||
APIC, Share-Based Payment Arrangement, Increase for Cost Recognition | 6,236 | 6,236 | ||||
Adjustments to Additional Paid in Capital, Warrant Issued | 10,458 | 10,458 | ||||
Net loss | (36,325) | (36,325) | ||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 288 | 288 | ||||
Balance as of end of period (in shares) at Mar. 31, 2023 | 192,479,797 | |||||
Balance as of end of period at Mar. 31, 2023 | 119,762 | $ 2 | 378,532 | (549) | (258,223) | |
Balance as of beginning of period (in shares) at Dec. 31, 2023 | 258,418,695 | |||||
Balance as of beginning of period at Dec. 31, 2023 | $ 68,340 | $ 2 | 425,471 | (96) | (357,037) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,614,000 | 3,285,894 | ||||
Stock Issued During Period, Value, Stock Options Exercised | $ 285 | 285 | ||||
APIC, Share-Based Payment Arrangement, Increase for Cost Recognition | 5,087 | 5,087 | ||||
Net loss | (28,314) | (28,314) | ||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 52 | 52 | ||||
Balance as of end of period (in shares) at Mar. 31, 2024 | 261,704,589 | |||||
Balance as of end of period at Mar. 31, 2024 | $ 45,450 | $ 2 | $ 430,843 | $ (44) | $ (385,351) |
Statement of Income (Statement)
Statement of Income (Statement) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Revenue | $ 26,687 |
Cost of revenue | 24,155 |
Gross Profit | 2,532 |
Research and development | 10,417 |
Selling and marketing | 6,174 |
General and administrative | 10,191 |
Operating Expenses | 26,782 |
Operating Income (Loss) | (24,250) |
Interest expense | (220) |
Gain (Loss) On Fair Value Of Warrants | (2,553) |
Gain (loss) on fair value of contingent earnout liabilities | (9,653) |
Other income, net | 351 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (36,325) |
Provision for income taxes | 0 |
Net loss | $ (36,325) |
Basic (in dollars per share) | $ / shares | $ (0.19) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ / shares | $ (0.19) |
Basic weighted average shares outstanding (in shares) | shares | 189,609,021 |
Diluted weighted average shares outstanding (in shares) | shares | 189,609,021 |
Net unrealized holding gain (loss) on available-for-sale investments | $ 288 |
Total comprehensive loss | (36,037) |
Previously Reported [Member] | |
Revenue | 26,814 |
Cost of revenue | 23,889 |
Gross Profit | 2,925 |
Research and development | 10,547 |
Selling and marketing | 6,174 |
General and administrative | 10,327 |
Operating Expenses | 27,048 |
Operating Income (Loss) | (24,123) |
Interest expense | (220) |
Gain (Loss) On Fair Value Of Warrants | (2,553) |
Gain (loss) on fair value of contingent earnout liabilities | (9,653) |
Other income, net | 351 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (36,198) |
Provision for income taxes | 0 |
Net loss | $ (36,198) |
Basic (in dollars per share) | $ / shares | $ (0.19) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ / shares | $ (0.19) |
Basic weighted average shares outstanding (in shares) | shares | 189,609,021 |
Diluted weighted average shares outstanding (in shares) | shares | 189,609,021 |
Net unrealized holding gain (loss) on available-for-sale investments | $ 288 |
Total comprehensive loss | (35,910) |
Revision of Prior Period, Adjustment | |
Revenue | (127) |
Cost of revenue | 266 |
Gross Profit | (393) |
Research and development | (130) |
Selling and marketing | 0 |
General and administrative | (136) |
Operating Expenses | (266) |
Operating Income (Loss) | (127) |
Interest expense | 0 |
Gain (Loss) On Fair Value Of Warrants | 0 |
Gain (loss) on fair value of contingent earnout liabilities | 0 |
Other income, net | 0 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (127) |
Provision for income taxes | 0 |
Net loss | $ (127) |
Basic (in dollars per share) | $ / shares | $ 0 |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ / shares | $ 0 |
Basic weighted average shares outstanding (in shares) | shares | 0 |
Diluted weighted average shares outstanding (in shares) | shares | 0 |
Net unrealized holding gain (loss) on available-for-sale investments | $ 0 |
Total comprehensive loss | (127) |
As Revised | |
Revenue | 26,687 |
Cost of revenue | 24,155 |
Gross Profit | 2,532 |
Research and development | 10,417 |
Selling and marketing | 6,174 |
General and administrative | 10,191 |
Operating Expenses | 26,782 |
Operating Income (Loss) | (24,250) |
Interest expense | (220) |
Gain (Loss) On Fair Value Of Warrants | (2,553) |
Gain (loss) on fair value of contingent earnout liabilities | (9,653) |
Other income, net | 351 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (36,325) |
Provision for income taxes | 0 |
Net loss | $ (36,325) |
Basic (in dollars per share) | $ / shares | $ (0.19) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ / shares | $ (0.19) |
Basic weighted average shares outstanding (in shares) | shares | 189,609,021 |
Diluted weighted average shares outstanding (in shares) | shares | 189,609,021 |
Net unrealized holding gain (loss) on available-for-sale investments | $ 288 |
Total comprehensive loss | (36,037) |
3D Printers | |
Revenue | 24,448 |
Cost of revenue | 22,168 |
3D Printers | Previously Reported [Member] | |
Revenue | 24,575 |
Cost of revenue | 21,974 |
3D Printers | Revision of Prior Period, Adjustment | |
Revenue | (127) |
Cost of revenue | 194 |
3D Printers | As Revised | |
Revenue | 24,448 |
Cost of revenue | 22,168 |
Recurring payment | |
Recurring Payment | 575 |
Cost of revenue | 447 |
Recurring payment | Previously Reported [Member] | |
Recurring Payment | 575 |
Cost of revenue | 447 |
Recurring payment | Revision of Prior Period, Adjustment | |
Recurring Payment | 0 |
Cost of revenue | 0 |
Recurring payment | As Revised | |
Recurring Payment | 575 |
Cost of revenue | 447 |
Support services | |
Revenue | 1,664 |
Cost of revenue | 1,540 |
Support services | Previously Reported [Member] | |
Revenue | 1,664 |
Cost of revenue | 1,468 |
Support services | Revision of Prior Period, Adjustment | |
Revenue | 0 |
Cost of revenue | 72 |
Support services | As Revised | |
Revenue | 1,664 |
Cost of revenue | $ 1,540 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Velo3D, Inc., a Delaware corporation (“ Velo3D ” ), formerly known as JAWS Spitfire Acquisition Corporation (“ JAWS Spitfire ”), 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. Velo3D’s subsidiaries are Velo3D US, Inc., (formerly known as Velo3D, Inc. (“ Legacy Velo3D ”), founded in June 2014 as a Delaware corporation headquartered in Campbell, California), Velo3D, B.V., (a sales and marketing office located in the Netherlands) and Velo3D, GmbH, (a sales and marketing office located in Germany). The first commercially developed 3D Printer was delivered in the fourth quarter of 2018. On September 29, 2021 (the “ Closing Date ” or the “ Reverse Recapitalization Date ”), JAWS Spitfire completed the previously announced merger with Legacy Velo3D, with Legacy Velo3D surviving as a wholly-owned subsidiary of JAWS Spitfire (the “ Merger ” or the “ Reverse Recapitalization ”). In connection with the Merger, JAWS Spitfire was renamed “Velo3D, Inc.”, and Legacy Velo3D was renamed “Velo3D US, Inc.” The shares and Net loss per share attributable to common stockholders, basic and diluted, prior to the Merger, have been retroactively restated as shares reflecting the exchange ratio (the “ Exchange Ratio ”) established in the Merger (0.8149 shares of Velo3D common stock for 1 share of Legacy Velo3D common stock, par value $0.00001 (the “ Common Stock ”)). All fractional shares were rounded. Unless otherwise stated herein or unless the context otherwise requires, references in these notes to the “Company” refer to (i) Legacy Velo3D prior to the consummation of the Merger; and (ii) Velo3D and its consolidated subsidiaries following the consummation of the Merger. Basis of Presentation The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries 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 (the “SEC”) for interim financial reporting. Intercompany balances and transactions have been eliminated in consolidation. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”) and the related notes, which provide a more complete discussion of the Company’s accounting policies and certain other information. The condensed consolidated balance sheet as of December 31, 2023 has been derived from the audited financial statements of the Company. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s 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, 2024, or for any other interim period or for any other future year. Revision of Previously Issued Condensed Consolidated Financial Statements During the fourth quarter of 2023, the Company identified a formula error and an incorrect hourly rate used in its calculation of variable consideration and the calculation of sales type leases related to revenue for the year ended December 31, 2022. The Company concluded that the errors were not material, either individually or in the aggregate, to its previously issued consolidated financial statements. Additionally, the Company has revised its previously issued interim condensed consolidated financial statements for the period ended March 31, 2023. Refer to Note 16 for further discussion on the revision of the previously issued condensed consolidated financial statements. Notice of Delisting On December 28, 2023, the Company received written notice (the “ Notice ”) from the New York Stock Exchange (“ NYSE ”) that the Company was not in compliance criteria pursuant to the continued listing standards set forth in Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Common Stock was less than $1.00 per share over a consecutive 30 trading-day period (the “Minimum Share Price Requirement”). Pursuant to Section 802.01C of the NYSE Listed Company Manual, the Company will have until June 28, 2024 to regain compliance with the Minimum Share Price Requirement. The Notice has no immediate impact on the listing of the Common Stock, which will continue to be listed and traded on the NYSE during the applicable cure period, subject to the Company’s compliance with the other continued listing requirements of the NYSE and will not affect the ongoing business operations of the Company or its reporting requirements with the Securities and Exchange Commission. However, failure to satisfy the conditions of the cure period or to maintain other NYSE listing requirements could lead to a delisting. Going Concern, Financial Condition and Liquidity and Capital Resources |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies For a detailed discussion about the Company’s significant accounting policies and for further information on significant accounting updates adopted in the prior year, see Note 2, Summary of Significant Accounting Policies , to the audited consolidated financial statements in the 2023 Form 10-K. During the three months ended March 31, 2024, there were no significant updates to the Company’s significant accounting policies other than as described below. Recently Issued Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures. Two primary enhancements related to this ASU include disaggregating existing income tax disclosures relating to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on the Company's condensed consolidated financial statements and related disclosures. |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income (Loss) per Share | 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 attributable to common stockholders: Three Months Ended 2024 2023 (In thousands, except share and per share data) Numerator: Net loss $ (28,314) $ (36,325) Denominator: Weighted average shares outstanding–basic and diluted 260,294,161 189,609,021 Net loss per share–basic and diluted $ (0.11) $ (0.19) 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 for the periods presented because including them would have had an antidilutive effect: Three Months Ended 2024 2023 Common stock options 11,394,757 15,388,946 Common stock warrants 50,945,000 13,145,000 Restricted stock units 18,260,514 12,455,651 Total potentially dilutive common share equivalents 80,600,271 40,989,597 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company’s assets and liabilities that were measured at fair value on a recurring basis were as follows: Fair Value Measured as of March 31, 2024 Level 1 Level 2 Level 3 Total (In thousands) Assets Money market funds (i) $ 6,732 $ — $ — $ 6,732 Corporate bonds (ii) — 3,151 — 3,151 Total financial assets $ 6,732 $ 3,151 $ — $ 9,883 Liabilities Common stock warrant liabilities (Public Warrants) (iii) $ 489 $ — $ — $ 489 Common stock warrant liabilities (Private Placement Warrants) (iii) — — 241 241 Common stock warrant liabilities (2022 Private Warrant) (iii) — — 28 28 Common stock warrant liabilities (RDO Warrants) (iii) — — 13,053 13,053 Common stock warrant liabilities (Placement Agent Warrants) (iii) — — 644 644 Contingent earnout liabilities — — 1,893 1,893 Total financial liabilities $ 489 $ — $ 15,859 $ 16,348 Fair Value Measured as of December 31, 2023 Level 1 Level 2 Level 3 Total (In thousands) Assets Money market funds (i) $ 3,422 $ — $ — $ 3,422 Corporate bonds (ii) — 6,621 — 6,621 Total financial assets $ 3,422 $ 6,621 $ — $ 10,043 Liabilities Common stock warrant liabilities (Public Warrants) (iii) $ 258 $ — $ — $ 258 Common stock warrant liabilities (Private Placement Warrants) (iii) — — 127 127 Common stock warrant liabilities (2022 Private Warrant) (iii) — — 23 23 Common stock warrant liabilities (RDO Warrants) (iii) — — 10,891 10,891 Common stock warrant liabilities (Placement Agent Warrants) (iii) — — 536 536 Contingent earnout liabilities — — 1,456 1,456 Total financial liabilities $ 258 $ — $ 13,033 $ 13,291 (i) Included in cash and cash equivalents on the condensed consolidated balance sheets. (ii) Included in short-term investments on the condensed consolidated balance sheets. (iii) Included in warrant liabilities on the condensed consolidated balance sheets. For more information regarding the Public Warrants, Private Placement Warrants, the 2022 Private Warrant, the RDO Warrants, the Placement Agent Warrants, and the Contingent earnout liabilities, see Note 10, Equity Instruments . The aggregate fair value of the Company’s money market funds approximated amortized cost and, as such, there were no unrealized gains or losses on money market funds as of March 31, 2024 and December 31, 2023. Realized gains and losses, net of tax, were not material for any of the periods presented. The following table presents a summary of the changes in the fair value of the Company’s Level 3 financial instruments: Private placement warrant liabilities 2022 Private Warrant Contingent earnout liabilities RDO Warrants Placement Agent Warrants (In thousands) Fair value as of January 1, 2024 $ 127 $ 23 $ 1,456 $ 10,891 $ 536 Change in fair value 114 5 437 2,162 108 Fair value as of March 31, 2024 $ 241 $ 28 $ 1,893 $ 13,053 $ 644 Private placement warrant liabilities 2022 Private Warrant Contingent earnout liabilities RDO Warrants Placement Agent Warrants (In thousands) Fair value as of January 1, 2023 888 109 17,414 — — Change in fair value 869 37 9,653 — — Fair value as of March 31, 2023 $ 1,757 $ 146 $ 27,067 $ — $ — |
Investments
Investments | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Available-for-sale Investments The following table summarizes the Company’s available-for-sale (“AFS”) investments. These are classified as “Short-term investments” on the condensed consolidated balance sheets. March 31, 2024 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Fair Value (In thousands) Corporate bonds $ 3,195 $ — $ (44) $ 3,151 Total available-for-sale investments $ 3,195 $ — $ (44) $ 3,151 December 31, 2023 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Fair Value (In thousands) Corporate bonds $ 6,717 $ — $ (96) $ 6,621 Total available-for-sale investments $ 6,717 $ — $ (96) $ 6,621 The following table presents the breakdown of the AFS investments in an unrealized loss position as of March 31, 2024 and December 31, 2023, respectively. March 31, 2024 December 31, 2023 Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss (In thousands) Corporate bonds Less than 12 months $ — $ — $ — $ — 12 months or longer 3,151 (44) 6,621 (96) Total $ 3,151 $ (44) $ 6,621 $ (96) There were no material realized gains or losses on AFS investments during the three months ended March 31, 2024 and March 31, 2023. All remaining contractual maturities of AFS investments held at March 31, 2024 are as follows: Less than 12 months Greater than 12 months Fair value Gross unrealized losses Fair value Gross unrealized losses (In thousands) Corporate bonds $ 3,151 $ (44) $ — $ — Total $ 3,151 $ (44) $ — $ — Actual maturities may differ from the contractual maturities because the Company may sell these investments prior to their contractual maturities. |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Accounts Receivable, Net Accounts receivable, net consisted of the following: March 31, December 31, 2024 2023 (In thousands) Trade receivables $ 12,376 $ 10,203 Less: Allowances for credit losses (723) (620) Total $ 11,653 $ 9,583 Inventories Inventories consisted of the following: March 31, December 31, 2024 2023 (In thousands) Raw materials $ 45,634 $ 48,488 Work-in-progress 15,486 9,922 Finished goods 1,679 2,406 Total $ 62,799 $ 60,816 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following: March 31, December 31, 2024 2023 (In thousands) Prepaid insurance and other $ 2,922 $ 2,738 Vendor prepayments 160 1,262 Total $ 3,082 $ 4,000 Property and Equipment, Net Property and equipment, net consisted of the following: March 31, December 31, 2024 2023 (In thousands) Computers and software $ 2,526 $ 2,549 Lab equipment and other equipment 8,019 8,075 Furniture and fixtures 206 206 Leasehold improvements 14,471 14,406 Total property, plant and equipment 25,222 25,236 Less accumulated depreciation and amortization (9,969) (8,910) Property, plant and equipment, net $ 15,253 $ 16,326 Depreciation expense for the three months ended March 31, 2024 and 2023 was $1.1 million and $1.2 million, respectively. The manufacturing facility operating lease at Campbell (McGlincy) was terminated on March 31, 2023, and is no longer in use. There were no significant asset retirement obligations for McGlincy. The Company’s right-of-use assets and lease liabilities related to McGlincy were amortized in full over the life of the lease. Additionally, the Company exited from its two facilities at Campbell (Division) on December 31, 2023, which are no longer in use, however the lease agreement was not terminated. Other Assets Other assets consisted of the following: March 31, December 31, 2024 2023 (In thousands) Right of use assets $ 10,237 $ 10,672 Non-current contract assets 4,839 5,117 Non-current prepaid expenses and other assets 1,992 1,993 Total Other assets $ 17,068 $ 17,782 Certain balances included in contract assets for prior periods have been reclassified to conform to the current period presentation. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following: March 31, December 31, 2024 2023 (In thousands) Accrued expenses $ 1,862 $ 1,948 Accrued salaries and benefits 2,263 2,277 Lease liability – current portion 2,119 2,266 Total Accrued expenses and other current liabilities $ 6,244 $ 6,491 Other Noncurrent Liabilities Other noncurrent liabilities consisted of the following: March 31, December 31, 2024 2023 (In thousands) Lease liabilities – noncurrent portion $ 9,779 $ 10,176 Other noncurrent liabilities 1,710 1,380 Total other noncurrent liabilities $ 11,489 $ 11,556 |
Equipment on Lease, Net
Equipment on Lease, Net | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Equipment on Lease, Net | Equipment on Lease, Net The equipment leased to customers had a cost basis of $6.2 million and accumulated depreciation of $0.7 million as of March 31, 2024. The equipment leased to customers had a cost basis of $7.4 million and accumulated depreciation of $0.8 million as of December 31, 2023. The total depreciation expense was $0.3 million and $0.3 million included in cost of revenue for the three months ended March 31, 2024 and 2023, respectively. Lease payments from customers consisted of the following: Three Months Ended March 31, 2024 2023 (In thousands) Equipment on lease payments $ 470 $ 575 Equipment on lease variable payments — — Total lease payments $ 470 $ 575 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company leases its office and manufacturing facilities under four non-cancellable operating leases, including options to extend, which expire between 2024 to 2032. The agreements include a provision for renewal at the then prevailing market rate for terms specified in each lease. As noted above in Note 6, Balance Sheet Components, the manufacturing facility operating lease at Campbell (McGlincy) was terminated on March 31, 2023, and is no longer in use. The Company’s right-of-use assets and lease liabilities related to McGlincy were amortized in full over the life of the lease. Additionally, the Company exited from its two facilities at Campbell (Division) on December 31, 2023, which are no longer in use, however the lease agreement has not been terminated as of March 31, 2024. Total right-of-use (“ROU”) assets and lease liabilities are as follows: March 31, December 31, 2024 2023 (In thousands) Right-of-use assets: Net book value (Other assets) $ 10,237 $ 10,672 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 1,986 $ 2,153 Noncurrent (Other noncurrent liabilities) 9,558 9,973 11,544 12,126 Financing lease liabilities: Current (Accrued expense and other current liabilities) $ 133 $ 113 Noncurrent (Other noncurrent liabilities) 221 203 $ 354 $ 316 Total lease liabilities $ 11,898 $ 12,442 There were no impairments recorded related to these assets as of March 31, 2024 and December 31, 2023. Information about lease-related balances were as follows: Three Months Ended 2024 2023 (In thousands, except years and percentages) Operating lease expense $ 733 $ 764 Financing lease expense 49 9 Short-term lease expense 68 84 Total lease expense $ 850 $ 857 Cash paid for leases $ 746 $ 706 Weighted – average remaining lease term – operating leases (years) 7.6 3.8 Weighted – average discount rate – operating leases 8.9% 8.7% Maturity of operating lease liabilities as of March 31, 2024 are as follows: (In thousands) Remainder of 2024 $ 2,091 2025 2,390 2026 2,430 2027 2,400 2028 2,490 Thereafter 8,779 Total operating lease payments $ 20,580 Less portion representing imputed interest (9,036) Total operating lease liabilities $ 11,544 Less current portion 1,986 Long-term portion $ 9,558 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: March 31, December 31, 2024 2023 (In thousands) Secured notes $ 36,791 $ 33,516 Deferred financing costs (488) (384) Total $ 36,303 $ 33,132 Debt – current portion 34,300 21,191 Long-term debt – less current portion $ 2,003 $ 11,941 The Company’s debt consists of Secured Notes entered into with High Trail Investments ON LLC and an affiliated institutional investor (together, the "Investors"). The Secured Notes contain customary affirmative and negative covenants (including covenants that limit the Company’s ability to incur debt, make investments, transfer assets, engage in certain transactions with affiliates and merge with other companies). For a full description of the debt arrangement, see Note 9, Long-Term Debt , in the audited consolidated financial statements included in the 2023 Form 10-K. On April 1, 2024, the Company entered into the Second Note Amendment, to its Secured Notes with the Investors. For further information on the Second Note Amendment, see Note 17, Subsequent Events . Secured Notes — The Secured Notes bear interest at 6.00% per annum, payable quarterly in cash on January 1, April 1, July 1 and October 1 of each year, commencing on January 1, 2024, and will mature on August 1, 2026. When the Company repays principal on the Secured Notes pursuant to the terms of the Secured Notes, it will be required to pay 120% of the principal amount repaid (the “Repayment Price”) plus accrued and unpaid interest. On the first day of each three-month period beginning on April 1, 2024 (a “Partial Redemption Date”), the Company will redeem a portion of the principal amount of the Secured Notes at the Repayment Price plus accrued and unpaid interest, unless the Investors cancel such redemption. The aggregate principal amount of the Secured Notes that will be redeemable on a Partial Redemption Date will be $8,750,000 for a Repayment Price of $10,500,000. The Secured Notes include terms that provide the Investors seniority over other unsecured obligations in any settlement negotiations in the event of liquidation. Additionally, the Secured Notes contain redemption features in the event of default or a fundamental change in control that would make the Secured Notes immediately callable at a predetermined rate as described in the Secured Notes. The redemption features are settled in cash. As of March 31, 2024, the Company has not included the effect of an event of default or the effect of a fundamental change in control in the valuation of the Secured Notes, as the Company believes the likelihood of these occurring to be remote. The Company will continue to monitor the likelihood of these events in future reporting periods. The Company incurred deferred financing costs of $0.4 million related to the Secured Notes, which were capitalized upon issuance and are being accreted over the term of the Secured Notes using the effective interest rate method with $0.1 million amortized to interest expense for the three months ended March 31, 2024. As of March 31, 2024, the remaining unamortized balance of deferred financing costs was $0.3 million and were included in Debt — current portion on the balance sheets. Additionally, the Company is accreting discounts of $11.5 million and capitalizing to the carrying value of the Secured Notes over the term of the Secured Notes using the effective interest rate method with $3.1 million amortized to interest expense for the three months ended March 31, 2024. As of March 31, 2024, the unamortized discount was $7.2 million, which includes the difference between the principal and the Repayment Price, and capitalized deferred financing costs. For the three months ended March 31, 2024, the Company incurred and paid $0.6 million in interest expense related to the Secured Notes. The effective interest rate was 45.1% for the three months ended March 31, 2024. The future minimum aggregate payments for the above borrowings are equal to the quarterly payments made using the Repayment Price, are as follows as of March 31, 2024: (In thousands) 2024 $ 42,000 2025 2,000 $ 44,000 |
Equity Instruments
Equity Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Equity Instruments | Equity Instruments Common stock The total amount of our authorized share capital consists of 500,000,000 shares of common stock, par value $0.00001 per share, and 10,000,000 shares of preferred stock, par value $0.00001 per share. As of March 31, 2024, we had 261,704,589 shares of common stock outstanding.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, 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 future issuance on an “as if converted” basis were as follows: March 31, December 31, 2024 2023 (share data) Common stock warrants 50,945,000 50,945,000 Shares available for future grant under 2021 Equity Incentive Plan 29,230,966 16,041,013 Reserved for At-the-Market offering 2,825,941 2,825,941 Reserved for employee stock purchase plan 9,955,400 7,371,214 Total shares of common stock reserved 92,957,307 77,183,168 In February 2023, the Company entered into a sales agreement (the "ATM Sales Agreement") with Needham & Company, LLC ("Needham"), as agent, pursuant to which the Company may offer and sell, from time to time through Needham, up to $40.0 million shares of its common stock pursuant to a shelf registration statement on Form S-3 (the "Shelf Registration Statement") and the related prospectus supplement and accompanying base prospectus, and in connection therewith, the Company reserved 20,000,000 shares of common stock for issuance under the ATM Sales Agreement. On January 31, 2024, the Company filed an amendment to the prospectus supplement increasing the aggregate dollar amount of shares available to be sold from time to time pursuant to the ATM Sales Agreement to $75 million. During the three months ended March 31, 2024, the Company sold no shares pursuant to the ATM sales agreement. Effective January 1, 2024, pursuant to the evergreen provisions of the Company’s 2021 Equity Incentive Plan (the “2021 EIP”), the Company added an additional 12,920,934 shares of common stock for issuance under the 2021 EIP and 2,584,186 shares of common stock for issuance under the 2021 ESPP. The shares available for future grant under the 2021 EIP are net of any un-exercised stock options (vested and unvested) and unvested restricted stock units (“RSUs”) outstanding that may convert to common stock in the future upon exercise or vesting as of March 31, 2024 and December 31, 2023. Common Stock Warrant Liabilities 50,945,000 warrants to purchase an equal number of shares of common stock of were exercisable as of March 31, 2024 and December 31, 2023. The Private Placement Warrants, the 2022 Private Warrant, the RDO Warrants, the Placement Agent Warrants, and the Public Warrants to purchase shares of common stock (each as defined below) are liability classified and recorded at fair value on the issue date with periodic remeasurement. Warrants for shares of common stock consisted of the following: March 31, 2024 and December 31, 2023 Issue Date Expiration Number of Exercise Fair Value on Issue Date per warrant Private placement warrants - Common Stock 12/02/2020 09/29/2026 4,450,000 $11.50 $2.00 2022 Private Warrant – Common Stock 07/25/2022 07/24/2034 70,000 $2.56 $2.43 Public warrants – Common Stock 12/02/2020 09/29/2026 8,625,000 $11.50 $3.30 RDO Warrants - Common Stock 12/29/2023 12/29/2028 36,000,000 $0.57 $0.30 Placement Agent Warrants - Common Stock 12/29/2023 12/29/2028 1,800,000 $0.62 $0.30 50,945,000 Warrant Liabilities – Fair Value The issuance of the Private Placement Warrant and Public Warrant liabilities were accounted for as a reverse recapitalization. The 2022 Private Warrant was issued in connection with the Company’s entry into the joinder and fourth loan modification with SVB. See Note 9, Long-Term Debt, in the consolidated financial statements included in the 2023 Form 10-K. The liability for warrants on common stock carried at fair value was as follows: Fair Value on December 31, 2023 Gain (loss) on fair value of warrants Fair Value on March 31, 2024 (In thousands) Private placement warrants – Common Stock $ 127 $ 114 $ 241 2022 Private Warrant – Common Stock 23 5 28 Public warrants – Common Stock 258 231 489 RDO Warrants - Common Stock 10,891 2,162 13,053 Placement Agent Warrants - Common Stock 536 108 644 $ 11,835 $ 2,620 $ 14,455 The liabilities associated with the Private Placement Warrants, 2022 Private Warrant, RDO Warrants, and Placement Agent Warrants were subject to remeasurement at each balance sheet date using the Level 3 fair value inputs and the Public Warrants were subject to remeasurement at each balance sheet date using Level 1 fair value inputs for the three months ended March 31, 2024 and March 31, 2023. Each Private Placement Warrant is exercisable to purchase one share of common stock at a price of $11.50 per share. Subject to certain exceptions, the Private Placement Warrants have terms and provisions that are identical to those of the Public Warrants. The 2022 Private Warrant is exercisable to purchase one share of common stock at a price of $2.56 per share and allows cashless exercise in whole or part. The Public Warrants may only be exercised for a whole number of shares. The Public Warrants became exercisable on December 7, 2021. The RDO Warrants are exercisable to purchase one share of common stock at a price of $0.57 per warrant share. The Placement Agent Warrants are exercisable to purchase one share of common stock at a price of $0.62 per warrant share . The RDO Warrants and Placement Agent Warrants are exercisable until December 29, 2028 and allows cashless exercise in whole or part. Private Placement Warrant – Fair Value Assumptions The fair value assumptions used in the Monte Carlo simulation model for the recurring valuation of the private placement common stock warrant liability were as follows: As of March 31, 2024 As of December 31, 2023 Current stock price $ 0.46 $ 0.40 Expected volatility 115.0 % 105.0 % Risk-free interest rate 4.5 % 4.1 % Dividend rate — % — % Expected Term (years) 2.50 2.75 Expected volatility: The volatility is determined iteratively, such that the concluded value of the Public Warrant is equal to the traded price. 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 common stock warrants. 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 expected term represents the period that the warrants are expected to be outstanding and is determined using the simplified method, which deems the term to be the average of the time to vesting and the contractual life of the common stock warrants. 2022 Private Warrant, RDO Warrants, Placement Agent Warrants - Fair Value Assumptions The fair value assumptions used in the Black-Scholes simulation model for the recurring valuation of the 2022 Private Warrant, the RDO Warrants, and the Placement Agent Warrants liabilities were as follows: As of March 31, 2024 As of December 31, 2023 Current stock price $ 0.46 $0.40 Expected volatility 114.7 % 108.3% Risk-free interest rate 4.2% - 5.4% 3.8% - 3.9% Dividend rate — % —% Expected Term (years) 4.75 - 10.32 5 - 10.57 Expected volatility: The expected volatility was derived from the implied volatility of the Company’s publicly traded common stock. 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 common stock warrants. 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 expected term represents the period that the warrant is expected to be outstanding and is determined using the simplified method, which deems the term to be the average of the time to vesting and the contractual life of the warrant. Contingent Earnout Liabilities The contingent earnout liability is for Earnout Shares (as defined below) for pre-closing Legacy Velo3D equity holders (“Eligible Legacy Velo3D Equityholders”). During the time period between September 29, 2021 (the “Closing Date”) and the five Equity Incentive Plans & Stock Based Compensation , for further discussion. The rollforward for the contingent earnout liabilities for the three months ended March 31, 2024 and 2023, was as follows: March 31, 2024 2023 (In thousands) Beginning Balance $ 1,456 $ 17,414 Gain on fair value of contingent earnout liabilities $ 437 $ 9,653 Ending Balance $ 1,893 $ 27,067 Fair Value Assumptions – Contingent Earnout Liabilities Assumptions used in the fair value of the contingent earnout liabilities are described below. As of March 31, 2024 As of December 31, 2023 Current stock price $0.46 $0.40 Expected volatility 115.0% 105.0% Risk-free interest rate 4.5% 4.1% Dividend yield —% —% Expected Term (years) 2.50 2.75 Expected volatility: The expected volatility was derived from the implied volatility of the Company’s publicly traded common stock. 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 Earnout Shares. 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 expected term represents the period that the Company’s stock-based awards are expected to be outstanding and is determined using the simplified method, which deems the term to be the average of the time to vesting and the contractual life of the Earnout Shares. |
Equity Incentive Plans and Stoc
Equity Incentive Plans and Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans and Stock-Based Compensation | Equity Incentive Plans and Stock-Based Compensation As of March 31, 2024, the Company had a remaining allocated reserve of 29,230,966 shares of its common stock for issuance under its 2021 Equity Incentive Plan (the “2021 EIP”), which provides for the granting of stock options, restricted stock units (“RSUs”) and stock appreciation rights to employees, directors, and consultants of the Company. As of March 31, 2024, the Company had an allocated reserve of 9,955,400 shares of its common stock for issuance under its 2021 Employee Stock Purchase Plan (“2021 ESPP”). As of March 31, 2024, the Company had not begun any offering periods for the 2021 ESPP. Stock options Activity under the 2021 EIP is set forth below: Options Weighted-Average Exercise Price Weighted-Average Remaining (In thousands) (Per share data) (Years) Outstanding as of December 31, 2022 16,960 $ 0.54 7.3 Granted — $ — Exercised (1,186) $ 0.26 Forfeited or expired (385) $ 0.63 Outstanding as of March 31, 2023 15,389 $ 0.56 7.0 Options vested and expected to vest as of March 31, 2023 15,389 $ 0.56 Vested and exercisable as of March 31, 2023 10,800 $ 0.67 Outstanding as of December 31, 2023 13,152 $ 0.61 6.2 Granted — $ — Exercised (1,614) $ 0.18 Forfeited or expired (144) $ 0.81 Outstanding as of March 31, 2024 11,394 $ 0.67 5.9 Options vested and expected to vest as of March 31, 2024 11,394 $ 0.67 Vested and exercisable as of March 31, 2024 10,897 $ 0.68 The aggregate intrinsic value of options outstanding was $2.4 million and $2.3 million, respectively, as of March 31, 2024 and December 31, 2023. Intrinsic value of options exercised for the three months ended March 31, 2024 and 2023 was $0.2 million and $3.5 million, respectively. The total grant date fair value of options vested was $0.1 million and $0.3 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, total unrecognized compensation cost related to options was $0.1 million related to 0.5 million unvested options and is expected to be recognized over a weighted-average period of 0.8 years. For the three months ended March 31, 2024, there were no options granted. Restricted Stock Units The fair value of RSUs under the Company’s 2021 EIP is estimated using the value of the Company’s common stock on the date of grant. The following table summarizes outstanding and expected to vest RSUs as of March 31, 2024 and 2023 and their activity during the three months ended March 31, 2024 and 2023: Number of Shares Weighted-Average Grant Date Fair Value Aggregate Intrinsic Value (In thousands) (Per share data) (In thousands) Balance as of December 31, 2022 9,623 $ 4.47 $ 17,225 Granted 4,180 2.11 8,819 Released (400) 5.55 1,300 Cancelled (948) 4.37 2,520 Balance as of March 31, 2023 12,455 $ 3.65 $ 28,274 Expected to vest as of March 31, 2023 12,455 $ 3.65 $ 28,274 Balance as of December 31, 2023 20,066 $ 1.94 $ 7,978 Granted 1,133 0.35 393 Released (1,668) 2.41 444 Cancelled (1,271) 1.92 480 Balance as of March 31, 2024 18,260 $ 1.80 $ 8,319 Expected to vest as of March 31, 2024 18,260 $ 1.80 $ 8,319 The aggregate intrinsic value of outstanding RSUs is calculated based on the closing price of the Company’s common stock as of the date outstanding. As of March 31, 2024, there was $29.9 million of unrecognized compensation cost related to 18.3 million unvested RSUs, which is expected to be recognized over a weighted average period of approximately 2.9 years. As of March 31, 2023, there was $40.9 million of unrecognized compensation cost related to 12.5 million unvested RSUs, which is expected to be recognized over a weighted average period of approximately 2.9 years. Earnout Shares– – Employees The Earnout Shares issuable to holders of employee stock options are accounted as stock-based compensation expense as they are subject to forfeiture based on the satisfaction of certain employment conditions. The estimated fair values of the Earnout Shares associated with vested stock options are recognized as an expense and determined by the Monte Carlo simulation valuation model using a distribution of potential outcomes on a monthly basis over the five-year earnout period. The portion of the Earnout Shares associated with unvested stock options are recognized as an expense and considers the vesting continuing employment requirements. Stock-based Compensation Expense The following sets forth the total stock-based compensation expense by type of award included in operating expenses on the statements of operations: Three Months Ended 2024 2023 (In thousands) Restricted stock units $ 3,829 $ 4,058 Stock options 60 750 Earnout shares–employees 1,198 1,428 $ 5,087 $ 6,236 The following sets forth the total stock-based compensation expense for the stock options, RSUs, and earnout shares - employees included in cost of revenue and operating expenses on the statements of operations: Three Months Ended 2024 2023 (In thousands) Cost of 3D Printer $ 389 $ 194 Cost of Support services 195 72 Research and development 1,550 2,803 Selling and marketing 1,054 1,495 General and administrative 1,899 1,672 $ 5,087 $ 6,236 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The 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 ETR 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 three and three months ended March 31, 2024 and 2023 differ from the federal statutory rate 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. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
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 condensed consolidated financial statements indicates it is probable a loss has been incurred as of the date of the condensed consolidated 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 March 31, 2024 , 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. Non-cancellable purchase commitments (purchase orders) of $21.5 million for parts and assemblies are due upon receipts and will primarily be delivered throughout 2024. 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 8, Leases |
Employee Defined-Contribution P
Employee Defined-Contribution Plans | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
Employee Defined-Contribution Plans | Employee Defined-Contribution PlansThe 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. 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 $0.3 million and $0.4 million for the three months ended March 31, 2024 and 2023, respectively. The Company has paid all matching contributions as of March 31, 2024. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Customer Concentration 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 Three Months Ended March 31, March 31, December 31, 2024 2023 2024 2023 (as a percentage) Customer 1 26.8 % — % <10 % — % Customer 2 13.5 % 16.6 % <10 % <10 % Customer 3 <10 % 17.6 % <10 % <10 % Customer 4 <10 % 10.7 % — % — % Customer 5 <10 % 10.6 % <10 % <10 % Customer 6 — % 10.6 % <10 % <10 % Revenue by Geographic Area The Company currently sells its products in the geographic regions as follows: Three Months Ended March 31, 2024 2023 (In thousands) Americas $ 9,373 $ 22,163 Europe 325 4,425 Other 88 99 Total $ 9,786 $ 26,687 Contract Assets and Liabilities There was $0.9 million of revenue recognized during the three months ended March 31, 2024, included in contract liabilities as of December 31, 2023. The amount of revenue recognized during the three months ended March 31, 2023 included in contract liabilities as of December 31, 2022 was $0.9 million. The change in contract assets reflects the difference in timing between the Company’s satisfaction of remaining performance obligations and the Company’s contractual right to bill its customers. The Company had no material asset impairment charges related to contract assets in the periods presented. Variable Consideration |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Second Amendment to Notes On April 1, 2024, the Company entered into the Second Note Amendment. Pursuant to the Second Note Amendment, the Company agreed to (A) make a cash payment of $5.5 million on April 1, 2024 to redeem approximately $4.2 million of aggregate principal amount of the Secured Notes, together with accrued and unpaid interest, and (B) a cash payment of $5.5 million on April 15, 2024 to repay approximately $4.6 million of principal of the Secured Notes, together with accrued and unpaid interest. In connection with the Second Note Amendment, on April 1, 2024, the Company also entered into a letter agreement (the “Letter Agreement”) with the Investors pursuant to which the Company issued to the Investors warrants (the “2024 Private Warrants”) to purchase up to an aggregate of 21,949,079 shares of Common Stock. The 2024 Private Warrants will become exercisable 45 days after the original issuance date (the “Initial Exercise Date”), will be exercisable at an exercise price of $0.4556 per share and will expire on the one year anniversary of the later of (i) the Initial Exercise Date and (ii) the date on which the Resale Registration Statement (as defined in the Letter Agreement) is declared effective by the SEC. The Investors may exercise the 2024 Private Warrants by paying the exercise in cash or by reducing the outstanding principal amount under the Secured Notes by an amount equal to the quotient of (A) the amount of the exercise price divided by (B) 1.20. The 2024 Private Warrants may also be exercised on a cashless basis under certain circumstances. Securities Purchase Agreement On April 10, 2024, the “Company entered into securities purchase agreements (the “Purchase Agreements”) with certain investors (collectively, the “Purchasers”). The Purchase Agreements relate to the sale and issuance, on a reasonable best efforts basis (such sale and issuance, the “Offering”), by the Company of an aggregate of: (i) 34,285,715 shares of the Company’s common stock and (ii) warrants to purchase up to 34,285,715 shares of common stock (the “warrants”). The offering price per share of common stock and accompanying warrant is $0.35. The warrants are immediately exercisable at an exercise price of $0.35 per share and will expire on the 5 year anniversary of the date of issuance. The closing of the Offering resulted in gross proceeds to the Company of approximately $12 million. The Company used the net proceeds from the Offering primarily for funding working capital and capital expenditures and other general corporate purposes, including repayment of the Company’s senior secured notes due 2026. The Purchase Agreements contain customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, other obligations of the parties, and termination provisions. In the Purchase Agreements, the Company has agreed not to issue, enter into any agreement to issue or announce the issuance or proposed issuance of, any shares of common stock or any securities convertible into or exercisable or exchangeable for shares of common stock or file any registration statement or prospectus, or any amendment or supplement thereto for 60 days after the closing date of the Offering, subject to certain exceptions. In addition, the Company has agreed not to effect or enter into an agreement to effect any issuance of common stock or any securities convertible into or exercisable or exchangeable for shares of common stock involving a variable rate transaction (as defined in the Purchase Agreements) until 180 days after the closing date of the Offering, subject to certain exceptions. Additionally, each of the directors and officers of the Company, pursuant to lock-up agreements, agreed not to sell or transfer any of the Company securities which they hold, subject to certain exceptions, during the 90-day period following the closing of the Offering. In connection with the Offering, on April 10, 2024, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with A.G.P./Alliance Global Partners (the “Placement Agent”). Pursuant to the terms of the Placement Agency Agreement, the Placement Agent agreed to arrange for the sale of the shares of common stock and the warrants. The Company paid the Placement Agent a cash fee equal to 7.0% of the aggregate purchase price paid by any and all Purchasers in connection with sales and will reimburse the Placement Agent for certain of its expenses in an aggregate amount up to $150,000. In addition, the Placement Agent will receive warrants (the “Placement Agent warrants”) to purchase such number of shares of common stock equal to 5.0% of the aggregate number of shares of common stock sold in the Offering, or an aggregate of 1,714,286 shares of common stock. The Placement Agent warrants will be exercisable immediately upon issuance and will have substantially the same terms as the warrants, except that the Placement Agent warrants will have an exercise price of $0.385 per share (representing 110% of the offering price per share of common stock and accompanying warrant) and will expire five years from the commencement of the sales pursuant to the Offering. The Placement Agency Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, including for liabilities under the Securities Act of 1933, as amended (the “Securities Act”), other obligations of the parties, and termination provisions. The common stock and warrants were offered by the Company pursuant to the Company’s Registration Statement on Form S-3 (Registration Statement No. 333-268346) (the “Registration Statement”) filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act on November 14, 2022 and declared effective by the Commission on November 21, 2022, including the prospectus supplement filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act dated April 10, 2024 to the prospectus contained in the Registration Statement dated November 21, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries 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 (the “SEC”) for interim financial reporting. Intercompany balances and transactions have been eliminated in consolidation. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”) and the related notes, which provide a more complete discussion of the Company’s accounting policies and certain other information. The condensed consolidated balance sheet as of December 31, 2023 has been derived from the audited financial statements of the Company. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s 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, 2024, or for any other interim period or for any other future year. |
Revision of Previously Issued Consolidated Financial Statements | Revision of Previously Issued Condensed Consolidated Financial Statements During the fourth quarter of 2023, the Company identified a formula error and an incorrect hourly rate used in its calculation of variable consideration and the calculation of sales type leases related to revenue for the year ended December 31, 2022. The Company concluded that the errors were not material, either individually or in the aggregate, to its previously issued consolidated financial statements. Additionally, the Company has revised its previously issued interim condensed consolidated financial statements for the period ended March 31, 2023. Refer to Note 16 for further discussion on the revision of the previously issued condensed consolidated financial statements. |
Notice of Delisting | Notice of Delisting On December 28, 2023, the Company received written notice (the “ Notice ”) from the New York Stock Exchange (“ NYSE ”) that the Company was not in compliance criteria pursuant to the continued listing standards set forth in Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Common Stock was less than $1.00 per share over a consecutive 30 trading-day period (the “Minimum Share Price Requirement”). Pursuant to Section 802.01C of the NYSE Listed Company Manual, the Company will have until June 28, 2024 to regain compliance with the Minimum Share Price Requirement. |
Going Concern | Going Concern, Financial Condition and Liquidity and Capital Resources The unaudited condensed consolidated financial statements have been prepared on the basis of continuity of operations, the realization of assets and satisfaction of liabilities in the ordinary course of business. The Company has incurred losses from operations and negative cash flows from operations in every year since inception and expects this to continue for the foreseeable future. As of March 31, 2024, the Company had an accumulated deficit of $385.4 million and cash and investments on hand of approximately $10.9 million. Management believes that there is a substantial doubt concerning the Company’s ability to continue as a going concern. As of the date of the issuance of these financial statements, the Company does not have sufficient liquidity to meet its operating needs and satisfy its obligations for at least 12 months from the date of issuance of the unaudited condensed consolidated financial statements. On April 1, 2024, the Company entered into a second note amendment (the “Second Note Amendment”) to its Secured Notes (as defined below) held with the Investors (as defined below). Pursuant to the Second Note Amendment, the Company agreed and made a cash payment of $5.5 million on April 1, 2024 to redeem approximately $4.2 million of aggregate principal amount of the Notes, together with accrued and unpaid interest, and a cash payment of $5.5 million on April 15, 2024 to repay approximately $4.6 million of principal of the Notes, together with accrued and unpaid interest. In connection with the Second Note Amendment, the Company issued to the Investors warrants to purchase 21,949,079 shares of the Company’s common stock that become exercisable 45 days after the original issuance date at an exercise price of $0.4556 per share. The Investors may exercise the Warrants by paying the exercise in cash or by reducing the outstanding principal amount under the Notes by an amount equal to the quotient of (A) the amount of the exercise price divided by (B) 1.20. On April 10, 2024, the Company sold (such sale and issuance, the “Offering”) an aggregate of: (i) 34,285,715 shares of common stock and (ii) immediately exercisable warrants to purchase up to 34,285,715 shares of common stock at $0.35 per share. The offering price per share of common stock and accompanying warrant was $0.35 and resulted in gross proceeds to the Company of approximately $12 million. The Company intends to use the net proceeds from the Offering primarily for funding working capital and capital expenditures and other general corporate purposes, including repayment of the Company’s Secured Notes. As of May 9, 2024, the Company had approximately $11.1 million in accounts receivable and $5.7 million in cash and investments. See Note 17, Subsequent Events for further information regarding the Second Note Amendment and the Offering. Further, the Company expects that it will need to engage in additional financings to fund its operations and satisfy its obligations in the near-term, through at-the-market sales under the ATM Agreement or other financings. The Company is in discussions with multiple financing sources to attempt to secure additional financing. There are no assurances that the Company will be able to obtain financing on acceptable terms, or at all, to provide the necessary interim funding to continue its operations and satisfy its obligations for at least 12 months from the date of issuance of the unaudited condensed consolidated financial statements. In December 2023, the Board of Directors commenced a strategic business review process to explore alternatives in order to maximize stockholder value. Potential strategic alternatives actively being explored or evaluated currently include a potential merger, business combination or sale. There can be no assurance that the Company’s strategic review process will result in any transaction or other strategic outcome on acceptable terms, or at all, to provide the necessary funding to continue its operations and satisfy its obligations and if not, the Company may be required to sell assets, liquidate and/or file for bankruptcy. The Company's strategic review remains ongoing, with the Board of Directors in discussions with multiple parties. The Company’s operational priorities include reliability improvements and system uptime for the products previously sold to its key customers. If the Company is unable to maintain system reliability and uptime consistent with the expectations of key customers the Company will not be able to collect outstanding receivables, which a significant portion are currently past due with customers, or variable consideration contingent on the future usage of 3D Printer systems and it will not be able to collect on contractual amounts owed which are contingent upon successful completion of site acceptance tests. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures. Two primary enhancements related to this ASU include disaggregating existing income tax disclosures relating to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on the Company's condensed consolidated financial statements and related disclosures. |
Basic and Diluted Net Income _2
Basic and Diluted Net Income (Loss) per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 attributable to common stockholders: Three Months Ended 2024 2023 (In thousands, except share and per share data) Numerator: Net loss $ (28,314) $ (36,325) Denominator: Weighted average shares outstanding–basic and diluted 260,294,161 189,609,021 Net loss per share–basic and diluted $ (0.11) $ (0.19) |
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 for the periods presented because including them would have had an antidilutive effect: Three Months Ended 2024 2023 Common stock options 11,394,757 15,388,946 Common stock warrants 50,945,000 13,145,000 Restricted stock units 18,260,514 12,455,651 Total potentially dilutive common share equivalents 80,600,271 40,989,597 |
Fair Value Measures and Disclos
Fair Value Measures and Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The Company’s assets and liabilities that were measured at fair value on a recurring basis were as follows: Fair Value Measured as of March 31, 2024 Level 1 Level 2 Level 3 Total (In thousands) Assets Money market funds (i) $ 6,732 $ — $ — $ 6,732 Corporate bonds (ii) — 3,151 — 3,151 Total financial assets $ 6,732 $ 3,151 $ — $ 9,883 Liabilities Common stock warrant liabilities (Public Warrants) (iii) $ 489 $ — $ — $ 489 Common stock warrant liabilities (Private Placement Warrants) (iii) — — 241 241 Common stock warrant liabilities (2022 Private Warrant) (iii) — — 28 28 Common stock warrant liabilities (RDO Warrants) (iii) — — 13,053 13,053 Common stock warrant liabilities (Placement Agent Warrants) (iii) — — 644 644 Contingent earnout liabilities — — 1,893 1,893 Total financial liabilities $ 489 $ — $ 15,859 $ 16,348 Fair Value Measured as of December 31, 2023 Level 1 Level 2 Level 3 Total (In thousands) Assets Money market funds (i) $ 3,422 $ — $ — $ 3,422 Corporate bonds (ii) — 6,621 — 6,621 Total financial assets $ 3,422 $ 6,621 $ — $ 10,043 Liabilities Common stock warrant liabilities (Public Warrants) (iii) $ 258 $ — $ — $ 258 Common stock warrant liabilities (Private Placement Warrants) (iii) — — 127 127 Common stock warrant liabilities (2022 Private Warrant) (iii) — — 23 23 Common stock warrant liabilities (RDO Warrants) (iii) — — 10,891 10,891 Common stock warrant liabilities (Placement Agent Warrants) (iii) — — 536 536 Contingent earnout liabilities — — 1,456 1,456 Total financial liabilities $ 258 $ — $ 13,033 $ 13,291 (i) Included in cash and cash equivalents on the condensed consolidated balance sheets. (ii) Included in short-term investments on the condensed consolidated balance sheets. (iii) Included in warrant liabilities on the condensed consolidated balance sheets. |
Summary of Changes in Fair Value of Level 3 Financial Instruments | The following table presents a summary of the changes in the fair value of the Company’s Level 3 financial instruments: Private placement warrant liabilities 2022 Private Warrant Contingent earnout liabilities RDO Warrants Placement Agent Warrants (In thousands) Fair value as of January 1, 2024 $ 127 $ 23 $ 1,456 $ 10,891 $ 536 Change in fair value 114 5 437 2,162 108 Fair value as of March 31, 2024 $ 241 $ 28 $ 1,893 $ 13,053 $ 644 Private placement warrant liabilities 2022 Private Warrant Contingent earnout liabilities RDO Warrants Placement Agent Warrants (In thousands) Fair value as of January 1, 2023 888 109 17,414 — — Change in fair value 869 37 9,653 — — Fair value as of March 31, 2023 $ 1,757 $ 146 $ 27,067 $ — $ — |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available-for-Sale Investments | The following table summarizes the Company’s available-for-sale (“AFS”) investments. These are classified as “Short-term investments” on the condensed consolidated balance sheets. March 31, 2024 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Fair Value (In thousands) Corporate bonds $ 3,195 $ — $ (44) $ 3,151 Total available-for-sale investments $ 3,195 $ — $ (44) $ 3,151 December 31, 2023 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Fair Value (In thousands) Corporate bonds $ 6,717 $ — $ (96) $ 6,621 Total available-for-sale investments $ 6,717 $ — $ (96) $ 6,621 |
Breakdown of Available-for-sale, Unrealized Loss Position, Fair Value | The following table presents the breakdown of the AFS investments in an unrealized loss position as of March 31, 2024 and December 31, 2023, respectively. March 31, 2024 December 31, 2023 Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss (In thousands) Corporate bonds Less than 12 months $ — $ — $ — $ — 12 months or longer 3,151 (44) 6,621 (96) Total $ 3,151 $ (44) $ 6,621 $ (96) |
Remaining contractual maturities of AFS investments | All remaining contractual maturities of AFS investments held at March 31, 2024 are as follows: Less than 12 months Greater than 12 months Fair value Gross unrealized losses Fair value Gross unrealized losses (In thousands) Corporate bonds $ 3,151 $ (44) $ — $ — Total $ 3,151 $ (44) $ — $ — |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable, Net | Accounts receivable, net consisted of the following: March 31, December 31, 2024 2023 (In thousands) Trade receivables $ 12,376 $ 10,203 Less: Allowances for credit losses (723) (620) Total $ 11,653 $ 9,583 |
Schedule of Inventories | Inventories consisted of the following: March 31, December 31, 2024 2023 (In thousands) Raw materials $ 45,634 $ 48,488 Work-in-progress 15,486 9,922 Finished goods 1,679 2,406 Total $ 62,799 $ 60,816 |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following: March 31, December 31, 2024 2023 (In thousands) Prepaid insurance and other $ 2,922 $ 2,738 Vendor prepayments 160 1,262 Total $ 3,082 $ 4,000 |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following: March 31, December 31, 2024 2023 (In thousands) Computers and software $ 2,526 $ 2,549 Lab equipment and other equipment 8,019 8,075 Furniture and fixtures 206 206 Leasehold improvements 14,471 14,406 Total property, plant and equipment 25,222 25,236 Less accumulated depreciation and amortization (9,969) (8,910) Property, plant and equipment, net $ 15,253 $ 16,326 |
Schedule of Other Assets | Other assets consisted of the following: March 31, December 31, 2024 2023 (In thousands) Right of use assets $ 10,237 $ 10,672 Non-current contract assets 4,839 5,117 Non-current prepaid expenses and other assets 1,992 1,993 Total Other assets $ 17,068 $ 17,782 |
Schedule Of Accrued And Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following: March 31, December 31, 2024 2023 (In thousands) Accrued expenses $ 1,862 $ 1,948 Accrued salaries and benefits 2,263 2,277 Lease liability – current portion 2,119 2,266 Total Accrued expenses and other current liabilities $ 6,244 $ 6,491 |
Schedule of Other Noncurrent Liabilities | Other noncurrent liabilities consisted of the following: March 31, December 31, 2024 2023 (In thousands) Lease liabilities – noncurrent portion $ 9,779 $ 10,176 Other noncurrent liabilities 1,710 1,380 Total other noncurrent liabilities $ 11,489 $ 11,556 |
Equipment on Lease, (Tables)
Equipment on Lease, (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Equipment on Lease, Total Payments | Lease payments from customers consisted of the following: Three Months Ended March 31, 2024 2023 (In thousands) Equipment on lease payments $ 470 $ 575 Equipment on lease variable payments — — Total lease payments $ 470 $ 575 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Assets and Liabilities | Total right-of-use (“ROU”) assets and lease liabilities are as follows: March 31, December 31, 2024 2023 (In thousands) Right-of-use assets: Net book value (Other assets) $ 10,237 $ 10,672 Operating lease liabilities: Current (Accrued expense and other current liabilities) $ 1,986 $ 2,153 Noncurrent (Other noncurrent liabilities) 9,558 9,973 11,544 12,126 Financing lease liabilities: Current (Accrued expense and other current liabilities) $ 133 $ 113 Noncurrent (Other noncurrent liabilities) 221 203 $ 354 $ 316 Total lease liabilities $ 11,898 $ 12,442 |
Lease-Related Balances | Information about lease-related balances were as follows: Three Months Ended 2024 2023 (In thousands, except years and percentages) Operating lease expense $ 733 $ 764 Financing lease expense 49 9 Short-term lease expense 68 84 Total lease expense $ 850 $ 857 Cash paid for leases $ 746 $ 706 Weighted – average remaining lease term – operating leases (years) 7.6 3.8 Weighted – average discount rate – operating leases 8.9% 8.7% |
Future Minimum Operating Lease Payments | Maturity of operating lease liabilities as of March 31, 2024 are as follows: (In thousands) Remainder of 2024 $ 2,091 2025 2,390 2026 2,430 2027 2,400 2028 2,490 Thereafter 8,779 Total operating lease payments $ 20,580 Less portion representing imputed interest (9,036) Total operating lease liabilities $ 11,544 Less current portion 1,986 Long-term portion $ 9,558 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following: March 31, December 31, 2024 2023 (In thousands) Secured notes $ 36,791 $ 33,516 Deferred financing costs (488) (384) Total $ 36,303 $ 33,132 Debt – current portion 34,300 21,191 Long-term debt – less current portion $ 2,003 $ 11,941 |
Future Minimum Aggregate Payments | The future minimum aggregate payments for the above borrowings are equal to the quarterly payments made using the Repayment Price, are as follows as of March 31, 2024: (In thousands) 2024 $ 42,000 2025 2,000 $ 44,000 |
Equity Instruments (Tables)
Equity Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Shares of Common Stock Reserved for Issuance | Shares of common stock reserved for future issuance on an “as if converted” basis were as follows: March 31, December 31, 2024 2023 (share data) Common stock warrants 50,945,000 50,945,000 Shares available for future grant under 2021 Equity Incentive Plan 29,230,966 16,041,013 Reserved for At-the-Market offering 2,825,941 2,825,941 Reserved for employee stock purchase plan 9,955,400 7,371,214 Total shares of common stock reserved 92,957,307 77,183,168 |
Schedule of Warrants for Shares of Stock | March 31, 2024 and December 31, 2023 Issue Date Expiration Number of Exercise Fair Value on Issue Date per warrant Private placement warrants - Common Stock 12/02/2020 09/29/2026 4,450,000 $11.50 $2.00 2022 Private Warrant – Common Stock 07/25/2022 07/24/2034 70,000 $2.56 $2.43 Public warrants – Common Stock 12/02/2020 09/29/2026 8,625,000 $11.50 $3.30 RDO Warrants - Common Stock 12/29/2023 12/29/2028 36,000,000 $0.57 $0.30 Placement Agent Warrants - Common Stock 12/29/2023 12/29/2028 1,800,000 $0.62 $0.30 50,945,000 |
Liability of Warrants on Common Stock Carried at Fair Value | The liability for warrants on common stock carried at fair value was as follows: Fair Value on December 31, 2023 Gain (loss) on fair value of warrants Fair Value on March 31, 2024 (In thousands) Private placement warrants – Common Stock $ 127 $ 114 $ 241 2022 Private Warrant – Common Stock 23 5 28 Public warrants – Common Stock 258 231 489 RDO Warrants - Common Stock 10,891 2,162 13,053 Placement Agent Warrants - Common Stock 536 108 644 $ 11,835 $ 2,620 $ 14,455 |
Fair Value Assumptions | The fair value assumptions used in the Monte Carlo simulation model for the recurring valuation of the private placement common stock warrant liability were as follows: As of March 31, 2024 As of December 31, 2023 Current stock price $ 0.46 $ 0.40 Expected volatility 115.0 % 105.0 % Risk-free interest rate 4.5 % 4.1 % Dividend rate — % — % Expected Term (years) 2.50 2.75 As of March 31, 2024 As of December 31, 2023 Current stock price $ 0.46 $0.40 Expected volatility 114.7 % 108.3% Risk-free interest rate 4.2% - 5.4% 3.8% - 3.9% Dividend rate — % —% Expected Term (years) 4.75 - 10.32 5 - 10.57 Assumptions used in the fair value of the contingent earnout liabilities are described below. As of March 31, 2024 As of December 31, 2023 Current stock price $0.46 $0.40 Expected volatility 115.0% 105.0% Risk-free interest rate 4.5% 4.1% Dividend yield —% —% Expected Term (years) 2.50 2.75 |
Schedule Of Contingent Earnout Liabilities | The rollforward for the contingent earnout liabilities for the three months ended March 31, 2024 and 2023, was as follows: March 31, 2024 2023 (In thousands) Beginning Balance $ 1,456 $ 17,414 Gain on fair value of contingent earnout liabilities $ 437 $ 9,653 Ending Balance $ 1,893 $ 27,067 |
Equity Incentive Plans and St_2
Equity Incentive Plans and Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Option Plan Activity | Activity under the 2021 EIP is set forth below: Options Weighted-Average Exercise Price Weighted-Average Remaining (In thousands) (Per share data) (Years) Outstanding as of December 31, 2022 16,960 $ 0.54 7.3 Granted — $ — Exercised (1,186) $ 0.26 Forfeited or expired (385) $ 0.63 Outstanding as of March 31, 2023 15,389 $ 0.56 7.0 Options vested and expected to vest as of March 31, 2023 15,389 $ 0.56 Vested and exercisable as of March 31, 2023 10,800 $ 0.67 Outstanding as of December 31, 2023 13,152 $ 0.61 6.2 Granted — $ — Exercised (1,614) $ 0.18 Forfeited or expired (144) $ 0.81 Outstanding as of March 31, 2024 11,394 $ 0.67 5.9 Options vested and expected to vest as of March 31, 2024 11,394 $ 0.67 Vested and exercisable as of March 31, 2024 10,897 $ 0.68 |
Schedule of Nonvested Restricted Stock Units Activity | The following table summarizes outstanding and expected to vest RSUs as of March 31, 2024 and 2023 and their activity during the three months ended March 31, 2024 and 2023: Number of Shares Weighted-Average Grant Date Fair Value Aggregate Intrinsic Value (In thousands) (Per share data) (In thousands) Balance as of December 31, 2022 9,623 $ 4.47 $ 17,225 Granted 4,180 2.11 8,819 Released (400) 5.55 1,300 Cancelled (948) 4.37 2,520 Balance as of March 31, 2023 12,455 $ 3.65 $ 28,274 Expected to vest as of March 31, 2023 12,455 $ 3.65 $ 28,274 Balance as of December 31, 2023 20,066 $ 1.94 $ 7,978 Granted 1,133 0.35 393 Released (1,668) 2.41 444 Cancelled (1,271) 1.92 480 Balance as of March 31, 2024 18,260 $ 1.80 $ 8,319 Expected to vest as of March 31, 2024 18,260 $ 1.80 $ 8,319 |
Schedule of Stock-Based Compensation Expense | Three Months Ended 2024 2023 (In thousands) Restricted stock units $ 3,829 $ 4,058 Stock options 60 750 Earnout shares–employees 1,198 1,428 $ 5,087 $ 6,236 The following sets forth the total stock-based compensation expense for the stock options, RSUs, and earnout shares - employees included in cost of revenue and operating expenses on the statements of operations: Three Months Ended 2024 2023 (In thousands) Cost of 3D Printer $ 389 $ 194 Cost of Support services 195 72 Research and development 1,550 2,803 Selling and marketing 1,054 1,495 General and administrative 1,899 1,672 $ 5,087 $ 6,236 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
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 Three Months Ended March 31, March 31, December 31, 2024 2023 2024 2023 (as a percentage) Customer 1 26.8 % — % <10 % — % Customer 2 13.5 % 16.6 % <10 % <10 % Customer 3 <10 % 17.6 % <10 % <10 % Customer 4 <10 % 10.7 % — % — % Customer 5 <10 % 10.6 % <10 % <10 % Customer 6 — % 10.6 % <10 % <10 % |
Revenue by Geographic Area | The Company currently sells its products in the geographic regions as follows: Three Months Ended March 31, 2024 2023 (In thousands) Americas $ 9,373 $ 22,163 Europe 325 4,425 Other 88 99 Total $ 9,786 $ 26,687 |
Description of Business and B_2
Description of Business and Basis of Presentation - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ 385,351 | $ 357,037 |
Investments and Cash | $ 10,900 |
Description of Business and B_3
Description of Business and Basis of Presentation - Going Concern, and Liquidity and Capital Resources (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 10, 2024 | May 09, 2024 | Apr. 15, 2024 | Apr. 01, 2024 | Mar. 31, 2024 | Dec. 31, 2023 |
Subsequent Event [Line Items] | ||||||
Accounts receivable, net | $ 11,653 | $ 9,583 | ||||
Investments and Cash | $ 10,900 | |||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Accounts receivable, net | $ 11,100 | |||||
Investments and Cash | $ 5,700 | |||||
Subsequent Event | Second Secured Notes | ||||||
Subsequent Event [Line Items] | ||||||
Secured Notes, Cash Payments to Note Holders | $ 5,500 | $ 5,500 | ||||
Secured Notes, Aggregate Principal Amount, Repaid | $ 4,600 | $ 4,200 | ||||
Class of Warrant or Right, Unissued | 21,949,079 | |||||
Exercise Price per Warrant (in dollars per share) | $ 0.4556 | |||||
Subsequent Event | Securities Purchase Agreement | ||||||
Subsequent Event [Line Items] | ||||||
Class of Warrant or Right, Unissued | 34,285,715 | |||||
Exercise Price per Warrant (in dollars per share) | $ 0.35 | |||||
Proceeds from Issuance of Common Stock | $ 12,000 |
Basic and Diluted Net Income _3
Basic and Diluted Net Income (Loss) per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator: | ||
Net loss | $ (28,314) | $ (36,325) |
Denominator: | ||
Basic weighted average shares outstanding (in shares) | 260,294,161 | 189,609,021 |
Net loss per share–basic and diluted | ||
Basic (in dollars per share) | $ (0.11) | $ (0.19) |
Basic (in dollars per share) | $ (0.11) | $ (0.19) |
Basic and Diluted Net Income _4
Basic and Diluted Net Income (Loss) per Share - Potentially Dilutive Securities Excluded from Computation (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common share equivalents (in shares) | 80,600,271 | 40,989,597 |
Eligible Velo3D Equityholders | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common share equivalents (in shares) | 21,265,936 | 21,758,148 |
Common stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common share equivalents (in shares) | 11,394,757 | 15,388,946 |
Common stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common share equivalents (in shares) | 50,945,000 | 13,145,000 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common share equivalents (in shares) | 18,260,514 | 12,455,651 |
Fair Value Measures and Discl_2
Fair Value Measures and Disclosures - Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Money market funds | $ 6,732 | $ 3,422 |
Fair Value | 3,151 | 6,621 |
Assets, Fair Value Disclosure | 9,883 | 10,043 |
Liabilities | ||
Contingent earnout liabilities | 1,893 | 1,456 |
Total financial liabilities | 16,348 | 13,291 |
Corporate bonds | ||
Assets | ||
Fair Value | 3,151 | 6,621 |
Public | ||
Liabilities | ||
Warrant liabilities | 489 | 258 |
Private Placement | ||
Liabilities | ||
Warrant liabilities | 241 | 127 |
2022 Private Placement Warrants [Member] | ||
Liabilities | ||
Warrant liabilities | 28 | 23 |
2023 Private Placement Warrants A | ||
Liabilities | ||
Warrant liabilities | 13,053 | 10,891 |
2023 Private Placement Warrants B | ||
Liabilities | ||
Warrant liabilities | 644 | 536 |
Level 1 | ||
Assets | ||
Money market funds | 6,732 | 3,422 |
Assets, Fair Value Disclosure | 6,732 | 3,422 |
Liabilities | ||
Contingent earnout liabilities | 0 | 0 |
Total financial liabilities | 489 | 258 |
Level 1 | Corporate bonds | ||
Assets | ||
Fair Value | 0 | 0 |
Level 1 | Public | ||
Liabilities | ||
Warrant liabilities | 489 | 258 |
Level 1 | Private Placement | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 1 | 2022 Private Placement Warrants [Member] | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 1 | 2023 Private Placement Warrants A | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 1 | 2023 Private Placement Warrants B | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | ||
Assets | ||
Money market funds | 0 | 0 |
Assets, Fair Value Disclosure | 3,151 | 6,621 |
Liabilities | ||
Contingent earnout liabilities | 0 | 0 |
Total financial liabilities | 0 | 0 |
Level 2 | Corporate bonds | ||
Assets | ||
Fair Value | 3,151 | 6,621 |
Level 2 | Public | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | Private Placement | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | 2022 Private Placement Warrants [Member] | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | 2023 Private Placement Warrants A | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | 2023 Private Placement Warrants B | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 3 | ||
Assets | ||
Money market funds | 0 | 0 |
Assets, Fair Value Disclosure | 0 | 0 |
Liabilities | ||
Contingent earnout liabilities | 1,893 | 1,456 |
Total financial liabilities | 15,859 | 13,033 |
Level 3 | Corporate bonds | ||
Assets | ||
Fair Value | 0 | 0 |
Level 3 | Public | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 3 | Private Placement | ||
Liabilities | ||
Warrant liabilities | 241 | 127 |
Level 3 | 2022 Private Placement Warrants [Member] | ||
Liabilities | ||
Warrant liabilities | 28 | 23 |
Level 3 | 2023 Private Placement Warrants A | ||
Liabilities | ||
Warrant liabilities | 13,053 | 10,891 |
Level 3 | 2023 Private Placement Warrants B | ||
Liabilities | ||
Warrant liabilities | $ 644 | $ 536 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Fair Value of Level 3 Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Warrant liabilities | Private Placement Warrants [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair value | $ 241 | $ 1,757 | $ 127 | $ 888 |
Change in fair value | 114 | 869 | ||
Warrant liabilities | 2022 Private Placement Warrants [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair value | 28 | 146 | 23 | 109 |
Change in fair value | 5 | 37 | ||
Warrant liabilities | 2023 Private Warrant A | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair value | 13,053 | 0 | 10,891 | 0 |
Change in fair value | 2,162 | 0 | ||
Warrant liabilities | 2023 Private Warrant B | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair value | 644 | 0 | 536 | 0 |
Change in fair value | 108 | 0 | ||
Contingent Earnout Liability [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair value | 1,893 | 27,067 | $ 1,456 | $ 17,414 |
Change in fair value | $ 437 | $ 9,653 |
Investments - Summary of Availa
Investments - Summary of Available for Sale Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 3,195 | $ 6,717 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | (44) | (96) |
Fair Value | 3,151 | 6,621 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 3,195 | 6,717 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | (44) | (96) |
Fair Value | $ 3,151 | $ 6,621 |
Investments - Breakdown of Inve
Investments - Breakdown of Investments in Unrealized Loss Position (Details) - Corporate bonds - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value | ||
Less than 12 months | $ 0 | $ 0 |
Total | 3,151 | 6,621 |
Gross Unrealized Loss | ||
Less than 12 months | 0 | 0 |
Total | (44) | (96) |
Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer | 3,151 | 6,621 |
Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss | $ (44) | $ (96) |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | ||
Debt securities, available-for-sale, realized gain (loss) | $ 0 | $ 0 |
Investments - Contractual Matur
Investments - Contractual Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | $ 3,151 | $ 6,621 |
Gross Unrealized Loss | (44) | (96) |
12 months or longer [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | |
Gross Unrealized Loss | 0 | |
Less than 12 months [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 3,151 | |
Gross Unrealized Loss | (44) | |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 3,151 | 6,621 |
Gross Unrealized Loss | (44) | $ (96) |
Corporate bonds | 12 months or longer [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | |
Gross Unrealized Loss | 0 | |
Corporate bonds | Less than 12 months [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 3,151 | |
Gross Unrealized Loss | $ (44) |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Trade receivables | $ 12,376 | $ 10,203 |
Less: Allowances for credit losses | (723) | (620) |
Total | $ 11,653 | $ 9,583 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 45,634 | $ 48,488 |
Work-in-progress | 15,486 | 9,922 |
Finished goods | 1,679 | 2,406 |
Inventories | $ 62,799 | $ 60,816 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid insurance and other | $ 2,922 | $ 2,738 |
Vendor prepayments | 160 | 1,262 |
Total | $ 3,082 | $ 4,000 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | $ 25,222 | $ 25,236 | |
Less accumulated depreciation and amortization | (9,969) | (8,910) | |
Property, plant and equipment, net | 15,253 | 16,326 | |
Depreciation | 1,100 | $ 1,200 | |
Computers and software | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 2,526 | 2,549 | |
Lab equipment and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 8,019 | 8,075 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 206 | 206 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | $ 14,471 | $ 14,406 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Right of use assets | $ 10,237 | $ 10,672 | |
Non-current contract assets | 4,839 | $ 5,117 | |
Non-current prepaid expenses and other assets | 1,992 | 1,993 | |
Other assets | $ 17,068 | $ 17,782 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued expenses | $ 1,862 | $ 1,948 |
Accrued salaries and benefits | 2,263 | 2,277 |
Lease liability – current portion | 2,119 | 2,266 |
Total Accrued expenses and other current liabilities | $ 6,244 | $ 6,491 |
Balance Sheet Components - Ot_2
Balance Sheet Components - Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Lease liabilities – noncurrent portion | $ 9,779 | $ 10,176 |
Other noncurrent liabilities | 1,710 | 1,380 |
Total other noncurrent liabilities | $ 11,489 | $ 11,556 |
Equipment on Lease, Net - Narra
Equipment on Lease, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Leases [Abstract] | |||
Equipment leased to customers, cost basis | $ 6.2 | $ 7.4 | |
Equipment leased to customers, accumulated depreciation | 0.7 | $ 0.8 | |
Deprecation expense | $ 0.3 | $ 0.3 |
Equipment on Lease, Net - Lease
Equipment on Lease, Net - Lease Payments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Equipment on lease payments | $ 470 | $ 575 |
Equipment on lease variable payments | 0 | 0 |
Payments to Acquire Equipment on Lease | $ 470 | $ 575 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Mar. 31, 2024 | Jun. 30, 2023 | |
Leases [Abstract] | ||
ROU assets impairment | $ 0 | $ 0 |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Right of use assets | $ 10,237 | $ 10,672 |
Current (Accrued expense and other current liabilities) | 1,986 | 2,153 |
Noncurrent (Other noncurrent liabilities) | 9,558 | 9,973 |
Total operating lease liabilities | 11,544 | 12,126 |
Current (Accrued expense and other current liabilities) | 133 | 113 |
Noncurrent (Other noncurrent liabilities) | 221 | 203 |
Total finance lease liabilities | 354 | 316 |
Total lease liabilities | $ 11,898 | $ 12,442 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | 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 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | 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 | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Operating lease expense | $ 733 | $ 764 |
Financing lease expense | 49 | 9 |
Short-term lease expense | 68 | 84 |
Total lease expense | 850 | 857 |
Cash paid for leases | $ 746 | $ 706 |
Weighted – average remaining lease term – operating leases (years) | 7 years 7 months 6 days | 3 years 9 months 18 days |
Weighted – average discount rate – operating leases | 8.90% | 8.70% |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Lease, Liability [Abstract] | ||
Remainder of 2024 | $ 2,091 | |
2025 | 2,390 | |
2026 | 2,430 | |
2027 | 2,400 | |
2028 | 2,490 | |
Thereafter | 8,779 | |
Total operating lease payments | 20,580 | |
Less portion representing imputed interest | (9,036) | |
Total operating lease liabilities | 11,544 | $ 12,126 |
Less current portion | 1,986 | 2,153 |
Long-term portion | $ 9,558 | $ 9,973 |
Long-Term Debt - Components (De
Long-Term Debt - Components (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ (488) | $ (384) |
Total | 36,303 | 33,132 |
Debt – current portion | 34,300 | 21,191 |
Long-term debt – less current portion | 2,003 | 11,941 |
Secured Notes | ||
Debt Instrument [Line Items] | ||
Outstanding debt | $ 36,791 | $ 33,516 |
Long-Term Debt - Secured Notes
Long-Term Debt - Secured Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Aug. 14, 2023 | |
Debt Instrument [Line Items] | |||
Interest Expense | $ 3,897 | $ 220 | |
Secured Notes | |||
Debt Instrument [Line Items] | |||
Securities Purchase Agreement, Note Interest Rate | 6% | ||
Secured Notes, Accreting Discounts | 11,500 | ||
Debt Instrument, Unamortized Discount | 7,200 | ||
Interest Expense, Borrowings | $ 600 | ||
Effective interest rate (as a percent) | 45.10% | ||
Secured Notes, Accreting Discounts, Amortized to Interest Expense | $ 3,100 | ||
Secured Notes, Amortized to Interest Expense | 100 | ||
Interest Expense | 400 | ||
Long-Term Debt, Current Maturities, Excluding Convertible Notes | $ 300 | ||
Securities Purchase Agreement, Repayment Price | $ 10,500 | ||
Securities Purchase Agreement, Aggregate Principal Amount of Notes, Partial Redemption | $ 8,750 | ||
Securities Purchase Agreement, Principal Amount Repaid | 120% |
Long-Term Debt - Future Minimum
Long-Term Debt - Future Minimum Aggregate Payments (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 42,000 |
2025 | 2,000 |
Long-Term Debt | $ 44,000 |
Equity Instruments - Narrative
Equity Instruments - Narrative (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Sep. 29, 2021 shares | Mar. 31, 2024 USD ($) $ / shares $ / warrant shares | Dec. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) | Dec. 02, 2020 $ / shares | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Change in fair value | $ | $ 2,620 | $ 2,620 | $ 2,553 | ||
Common stock, shares issued | 500,000,000 | 258,418,695 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | |||
Preferred stock, shares issued | 10,000,000 | ||||
Preferred stock, par value | $ / shares | $ 0.00001 | ||||
Eligible Velo3D Equityholders | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Earnout period | 5 years | ||||
Eligible Velo3D Equityholders | JAWS Spitfire | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Number of shares that the holders may receive (in shares) | 10,879,074 | ||||
Eligible Velo3D Equityholders | Maximum | JAWS Spitfire | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Number of shares that the holders may receive (in shares) | 21,758,148 | ||||
Common stock warrants | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Number of Warrants (in shares) | 50,945,000 | 50,945,000 | |||
Private Placement Warrants [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 11.50 | ||||
Public Warrants | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Number of Warrants (in shares) | 8,625,000 | ||||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 3.30 | ||||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 11.50 | ||||
Change in fair value | $ | $ 231 | ||||
2022 Private Placement Warrants [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Number of Warrants (in shares) | 70,000 | ||||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 2.43 | ||||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 2.56 | ||||
Change in fair value | $ | $ 5 | ||||
2022 Private Placement Warrants [Member] | Maximum | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Warrants term | 10 years 3 months 25 days | 10 years 6 months 25 days | |||
Common Stock Warrants | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Warrants term | 2 years 6 months | 2 years 9 months |
Equity Instruments - Common Sto
Equity Instruments - Common Stock Reserved for Issuance (Details) - USD ($) | 1 Months Ended | ||
Feb. 28, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | |
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 92,957,307 | 77,183,168 | |
At-the-Market offering, Company may offer to sell, January 31, 2024 Amendment | $ 75,000,000 | ||
2021 Equity Incentive Plan | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 12,920,934 | ||
2021 Employee Stock Purchase Plan | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 2,584,186 | ||
ATM Sales Agreement | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 20,000,000 | ||
Value of Shares Sold, May Offer and Sell up to | $ 40,000,000 | ||
Common stock warrants | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 50,945,000 | 50,945,000 | |
Shares available for future grant under 2021 Equity Incentive Plan | 2021 Stock Option Plan | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 29,230,966 | 16,041,013 | |
Reserved for At-the-Market offering | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 2,825,941 | 2,825,941 | |
Reserved for employee stock purchase plan | |||
Class of Stock [Line Items] | |||
Shares of common stock reserved (in shares) | 9,955,400 | 7,371,214 |
Equity Instruments - Warrants f
Equity Instruments - Warrants for Shares of Stock (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 USD ($) $ / shares $ / warrant shares | Dec. 31, 2023 USD ($) shares | Mar. 31, 2023 USD ($) | |
Class of Warrant or Right [Line Items] | |||
Warrant liabilities | $ 14,455 | $ 11,835 | |
Change in fair value | $ 2,620 | $ 2,620 | $ 2,553 |
Common stock warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 50,945,000 | 50,945,000 | |
Private Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 4,450,000 | ||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 11.50 | ||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 2 | ||
Warrant liabilities | $ 241 | $ 127 | |
Change in fair value | $ 114 | ||
2022 Private Placement Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 70,000 | ||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 2.56 | ||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 2.43 | ||
Warrant liabilities | $ 28 | 23 | |
Change in fair value | $ 5 | ||
Public Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 8,625,000 | ||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 11.50 | ||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 3.30 | ||
Warrant liabilities | $ 489 | 258 | |
Change in fair value | $ 231 | ||
2023 Private Warrant A | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 36,000,000 | ||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 0.57 | ||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 0.30 | ||
Warrant liabilities | $ 13,053 | 10,891 | |
Change in fair value | $ 2,162 | ||
2023 Private Warrant B | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants (in shares) | shares | 1,800,000 | ||
Exercise Price per Warrant (in dollars per share) | $ / shares | $ 0.62 | ||
Fair Value on Issue Date per warrant (in dollars per warrant) | $ / warrant | 0.30 | ||
Warrant liabilities | $ 644 | $ 536 | |
Change in fair value | $ 108 |
Equity Instruments - Fair Value
Equity Instruments - Fair Value Assumptions (Details) | Mar. 31, 2024 $ / shares | Dec. 31, 2023 $ / shares |
July 2020 Public Common Stock Warrants | Current stock price | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0.46 | 0.40 |
July 2020 Public Common Stock Warrants | Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 1.147 | 1.083 |
July 2020 Public Common Stock Warrants | Dividend rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0 | 0 |
Common Stock Warrants | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants term | 2 years 6 months | 2 years 9 months |
Common Stock Warrants | Current stock price | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0.46 | 0.40 |
Common Stock Warrants | Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 1.150 | 1.050 |
Common Stock Warrants | Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0.045 | 0.041 |
Common Stock Warrants | Dividend rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0 | 0 |
2022 Private Placement Warrants [Member] | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants term | 4 years 9 months | 5 years |
2022 Private Placement Warrants [Member] | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants term | 10 years 3 months 25 days | 10 years 6 months 25 days |
2022 Private Placement Warrants [Member] | Risk-free interest rate | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0.042 | 0.038 |
2022 Private Placement Warrants [Member] | Risk-free interest rate | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant, measurement input | 0.054 | 0.039 |
Equity Instruments - Rollforwar
Equity Instruments - Rollforward of Contingent Earnout Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Contingent Earnout Liability [Roll Forward] | ||||
Contingent earnout liabilities | $ 1,893 | $ 27,067 | $ 1,456 | $ 17,414 |
Business Combination, Contingent Consideration Arrangements, Gain (Loss) On Fair Value, Liability | $ 437 | $ 9,653 |
Equity Instruments - Contingent
Equity Instruments - Contingent Earnout Liabilities, Fair Value Assumptions (Details) | Mar. 31, 2024 $ / shares | Dec. 31, 2023 $ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected Term (years) | 2 years 6 months | 2 years 9 months |
Current stock price | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Business combination, measurement input | 0.46 | 0.40 |
Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Business combination, measurement input | 1.150 | 1.050 |
Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Business combination, measurement input | 0.045 | 0.041 |
Dividend rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Business combination, measurement input | 0 | 0 |
Equity Instruments - Debt Deriv
Equity Instruments - Debt Derivatives (Details) - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Equity [Abstract] | ||
Number of shares of common stock reserved for issuance (in shares) | 92,957,307 | 77,183,168 |
Equity Incentive Plans and St_3
Equity Incentive Plans and Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate intrinsic value of options outstanding | $ 2.4 | $ 2.3 | ||
Aggregate intrinsic value of options exercised | 0.2 | $ 3.5 | ||
Grant date fair value of options vested | $ 0.1 | $ 0.3 | ||
Granted (in shares) | 0 | 0 | ||
Number of shares of common stock reserved for issuance (in shares) | 92,957,307 | 77,183,168 | ||
Reserved for employee stock purchase plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares of common stock reserved for issuance (in shares) | 9,955,400 | 7,371,214 | ||
2021 Stock Option Plan | Shares available for future grant under 2021 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares of common stock reserved for issuance (in shares) | 29,230,966 | 16,041,013 | ||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 29.9 | $ 40.9 | ||
Unrecognized compensation cost, period for recognition | 2 years 10 months 24 days | 2 years 10 months 24 days | ||
Unvested RSUs | 18,260,000 | 12,455,000 | 20,066,000 | 9,623,000 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 0.1 | |||
Unvested options (in shares) | 500,000 | |||
Unrecognized compensation cost, period for recognition | 9 months 18 days |
Equity Incentive Plans and St_4
Equity Incentive Plans and Stock-Based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Options | ||||||
Outstanding as of beginning of period (in shares) | 11,394,000 | 15,389,000 | 13,152,000 | 16,960,000 | ||
Granted (in shares) | 0 | 0 | ||||
Exercised (in shares) | (1,614,000) | (1,186,000) | ||||
Forfeited or expired (in shares) | (144,000) | (385,000) | ||||
Outstanding as of end of period (in shares) | 11,394,000 | 15,389,000 | ||||
Options vested and expected to vest as of end of period (in shares) | 11,394,000 | 15,389,000 | ||||
Vested and exercisable as of end of period (in shares) | 10,897,000 | 10,800,000 | ||||
Weighted-Average Exercise Price | ||||||
Outstanding as of beginning of period (in dollars per share) | $ 0.61 | $ 0.54 | $ 0.54 | |||
Granted (in dollars per share) | 0 | 0 | ||||
Exercised (in dollars per share) | 0.18 | 0.26 | ||||
Forfeited or expired (in dollars per share) | 0.81 | 0.63 | ||||
Outstanding as of end of period (in dollars per share) | 0.67 | 0.56 | ||||
Options vested and expected to vest as of end of period (in dollars per share) | 0.67 | 0.56 | ||||
Vested and exercisable as of end of period (in dollars per share) | $ 0.68 | $ 0.67 | ||||
Weighted-Average Remaining Contractual Term in years | 5 years 10 months 24 days | 7 years | 6 years 2 months 12 days | 7 years 3 months 18 days | ||
Additional Disclosures | ||||||
Aggregate intrinsic value of options outstanding | $ 2.4 | $ 2.3 | ||||
Aggregate intrinsic value of options exercised | 0.2 | $ 3.5 | ||||
Grant date fair value of options vested | $ 0.1 | $ 0.3 |
Equity Incentive Plans and St_5
Equity Incentive Plans and Stock-Based Compensation - RSUs Activity (Details) - Restricted stock units - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Number of Shares | ||||
Balance as of beginning of period (in shares) | 20,066 | 9,623 | ||
Granted (in shares) | 1,133 | 4,180 | ||
Released (in shares) | (1,668) | (400) | ||
Cancelled (in shares) | (1,271) | (948) | ||
Balance as of end of period (in shares) | 18,260 | 12,455 | ||
Expected to vest (in shares) | 18,260 | 12,455 | ||
Weighted-Average Grant Date Fair Value | ||||
Balance as of beginning of period (in dollars per share) | $ 1.80 | $ 3.65 | $ 1.94 | $ 4.47 |
Granted (in dollars per share) | 0.35 | 2.11 | ||
Released (in dollars per share) | 2.41 | 5.55 | ||
Cancelled (in dollars per share) | 1.92 | 4.37 | ||
Balance as of end of period (in dollars per share) | 1.80 | 3.65 | ||
Expected to vest (in dollars per share) | $ 1.80 | $ 3.65 | ||
Aggregate Intrinsic Value | ||||
Balance as of beginning of period | $ 7,978 | $ 17,225 | ||
Granted | 393 | 8,819 | ||
Released | 444 | 1,300 | ||
Cancelled | 480 | 2,520 | ||
Balance as of end of period | 8,319 | 28,274 | ||
Expected to vest | $ 8,319 | $ 28,274 |
Equity Incentive Plans and St_6
Equity Incentive Plans and Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 5,087 | $ 6,236 |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 1,550 | 2,803 |
Selling and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 1,054 | 1,495 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 1,899 | 1,672 |
Cost of 3D Printer | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 389 | 194 |
Cost of Support Services | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 195 | 72 |
Restricted stock units | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 3,829 | 4,058 |
Stock options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 60 | 750 |
Earnout shares–employees | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 1,198 | $ 1,428 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase obligation | $ 21.5 |
Employee Defined-Contribution_2
Employee Defined-Contribution Plans (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Retirement Benefits [Abstract] | ||
Percentage of contributions that fully vest | 100% | |
Employer contribution, percentage of employee's eligible compensation | 3% | |
Contributions | $ 0.3 | $ 0.4 |
Revenue - Concentration of Cred
Revenue - Concentration of Credit Risk and Other Risks and Uncertainties (Details) - Customer Concentration Risk - Total Revenue | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Customer 1 | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 26.80% | |
Customer 2 | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 13.50% | 16.60% |
Customer 3 | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 17.60% | |
Customer 4 | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 10.70% | |
Customer 5 | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 10.60% | |
Customer 6 | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 10.60% |
Revenue - Revenue by Geographic
Revenue - Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 9,786 | $ 26,687 |
Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 9,373 | 22,163 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 325 | 4,425 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 88 | $ 99 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized included in contract liabilities | $ 900 | $ 900 |
Sales with Variable Considerations | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 10, 2024 | Apr. 15, 2024 | Apr. 01, 2024 | Mar. 31, 2024 | Dec. 31, 2023 |
Subsequent Event [Line Items] | |||||
Number of shares of common stock reserved for issuance (in shares) | 92,957,307 | 77,183,168 | |||
Subsequent Event | Second Secured Notes | |||||
Subsequent Event [Line Items] | |||||
Secured Notes, Cash Payments to Note Holders | $ 5,500 | $ 5,500 | |||
Secured Notes, Aggregate Principal Amount, Repaid | $ 4,600 | $ 4,200 | |||
Class of Warrant or Right, Unissued | 21,949,079 | ||||
Exercise Price per Warrant (in dollars per share) | $ 0.4556 | ||||
Subsequent Event | Securities Purchase Agreement | |||||
Subsequent Event [Line Items] | |||||
Number of shares of common stock reserved for issuance (in shares) | 34,285,715 | ||||
Class of Warrant or Right, Unissued | 34,285,715 | ||||
Exercise Price per Warrant (in dollars per share) | $ 0.35 | ||||
Proceeds from Issuance of Common Stock | $ 12,000 | ||||
Subsequent Event | Placement Agency Agreement | |||||
Subsequent Event [Line Items] | |||||
Placement Agency Agreement, Cash Fee of Aggregate Purchase Price | 7% | ||||
Placement Agency Agreement, Certain Expenses, Reimburse up to | $ 150 | ||||
Placement Agency Agreement, Percent, Purchase Number of Shares of Common Stock Sold in Offering | 5% | ||||
Placement Agency Agreement, Shares, Purchase Number of Shares of Common Stock Sold in Offering | 1,714,286 | ||||
Placement Agent Warrants, Exercise Price | $ 0.385 | ||||
Placement Agent Warrants, Percent, Offering Price Per Share | 110% |