SomaLogic (SLGCW) 10-Q 14 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 10, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-40090
Entity Registrant Name	SOMALOGIC, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-4298912
Entity Address, Address Line One	2945 Wilderness Place
Entity Address, City or Town	Boulder
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80301
City Area Code	303
Local Phone Number	625-9000
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		188,071,546
Entity Central Index Key	0001837412
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Current Year End Date	--12-31
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	SLGC
Security Exchange Name	NASDAQ
Public warrants and private placement warrants
Document Information [Line Items]
Title of 12(b) Security	Warrants to purchase Common Stock
Trading Symbol	SLGCW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets Unaudited - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 354,544	$ 421,830
Investments	119,646	117,758
Accounts receivable, net	21,750	17,006
Inventory	15,123	13,897
Deferred costs of services	440	1,337
Prepaid expenses and other current assets	4,760	9,873
Total current assets	516,263	581,701
Non-current inventory	10,296	4,643
Accounts receivable, net of current portion	9,041	9,284
Property and equipment, net of accumulated depreciation and amortization of $21,390 and $17,899 as of June 30, 2023 and December 31, 2022, respectively	18,668	19,564
Other long-term assets	4,379	5,083
Intangible assets	16,700	16,700
Goodwill	10,399	10,399
Total assets	585,746	647,374
Current liabilities
Accounts payable	13,079	16,794
Accrued liabilities	10,926	20,678
Deferred revenue	5,083	3,383
Other current liabilities	2,413	2,477
Total current liabilities	31,501	43,332
Warrant liabilities	2,633	4,213
Deferred revenue, net of current portion	31,207	31,732
Other long-term liabilities	5,253	5,539
Total liabilities	70,594	84,816
Commitments and contingencies (Note 10)
Stockholders’ equity
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding at June 30, 2023 and December 31, 2022	0	0
Common stock, $0.0001 par value; 600,000,000 shares authorized; 188,071,445 and 187,647,973 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively	19	19
Additional paid-in capital	1,182,645	1,171,122
Accumulated other comprehensive income (loss)	17	(513)
Accumulated deficit	(667,529)	(608,070)
Total stockholders’ equity	515,152	562,558
Total liabilities and stockholders’ equity	$ 585,746	$ 647,374

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets Unaudited (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accumulated depreciation	$ 21,390	$ 17,899
Preferred stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	600,000,000	600,000,000
Common stock, shares issued (in shares)	188,071,445	187,647,973
Common stock, shares outstanding (in shares)	188,071,445	187,647,973

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss Unaudited - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue
Collaboration revenue	$ 762	$ 762	$ 1,525	$ 1,525
Total revenue	20,468	14,144	40,847	37,124
Operating expenses
Research and development	10,815	17,636	24,882	31,436
Selling, general and administrative	29,573	36,812	63,762	67,627
Total operating expenses	51,563	61,525	112,135	117,792
Loss from operations	(31,095)	(47,381)	(71,288)	(80,668)
Other income
Interest income and other, net	5,798	838	10,723	1,047
Change in fair value of warrant liabilities	527	14,536	1,580	27,176
Change in fair value of earn-out liability	0	9,027	15	25,489
Total other income	6,325	24,401	12,318	53,712
Net loss before income tax provision	(24,770)	(22,980)	(58,970)	(26,956)
Income tax provision	(2)	(5)	(4)	(8)
Net loss	(24,772)	(22,985)	(58,974)	(26,964)
Other comprehensive income (loss)
Net unrealized gain (loss) on available-for-sale securities	177	(209)	528	(861)
Foreign currency translation gain (loss)	4	(11)	2	(14)
Total other comprehensive income (loss)	181	(220)	530	(875)
Comprehensive loss	$ (24,591)	$ (23,205)	$ (58,444)	$ (27,839)
Net loss per share, basic (in usd per share)	$ (0.13)	$ (0.13)	$ (0.32)	$ (0.15)
Net loss per share, diluted (in usd per share)	$ (0.13)	$ (0.13)	$ (0.32)	$ (0.15)
Weighted-average shares outstanding used to compute net loss per share, basic (in shares)	186,741,112	183,143,391	186,633,391	182,599,949
Weighted-average shares outstanding used to compute net loss per share, diluted (in shares)	186,741,112	183,143,391	186,633,391	182,599,949
Assay services revenue
Revenue
Revenue	$ 16,597	$ 10,931	$ 35,016	$ 29,731
Operating expenses
Cost of revenue	9,677	6,571	21,359	17,951
Product revenue
Revenue
Revenue	2,909	714	4,095	1,167
Operating expenses
Cost of revenue	1,498	506	2,132	778
Other revenue
Revenue
Revenue	$ 200	$ 1,737	$ 211	$ 4,701

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders’ Equity Unaudited - USD ($) $ in Thousands	Total	Revision of Prior Period, Accounting Standards Update, Adjustment	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Accumulated Deficit Revision of Prior Period, Accounting Standards Update, Adjustment
Beginning balance, common stock (in shares) at Dec. 31, 2021			181,552,241
Beginning balance at Dec. 31, 2021	$ 612,024		$ 18	$ 1,110,991	$ (72)	$ (498,913)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Common Stock upon exercise of options (in shares)			1,866,556
Issuance of Common Stock upon exercise of options	4,752			4,752
Shares issued under employee stock purchase plan (in shares)			34,527
Shares issued under employee stock purchase plan	133			133
Issuance of Common Stock for services	50			50
Stock-based compensation	18,098			18,098
Net unrealized loss (gain) on available-for-sale securities	(861)				(861)
Foreign currency translation gain (loss)	(14)				(14)
Net loss	(26,964)					(26,964)
Ending balance, common stock (in shares) at Jun. 30, 2022			183,453,324
Ending balance at Jun. 30, 2022	607,218		$ 18	1,134,024	(947)	(525,877)
Beginning balance, common stock (in shares) at Dec. 31, 2021			181,552,241
Beginning balance at Dec. 31, 2021	$ 612,024		$ 18	1,110,991	(72)	(498,913)
Ending balance, common stock (in shares) at Dec. 31, 2022	187,647,973		187,647,973
Ending balance at Dec. 31, 2022	$ 562,558	$ (485)	$ 19	1,171,122	(513)	(608,070)	$ (485)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2016-13 [Member]
Beginning balance, common stock (in shares) at Mar. 31, 2022			182,176,926
Beginning balance at Mar. 31, 2022	$ 617,309		$ 18	1,120,910	(727)	(502,892)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Common Stock upon exercise of options (in shares)			1,241,871
Issuance of Common Stock upon exercise of options	3,510			3,510
Shares issued under employee stock purchase plan	133			133
Stock-based compensation	9,471			9,471
Net unrealized loss (gain) on available-for-sale securities	(209)				(209)
Foreign currency translation gain (loss)	(11)				(11)
Net loss	(22,985)					(22,985)
Ending balance, common stock (in shares) at Jun. 30, 2022			183,453,324
Ending balance at Jun. 30, 2022	$ 607,218		$ 18	1,134,024	(947)	(525,877)
Beginning balance, common stock (in shares) at Dec. 31, 2022	187,647,973		187,647,973
Beginning balance at Dec. 31, 2022	$ 562,558	$ (485)	$ 19	1,171,122	(513)	(608,070)	$ (485)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Common Stock upon vesting of RSUs (in shares)			185,863
Issuance of Common Stock upon exercise of options (in shares)	124,004		124,004
Issuance of Common Stock upon exercise of options	$ 199			199
Shares issued under employee stock purchase plan (in shares)			113,605
Shares issued under employee stock purchase plan	223			223
Stock-based compensation	11,101			11,101
Net unrealized loss (gain) on available-for-sale securities	528				528
Foreign currency translation gain (loss)	2				2
Net loss	$ (58,974)					(58,974)
Ending balance, common stock (in shares) at Jun. 30, 2023	188,071,445		188,071,445
Ending balance at Jun. 30, 2023	$ 515,152		$ 19	1,182,645	17	(667,529)
Beginning balance, common stock (in shares) at Mar. 31, 2023			187,945,232
Beginning balance at Mar. 31, 2023	535,310		$ 19	1,178,212	(164)	(642,757)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Common Stock upon exercise of options (in shares)			12,608
Issuance of Common Stock upon exercise of options	27			27
Shares issued under employee stock purchase plan (in shares)			113,605
Shares issued under employee stock purchase plan	223			223
Stock-based compensation	4,183			4,183
Net unrealized loss (gain) on available-for-sale securities	177				177
Foreign currency translation gain (loss)	4				4
Net loss	$ (24,772)					(24,772)
Ending balance, common stock (in shares) at Jun. 30, 2023	188,071,445		188,071,445
Ending balance at Jun. 30, 2023	$ 515,152		$ 19	$ 1,182,645	$ 17	$ (667,529)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows Unaudited - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Operating activities
Net loss	$ (58,974)	$ (26,964)
Adjustments to reconcile net loss to cash used in operating activities:
Stock-based compensation expense	11,490	18,131
Depreciation and amortization	3,644	1,718
Noncash lease expense	1,133	505
Change in fair value of warrant liabilities	(1,580)	(27,176)
Change in fair value of earn-out liability	(15)	(25,489)
Change in fair value contingent consideration	455	0
Amortization of premium (accretion of discount) on available-for-sale securities, net	(1,085)	82
Provision (recovery) for expected credit losses	(6)	17
Cloud computing arrangement expenditures	(910)	(5,339)
Other	45	6
Changes in operating assets and liabilities:
Accounts receivable	(4,980)	3,376
Inventory	(6,879)	(8,017)
Deferred costs of services	897	454
Prepaid expenses and other current assets	1,002	(64)
Other long-term assets	0	1,182
Accounts payable	(3,706)	3,454
Deferred revenue	1,175	31,754
Accrued and other liabilities	(9,761)	(2,655)
Operating lease liabilities	(1,227)	(1,251)
Net cash used in operating activities	(69,282)	(36,276)
Investing activities
Purchases of property and equipment	(2,148)	(2,138)
Capitalized external use software development costs	(248)	0
Purchases of available-for-sale securities	(98,072)	(112,287)
Proceeds from maturities of available-for-sale securities	94,291	128,650
Proceeds from sales of available-for-sale securities	3,484	0
Net cash (used in) provided by investing activities	(2,693)	14,225
Financing activities
Proceeds from exercise of stock options and employee stock purchase plan	422	4,885
Net cash provided by financing activities	422	4,885
Effect of exchange rates on cash, cash equivalents and restricted cash	(12)	(20)
Net decrease in cash, cash equivalents and restricted cash	(71,565)	(17,186)
Cash, cash equivalents and restricted cash at beginning of period	427,282	440,268
Cash, cash equivalents and restricted cash at end of period	355,717	423,082
Supplemental disclosure of non-cash investing and financing activities:
Capital expenditures included in accounts payable	626	865
Operating lease assets obtained in exchange for lease obligations	0	4,134
Issuance of Common Stock for services	0	50
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	354,544	418,182
Restricted cash included in prepaid expenses and other current assets	547	0
Restricted cash included in other long-term assets	626	4,900
Total cash, cash equivalents and restricted cash at end of period	$ 355,717	$ 423,082

Description of Business

Description of Business	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Organization and Operations SomaLogic, Inc. (“SomaLogic” or the “Company”) operates as a protein biomarker discovery company that develops slow off-rate modified aptamers (“SOMAmers®”), which are modified nucleic acid-based protein binding reagents that are specific for their cognate protein, and offer proprietary SomaScan® services, which provide multiplex protein detection and quantification of protein levels in complex biological samples. The SOMAmers®/SomaScan® technology enables researchers to analyze various types of biological samples for protein biomarker signatures, which can be utilized in drug discovery and development. Biomarker discoveries from SomaScan® can lead to diagnostic applications in various areas of diseases including cardiovascular and metabolic disease, nonalcoholic steatohepatitis, and wellness, among others. SomaLogic, Inc. was incorporated in Delaware on December 15, 2020 as a special purpose acquisition company (“SPAC”) under the name CM Life Sciences II Inc. (“CMLS II”) for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. On September 1, 2021, we consummated a business combination (the “SPAC Merger”) wherein SomaLogic Operating Co. Inc. (“SomaLogic Operating”), a Delaware corporation formed on October 13, 1999, became a wholly-owned subsidiary of CMLS II. In connection with the closing of the SPAC Merger, we changed our name from CM Life Sciences II Inc. to SomaLogic, Inc. Unless the context otherwise requires, the terms “we”, “us”, “our”, “SomaLogic" and “the Company" refer to SomaLogic, Inc. and its consolidated subsidiaries. The SPAC Merger and presentation of historical amounts and balances after the SPAC Merger are more fully described in Part II, Item 8 “Financial Statements and Supplementary Data - Note 3 to the Consolidated Financial Statements - Business Combinations ” in our Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”). Our Common Stock and warrants to purchase Common Stock are listed on the Nasdaq under the ticker symbols “SLGC” and “SLGCW”, respectively. Other than information discussed herein, there have been no significant changes to our description of business disclosed in our 2022 Form 10-K.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and applicable rules and regulations of the U.S. Securities and Exchange Commission regarding financial reporting. All intercompany transactions and balances have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”). Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements as of and for the year ended December 31, 2022 included in the 2022 Form 10-K. These unaudited condensed consolidated financial statements have been prepared on the same basis as our annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments considered necessary for a fair presentation of interim financial information, to present fairly our condensed consolidated financial position and our results of operations and cash flows. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. Certain reclassifications have been made to prior period amounts to conform to the current presentation. Revisions of prior period consolidated financial statements Capitalized software development costs related to hosting arrangements that are service contracts should be classified as operating activities in the statement of cash flows. We made immaterial revisions to amounts previously reported on our condensed consolidated statement of cash flows for the six months ended June 30, 2022 in order to reclassify capitalized cloud computing arrangement expenditures from investing activities to operating activities. The table below reflects the revisions: Six Months Ended June 30, 2022 (in thousands) As Previously Reported Reclassification Revised Operating Activities Cloud computing arrangement expenditures $ — $ (5,339) $ (5,339) Net cash used in operating activities $ (30,937) $ (5,339) $ (36,276) Investing Activities Purchases of property and equipment $ (7,477) $ 5,339 $ (2,138) Net cash provided by investing activities $ 8,886 $ 5,339 $ 14,225 Supplemental disclosure of non-cash investing and financing activities: Purchase of property and equipment included in accounts payable $ 533 $ 332 $ 865 The prior misclassification of these capitalized cloud computing arrangement expenditures was not material to the previously issued condensed consolidated financial statements as of and for the six months ended June 30, 2022. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and disclosed in the accompanying notes. Actual results could differ materially from these estimates. Significant estimates and assumptions which form the basis of amounts reported in the condensed consolidated financial statements include, but are not limited to, the standalone selling prices of our performance obligations; timing of revenue recognition; fair value measurements; net realizable value of inventory; income taxes; and the fair value of intangible assets acquired in business combinations. We base our estimates on current facts and circumstances, historical experience, forecasted results, and various other assumptions that we believe to be reasonable. We obtain reports from third-party valuation experts to inform and support estimates related to certain fair value measurements. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially expose us to concentrations of credit risk consist principally of cash, cash equivalents, investments, and accounts receivable. Accounts receivable are unsecured. Cash and cash equivalents are deposited with major financial institutions. In certain accounts, we maintain cash balances in excess of federally insured limits. We have not experienced losses in these accounts and believe that we are not exposed to significant risk. Significant customers are those that represent more than 10% of total revenues for any period presented in the condensed consolidated statements of operations and comprehensive loss, or that represent more than 10% of the gross accounts receivable balance as of either balance sheet date presented. The table below sets forth percentages of revenue and gross accounts receivable attributable to significant customers: Accounts Receivable Revenue June 30, 2023 December 31, 2022 Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Customer A 19% 11% 28% * 36% 25% Customer B (1) 43% 51% * * * 10% Customer C * * 14% * * * (1) All revenue related to accounts receivable from Customer B was recognized during the year ended December 31, 2022. * less than 10% International sales entail a variety of risks, including currency exchange fluctuations, longer payment cycles, and greater difficulty in accounts receivable collection. Customers outside the United States collectively represent 53% and 33% of our revenues for the three months ended June 30, 2023 and 2022, respectively, and represent 59% and 40% of our revenues for the six months ended June 30, 2023 and 2022, respectively. Customers outside of the United States collectively represented 32% and 23% of our gross accounts receivable balance as of June 30, 2023 and December 31, 2022, respectively. Certain components included in our products require customization and are obtained from a single source or a limited number of suppliers. Business Combinations We account for business combinations using the acquisition method of accounting in accordance with ASC 805, Business Combinations . Application of this method of accounting requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at fair value as of the acquisition date and (ii) the excess of the purchase price over the net fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill. Transaction costs related to business combinations are expensed as incurred and classified as selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. Determining the fair value of assets acquired and liabilities assumed in a business combination requires management to use significant judgment and estimates, especially with respect to intangible assets. During the measurement period, which extends one year from the acquisition date, we may record certain adjustments to the carrying value of the assets acquired and liabilities assumed with a corresponding adjustment to goodwill. Contingent Consideration Acquisition-related contingent consideration was initially recorded in the condensed consolidated balance sheets at its acquisition-date estimated fair value, in accordance with the acquisition method of accounting. Contingent consideration liabilities contractually due beyond 12 months are recorded in other long-term liabilities on the condensed consolidated balance sheets. The fair value of the acquisition-related contingent consideration is remeasured each reporting period, with changes in fair value recorded in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. The fair value measurement is based on significant inputs not observable by market participants and thus represents a Level 3 input in the fair value hierarchy. Accounts Receivable and Allowance for Expected Credit Losses Effective January 1, 2023, we adopted the requirements of ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), along with the subsequently issued guidance amending and clarifying various aspects of ASU 2016-13, using the modified retrospective method of adoption. In accordance with that method, the comparative periods’ information continues to be reported under the relevant accounting guidance in effect for that period. For the current period, the standard replaces the existing incurred credit loss model with the current expected credit losses model for financial instruments, including accounts receivable, through a cumulative-effect adjustment to accumulated deficit as of the beginning of the first reporting period in which the guidance is effective. Accounts receivable are recorded at invoiced amounts, net of an allowance for expected credit losses. We are exposed to credit losses primarily through sales of products and services. The estimation of the allowance for expected credit losses is based on historical loss experience, the current aging status of receivables, current and estimated future economic and market conditions, and specific customer accounts considered to be at risk or uncollectible. We write off accounts receivable against the allowance for expected credit losses when we determine a balance is uncollectible and cease collection efforts. We did not write off any material accounts receivable balances during the periods ended June 30, 2023 and 2022. The non-current portion of accounts receivable primarily consists of guaranteed minimum fixed royalty payments owed to us under licensing agreements. Non-current accounts receivable are recorded net of significant financing components. Inventory Inventory is stated at the lower of cost (on a first-in, first-out basis) or net realizable value. Cost is determined using a standard cost system, whereby the standard costs are updated periodically to reflect current costs. We estimate the recoverability of inventory by referencing estimates of future demands and product life cycles, including expiration. We periodically analyze our inventory levels to identify inventory that may expire prior to expected usage, no longer meets quality specifications, or has a cost basis in excess of its estimated net realizable value, and record a charge to cost of revenue for such inventory as appropriate. Inventory that is not expected to be used within 12 months of the balance sheet date is classified as non-current inventory in the accompanying condensed consolidated balance sheets. Intangible Assets Intangible assets primarily consists of acquired in-process research and development (“IPR&D”). IPR&D relates to substantial research and development efforts that are incomplete at the acquisition date. IPR&D intangible assets are considered indefinite-lived until the completion or abandonment of the associated research and development efforts. During the development phase, these assets are not amortized but are tested for impairment annually during the fourth quarter of the year or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Once the IPR&D activities are completed, the intangible asset is amortized over its useful life on a straight-line basis. Goodwill Goodwill represents the excess of the purchase price from business combinations over the fair value of the net assets acquired. Goodwill is not amortized but is tested for impairment at least annually during the fourth quarter, or more frequently if events or changes in circumstances indicate that it may be impaired. All of our goodwill is assigned to our one reporting unit. We perform impairment testing by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount, including goodwill. If we conclude that that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then a quantitative test is required. If the estimated fair value of the reporting unit exceeds the carrying amount, goodwill is not considered to be impaired. If the carrying value exceeds estimated fair value, there is an impairment of goodwill and an impairment loss would be recorded. The impairment loss is calculating by comparing the fair value of the reporting unit less the carrying amount, including goodwill. Goodwill impairment would be limited to the carrying value of goodwill. There were no goodwill impairment losses recorded in any period presented. Software Development Costs Internal-Use Software The Company capitalizes certain internal and external costs related to the acquisition and development of internal-use software or cloud computing arrangements during the application development stages of projects. The costs incurred for development of software intended for internal use and cloud computing arrangements are capitalized in accordance with ASC 350-40, Goodwill and Other, Internal-Use Software. These costs are included in property and equipment, net of accumulated depreciation and amortization in the condensed consolidated balance sheets. When the software is ready for its intended use, the Company amortizes these costs using the straight-line method over the estimated useful life of the asset, or, for cloud computing service arrangements, over the term of the hosting arrangement. Costs incurred during the preliminary project or the post-implementation/operation stages of the project are expensed as incurred. Software Developed for Sale The costs incurred for the development of computer software to be sold, leased, or otherwise marketed are capitalized in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed , when technological feasibility has been established. Technological feasibility generally occurs when all planning, design, coding and testing activities are completed that are necessary to establish that the product can be produced to meet its design specifications, including functions, features and technical performance requirements. The establishment of technological feasibility is an ongoing assessment of judgment by management with respect to certain external factors, including, but not limited to, anticipated future revenues, estimated economic life and changes in technology. Capitalized software costs include direct labor and related expenses for software development for new products. Capitalized software costs are included in other long-term assets in the condensed consolidated balance sheets. Costs to develop software to be sold are not yet subject to amortization as our software to be sold was not available for general release as of June 30, 2023. Impairment of Long-Lived Assets We evaluate a long-lived asset (or asset group) for impairment whenever events or changes in circumstances indicate that the carrying value of the asset (or asset group) may not be recoverable. If indicators of impairment exist and the undiscounted future cash flows that the asset is expected to generate are less than the carrying value of the asset, an impairment loss is recorded to write down the asset to its estimated fair value based on a discounted cash flow approach. There were no impairment losses recorded in any period presented. Leases We determine if an arrangement is a lease at inception of the contract. Operating lease right-of-use (“ROU”) assets are included in other long-term assets, and operating lease liabilities are included in other current liabilities and other long-term liabilities in the condensed consolidated balance sheets. ROU assets and operating lease liabilities are recognized based on the present value of the future lease payments over the lease term at commencement date. As the implicit rate in our leases is generally unknown, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future lease payments. We give consideration to our credit risk, term of the lease, total lease payments and adjust for the impacts of collateral, as necessary, when calculating our incremental borrowing rates. Operating lease ROU assets include lease incentives and initial direct costs incurred. When the lease incentives specify a maximum level of reimbursement and we are reasonably certain to incur reimbursable costs equal to or exceeding this level, we include the lease incentive in the measurement of the ROU assets and lease liabilities at commencement. The lease terms may include options to extend or terminate the lease when it is reasonably certain we will exercise any such options. Lease costs for our operating leases are recognized on a straight-line basis within operating expenses over the lease term in the condensed consolidated statements of operations and comprehensive loss. We have lease agreements with lease and non-lease components. However, we have elected the practical expedient to not separate lease and non-lease components for all of our existing classes of assets. Therefore, the lease and non-lease components are accounted for as a single lease component. We have also elected to not apply the recognition requirement to any short-term leases with a term of 12 months or less. We monitor for events or changes in circumstances that may require a reassessment or impairment of our leases, at which time our ROU assets for operating leases may be reduced by impairment losses. Warrant Liabilities During February 2021, in connection with CMLS II’s initial public offering, CMLS II issued 5,519,991 warrants (the “Public Warrants”) to purchase shares of Common Stock at $11.50 per share. Simultaneously, with the consummation of the CMLS II initial public offering, CMLS II issued 5,013,333 warrants through a private placement (the “Private Placement Warrants”, and together with the Public Warrants, the “Warrants”) to purchase shares of Common Stock at $11.50 per share. All of the Warrants were outstanding as of June 30, 2023. We classify the Warrants as liabilities on our condensed consolidated balance sheets as these instruments are precluded from being indexed to our own stock given that the terms allow for a settlement adjustment that does not meet the scope for the fixed-for-fixed exception in ASC 815, Derivatives and Hedging (“ASC 815”). Since the Warrants meet the definition of a derivative under ASC 815-40, we recorded these warrants as long-term liabilities at fair value on the date of the SPAC Merger, with subsequent changes in their respective fair values recognized within change in fair value of warrant liabilities in the condensed consolidated statements of operations and comprehensive loss at each reporting date. See Note 11, Stockholders' Equity , for more information on the Warrants. Earn-Out Liability As a result of the SPAC Merger, additional shares of Common Stock were provided to SomaLogic Operating shareholders and to certain employees and directors of SomaLogic (“Earn-Out Service Providers”) of up to 3,500,125 and 1,499,875, respectively (the “Earn-Out Shares”). The Earn-Out Shares are payable if the price of our Common Stock is greater than or equal to $20.00 for a period of at least 20 out of 30 consecutive trading days at any time between the 13- and 24-month anniversary of the closing date of the SPAC Merger (the “Triggering Event”). Any Earn-Out Shares issuable to an Earn-Out Service Provider (the “Service Provider Earn-Outs”) shall be issued only if such individual continues to provide services (whether as an employee or director) through the date of occurrence of the corresponding Triggering Event (or a change in control acceleration event, if applicable) that causes such Earn-Out Shares to become issuable. Any Earn-Out Shares that are forfeited pursuant to the preceding sentence shall be reallocated to the SomaLogic Operating shareholders in accordance with their respective pro rata Earn-Out Shares. The Earn-Out Shares granted to shareholders are recognized as a liability in accordance with ASC 815. The liability was included as part of the consideration transferred in the SPAC Merger and was recorded at fair value. The earn-out liability is remeasured at the end of each reporting period, with subsequent changes in fair value recognized within change in fair value of earn-out liability in the condensed consolidated statements of operations and comprehensive loss. Revenue Recognition We recognize revenue from sales to customers under ASC 606, Revenue from Contracts with Customers (“ASC 606”). ASC 606 provides a five-step model for recognizing revenue that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation. We recognize revenue when or as control of promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Sales, value add, and other taxes collected concurrent with revenue-producing activities are excluded from revenue. Payment terms may vary by customer, are based on customary commercial terms, and are generally less than one year. We do not adjust revenue for the effects of a significant financing component for contracts where the period between the transfer of the good or service and collection is one year or less. We expense incremental costs to obtain a contract when incurred since the amortization period of the asset that would otherwise be recognized is one year or less. Assay Services Revenue We generate assay services revenue primarily from the sale of SomaScan ® services. SomaScan ® service revenue is derived from performing the SomaScan ® assay on customer samples to generate data on protein biomarkers. Revenue from SomaScan ® services is recognized at the time the analysis data or report is delivered to the customer, which is when control has been transferred to the customer. SomaScan ® services are sold at a fixed price per sample without any volume discounts, rebates, or refunds. The delivery of each assay data report is a separate performance obligation. For arrangements with multiple performance obligations, the transaction price must be allocated to each performance obligation based on its relative standalone selling price. Judgment is required to determine the standalone selling price for each distinct performance obligation as there are few directly comparable products in the market and factors such as customer size are factored into the determination of selling price. We determine standalone selling prices based on amounts invoiced to customers in observable transactions. Product Revenue Product revenue primarily consists of equipment and kit sales to customers that assay samples in their own laboratories, referred to as authorized sites. Equipment is generally accounted for as a bundle with installation, qualification and training services. Revenue is recognized based on the progress made toward achieving the performance obligation utilizing input methods, including costs incurred. Revenue from kit sales is recognized upon transfer of control to the customer. Shipping and handling costs billed to customers are included in product revenue in the condensed consolidated statements of operations and comprehensive loss. Collaboration Revenue In July 2011, NEC Corporation (“NEC”) and SomaLogic entered into a Strategic Alliance Agreement (the “SAA”) to develop a professional software tool to enable SomaScan ® customers to easily access and interpret the highly multiplexed proteomic data generated by SomaLogic’s SomaScan ® assay technology in the United States. To support this development, NEC made an upfront payment of $12.0 million. This agreement includes a clause whereby if there is a material breach of the contract or change in control of SomaLogic, we may be required to pay a fee to terminate the agreement. We determined that the SAA met the criteria set forth in ASC 808, Collaborative Arrangements , (“ASC 808”) because both parties were active participants and were exposed to significant risks and rewards dependent on commercial failure or success. We recorded the upfront payment as deferred revenue to be recognized over the period of performance of 15 years. The revenue was recorded in collaboration revenue in the condensed consolidated statements of operations and comprehensive loss. In March 2020, NEC and SomaLogic mutually terminated the SAA and concurrently SomaLogic and NEC Solution Innovators, Ltd. (“NES”), a wholly owned subsidiary of NEC, entered into a new arrangement, the Joint Development & Commercialization Agreement (the “JDCA”), to develop and commercialize SomaScan ® services in Japan. NES agreed to make annual payments of $2.0 million for five years, for a total of $10.0 million, in exchange for research and development activities, as described below. We determined the JDCA should be accounted for as a modification of the SAA. Therefore, the remaining SAA deferred revenue balance as of the date of the modification was included as consideration under the JDCA resulting in total consideration of $15.3 million for research and development activities. We determined that this arrangement also meets the criteria set forth in ASC 808. The JDCA contains three separate performance obligations: (i) research and development activities, (ii) assay services, and (iii) a 10-year exclusive license of our intellectual property. (i) Research and Development Activities We determined that NES is not a customer with respect to the research and development activities associated with the collaboration arrangement under ASC 808. We recognize revenue from these activities based on the progress made toward achieving the performance obligation utilizing input methods, including costs incurred, in collaboration revenue in the condensed consolidated statements of operations and comprehensive loss. (ii) Assay Services We determined that NES is a customer for the assay services performance obligation, which should be accounted for using the criteria under ASC 606. We receive a fixed fee (standalone selling price) per sample in exchange for assaying samples, which is a service performed for other customers in the ordinary course of business. This performance obligation is recognized at a point in time when the assay data report is delivered to the customer and recorded in assay services revenue in the condensed consolidated statements of operations and comprehensive loss. (iii) License of Intellectual Property We determined that NES is a customer for the license performance obligation, which should be accounted for using the criteria under ASC 606. We receive royalties based on NES’ net sales and determined the allocation of royalties solely to this performance obligation is consistent with the objectives in ASC 606. This performance obligation was satisfied at the beginning of the license term. Subject to the sales and usage-based royalty exception, revenue is recognized in the period in which the subsequent sale or usage has occurred. Royalties are recorded in other revenue in the condensed consolidated statements of operations and comprehensive loss. Other Revenue Other revenue includes royalty revenue and revenue received from research grants. We recognize royalty revenue for fees paid by customers in return for a license to make, use or sell certain licensed products in certain geographic areas. These fees are equivalent to a percentage of the customer’s related revenues. We recognize revenue for sales-based or usage-based royalties promised in exchange for a functional license of intellectual property when the later of the following events occurs: (i) the subsequent sale or usage occurs, or (ii) the performance obligation to which some or all of the sales-based or usage-based royalty has been satisfied. As such, revenue is recognized in the period in which the subsequent sale or usage has occurred. In June 2008, SomaLogic and New England Biolabs, Inc. (“NEB”) entered into an exclusive licensing agreement, whereby we provide a license to use certain proprietary information and know-how relating to its aptamer technology to make and use commercial products. In exchange, we receive royalties from NEB for this functional license of intellectual property. In September 2022, SomaLogic and NEB entered into a license and settlement agreement (“NEB Agreement”) that terminated the existing exclusive licensing arrangement and provided for a settlement of $8.0 million of previously constrained royalties recognized for the year ended December 31, 2022. The NEB Agreement also provided a non-exclusive license arrangement for the same proprietary information and know-how under which we are guaranteed fixed minimum royalties of $15.0 million to be received over 3 years. We recognized revenue for the guaranteed fixed minimum royalties of $13.2 million for the year ended December 31, 2022, net of a significant financing component of $1.8 million. Any revenue above the guaranteed fixed minimum royalties is recognized in the period in which the subsequent sale or usage has occurred. We have recorded a receivable of $13.1 million as of June 30, 2023, of which $8.9 million is recorded in accounts receivable, net of current portion and $4.2 million is recorded in accounts receivable, net on the condensed consolidated balance sheets. Interest income related to the significant financing component was $0.2 million and $0.4 million for the three and six months ended June 30, 2023, respectively, and is included in interest income and other, net in the condensed consolidated statements of operations and comprehensive loss. Grant revenue represents funding under cost reimbursement programs or fixed rate arrangements from government agencies and non-profit foundations for qualified research and development activities performed by SomaLogic. We recognize grant revenue when it is reasonably assured that the grant funding will be received as evidenced through the existence of a grant arrangement, amounts eligible for reimbursement are determinable and have been incurred, the applicable conditions under the grant arrangements have been met, and collectability of amounts due is reasonably assured. The classification of costs incurred related to grants is based on the nature of the activities performed by SomaLogic. Grant revenue is recognized when the related costs are incurred and recorded in other revenue in the condensed consolidated statements of operations and comprehensive loss. Illumina Cambridge, Ltd. On December 31, 2021, we entered into a multi-year arrangement with Illumina Cambridge, Ltd. (“Illumina Agreement”) to jointly develop and commercialize co-branded kits that will combine Illumina’s Next Generation Sequencing (“NGS”) technology with SomaLogic’s SomaScan technology. Pursuant to the agreement, we received a non-refundable upfront payment of $30.0 million on January 4, 2022. This arrangement is accounted for in accordance with ASC 606. We concluded there are two performance obligations: (1) SOMAmer reagents necessary to develop and commercialize NGS based proteomic products, inclusive of the rights to licenses, patents and training to allow for the use of such reagents and (2) an option to purchase goods post-commercialization with a material right (“Material Right”). The total transaction price is subject to a constraint since it is uncertain that commercialization will be achieved; and therefore the transaction price was determined to be $30.0 million and was allocated to each of the performance obligations identified on a relative standalone selling price basis. Revenue from the performance obligations is recognized as follows in product revenue in the condensed consolidated statements of operations and comprehensive loss: Reagents: Revenue is recognized when control transfers to the customer (i.e., when the SOMAmer reagents are shipped). We estimated the standalone selling price (“SSP”) based on observable pricing of similar performance obligations

Revenue

Revenue	6 Months Ended
	Jun. 30, 2023
Revenue from Contract with Customer [Abstract]
Revenue	Revenue The following table disaggregates our revenue by product line: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Assay services revenue $ 16,597 $ 10,931 $ 35,016 $ 29,731 Product revenue 2,909 714 4,095 1,167 Collaboration revenue 762 762 1,525 1,525 Other revenue: Royalties — 930 — 3,885 Other 200 807 211 816 Total other revenue 200 1,737 211 4,701 Total revenue $ 20,468 $ 14,144 $ 40,847 $ 37,124 Contract Balances and Remaining Performance Obligations As of June 30, 2023 and December 31, 2022, deferred revenue of $36.3 million and $35.1 million, respectively, was comprised of balances related to our collaboration revenue, product, assay services, and other revenue. As of June 30, 2023 and December 31, 2022, the portion of deferred revenue related to collaboration revenue was $3.3 million and $2.9 million, respectively. As of June 30, 2023, the estimated remaining performance period is 1.8 years. As of June 30, 2023 and December 31, 2022, the portion of deferred revenue related to assay services and other revenue was $2.5 million and $1.8 million, respectively. As of June 30, 2023, the deferred revenue related to assay services and other revenue will be recognized within 12 months. As of June 30, 2023 and December 31, 2022, the deferred product revenue related to the Illumina Agreement amounted to $30.4 million for each period. As of June 30, 2023, the estimated remaining performance obligation period is approximately 7.5 years.

Accounts Receivable, net

Accounts Receivable, net	6 Months Ended
	Jun. 30, 2023
Receivables [Abstract]
Accounts Receivable, net	Accounts Receivable, net Accounts receivable, net consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Accounts receivable $ 31,421 $ 26,441 Less: allowance for expected credit losses (630) (151) Accounts receivable, net $ 30,791 $ 26,290 Accounts receivable, net (current) $ 21,750 $ 17,006 Accounts receivable, net of current portion $ 9,041 $ 9,284

Business Combination

Business Combination	6 Months Ended
	Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]
Business Combination	Business Combinations On August 31, 2022, we acquired 100% of the equity interests in Palamedrix, Inc. ("Palamedrix") (the “Palamedrix Acquisition”) in exchange for purchase consideration of $29.7 million. Consideration transferred included cash of $15.8 million, equity consideration of $12.5 million, and contingent consideration of $1.4 million. Palamedrix is a DNA nano tech firm that provides scientific and engineering expertise, miniaturization technology and enhanced ease-of-use capabilities that we intend to leverage as we develop the next generation of SomaScan® Assay. The Palamedrix Acquisition provided for up to $0.5 million to be paid to the founders contingent upon settlement of pre-acquisition legal matters. It also provided for three potential additional payments of up to $17.5 million to the owners, including non-founder and founder employees, to be settled in cash and/or Common Stock contingent on the achievement of certain net sales milestone targets by the fifth and sixth year anniversary of the closing date of the acquisition (the “Milestone Consideration”).

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Assets measured at fair value on a recurring basis The following tables set forth our financial assets measured at fair value on a recurring basis and the level of inputs used in such measurements: As of June 30, 2023 (in thousands) Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Aggregate Fair Value Fair Value Level Cash and cash equivalents: Cash $ 20,010 $ — $ — $ 20,010 Level 1 Money market funds 289,678 — — 289,678 Level 1 U.S. Treasuries 44,841 15 — 44,856 Level 1 Total cash and cash equivalents 354,529 15 — 354,544 Investments: Commercial paper 13,720 1 (8) 13,713 Level 2 U.S. Treasuries 98,418 33 — 98,451 Level 2 Agency bonds 7,491 — (9) 7,482 Level 2 Total investments 119,629 34 (17) 119,646 Total assets measured at fair value on a recurring basis $ 474,158 $ 49 $ (17) $ 474,190 As of December 31, 2022 (in thousands) Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Aggregate Fair Value Fair Value Level Cash and cash equivalents: Cash $ 44,045 $ — $ — $ 44,045 Level 1 Money market funds 377,785 — — 377,785 Level 1 Total cash and cash equivalents 421,830 — — 421,830 Investments: Commercial paper 58,794 — (195) 58,599 Level 2 U.S. Treasuries 35,252 — (175) 35,077 Level 2 Corporate bonds 11,782 — (39) 11,743 Level 2 Agency bonds 12,426 — (87) 12,339 Level 2 Total investments 118,254 — (496) 117,758 Total assets measured at fair value on a recurring basis $ 540,084 $ — $ (496) $ 539,588 As of June 30, 2023 and December 31, 2022, we had $0.2 million and $0.5 million, respectively, of accrued interest on investments recorded in prepaid expenses and other current assets on the condensed consolidated balance sheets. Our investments consist of money market funds, commercial paper, U.S. Treasuries, corporate bonds, and agency bonds. All of the commercial paper, U.S. Treasuries, corporate bonds and agency bonds are designated as available-for-sale securities and have an effective maturity date that is less than one year from the respective balance sheet date, and accordingly, have been classified as current in the condensed consolidated balance sheets. We classify our investments in money market funds within Level 1 of the fair value hierarchy because they are valued using quoted market prices. We classify our commercial paper, U.S. Treasuries, asset-backed securities, corporate bonds and agency bonds as Level 2 and obtain the fair value from a third-party pricing service, which may use quoted market prices for identical or comparable instruments or model-driven valuations using observable market data or inputs corroborated by observable market data. We adopted ASU 2016-13 on January 1, 2023. Under the new guidance, we evaluated our available-for-sale securities with unrealized losses for impairment, considering available evidence, including the extent to which fair value is less than cost, whether an allowance for expected credit loss is required, and adverse factors that could affect the value of the securities. Any unrealized losses from declines in fair value below the amortized cost basis as a result of non-credit factors are recognized in accumulated other comprehensive loss as a separate component of stockholders’ equity, along with unrealized gains. Realized gains and losses and declines in fair value, if any, on available-for-sale securities are included in interest and other income, net in the condensed consolidated statements of operations and comprehensive loss. We evaluated the available-for-sale securities as of June 30, 2023 and determined that no available-for-sale securities in an unrealized loss position are arising from credit related reasons. Additionally, we do not intend to sell or believe that it is not more likely than not that we will be required to sell the securities before recovery of the amortized cost bases and have therefore not recorded any allowances for available-for-sale securities in our allowance for expected credit losses as of June 30, 2023. We did not recognize material realized gains or losses for the three or six months ended June 30, 2023. Liabilities measured at fair value on a recurring basis The following table presents information about our liabilities that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation inputs we utilized to determine such fair value: (in thousands) June 30, 2023 December 31, 2022 Fair Value Level Warrant liability - public warrants $ 1,380 $ 2,208 Level 1 Warrant liability - private placement warrants 1,253 2,005 Level 2 Earn-out liability — 15 Level 3 Milestone contingent consideration 1,620 1,165 Level 3 Holdback contingent consideration 450 450 Level 3 Total liabilities measured at fair value on a recurring basis $ 4,703 $ 5,843 Liabilities that are measured at fair value on a recurring basis are recorded on the condensed consolidated balance sheet as of June 30, 2023 as follows: (in thousands) June 30, 2023 December 31, 2022 Other current liabilities $ 450 $ — Warrant liabilities 2,633 4,213 Other long-term liabilities 1,620 1,630 Total liabilities measured at fair value on a recurring basis $ 4,703 $ 5,843 Warrant liabilities The public warrants were valued using Level 1 inputs as they are traded in an active market. The fair value of the private placement warrants is equivalent to that of the public warrants as they have substantially the same terms; however, as they are not actively traded, they are classified as Level 2 in the hierarchy table above. Earn-out liability The fair value of the Earn-Out Shares was estimated using a Monte Carlo simulation model. The fair value is based on the simulated price of the Company over the maturity date of the contingent consideration and increased by estimated forfeitures of Earn-Out Shares issued to Earn-Out Service Providers. During the three months ended March 31, 2023, the earn-out liability was determined to be immaterial and was fully written off. Milestone Contingent Consideration The fair value of milestone contingent consideration was estimated using a Monte Carlo simulation model. The fair value is based on an option pricing framework, whereby a range of possible scenarios were simulated around forecasted net sales. The significant unobservable inputs used in the Monte Carlo simulation to measure the milestone contingent consideration that are categorized within Level 3 of the fair value hierarchy were as follows: June 30, 2023 December 31, 2022 Volatility 35.0% 35.0 % Risk-free rate 4.1% 4.0 % Weighted average cost of capital 30.0% 30.0 % Cost of debt 10.0% 10.0 % The change in the fair value of the milestone contingent consideration is summarized as follows: (in thousands) Fair Value Balance as of December 31, 2022 $ 1,165 Change in fair value of milestone contingent consideration 455 Balance as of June 30, 2023 $ 1,620 Holdback Contingent Consideration The fair value of holdback contingent consideration was estimated using a scenario-based analysis. The fair value is based on the expected holdback release date and expected holdback payment. The future expected payments were discounted to the valuation date using the cost of debt. The significant unobservable inputs used in the scenario-based analysis to measure the holdback contingent consideration that are categorized within Level 3 of the fair value hierarchy were as follows: June 30, 2023 December 31, 2022 Cost of debt 10.6% 10.2 %

Leases

Leases	6 Months Ended
	Jun. 30, 2023
Leases [Abstract]
Leases	Leases We have operating leases for certain office spaces with lease terms ranging from two three Lease Costs Lease costs for operating leases are recognized on a straight-line basis over the lease term. The total lease cost for the period was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Operating lease cost $ 591 $ 406 $ 1,182 $ 807 Variable lease cost 326 209 704 390 Short-term lease cost 12 12 24 23 Total lease cost $ 929 $ 627 $ 1,910 $ 1,220 Lease Maturities The table below reconciles the undiscounted lease payment maturities to the lease liabilities for our operating leases: (in thousands) June 30, 2023 Remainder of 2023 $ 1,285 2024 1,143 2025 834 2026 143 Total 3,405 Less: amount of lease payments representing interest (93) Present value of future minimum lease payments 3,312 Less: current operating lease liabilities (included in other current liabilities) (1,963) Long-term operating lease liabilities (included in other long-term liabilities) $ 1,349 Supplemental Lease Information Supplemental information related to our operating leases was as follows: June 30, 2023 Weighted average remaining lease term 2.0 years Weighted average discount rate 2.6 % Cash paid for amounts included in the measurement of our operating lease liabilities for the six months ended June 30, 2023 and 2022 was $1.3 million and $0.9 million, respectively. In February 2022, we executed two separate lease agreements (the “Leases”) to lease buildings pending construction that had not yet commenced. Both leases were set to expire on November 30, 2033, unless extended or early terminated in accordance with the terms of the lease. In accordance with the lease agreements, we made a deposit of $4.1 million during the first quarter of 2022. The deposit was restricted from withdrawal and held by a bank in the form of collateral for an irrevocable standby letter of credit held as security. On August 25, 2022, we entered into a lease termination agreement (the “Lease Termination”) for the Leases prior to lease commencement. As consideration for the termination of the Leases, we agreed to pay the landlord a termination fee of $6.0 million of which $2.5 million was paid on the termination date. During the fourth quarter of 2022 the remaining liability was reduced by $1.0 million after the landlord entered into a separate lease with a third party. The remaining $2.5 million liability was paid in January 2023 and the $4.1 million deposit was released in March 2023.

Inventory

Inventory	6 Months Ended
	Jun. 30, 2023
Inventory Disclosure [Abstract]
Inventory	Inventory Inventory consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Raw materials $ 23,418 $ 16,710 Work in process 1,492 1,191 Finished goods 509 639 Total inventory $ 25,419 $ 18,540 Inventory (current) $ 15,123 $ 13,897 Non-current inventory $ 10,296 $ 4,643

Accrued Liabilities and Other L

Accrued Liabilities and Other Long-Term Liabilities	6 Months Ended
	Jun. 30, 2023
Payables and Accruals [Abstract]
Accrued Liabilities and Other Long-Term Liabilities	Accrued Liabilities and Other Long-Term Liabilities Accrued liabilities consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Accrued compensation $ 9,172 $ 13,897 Accrued restructuring costs 442 2,223 Accrued lease termination fee — 2,500 Accrued real estate agent commission — 764 Accrued medical claims 646 663 Other 666 631 Total accrued liabilities $ 10,926 $ 20,678 Other long-term liabilities consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Long-term operating lease liabilities $ 1,349 $ 2,063 Milestone consideration replacement award liability 1,699 1,261 Milestone contingent consideration 1,620 1,165 Holdback contingent consideration (1) — 450 Long-term deferred tax liability 585 585 Earn-out liability — 15 Total other long-term liabilities $ 5,253 $ 5,539 (1) As of June 30, 2023, the holdback contingent consideration is included within other current liabilities on the condensed consolidated balance sheet.

Commitment and Contingencies

Commitment and Contingencies	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings We are subject to claims and assessments from time to time in the ordinary course of business. We will accrue a liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. We are not currently party to any material legal proceedings in which a potential loss is probable or reasonably estimable. Indemnification In the normal course of business, we enter into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. Our exposure under these agreements is unknown because it involves claims that may be made against us in the future, but that have not yet been made. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. However, we may record charges in the future as a result of these indemnification obligations.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
Stockholders' Equity	Stockholders' Equity Under our amended and restated certificate of incorporation, we are authorized to issue 600,000,000 shares of Common Stock, par value of $0.0001 per share, and 1,000,000 shares of preferred stock, par value $0.0001 per share. As of June 30, 2023, there were an aggregate of 5,519,991 and 5,013,333 outstanding public warrants and private placement warrants, respectively. Each warrant entitles the holder to purchase one share of our Common Stock at a price of $11.50 per share at any time commencing on February 25, 2022. As of June 30, 2023, no warrants have been exercised. The warrants will expire on September 1, 2026 or earlier upon redemption or liquidation. There have been no significant changes to the disclosures in our 2022 Form 10-K related to Common Stock, preferred stock, or our public and private placement warrants, including warrant redemption terms.

Stock-based Compensation

Stock-based Compensation	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Stock-based Compensation We have various stock-based compensation plans, which are more fully described in Part II, Item 8 “Financial Statements and Supplementary Data - Note 13 to the Consolidated Financial Statements - Stock-based Compensation ” in the 2022 Form 10-K. Under the 2021 Omnibus Incentive Plan (the “2021 Plan”), we have the ability to grant several forms of incentive awards to our eligible employees, directors, and non-employee consultants. Effective January 2023, we increased the reserve of Common Stock for issuance under all incentive plans by approximately 9 million shares in accordance with the 2021 Plan. The following table summarizes our stock-based compensation expense: Three months ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Cost of assay services revenue $ 186 $ 292 $ 376 $ 583 Cost of product revenue 28 18 38 25 Research and development 1,340 1,834 3,110 3,566 Selling, general and administrative 2,753 7,316 7,966 13,957 Total stock-based compensation $ 4,307 $ 9,460 $ 11,490 $ 18,131 The following table summarizes activity for stock options and RSUs during the six months ended June 30, 2023: Stock Options (1) RSUs (2) Outstanding as of December 31, 2022 23,541,194 3,084,379 Granted 5,438,689 1,130,838 Exercised or Issued (124,004) (185,863) Forfeited (3,792,335) (821,136) Expired (62,857) — Outstanding as of June 30, 2023 25,000,687 3,208,218 (1) The stock options generally vest over four years, with 25% vesting upon the first-year anniversary of the grant date and the remaining options vesting ratably each month thereafter. (2) The RSUs vest subject to the satisfaction of service requirements. The grant date fair values of these awards are determined based on the closing price of our Common Stock on the date of grant. We also incurred incremental stock-based compensation expense related to option modifications of $0.3 million and $1.3 million for the three and six months ended June 30, 2023. We incurred incremental stock-based compensation related to option modifications of nil and $0.1 million for the three and six months ended June 30, 2022. We recorded nil and $3.7 million in stock-based compensation expense related to the Service Provider Earn-Outs during the six months ended June 30, 2023 and 2022, respectively. As the derived service period has passed, expenses related to the Service Provider Earn-Outs were fully recognized as of December 31, 2022.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes There has historically been no federal or state provision for income taxes because we have incurred operating losses and maintain a valuation allowance against our net realizable deferred tax assets in the United States. For the three and six months ended June 30, 2023 and 2022, we recognized no provision for income taxes in the United States. The provision for foreign income taxes was immaterial for the three and six months ended June 30, 2023 and 2022.Utilization of our net operating loss and tax credit carryforwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. Such an annual limitation could result in the expiration or elimination of the net operating loss and tax credit carryforwards before utilization. Management believes that the limitation will not limit utilization of the carryforwards prior to their expiration.

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
Net Loss Per Share	Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except share and per share data) 2023 2022 2023 2022 Net loss $ (24,772) $ (22,985) $ (58,974) $ (26,964) Weighted-average shares outstanding, basic and diluted 186,741,112 183,143,391 186,633,391 182,599,949 Net loss per share, basic and diluted $ (0.13) $ (0.13) $ (0.32) $ (0.15) During periods in which we incur a net loss, diluted weighted average shares outstanding are equal to basic weighted average shares outstanding because the effect of all awards is anti-dilutive. The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share for the periods presented because including them would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Anti-dilutive shares: Stock options to purchase common stock 25,000,687 23,032,593 25,000,687 23,032,593 Public warrants and private placement warrants 10,533,324 10,533,324 10,533,324 10,533,324 Unvested RSUs 3,208,218 546,712 3,208,218 546,712 Replacement awards subject to vesting conditions 1,209,801 — 1,209,801 — Total anti-dilutive shares 39,952,030 34,112,629 39,952,030 34,112,629

Related Parties

Related Parties	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
Related Parties	Related PartiesCasdin Partners Master Fund, L.P (“Casdin”), founded by Eli Casdin, a member of our Board of Directors and our principal owner, was a shareholder of Palamedrix. Upon our acquisition of Palamedrix, Casdin received $0.8 million in cash, $0.8 million in equity, and the right to receive up to $0.3 million of Milestone Consideration related to the achievement of net sales milestones.

Restructuring

Restructuring	6 Months Ended
	Jun. 30, 2023
Restructuring and Related Activities [Abstract]
Restructuring	Restructuring On December 16, 2022, following the completion of a strategic review of our business, we announced a workforce reduction plan (the "Strategic Reorganization") to reduce operating costs and focus on long-term growth opportunities in our life sciences business. Under this Strategic Reorganization, we reduced our workforce by approximately 16%, with a majority of these employees separating in December and the remaining affected employees separating over the next three-month period. Employees who were impacted by the restructuring were eligible to receive severance benefits contingent upon an impacted employee's execution of a separation agreement, which included a general release of claims against us. Certain impacted employees were covered by employment agreements or an existing severance plan that provides termination benefits. One-time termination benefits were recorded pursuant to ASC 420, Exit or Disposal Cost Obligations, while termination benefits under ongoing benefit arrangements were recorded pursuant to ASC 712, Compensation - Nonretirement Postemployment Benefits. We recognized restructuring charges of approximately $0.1 million and $1.1 million primarily related to one-time termination benefits during the three and six months ended June 30, 2023, respectively. We do not expect to incur additional material employee severance and benefits expense. This reflects our best estimate, which may be revised in subsequent periods as the Strategic Reorganization progresses. The following table outlines the components of the restructuring charges included in the condensed consolidated statements of operations and comprehensive loss: (in thousands) Three Months Ended June 30, 2023 Six months ended June 30, 2023 Cost of assay services revenue $ — $ 19 Research and development — 243 Selling, general and administrative 59 838 Total employee severance and benefits $ 59 $ 1,100 The following table outlines the changes in liabilities associated with our Strategic Reorganization, including restructuring expenses incurred and cash payments for the six months ended June 30, 2023: (in thousands) Balance at December 31, 2022 $ 2,223 Accruals 1,062 Payments (2,843) Balance at June 30, 2023 $ 442

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and applicable rules and regulations of the U.S. Securities and Exchange Commission regarding financial reporting. All intercompany transactions and balances have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”). Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements as of and for the year ended December 31, 2022 included in the 2022 Form 10-K. These unaudited condensed consolidated financial statements have been prepared on the same basis as our annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments considered necessary for a fair presentation of interim financial information, to present fairly our condensed consolidated financial position and our results of operations and cash flows. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. Certain reclassifications have been made to prior period amounts to conform to the current presentation. Revisions of prior period consolidated financial statements Capitalized software development costs related to hosting arrangements that are service contracts should be classified as operating activities in the statement of cash flows. We made immaterial revisions to amounts previously reported on our condensed consolidated statement of cash flows for the six months ended June 30, 2022 in order to reclassify capitalized cloud computing arrangement expenditures from investing activities to operating activities. The table below reflects the revisions: Six Months Ended June 30, 2022 (in thousands) As Previously Reported Reclassification Revised Operating Activities Cloud computing arrangement expenditures $ — $ (5,339) $ (5,339) Net cash used in operating activities $ (30,937) $ (5,339) $ (36,276) Investing Activities Purchases of property and equipment $ (7,477) $ 5,339 $ (2,138) Net cash provided by investing activities $ 8,886 $ 5,339 $ 14,225 Supplemental disclosure of non-cash investing and financing activities: Purchase of property and equipment included in accounts payable $ 533 $ 332 $ 865
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and disclosed in the accompanying notes. Actual results could differ materially from these estimates. Significant estimates and assumptions which form the basis of amounts reported in the condensed consolidated financial statements include, but are not limited to, the standalone selling prices of our performance obligations; timing of revenue recognition; fair value measurements; net realizable value of inventory; income taxes; and the fair value of intangible assets acquired in business combinations. We base our estimates on current facts and circumstances, historical experience, forecasted results, and various other assumptions that we believe to be reasonable. We obtain reports from third-party valuation experts to inform and support estimates related to certain fair value measurements.
Concentration of Credit Risk and Other Risks and Uncertainties	Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially expose us to concentrations of credit risk consist principally of cash, cash equivalents, investments, and accounts receivable. Accounts receivable are unsecured. Cash and cash equivalents are deposited with major financial institutions. In certain accounts, we maintain cash balances in excess of federally insured limits. We have not experienced losses in these accounts and believe that we are not exposed to significant risk.
Business Combination and Contingent Consideration	Business Combinations We account for business combinations using the acquisition method of accounting in accordance with ASC 805, Business Combinations . Application of this method of accounting requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at fair value as of the acquisition date and (ii) the excess of the purchase price over the net fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill. Transaction costs related to business combinations are expensed as incurred and classified as selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. Determining the fair value of assets acquired and liabilities assumed in a business combination requires management to use significant judgment and estimates, especially with respect to intangible assets. During the measurement period, which extends one year from the acquisition date, we may record certain adjustments to the carrying value of the assets acquired and liabilities assumed with a corresponding adjustment to goodwill. Contingent Consideration
Accounts Receivable and Allowance for Expected Credit Losses	Accounts Receivable and Allowance for Expected Credit Losses Effective January 1, 2023, we adopted the requirements of ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), along with the subsequently issued guidance amending and clarifying various aspects of ASU 2016-13, using the modified retrospective method of adoption. In accordance with that method, the comparative periods’ information continues to be reported under the relevant accounting guidance in effect for that period. For the current period, the standard replaces the existing incurred credit loss model with the current expected credit losses model for financial instruments, including accounts receivable, through a cumulative-effect adjustment to accumulated deficit as of the beginning of the first reporting period in which the guidance is effective. Accounts receivable are recorded at invoiced amounts, net of an allowance for expected credit losses. We are exposed to credit losses primarily through sales of products and services. The estimation of the allowance for expected credit losses is based on historical loss experience, the current aging status of receivables, current and estimated future economic and market conditions, and specific customer accounts considered to be at risk or uncollectible. We write off accounts receivable against the allowance for expected credit losses when we determine a balance is uncollectible and cease collection efforts. We did not write off any material accounts receivable balances during the periods ended June 30, 2023 and 2022. The non-current portion of accounts receivable primarily consists of guaranteed minimum fixed royalty payments owed to us under licensing agreements. Non-current accounts receivable are recorded net of significant financing components.
Inventory	Inventory Inventory is stated at the lower of cost (on a first-in, first-out basis) or net realizable value. Cost is determined using a standard cost system, whereby the standard costs are updated periodically to reflect current costs. We estimate the recoverability of inventory by referencing estimates of future demands and product life cycles, including expiration. We periodically analyze our inventory levels to identify inventory that may expire prior to expected usage, no longer meets quality specifications, or has a cost basis in excess of its estimated net realizable value, and record a charge to cost of revenue for such inventory as appropriate. Inventory that is not expected to be used within 12 months of the balance sheet date is classified as non-current inventory in the accompanying condensed consolidated balance sheets.
In-process Research and Development	Intangible AssetsIntangible assets primarily consists of acquired in-process research and development (“IPR&D”). IPR&D relates to substantial research and development efforts that are incomplete at the acquisition date. IPR&D intangible assets are considered indefinite-lived until the completion or abandonment of the associated research and development efforts. During the development phase, these assets are not amortized but are tested for impairment annually during the fourth quarter of the year or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Once the IPR&D activities are completed, the intangible asset is amortized over its useful life on a straight-line basis.
Goodwill	Goodwill Goodwill represents the excess of the purchase price from business combinations over the fair value of the net assets acquired. Goodwill is not amortized but is tested for impairment at least annually during the fourth quarter, or more frequently if events or changes in circumstances indicate that it may be impaired. All of our goodwill is assigned to our one reporting unit. We perform impairment testing by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount, including goodwill. If we conclude that that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then a quantitative test is required. If the estimated fair value of the reporting unit exceeds the carrying amount, goodwill is not considered to be impaired. If the carrying value exceeds estimated fair value, there is an impairment of goodwill and an impairment loss would be recorded. The impairment loss is calculating by comparing the fair value of the reporting unit less the carrying amount, including goodwill. Goodwill impairment would be limited to the carrying value of goodwill. There were no goodwill impairment losses recorded in any period presented.
Internal-Use Software	Software Development Costs Internal-Use Software The Company capitalizes certain internal and external costs related to the acquisition and development of internal-use software or cloud computing arrangements during the application development stages of projects. The costs incurred for development of software intended for internal use and cloud computing arrangements are capitalized in accordance with ASC 350-40, Goodwill and Other, Internal-Use Software. These costs are included in property and equipment, net of accumulated depreciation and amortization in the condensed consolidated balance sheets. When the software is ready for its intended use, the Company amortizes these costs using the straight-line method over the estimated useful life of the asset, or, for cloud computing service arrangements, over the term of the hosting arrangement. Costs incurred during the preliminary project or the post-implementation/operation stages of the project are expensed as incurred.
Software Developed for Sale	Software Developed for Sale The costs incurred for the development of computer software to be sold, leased, or otherwise marketed are capitalized in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed
Impairment of Long-Lived Assets	Impairment of Long-Lived AssetsWe evaluate a long-lived asset (or asset group) for impairment whenever events or changes in circumstances indicate that the carrying value of the asset (or asset group) may not be recoverable. If indicators of impairment exist and the undiscounted future cash flows that the asset is expected to generate are less than the carrying value of the asset, an impairment loss is recorded to write down the asset to its estimated fair value based on a discounted cash flow approach.
Leases	Leases We determine if an arrangement is a lease at inception of the contract. Operating lease right-of-use (“ROU”) assets are included in other long-term assets, and operating lease liabilities are included in other current liabilities and other long-term liabilities in the condensed consolidated balance sheets. ROU assets and operating lease liabilities are recognized based on the present value of the future lease payments over the lease term at commencement date. As the implicit rate in our leases is generally unknown, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future lease payments. We give consideration to our credit risk, term of the lease, total lease payments and adjust for the impacts of collateral, as necessary, when calculating our incremental borrowing rates. Operating lease ROU assets include lease incentives and initial direct costs incurred. When the lease incentives specify a maximum level of reimbursement and we are reasonably certain to incur reimbursable costs equal to or exceeding this level, we include the lease incentive in the measurement of the ROU assets and lease liabilities at commencement. The lease terms may include options to extend or terminate the lease when it is reasonably certain we will exercise any such options. Lease costs for our operating leases are recognized on a straight-line basis within operating expenses over the lease term in the condensed consolidated statements of operations and comprehensive loss. We have lease agreements with lease and non-lease components. However, we have elected the practical expedient to not separate lease and non-lease components for all of our existing classes of assets. Therefore, the lease and non-lease components are accounted for as a single lease component. We have also elected to not apply the recognition requirement to any short-term leases with a term of 12 months or less. We monitor for events or changes in circumstances that may require a reassessment or impairment of our leases, at which time our ROU assets for operating leases may be reduced by impairment losses.
Warrant Liabilities	We classify the Warrants as liabilities on our condensed consolidated balance sheets as these instruments are precluded from being indexed to our own stock given that the terms allow for a settlement adjustment that does not meet the scope for the fixed-for-fixed exception in ASC 815, Derivatives and Hedging (“ASC 815”). Since the Warrants meet the definition of a derivative under ASC 815-40, we recorded these warrants as long-term liabilities at fair value on the date of the SPAC Merger, with subsequent changes in their respective fair values recognized within change in fair value of warrant liabilities in the condensed consolidated statements of operations and comprehensive loss at each reporting date. See Note 11, Stockholders' Equity , for more information on the Warrants.
Earn-Out Liability	Earn-Out Liability As a result of the SPAC Merger, additional shares of Common Stock were provided to SomaLogic Operating shareholders and to certain employees and directors of SomaLogic (“Earn-Out Service Providers”) of up to 3,500,125 and 1,499,875, respectively (the “Earn-Out Shares”). The Earn-Out Shares are payable if the price of our Common Stock is greater than or equal to $20.00 for a period of at least 20 out of 30 consecutive trading days at any time between the 13- and 24-month anniversary of the closing date of the SPAC Merger (the “Triggering Event”). Any Earn-Out Shares issuable to an Earn-Out Service Provider (the “Service Provider Earn-Outs”) shall be issued only if such individual continues to provide services (whether as an employee or director) through the date of occurrence of the corresponding Triggering Event (or a change in control acceleration event, if applicable) that causes such Earn-Out Shares to become issuable. Any Earn-Out Shares that are forfeited pursuant to the preceding sentence shall be reallocated to the SomaLogic Operating shareholders in accordance with their respective pro rata Earn-Out Shares. The Earn-Out Shares granted to shareholders are recognized as a liability in accordance with ASC 815. The liability was included as part of the consideration transferred in the SPAC Merger and was recorded at fair value. The earn-out liability is remeasured at the end of each reporting period, with subsequent changes in fair value recognized within change in fair value of earn-out liability in the condensed consolidated statements of operations and comprehensive loss.
Revenue Recognition, Assay Services Revenue and Product Revenue	Revenue Recognition We recognize revenue from sales to customers under ASC 606, Revenue from Contracts with Customers (“ASC 606”). ASC 606 provides a five-step model for recognizing revenue that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation. We recognize revenue when or as control of promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Sales, value add, and other taxes collected concurrent with revenue-producing activities are excluded from revenue. Payment terms may vary by customer, are based on customary commercial terms, and are generally less than one year. We do not adjust revenue for the effects of a significant financing component for contracts where the period between the transfer of the good or service and collection is one year or less. We expense incremental costs to obtain a contract when incurred since the amortization period of the asset that would otherwise be recognized is one year or less. Assay Services Revenue We generate assay services revenue primarily from the sale of SomaScan ® services. SomaScan ® service revenue is derived from performing the SomaScan ® assay on customer samples to generate data on protein biomarkers. Revenue from SomaScan ® services is recognized at the time the analysis data or report is delivered to the customer, which is when control has been transferred to the customer. SomaScan ® services are sold at a fixed price per sample without any volume discounts, rebates, or refunds. The delivery of each assay data report is a separate performance obligation. For arrangements with multiple performance obligations, the transaction price must be allocated to each performance obligation based on its relative standalone selling price. Judgment is required to determine the standalone selling price for each distinct performance obligation as there are few directly comparable products in the market and factors such as customer size are factored into the determination of selling price. We determine standalone selling prices based on amounts invoiced to customers in observable transactions. Product Revenue Product revenue primarily consists of equipment and kit sales to customers that assay samples in their own laboratories, referred to as authorized sites. Equipment is generally accounted for as a bundle with installation, qualification and training services. Revenue is recognized based on the progress made toward achieving the performance obligation utilizing input methods, including costs incurred. Revenue from kit sales is recognized upon transfer of control to the customer. Shipping and handling costs billed to customers are included in product revenue in the condensed consolidated statements of operations and comprehensive loss.
Revenue Recognition, Collaboration Revenue	Collaboration Revenue In July 2011, NEC Corporation (“NEC”) and SomaLogic entered into a Strategic Alliance Agreement (the “SAA”) to develop a professional software tool to enable SomaScan ® customers to easily access and interpret the highly multiplexed proteomic data generated by SomaLogic’s SomaScan ® assay technology in the United States. To support this development, NEC made an upfront payment of $12.0 million. This agreement includes a clause whereby if there is a material breach of the contract or change in control of SomaLogic, we may be required to pay a fee to terminate the agreement. We determined that the SAA met the criteria set forth in ASC 808, Collaborative Arrangements , (“ASC 808”) because both parties were active participants and were exposed to significant risks and rewards dependent on commercial failure or success. We recorded the upfront payment as deferred revenue to be recognized over the period of performance of 15 years. The revenue was recorded in collaboration revenue in the condensed consolidated statements of operations and comprehensive loss. In March 2020, NEC and SomaLogic mutually terminated the SAA and concurrently SomaLogic and NEC Solution Innovators, Ltd. (“NES”), a wholly owned subsidiary of NEC, entered into a new arrangement, the Joint Development & Commercialization Agreement (the “JDCA”), to develop and commercialize SomaScan ® services in Japan. NES agreed to make annual payments of $2.0 million for five years, for a total of $10.0 million, in exchange for research and development activities, as described below. We determined the JDCA should be accounted for as a modification of the SAA. Therefore, the remaining SAA deferred revenue balance as of the date of the modification was included as consideration under the JDCA resulting in total consideration of $15.3 million for research and development activities. We determined that this arrangement also meets the criteria set forth in ASC 808. The JDCA contains three separate performance obligations: (i) research and development activities, (ii) assay services, and (iii) a 10-year exclusive license of our intellectual property. (i) Research and Development Activities We determined that NES is not a customer with respect to the research and development activities associated with the collaboration arrangement under ASC 808. We recognize revenue from these activities based on the progress made toward achieving the performance obligation utilizing input methods, including costs incurred, in collaboration revenue in the condensed consolidated statements of operations and comprehensive loss. (ii) Assay Services We determined that NES is a customer for the assay services performance obligation, which should be accounted for using the criteria under ASC 606. We receive a fixed fee (standalone selling price) per sample in exchange for assaying samples, which is a service performed for other customers in the ordinary course of business. This performance obligation is recognized at a point in time when the assay data report is delivered to the customer and recorded in assay services revenue in the condensed consolidated statements of operations and comprehensive loss. (iii) License of Intellectual Property We determined that NES is a customer for the license performance obligation, which should be accounted for using the criteria under ASC 606. We receive royalties based on NES’ net sales and determined the allocation of royalties solely to this performance obligation is consistent with the objectives in ASC 606. This performance obligation was satisfied at the beginning of the license term. Subject to the sales and usage-based royalty exception, revenue is recognized in the period in which the subsequent sale or usage has occurred. Royalties are recorded in other revenue in the condensed consolidated statements of operations and comprehensive loss.
Revenue Recognition, Other Revenue	Other Revenue Other revenue includes royalty revenue and revenue received from research grants. We recognize royalty revenue for fees paid by customers in return for a license to make, use or sell certain licensed products in certain geographic areas. These fees are equivalent to a percentage of the customer’s related revenues. We recognize revenue for sales-based or usage-based royalties promised in exchange for a functional license of intellectual property when the later of the following events occurs: (i) the subsequent sale or usage occurs, or (ii) the performance obligation to which some or all of the sales-based or usage-based royalty has been satisfied. As such, revenue is recognized in the period in which the subsequent sale or usage has occurred. In June 2008, SomaLogic and New England Biolabs, Inc. (“NEB”) entered into an exclusive licensing agreement, whereby we provide a license to use certain proprietary information and know-how relating to its aptamer technology to make and use commercial products. In exchange, we receive royalties from NEB for this functional license of intellectual property. In September 2022, SomaLogic and NEB entered into a license and settlement agreement (“NEB Agreement”) that terminated the existing exclusive licensing arrangement and provided for a settlement of $8.0 million of previously constrained royalties recognized for the year ended December 31, 2022. The NEB Agreement also provided a non-exclusive license arrangement for the same proprietary information and know-how under which we are guaranteed fixed minimum royalties of $15.0 million to be received over 3 years. We recognized revenue for the guaranteed fixed minimum royalties of $13.2 million for the year ended December 31, 2022, net of a significant financing component of $1.8 million. Any revenue above the guaranteed fixed minimum royalties is recognized in the period in which the subsequent sale or usage has occurred. We have recorded a receivable of $13.1 million as of June 30, 2023, of which $8.9 million is recorded in accounts receivable, net of current portion and $4.2 million is recorded in accounts receivable, net on the condensed consolidated balance sheets. Interest income related to the significant financing component was $0.2 million and $0.4 million for the three and six months ended June 30, 2023, respectively, and is included in interest income and other, net in the condensed consolidated statements of operations and comprehensive loss. Grant revenue represents funding under cost reimbursement programs or fixed rate arrangements from government agencies and non-profit foundations for qualified research and development activities performed by SomaLogic. We recognize grant revenue when it is reasonably assured that the grant funding will be received as evidenced through the existence of a grant arrangement, amounts eligible for reimbursement are determinable and have been incurred, the applicable conditions under the grant arrangements have been met, and collectability of amounts due is reasonably assured. The classification of costs incurred related to grants is based on the nature of the activities performed by SomaLogic. Grant revenue is recognized when the related costs are incurred and recorded in other revenue in the condensed consolidated statements of operations and comprehensive loss. Illumina Cambridge, Ltd. On December 31, 2021, we entered into a multi-year arrangement with Illumina Cambridge, Ltd. (“Illumina Agreement”) to jointly develop and commercialize co-branded kits that will combine Illumina’s Next Generation Sequencing (“NGS”) technology with SomaLogic’s SomaScan technology. Pursuant to the agreement, we received a non-refundable upfront payment of $30.0 million on January 4, 2022. This arrangement is accounted for in accordance with ASC 606. We concluded there are two performance obligations: (1) SOMAmer reagents necessary to develop and commercialize NGS based proteomic products, inclusive of the rights to licenses, patents and training to allow for the use of such reagents and (2) an option to purchase goods post-commercialization with a material right (“Material Right”). The total transaction price is subject to a constraint since it is uncertain that commercialization will be achieved; and therefore the transaction price was determined to be $30.0 million and was allocated to each of the performance obligations identified on a relative standalone selling price basis. Revenue from the performance obligations is recognized as follows in product revenue in the condensed consolidated statements of operations and comprehensive loss: Reagents: Revenue is recognized when control transfers to the customer (i.e., when the SOMAmer reagents are shipped). We estimated the standalone selling price (“SSP”) based on observable pricing of similar performance obligations. Material Right: Revenue is recognized when Illumina exercises its option to purchase goods post-commercialization. We estimated the SSP based on an incremental discount to be provided to the customer adjusted for the likelihood that Illumina will exercise the option. In June 2022, Illumina issued a purchase order that changed the promises under the Illumina Agreement. The purchase order represents a contract modification that is accounted for prospectively as if it were a termination of the existing contract and the creation of a new contract . As a result, we determined that there were three new performance obligations (total of five performance obligations): (1) equipment bundle that includes customization services, integration services, system qualification services, site initiation services and training (“Equipment Bundle”), (2) qualification kits, and (3) support services. The contract modification resulted in an increase in the transaction price of $0.5 million. The updated transaction price was allocated between the performance obligations on a relative SSP basis. We estimated the SSP based on observable pricing of similar performance obligations. Revenue from the performance obligations is recognized as follows in product revenue in the condensed consolidated statements of operations and comprehensive loss: Equipment Bundle : Revenue is recognized based on the progress made toward achieving the performance obligation utilizing input methods, including costs incurred. Qualification Kits : Revenue is recognized when control transfers to the customer (i.e., when the qualification kits are shipped). Support Services: Revenue is recognized for the support services as the services are provided. We did not recognize any revenue during the three and six months ended June 30, 2023 or 2022 pursuant to the Illumina Agreement for performance obligations satisfied.
Restricted Cash	Restricted Cash Restricted cash represents cash on deposit with a financial institution as security for letters of credit outstanding for the benefit of the landlords related to operating leases and a bank guarantee with an international customer. The portion of restricted cash expected to be released within twelve months is classified as prepaid expenses and other current assets on the condensed consolidated balance sheets was $0.5 million and $4.7 million as of June 30, 2023 and December 31, 2022, respectively. Cash expected to be restricted for greater than twelve months is classified as other long-term assets on the condensed consolidated balance sheets was $0.6 million and $0.8 million as of June 30, 2023 and December 31, 2022.
Income Taxes	Income Taxes We use the asset and liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are determined based on differences between the tax bases of assets and liabilities and their respective financial reporting amounts, based on enacted tax laws and statutory tax rates applicable to the periods in which these temporary differences are expected to reverse. We evaluate the need to establish or release a valuation allowance based upon expected levels of taxable income, future reversals of existing temporary differences, tax planning strategies, and recent financial operations. Valuation allowances are established to reduce deferred tax assets to the amount expected to be more likely than not realized in the future. The effect of income tax positions is recognized only when it is more likely than not to be sustained. Interest and penalties associated with uncertain tax positions are recorded in income tax benefit (provision) in the condensed consolidated statements of operations and comprehensive loss.
Segment Information	Segment Information We have one operating segment. Our chief operating decision maker (the “CODM”) role is performed by our Chief Executive Officer. The CODM manages our operations on a consolidated basis for purposes of allocating resources and assessing performance. Substantially all of our operations and decision-making functions are located in the United States.
Recent Accounting Pronouncements	Recent Accounting Pronouncements We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to use this extended transition period and, as a result, we will not be required to adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies so long as we remain an emerging growth company. Recently Adopted Accounting Standards Financial Instruments — Credit Losses . In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Schedule of Financial Statements	Six Months Ended June 30, 2022 (in thousands) As Previously Reported Reclassification Revised Operating Activities Cloud computing arrangement expenditures $ — $ (5,339) $ (5,339) Net cash used in operating activities $ (30,937) $ (5,339) $ (36,276) Investing Activities Purchases of property and equipment $ (7,477) $ 5,339 $ (2,138) Net cash provided by investing activities $ 8,886 $ 5,339 $ 14,225 Supplemental disclosure of non-cash investing and financing activities: Purchase of property and equipment included in accounts payable $ 533 $ 332 $ 865
Schedule of Concentration of Risk	Accounts Receivable Revenue June 30, 2023 December 31, 2022 Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Customer A 19% 11% 28% * 36% 25% Customer B (1) 43% 51% * * * 10% Customer C * * 14% * * * (1) All revenue related to accounts receivable from Customer B was recognized during the year ended December 31, 2022. * less than 10%

Revenue (Tables)

Revenue (Tables)	6 Months Ended
	Jun. 30, 2023
Revenue from Contract with Customer [Abstract]
Summary of Disaggregation of Revenue	The following table disaggregates our revenue by product line: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Assay services revenue $ 16,597 $ 10,931 $ 35,016 $ 29,731 Product revenue 2,909 714 4,095 1,167 Collaboration revenue 762 762 1,525 1,525 Other revenue: Royalties — 930 — 3,885 Other 200 807 211 816 Total other revenue 200 1,737 211 4,701 Total revenue $ 20,468 $ 14,144 $ 40,847 $ 37,124

Accounts Receivable, net (Table

Accounts Receivable, net (Tables)	6 Months Ended
	Jun. 30, 2023
Receivables [Abstract]
Schedule of Accounts Receivable	Accounts receivable, net consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Accounts receivable $ 31,421 $ 26,441 Less: allowance for expected credit losses (630) (151) Accounts receivable, net $ 30,791 $ 26,290 Accounts receivable, net (current) $ 21,750 $ 17,006 Accounts receivable, net of current portion $ 9,041 $ 9,284

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Summary of Fair Value of Assets Measured on Recurring Basis	The following tables set forth our financial assets measured at fair value on a recurring basis and the level of inputs used in such measurements: As of June 30, 2023 (in thousands) Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Aggregate Fair Value Fair Value Level Cash and cash equivalents: Cash $ 20,010 $ — $ — $ 20,010 Level 1 Money market funds 289,678 — — 289,678 Level 1 U.S. Treasuries 44,841 15 — 44,856 Level 1 Total cash and cash equivalents 354,529 15 — 354,544 Investments: Commercial paper 13,720 1 (8) 13,713 Level 2 U.S. Treasuries 98,418 33 — 98,451 Level 2 Agency bonds 7,491 — (9) 7,482 Level 2 Total investments 119,629 34 (17) 119,646 Total assets measured at fair value on a recurring basis $ 474,158 $ 49 $ (17) $ 474,190 As of December 31, 2022 (in thousands) Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Aggregate Fair Value Fair Value Level Cash and cash equivalents: Cash $ 44,045 $ — $ — $ 44,045 Level 1 Money market funds 377,785 — — 377,785 Level 1 Total cash and cash equivalents 421,830 — — 421,830 Investments: Commercial paper 58,794 — (195) 58,599 Level 2 U.S. Treasuries 35,252 — (175) 35,077 Level 2 Corporate bonds 11,782 — (39) 11,743 Level 2 Agency bonds 12,426 — (87) 12,339 Level 2 Total investments 118,254 — (496) 117,758 Total assets measured at fair value on a recurring basis $ 540,084 $ — $ (496) $ 539,588
Summary of Fair Value of Liabilities Measured on Recurring Basis	The following table presents information about our liabilities that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation inputs we utilized to determine such fair value: (in thousands) June 30, 2023 December 31, 2022 Fair Value Level Warrant liability - public warrants $ 1,380 $ 2,208 Level 1 Warrant liability - private placement warrants 1,253 2,005 Level 2 Earn-out liability — 15 Level 3 Milestone contingent consideration 1,620 1,165 Level 3 Holdback contingent consideration 450 450 Level 3 Total liabilities measured at fair value on a recurring basis $ 4,703 $ 5,843 Liabilities that are measured at fair value on a recurring basis are recorded on the condensed consolidated balance sheet as of June 30, 2023 as follows: (in thousands) June 30, 2023 December 31, 2022 Other current liabilities $ 450 $ — Warrant liabilities 2,633 4,213 Other long-term liabilities 1,620 1,630 Total liabilities measured at fair value on a recurring basis $ 4,703 $ 5,843
Summary of Significant Unobservable Inputs Used to Fair Value of Contingent Consideration	June 30, 2023 December 31, 2022 Volatility 35.0% 35.0 % Risk-free rate 4.1% 4.0 % Weighted average cost of capital 30.0% 30.0 % Cost of debt 10.0% 10.0 % The significant unobservable inputs used in the scenario-based analysis to measure the holdback contingent consideration that are categorized within Level 3 of the fair value hierarchy were as follows: June 30, 2023 December 31, 2022 Cost of debt 10.6% 10.2 %
Summary of Reconciliation of Fair Values of Contingent Consideration	The change in the fair value of the milestone contingent consideration is summarized as follows: (in thousands) Fair Value Balance as of December 31, 2022 $ 1,165 Change in fair value of milestone contingent consideration 455 Balance as of June 30, 2023 $ 1,620

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2023
Leases [Abstract]
Summary of Lease Costs	The total lease cost for the period was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Operating lease cost $ 591 $ 406 $ 1,182 $ 807 Variable lease cost 326 209 704 390 Short-term lease cost 12 12 24 23 Total lease cost $ 929 $ 627 $ 1,910 $ 1,220
Summary of Lease Maturities	The table below reconciles the undiscounted lease payment maturities to the lease liabilities for our operating leases: (in thousands) June 30, 2023 Remainder of 2023 $ 1,285 2024 1,143 2025 834 2026 143 Total 3,405 Less: amount of lease payments representing interest (93) Present value of future minimum lease payments 3,312 Less: current operating lease liabilities (included in other current liabilities) (1,963) Long-term operating lease liabilities (included in other long-term liabilities) $ 1,349
Summary of Supplemental Lease Information	Supplemental information related to our operating leases was as follows: June 30, 2023 Weighted average remaining lease term 2.0 years Weighted average discount rate 2.6 %

Inventory (Tables)

Inventory (Tables)	6 Months Ended
	Jun. 30, 2023
Inventory Disclosure [Abstract]
Schedule of Current Inventory	Inventory consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Raw materials $ 23,418 $ 16,710 Work in process 1,492 1,191 Finished goods 509 639 Total inventory $ 25,419 $ 18,540 Inventory (current) $ 15,123 $ 13,897 Non-current inventory $ 10,296 $ 4,643
Schedule of Noncurrent Inventory	Inventory consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Raw materials $ 23,418 $ 16,710 Work in process 1,492 1,191 Finished goods 509 639 Total inventory $ 25,419 $ 18,540 Inventory (current) $ 15,123 $ 13,897 Non-current inventory $ 10,296 $ 4,643

Accrued Liabilities and Other_2

Accrued Liabilities and Other Long-Term Liabilities (Tables)	6 Months Ended
	Jun. 30, 2023
Payables and Accruals [Abstract]
Summary of Accrued Liabilities	Accrued liabilities consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Accrued compensation $ 9,172 $ 13,897 Accrued restructuring costs 442 2,223 Accrued lease termination fee — 2,500 Accrued real estate agent commission — 764 Accrued medical claims 646 663 Other 666 631 Total accrued liabilities $ 10,926 $ 20,678
Summary of Long-term Liabilities	Other long-term liabilities consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Long-term operating lease liabilities $ 1,349 $ 2,063 Milestone consideration replacement award liability 1,699 1,261 Milestone contingent consideration 1,620 1,165 Holdback contingent consideration (1) — 450 Long-term deferred tax liability 585 585 Earn-out liability — 15 Total other long-term liabilities $ 5,253 $ 5,539 (1) As of June 30, 2023, the holdback contingent consideration is included within other current liabilities on the condensed consolidated balance sheet.

Stock-based Compensation (Table

Stock-based Compensation (Tables)	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Summary of Stock-based Compensation	The following table summarizes our stock-based compensation expense: Three months ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Cost of assay services revenue $ 186 $ 292 $ 376 $ 583 Cost of product revenue 28 18 38 25 Research and development 1,340 1,834 3,110 3,566 Selling, general and administrative 2,753 7,316 7,966 13,957 Total stock-based compensation $ 4,307 $ 9,460 $ 11,490 $ 18,131
Summary of Stock Option and RSU Activity	The following table summarizes activity for stock options and RSUs during the six months ended June 30, 2023: Stock Options (1) RSUs (2) Outstanding as of December 31, 2022 23,541,194 3,084,379 Granted 5,438,689 1,130,838 Exercised or Issued (124,004) (185,863) Forfeited (3,792,335) (821,136) Expired (62,857) — Outstanding as of June 30, 2023 25,000,687 3,208,218 (1) The stock options generally vest over four years, with 25% vesting upon the first-year anniversary of the grant date and the remaining options vesting ratably each month thereafter. (2) The RSUs vest subject to the satisfaction of service requirements. The grant date fair values of these awards are determined based on the closing price of our Common Stock on the date of grant.

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
Summary of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except share and per share data) 2023 2022 2023 2022 Net loss $ (24,772) $ (22,985) $ (58,974) $ (26,964) Weighted-average shares outstanding, basic and diluted 186,741,112 183,143,391 186,633,391 182,599,949 Net loss per share, basic and diluted $ (0.13) $ (0.13) $ (0.32) $ (0.15)
Summary of Potentially Dilutive Securities Excluded from Computation of Net Loss Per Share	The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share for the periods presented because including them would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Anti-dilutive shares: Stock options to purchase common stock 25,000,687 23,032,593 25,000,687 23,032,593 Public warrants and private placement warrants 10,533,324 10,533,324 10,533,324 10,533,324 Unvested RSUs 3,208,218 546,712 3,208,218 546,712 Replacement awards subject to vesting conditions 1,209,801 — 1,209,801 — Total anti-dilutive shares 39,952,030 34,112,629 39,952,030 34,112,629

Restructuring (Tables)

Restructuring (Tables)	6 Months Ended
	Jun. 30, 2023
Restructuring and Related Activities [Abstract]
Summary of Restructuring and Related Costs	The following table outlines the components of the restructuring charges included in the condensed consolidated statements of operations and comprehensive loss: (in thousands) Three Months Ended June 30, 2023 Six months ended June 30, 2023 Cost of assay services revenue $ — $ 19 Research and development — 243 Selling, general and administrative 59 838 Total employee severance and benefits $ 59 $ 1,100 The following table outlines the changes in liabilities associated with our Strategic Reorganization, including restructuring expenses incurred and cash payments for the six months ended June 30, 2023: (in thousands) Balance at December 31, 2022 $ 2,223 Accruals 1,062 Payments (2,843) Balance at June 30, 2023 $ 442

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Financial Statements (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Reclassification [Line Items]
Cloud computing arrangement expenditures	$ (910)	$ (5,339)
Net cash used in operating activities	(69,282)	(36,276)
Purchases of property and equipment	(2,148)	(2,138)
Net cash provided by investing activities	(2,693)	14,225
Purchase of property and equipment included in accounts payable	$ 626	865
As Previously Reported
Reclassification [Line Items]
Cloud computing arrangement expenditures		0
Net cash used in operating activities		(30,937)
Purchases of property and equipment		(7,477)
Net cash provided by investing activities		8,886
Purchase of property and equipment included in accounts payable		533
Reclassification
Reclassification [Line Items]
Cloud computing arrangement expenditures		(5,339)
Net cash used in operating activities		(5,339)
Purchases of property and equipment		5,339
Net cash provided by investing activities		5,339
Purchase of property and equipment included in accounts payable		$ 332

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Concentration of Risk (Details) - Customer Concentration Risk	3 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Customer A | Accounts Receivable
Concentration Risk [Line Items]
Concentration risk, percentage		19%		11%
Customer A | Revenue
Concentration Risk [Line Items]
Concentration risk, percentage	28%	36%	25%
Customer B(1) | Accounts Receivable
Concentration Risk [Line Items]
Concentration risk, percentage		43%		51%
Customer B(1) | Revenue
Concentration Risk [Line Items]
Concentration risk, percentage			10%
Customer D | Revenue
Concentration Risk [Line Items]
Concentration risk, percentage	14%

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Narrative (Details)	1 Months Ended			3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2022 USD ($)	Mar. 31, 2020 USD ($)	Jul. 31, 2011 USD ($)	Jun. 30, 2023 USD ($) $ / shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) unit segment trading_day $ / shares shares	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)	Jan. 04, 2022 USD ($)	Feb. 28, 2021 $ / shares shares
Class of Stock [Line Items]
Number of reporting units | unit						1
Goodwill impairment losses						$ 0	$ 0
Impairment charges						$ 0	0
Earn-out shares, stock price trigger (in usd per share) | $ / shares				$ 20		$ 20
Earnout period, threshold trading days | trading_day						20
Earnout period, threshold consecutive trading days | trading_day						30
Collaboration revenue				$ 762,000	$ 762,000	$ 1,525,000	1,525,000
Total other revenue				200,000	1,737,000	$ 211,000	4,701,000
Royalty term						3 years
Allowance for doubtful accounts				30,791,000		$ 30,791,000		$ 26,290,000
Accounts receivable, net of current portion				9,041,000		9,041,000		9,284,000
Accounts receivable, net				21,750,000		21,750,000		17,006,000
Interest income from financing component				200,000		400,000
Deferred revenue				36,300,000		36,300,000		35,100,000
Increase (decrease) in transaction price						1,175,000	31,754,000
Restricted cash included in prepaid expenses and other current assets	$ 0			547,000	0	547,000	0	4,700,000
Restricted cash included in other long-term assets	4,900,000			$ 626,000	4,900,000	$ 626,000	4,900,000	800,000
Number of operating segments | segment						1
Minimum
Class of Stock [Line Items]
Period of consecutive trading days				13 months		13 months
Guaranteed fixed minimum royalties				$ 15,000,000		$ 15,000,000
Maximum
Class of Stock [Line Items]
Period of consecutive trading days				24 months		24 months
Previously Constrained Royalties
Class of Stock [Line Items]
Total other revenue								8,000,000
Royalties
Class of Stock [Line Items]
Total other revenue				$ 0	$ 930,000	$ 0	$ 3,885,000
Old SomaLogic Shareholders
Class of Stock [Line Items]
Earn-out shares, additional shares (in shares) | shares						3,500,125
Certain Employees and Directors
Class of Stock [Line Items]
Earn-out shares, additional shares (in shares) | shares						1,499,875
Public Warrants
Class of Stock [Line Items]
Exercise price of warrants (in usd per share) | $ / shares				$ 11.50		$ 11.50
Private Placement Warrants
Class of Stock [Line Items]
Exercise price of warrants (in usd per share) | $ / shares				$ 11.50		$ 11.50
CMLS II | Public Warrants
Class of Stock [Line Items]
Number of warrants issued (in shares) | shares										5,519,991
Exercise price of warrants (in usd per share) | $ / shares										$ 11.50
CMLS II | Private Placement Warrants
Class of Stock [Line Items]
Number of warrants issued (in shares) | shares										5,013,333
Exercise price of warrants (in usd per share) | $ / shares										$ 11.50
NEC Corporation ("NEC") | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement
Class of Stock [Line Items]
Collaborative arrangements, upfront payments			$ 12,000,000
Collaborative arrangements, remaining performance obligation period			15 years
NEC Solution Innovators, Ltd. ("NES") | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement
Class of Stock [Line Items]
Collaborative arrangements, annual payments		$ 2,000,000
Collaborative arrangement, payment terms		5 years
Collaborative arrangements, total payment amount		$ 10,000,000
Collaboration revenue		$ 15,300,000
Collaborative arrangements, license of intellectual property, term		10 years
New England Biolabs, Inc.
Class of Stock [Line Items]
Royalty financing component								1,800,000
New England Biolabs, Inc. | Royalties
Class of Stock [Line Items]
Total other revenue								13,200,000
Allowance for doubtful accounts				$ 13,100,000		$ 13,100,000
Accounts receivable, net of current portion				8,900,000		8,900,000
Accounts receivable, net				4,200,000		4,200,000
Illumina, Cambridge Ltd.
Class of Stock [Line Items]
Deferred revenue				$ 30,400,000		$ 30,400,000		$ 30,400,000	$ 30,000,000
Increase (decrease) in transaction price	$ 500,000
Non-US | Revenue | Geographic Concentration Risk
Class of Stock [Line Items]
Concentration risk, percentage				53%	33%	59%	40%
Non-US | Accounts Receivable | Geographic Concentration Risk
Class of Stock [Line Items]
Concentration risk, percentage						32%		23%

Revenue - Summary of Disaggrega

Revenue - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Collaboration revenue	$ 762	$ 762	$ 1,525	$ 1,525
Total other revenue	200	1,737	211	4,701
Total revenue	20,468	14,144	40,847	37,124
Assay services revenue
Disaggregation of Revenue [Line Items]
Revenue	16,597	10,931	35,016	29,731
Product revenue
Disaggregation of Revenue [Line Items]
Revenue	2,909	714	4,095	1,167
Royalties
Disaggregation of Revenue [Line Items]
Total other revenue	0	930	0	3,885
Other
Disaggregation of Revenue [Line Items]
Revenue	200	1,737	211	4,701
Total other revenue	$ 200	$ 807	$ 211	$ 816

Revenue - Narrative (Details)

Revenue - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Dec. 31, 2022	Jan. 04, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue	$ 36.3	$ 36.3	$ 35.1
Deferred revenue related to collaboration	3.3	3.3	2.9
Revenue recognized	0.4	1.6
Illumina, Cambridge Ltd.
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue	30.4	30.4	30.4	$ 30
Service And Other Revenues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue	$ 2.5	$ 2.5	$ 1.8
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance period	1 year 9 months 18 days	1 year 9 months 18 days
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | Illumina, Cambridge Ltd.
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance period	7 years 6 months	7 years 6 months

Accounts Receivable, net - Sche

Accounts Receivable, net - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accounting Policies [Abstract]
Accounts receivable	$ 31,421	$ 26,441
Less: allowance for expected credit losses	(630)	(151)
Accounts receivable, net	30,791	26,290
Accounts receivable, net (current)	21,750	17,006
Accounts receivable, net of current portion	$ 9,041	$ 9,284

Business Combination (Details)

Business Combination (Details) $ in Millions	Aug. 31, 2022 USD ($) payment
Schedule of Reverse Recapitalization [Line Items]
Number of potential payments | payment	3
Palamedrix, Inc
Schedule of Reverse Recapitalization [Line Items]
Percentage of voting interest acquired	100%
Purchase consideration	$ 29.7
Consideration transferred	15.8
Equity consideration	12.5
Contingent consideration	1.4
Palamedrix, Inc | Pre-Acquisition Legal Matters
Schedule of Reverse Recapitalization [Line Items]
Contingent consideration, range of outcomes, high	0.5
Palamedrix, Inc | Milestone contingent consideration
Schedule of Reverse Recapitalization [Line Items]
Contingent consideration, range of outcomes, high	$ 17.5

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value of Assets Measured on a Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022
Cash and cash equivalents:
Aggregate Fair Value	$ 354,544	$ 421,830	$ 418,182
Fair Value, Recurring
Cash and cash equivalents:
Amortized Cost	354,529	421,830
Gross Unrealized Gain	15	0
Gross Unrealized Loss	0	0
Aggregate Fair Value	354,544	421,830
Investments:
Amortized Cost	119,629	118,254
Gross Unrealized Gain	34	0
Gross Unrealized Loss	(17)	(496)
Aggregate Fair Value	119,646	117,758
Total assets measured at fair value on a recurring basis
Amortized Cost	474,158	540,084
Gross Unrealized Gain	49	0
Gross Unrealized Loss	(17)	(496)
Aggregate Fair Value	474,190	539,588
Level 1 | Cash | Fair Value, Recurring
Cash and cash equivalents:
Amortized Cost	20,010	44,045
Gross Unrealized Gain	0	0
Gross Unrealized Loss	0	0
Aggregate Fair Value	20,010	44,045
Level 1 | Money market funds | Fair Value, Recurring
Cash and cash equivalents:
Amortized Cost	289,678	377,785
Gross Unrealized Gain	0	0
Gross Unrealized Loss	0	0
Aggregate Fair Value	289,678	377,785
Level 1 | U.S. Treasuries | Fair Value, Recurring
Cash and cash equivalents:
Amortized Cost	44,841
Gross Unrealized Gain	15
Gross Unrealized Loss	0
Aggregate Fair Value	44,856
Level 2 | U.S. Treasuries | Fair Value, Recurring
Investments:
Amortized Cost	98,418	35,252
Gross Unrealized Gain	33	0
Gross Unrealized Loss	0	(175)
Aggregate Fair Value	98,451	35,077
Level 2 | Commercial paper | Fair Value, Recurring
Investments:
Amortized Cost	13,720	58,794
Gross Unrealized Gain	1	0
Gross Unrealized Loss	(8)	(195)
Aggregate Fair Value	13,713	58,599
Level 2 | Corporate bonds | Fair Value, Recurring
Investments:
Amortized Cost		11,782
Gross Unrealized Gain		0
Gross Unrealized Loss		(39)
Aggregate Fair Value		11,743
Level 2 | Agency bonds | Fair Value, Recurring
Investments:
Amortized Cost	7,491	12,426
Gross Unrealized Gain	0	0
Gross Unrealized Loss	(9)	(87)
Aggregate Fair Value	$ 7,482	$ 12,339

Fair Value Measurements - Narra

Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Accrued interest	$ 200	$ 500
Holdback contingent consideration
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent consideration liability	$ 0	$ 450

Fair Value Measurements - Fai_2

Fair Value Measurements - Fair Value of Liabilities Measured on a Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Milestone contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 1,620	$ 1,165
Holdback contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	0	450
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities measured at fair value on a recurring basis	4,703	5,843
Fair Value, Recurring | Level 1 | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	1,380	2,208
Fair Value, Recurring | Level 2 | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	1,253	2,005
Fair Value, Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earn-out liability	0	15
Fair Value, Recurring | Level 3 | Milestone contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	1,620	1,165
Fair Value, Recurring | Level 3 | Holdback contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 450	$ 450

Fair Value Measurements - Liabi

Fair Value Measurements - Liabilities Measured on a Fair Value Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other current liabilities	$ 2,413	$ 2,477
Other long-term liabilities	5,253	5,539
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other current liabilities	450	0
Warrant liabilities	2,633	4,213
Other long-term liabilities	1,620	1,630
Total liabilities measured at fair value on a recurring basis	$ 4,703	$ 5,843

Fair Value Measurements - Lia_2

Fair Value Measurements - Liabilities, Inputs and Valuation Techniques (Details) - Level 3 - Fair Value, Recurring - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Volatility | Milestone contingent consideration
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input	0.350	0.350
Risk-free rate | Milestone contingent consideration
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input	0.041	0.040
Weighted average cost of capital | Milestone contingent consideration
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input	0.300	0.300
Cost of debt | Milestone contingent consideration
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input	0.100	0.100
Cost of debt | Holdback contingent consideration
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input	0.106	0.102

Fair Value Measurements - Conti

Fair Value Measurements - Contingent Consideration Reconciliation (Details) - Contingent Consideration Liability - Level 3 - Milestone contingent consideration - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of liabilities, beginning balance	$ 1,620	$ 1,165
Change in fair value of contingent consideration	455
Fair value of liabilities, ending balance	$ 1,620

Leases - Narrative (Details)

Leases - Narrative (Details) $ in Thousands		6 Months Ended
	Aug. 25, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Mar. 31, 2023 USD ($)	Jan. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Mar. 31, 2022 USD ($)	Feb. 28, 2022 agreement
Lessee, Lease, Description [Line Items]
Right of use asset		$ 2,800				$ 3,900
Operating lease payment		1,300	$ 900
Operating lease, number of contracts | agreement								2
Lease deposit				$ 4,100			$ 4,100
Termination fee	$ 6,000
Termination fee paid	$ 2,500
Reduction contingent on new tenant						1,000
Accrued lease termination fee		$ 0			$ 2,500	$ 2,500
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, term		2 years
Operating lease, extension term		3 years
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, term		5 years
Operating lease, extension term		10 years

Leases - Schedule of Lease Cost

Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating lease cost	$ 591	$ 406	$ 1,182	$ 807
Variable lease cost	326	209	704	390
Short-term lease cost	12	12	24	23
Total lease cost	$ 929	$ 627	$ 1,910	$ 1,220

Leases - Schedule of Lease Matu

Leases - Schedule of Lease Maturities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Remainder of 2023	$ 1,285
2024	1,143
2025	834
2026	143
Total	3,405
Less: amount of lease payments representing interest	(93)
Present value of future minimum lease payments	3,312
Less: current operating lease liabilities (included in other current liabilities)	(1,963)
Long-term operating lease liabilities (included in other long-term liabilities)	$ 1,349	$ 2,063
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other long-term liabilities

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Lease Information (Details)	Jun. 30, 2023
Leases [Abstract]
Weighted average remaining lease term	2 years
Weighted average discount rate	2.60%

Inventory (Details)

Inventory (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Raw materials	$ 23,418	$ 16,710
Work in process	1,492	1,191
Finished goods	509	639
Total inventory	25,419	18,540
Inventory (current)	15,123	13,897
Non-current inventory	$ 10,296	$ 4,643

Accrued Liabilities and Other_3

Accrued Liabilities and Other Long-Term Liabilities - Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jan. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accrued compensation	$ 9,172		$ 13,897
Accrued restructuring costs	442		2,223
Accrued lease termination fee	0	$ 2,500	2,500
Accrued real estate agent commission	0		764
Accrued medical claims	646		663
Other	666		631
Total accrued liabilities	$ 10,926		$ 20,678

Accrued Liabilities and Other_4

Accrued Liabilities and Other Long-Term Liabilities - Other Long Term Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Business Acquisition, Contingent Consideration [Line Items]
Long-term operating lease liabilities	$ 1,349	$ 2,063
Earn-out liability	0	15
Total other long-term liabilities	5,253	5,539
Milestone consideration replacement award liability
Business Acquisition, Contingent Consideration [Line Items]
Contingent consideration	1,699	1,261
Milestone contingent consideration
Business Acquisition, Contingent Consideration [Line Items]
Contingent consideration	1,620	1,165
Holdback contingent consideration
Business Acquisition, Contingent Consideration [Line Items]
Contingent consideration	0	450
Long-term deferred tax liability
Business Acquisition, Contingent Consideration [Line Items]
Long-term deferred tax liability	$ 585	$ 585

Stockholders' Equity (Details)

Stockholders' Equity (Details) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Class of Warrant or Right [Line Items]
Common stock, shares authorized (in shares)	600,000,000	600,000,000
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Public Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	5,519,991
Exercise price of warrants (in usd per share)	$ 11.50
Private Placement Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	5,013,333
Class of warrant or right, number of securities called by each warrant or right (in shares)	1
Exercise price of warrants (in usd per share)	$ 11.50

Stock-based Compensation - Narr

Stock-based Compensation - Narrative (Details) - USD ($) shares in Millions	1 Months Ended	3 Months Ended		6 Months Ended
	Jan. 31, 2023	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Incremental stock-based compensation expense		$ 300,000	$ 0	$ 1,300,000	$ 100,000
Stock-based compensation		$ 4,307,000	$ 9,460,000	11,490,000	18,131,000
Service Provider Earn-Outs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation				$ 3,700,000	$ 3,700,000
2021 Omnibus Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Increase in shares reserved for issuance (in shares)	9

Stock-based Compensation - Sche

Stock-based Compensation - Schedule of Stock-based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 4,307	$ 9,460	$ 11,490	$ 18,131
Cost of revenue | Cost of assay services revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	186	292	376	583
Cost of revenue | Cost of product revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	28	18	38	25
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	1,340	1,834	3,110	3,566
Selling, general and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 2,753	$ 7,316	$ 7,966	$ 13,957

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock Option and RSU Activity (Details)	6 Months Ended
	Jun. 30, 2023 shares
Stock Options
Outstanding, beginning balance (in shares)	23,541,194
Granted (in shares)	5,438,689
Exercised or Issued (in shares)	(124,004)
Forfeited (in shares)	(3,792,335)
Expired (in shares)	(62,857)
Outstanding, ending balance (in shares)	25,000,687
RSUs
Vesting percentage	25%
Stock Options
RSUs
Vesting period	4 years
RSUs
RSUs
Outstanding, beginning balance (in shares)	3,084,379
Granted (in shares)	1,130,838
Exercised or Issued (in shares)	(185,863)
Forfeited (in shares)	(821,136)
Outstanding, ending balance (in shares)	3,208,218

Net Loss Per Share - Summary of

Net Loss Per Share - Summary of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Earnings Per Share [Abstract]
Net loss	$ (24,772)	$ (22,985)	$ (58,974)	$ (26,964)
Weighted-average shares outstanding, basic (in shares)	186,741,112	183,143,391	186,633,391	182,599,949
Weighted-average shares outstanding, diluted (in shares)	186,741,112	183,143,391	186,633,391	182,599,949
Net loss per share, basic (in usd per share)	$ (0.13)	$ (0.13)	$ (0.32)	$ (0.15)
Net loss per share, diluted (in usd per share)	$ (0.13)	$ (0.13)	$ (0.32)	$ (0.15)

Net Loss Per Share - Summary _2

Net Loss Per Share - Summary of Potentially Dilutive Securities Excluded from Computation of Net Loss Per Share (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)	39,952,030	34,112,629	39,952,030	34,112,629
Stock options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)	25,000,687	23,032,593	25,000,687	23,032,593
Public warrants and private placement warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)	10,533,324	10,533,324	10,533,324	10,533,324
Unvested RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)	3,208,218	546,712	3,208,218	546,712
Replacement awards subject to vesting conditions
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)	1,209,801	0	1,209,801	0

Related Parties (Details)

Related Parties (Details) - Director $ in Millions	6 Months Ended
	Jun. 30, 2023 USD ($)
Cash Paid For Acquisition
Class of Stock [Line Items]
Consideration transferred to related party	$ 0.8
Equity Considered Transfered For Acquistion
Class of Stock [Line Items]
Consideration transferred to related party	0.8
Long-term deferred tax liability
Class of Stock [Line Items]
Consideration transferred to related party	$ 0.3

Restructuring - Narrative (Deta

Restructuring - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended	6 Months Ended
	Dec. 16, 2022	Jun. 30, 2023	Jun. 30, 2023
Restructuring and Related Activities [Abstract]
Restructuring and related cost, workforce percent	16%
Restructuring charges		$ 59	$ 1,100
Effected employees separating, Period	3 months

Restructuring - Restructuring C

Restructuring - Restructuring Charges (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 59	$ 1,100
Cost of assay services revenue
Restructuring Cost and Reserve [Line Items]
Restructuring charges	0	19
Research and development
Restructuring Cost and Reserve [Line Items]
Restructuring charges	0	243
Selling, general and administrative
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 59	$ 838

Restructuring - Changes in Liab

Restructuring - Changes in Liabilities (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2023 USD ($)
Restructuring Reserve [Roll Forward]
Beginning balance	$ 2,223
Accruals	1,062
Payments	(2,843)
Ending balance	$ 442