Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 08, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Registrant Name | RANI THERAPEUTICS HOLDINGS, INC. | |
Entity Central Index Key | 0001856725 | |
Entity File Number | 001-40672 | |
Entity Tax Identification Number | 86-3114789 | |
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 Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2051 Ringwood Avenue | |
Entity Address, City or Town | San Jose | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95131 | |
City Area Code | 408 | |
Local Phone Number | 457-3700 | |
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | |
Trading Symbol | RANI | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 25,531,772 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 24,116,444 | |
Common Class C [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 7,552 | $ 27,007 |
Marketable securities | 67,054 | 71,475 |
Prepaid expenses and other current assets | 1,768 | 2,442 |
Total current assets | 76,374 | 100,924 |
Property and equipment, net | 5,939 | 6,038 |
Operating lease right-of-use assets | 1,194 | 1,065 |
Total assets | 83,507 | 108,027 |
Current liabilities: | ||
Accounts payable | 1,037 | 1,460 |
Accrued expenses and other current liabilities | 3,842 | 2,349 |
Operating lease liability, current portion | 856 | 1,006 |
Total current liabilities | 5,735 | 4,815 |
Operating lease liability, less current portion | 338 | 59 |
Long-term debt | 29,265 | 29,149 |
Total liabilities | 35,338 | 34,023 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity / members' deficit: | ||
Preferred stock, $0.0001 par value - 20,000 shares authorized; none issued and outstanding as of June 30, 2023 and December 31, 2022 | 0 | 0 |
Additional Paid in Capital | 80,746 | 75,842 |
Accumulated other comprehensive loss | (63) | (73) |
Accumulated deficit | (56,594) | (38,919) |
Total stockholders' equity attributable to Rani Therapeutics Holdings, Inc. | 24,094 | 36,855 |
Non-controlling interest | 24,075 | 37,149 |
Total stockholders' equity | 48,169 | 74,004 |
Total liabilities and stockholders' equity | 83,507 | 108,027 |
Common Class A [Member] | ||
Stockholders' equity / members' deficit: | ||
Common stock, value | 3 | 3 |
Common Class B [Member] | ||
Stockholders' equity / members' deficit: | ||
Common stock, value | 2 | 2 |
Common Class C [Member] | ||
Stockholders' equity / members' deficit: | ||
Common stock, value | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock authorized | 20,000,000 | 20,000,000 |
Preferred stock issued | 0 | 0 |
Preferred stock outstanding | 0 | 0 |
Common Class A [Member] | ||
Common stock par value | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 800,000,000 | 800,000,000 |
Common stock shares issued | 25,517,000 | 25,295,000 |
Common stock shares outstanding | 25,517,000 | 25,295,000 |
Common Class B [Member] | ||
Common stock par value | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 40,000,000 | 40,000,000 |
Common stock shares issued | 24,116,000 | 24,116,000 |
Common stock shares outstanding | 24,116,000 | 24,116,000 |
Common Class C [Member] | ||
Common stock par value | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 20,000,000 | 20,000,000 |
Common stock shares issued | 0 | 0 |
Common stock shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Operating expenses | ||||
Research and development | $ 11,086 | $ 9,528 | $ 20,798 | $ 17,118 |
General and administrative | 7,208 | 6,319 | 14,012 | 12,509 |
Total operating expenses | 18,294 | 15,847 | 34,810 | 29,627 |
Loss from operations | (18,294) | (15,847) | (34,810) | (29,627) |
Other income (expense), net | ||||
Interest income and other, net | 896 | 35 | 1,787 | 50 |
Interest expense and other, net | (1,266) | 0 | (2,473) | 0 |
Loss before income taxes | (18,664) | (15,812) | (35,496) | (29,577) |
Income tax expense | 0 | (154) | 0 | (217) |
Net loss | (18,664) | (15,966) | (35,496) | (29,794) |
Net loss attributable to non-controlling interest | (9,361) | (8,342) | (17,821) | (15,947) |
Net loss attributable to Rani Therapeutics Holdings, Inc. | $ (9,303) | $ (7,624) | $ (17,675) | $ (13,847) |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., basic | $ (0.37) | $ (0.31) | $ (0.7) | $ (0.6) |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., diluted | $ (0.37) | $ (0.31) | $ (0.7) | $ (0.6) |
Weighted-average share outstanding basic | 25,345 | 24,371 | 25,293 | 22,930 |
Weighted-average share outstanding diluted | 25,345 | 24,371 | 25,293 | 22,930 |
Common Class A [Member] | ||||
Other income (expense), net | ||||
Net loss attributable to Rani Therapeutics Holdings, Inc. | $ (9,303) | $ (7,624) | $ (17,675) | $ (13,847) |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., basic | $ 0.37 | $ 0.31 | $ 0.7 | $ 0.6 |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., diluted | $ 0.37 | $ 0.31 | $ 0.7 | $ 0.6 |
Weighted-average share outstanding basic | 25,345 | 24,371 | 25,293 | 22,930 |
Weighted-average share outstanding diluted | 25,345 | 24,371 | 25,293 | 22,930 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (18,664) | $ (15,966) | $ (35,496) | $ (29,794) |
Other comprehensive loss | ||||
Net unrealized(loss) gain on marketable securities | (107) | 0 | 19 | 0 |
Comprehensive loss | (18,771) | (15,966) | (35,477) | (29,794) |
Comprehensive loss attributable to non-controlling interest | (9,415) | (8,342) | (17,811) | (15,947) |
Comprehensive loss attributable to Rani Therapeutics Holdings, Inc. | $ (9,356) | $ (7,624) | $ (17,666) | $ (13,847) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Class A [Member] | Common Class B [Member] | Common [Member] Common Class A [Member] | Common [Member] Common Class B [Member] | Additional Paid in Capital [Member] | Noncontrolling Interest [Member] | Accumulated Other Comprehensive Loss Member | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2021 | $ 121,567 | $ 2 | $ 3 | $ 55,737 | $ 74,156 | $ (8,331) | |||
Beginning Balance (shares) at Dec. 31, 2021 | 19,712,000 | 29,290,000 | |||||||
Effect of exchanges of Paired Interests and non-corresponding Class A Units of Rani LLC | 4,675,000 | (4,517,000) | |||||||
Non-controlling interest adjustment for changes in proportionate ownership in Rani LLC | 10,928 | (10,928) | |||||||
Stock-based compensation | 2,905 | 1,268 | 1,637 | ||||||
Net loss | (13,828) | (7,605) | (6,223) | ||||||
Ending Balance at Mar. 31, 2022 | 110,644 | $ 2 | $ 3 | 67,933 | 57,260 | (14,554) | |||
Ending Balance (shares) at Mar. 31, 2022 | 24,387,000 | 24,773,000 | |||||||
Beginning Balance at Dec. 31, 2021 | 121,567 | $ 2 | $ 3 | 55,737 | 74,156 | (8,331) | |||
Beginning Balance (shares) at Dec. 31, 2021 | 19,712,000 | 29,290,000 | |||||||
Net loss | (29,794) | ||||||||
Ending Balance at Jun. 30, 2022 | 98,654 | $ 2 | $ 3 | 69,986 | 50,841 | (22,178) | |||
Ending Balance (shares) at Jun. 30, 2022 | 24,494,000 | 24,663,000 | |||||||
Beginning Balance at Dec. 31, 2021 | 121,567 | $ 2 | $ 3 | 55,737 | 74,156 | (8,331) | |||
Beginning Balance (shares) at Dec. 31, 2021 | 19,712,000 | 29,290,000 | |||||||
Ending Balance at Dec. 31, 2022 | 74,004 | $ 3 | $ 2 | 75,842 | 37,149 | $ (73) | (38,919) | ||
Ending Balance (shares) at Dec. 31, 2022 | 25,295,000 | 24,116,000 | 25,295,000 | 24,116,000 | |||||
Beginning Balance at Mar. 31, 2022 | 110,644 | $ 2 | $ 3 | 67,933 | 57,260 | (14,554) | |||
Beginning Balance (shares) at Mar. 31, 2022 | 24,387,000 | 24,773,000 | |||||||
Forfeiture of restricted stock awards | 6 | 3 | 3 | ||||||
Forfeiture of restricted stock awards, shares | 3,000 | ||||||||
Effect of exchanges of Paired Interests and non-corresponding Class A Units of Rani LLC | 110,000 | (110,000) | |||||||
Non-controlling interest adjustment for changes in proportionate ownership in Rani LLC | 126 | (126) | |||||||
Stock-based compensation | 3,982 | 1,930 | 2,052 | ||||||
Net loss | (15,966) | (8,342) | (7,624) | ||||||
Ending Balance at Jun. 30, 2022 | 98,654 | $ 2 | $ 3 | 69,986 | 50,841 | (22,178) | |||
Ending Balance (shares) at Jun. 30, 2022 | 24,494,000 | 24,663,000 | |||||||
Beginning Balance at Dec. 31, 2022 | 74,004 | $ 3 | $ 2 | 75,842 | 37,149 | (73) | (38,919) | ||
Beginning Balance (shares) at Dec. 31, 2022 | 25,295,000 | 24,116,000 | 25,295,000 | 24,116,000 | |||||
Issuance of common stock under employee equity plans, net of shares withheld for tax settlement , shares | 81,000 | ||||||||
Issuance of common stock under employee equity plans, net of shares withheld for tax settlement, amount | (124) | (124) | |||||||
Non-controlling interest adjustment for changes in proportionate ownership in Rani LLC | 98 | (98) | |||||||
Stock-based compensation | 4,415 | 2,202 | 2,213 | ||||||
Other comprehensive loss | 126 | 63 | 63 | ||||||
Net loss | (16,832) | (8,460) | (8,372) | ||||||
Ending Balance at Mar. 31, 2023 | 61,589 | $ 3 | $ 2 | 78,018 | 30,867 | (10) | (47,291) | ||
Ending Balance (shares) at Mar. 31, 2023 | 25,376,000 | 24,116,000 | |||||||
Beginning Balance at Dec. 31, 2022 | 74,004 | $ 3 | $ 2 | 75,842 | 37,149 | (73) | (38,919) | ||
Beginning Balance (shares) at Dec. 31, 2022 | 25,295,000 | 24,116,000 | 25,295,000 | 24,116,000 | |||||
Net loss | (35,496) | ||||||||
Ending Balance at Jun. 30, 2023 | 48,169 | $ 3 | $ 2 | 80,746 | 24,075 | (63) | (56,594) | ||
Ending Balance (shares) at Jun. 30, 2023 | 25,517,000 | 24,116,000 | 25,517,000 | 24,116,000 | |||||
Beginning Balance at Mar. 31, 2023 | 61,589 | $ 3 | $ 2 | 78,018 | 30,867 | (10) | (47,291) | ||
Beginning Balance (shares) at Mar. 31, 2023 | 25,376,000 | 24,116,000 | |||||||
Issuance of common stock under employee stock purchase plan (Shares) | 63,000 | ||||||||
Issuance of common stock under employee stock purchase plan | 219 | 219 | |||||||
Issuance of common stock under employee equity plans, net of shares withheld for tax settlement , shares | 78,000 | ||||||||
Issuance of common stock under employee equity plans, net of shares withheld for tax settlement, amount | (9) | (9) | |||||||
Non-controlling interest adjustment for changes in proportionate ownership in Rani LLC | (54) | 54 | |||||||
Stock-based compensation | 5,141 | 2,572 | 2,569 | ||||||
Other comprehensive loss | (107) | 54 | 53 | ||||||
Net loss | (18,664) | (9,361) | (9,303) | ||||||
Ending Balance at Jun. 30, 2023 | $ 48,169 | $ 3 | $ 2 | $ 80,746 | $ 24,075 | $ (63) | $ (56,594) | ||
Ending Balance (shares) at Jun. 30, 2023 | 25,517,000 | 24,116,000 | 25,517,000 | 24,116,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (35,496) | $ (29,794) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 9,556 | 6,881 |
Depreciation and amortization | 377 | 233 |
Non-cash operating lease expense | 520 | 317 |
Amortization of debt discount and issuance costs | 116 | 0 |
Net accretion and amortization of investments in marketable securities | (1,242) | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 860 | 1,330 |
Accounts payable | (332) | 209 |
Accrued expenses and other current liabilities | 1,707 | 1,453 |
Operating lease liabilities | (521) | (317) |
Net cash used in operating activities | (24,455) | (19,688) |
Cash flows from investing activities | ||
Purchases of marketable securities | (52,505) | 0 |
Proceeds from maturities of marketable securities | 58,000 | 0 |
Purchases of property and equipment | (583) | (633) |
Net cash provided by (used in) investing activities | 4,912 | (633) |
Cash flows from financing activities | ||
Proceeds from employee stock purchase plan | 2 | 49 |
Issuance of common stock under employee stock purchase plan | 219 | 0 |
Tax withholdings paid on behalf of employees for net share settlement | (133) | 0 |
Net cash provided by financing activities | 88 | 49 |
Net decrease in cash, cash equivalents and restricted cash equivalents | (19,455) | (20,272) |
Cash, cash equivalents and restricted cash equivalents, Beginning Balance | 27,507 | 117,453 |
Cash, cash equivalents and restricted cash equivalents, end of period | 8,052 | 97,181 |
Supplemental disclosures of non-cash investing and financing activities | ||
Right- Of- use asset obtained in exchange for operating lease liabilities | 578 | 0 |
Interest income receivable included in prepaid expenses | 186 | 0 |
Property and equipment purchases included in accounts payable and accrued expenses and other current liabilities | 38 | 340 |
Exchanges of Paired Interests and non-corresponding Class A Units of Rani LLC | $ 0 | $ 74,567 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | 1. Organization and Nature of Business Description of Business Rani Therapeutics Holdings, Inc. (“Rani Holdings”) was formed as a Delaware corporation in April 2021 for the purpose of facilitating an initial public offering (“IPO”) of its Class A common stock, and to facilitate certain organizational transactions and to operate the business of Rani Therapeutics, LLC (“Rani LLC”) and its consolidated subsidiary, Rani Management Services, Inc. (“RMS”). Rani Holdings and its consolidated subsidiaries, Rani LLC and RMS (prior to December 15, 2022), are collectively referred to herein as “Rani” or the “Company.” RMS was dissolved on December 15, 2022. The Company is a clinical stage biotherapeutics company focusing on advancing technologies to enable the administration of biologics and drugs orally, to provide patients, physicians, and healthcare systems with a convenient alternative to painful injections. The Company is advancing a portfolio of oral therapeutics using its proprietary delivery technology, the RaniPill capsule. The Company is headquartered in San Jose, California and operates in one segment. Organizational Transactions In connection with the IPO, the Company was party to the following organizational transactions (the “Organizational Transactions”): • Amended and restated Rani LLC’s operating agreement (the “Rani LLC Agreement”) to appoint the Company as the sole managing member of Rani LLC and effectuated an exchange of all outstanding (i) convertible preferred units, automatic or net exercised warrants to purchase preferred units and common units, and common units of Rani LLC, into economic nonvoting Class A units (“Class A Units”) and an equal number of voting noneconomic Class B units (“Class B Units”) and (ii) all non-vested incentive units (“Profits Interests”) into Class A Units. In connection with the closing of the IPO, each LLC interest was exchanged 1 for 0.5282 as determined and predicated on the initial public offering price of the Company’s Class A common stock; • Amended and restated the Company’s certificate of incorporation in July 2021, to provide for the issuance of (i) Class A common stock, each share of which entitles its holders to one vote per share , (ii) Class B common stock, each share of which entitles its holders to 10 votes per share on all matters presented to the Company's stockholders , (iii) Class C common stock, which has no voting rights, except as otherwise required by law and (iv) preferred stock; • Exchanged 12,047,925 shares of Class A common stock for existing Class A Units of Rani LLC held by certain individuals and entities (the “Former LLC Owners”) on a one-for-one basis; • Issued 29,290,391 shares of Class B common stock to certain individuals and entities that continued to hold Class A Units in Rani LLC after the IPO (the “Continuing LLC Owners”) in return for an equal amount of Rani LLC Class B Units; • Entered into a Registration Rights Agreement with certain of the Continuing LLC Owners. The Continuing LLC Owners are entitled to exchange, subject to the terms of the Rani LLC Agreement, the Class A Units they hold in Rani LLC, together with the shares they hold of the Company Class B common stock (together referred to as a "Paired Interest"), in return for shares of the Company’s Class A common stock on a one-for-one basis provided that, at the Company’s election, the Company has the ability to effect a direct exchange of such Class A common stock or make a cash payment equal to a volume weighted average market price of one share of Class A common stock for each Paired Interest redeemed. Any shares of Class B common stock will be cancelled on a one-for-one basis if, at the election of the Continuing LLC Owners, the Company redeems or exchanges such Paired Interest pursuant to the terms of the Rani LLC Agreement. As of June 30, 2023 , certain individuals who continue to own interests in Rani LLC but do not hold shares of the Company’s Class B common stock (“non-corresponding Class A Units”) have the ability to exchange their non-corresponding Class A Units of Rani LLC for 1,387,471 shares of the Company’s Class A common stock. Liquidity The Company has incurred recurring losses since its inception, including net losses of $ 35.5 million for the six months ended June 30, 2023. As of June 30, 2023 , the Company had an accumulated deficit of $ 56.6 million and for the six months ended June 30, 2023 had negative cash flows from operations of $ 24.5 million. The Company expects to continue to generate operating losses and negative operating cash flows for the foreseeable future as it continues to develop the RaniPill capsule. The Company expects that its cash, cash equivalents and marketable securities of $ 74.6 million as of June 30, 2023 will be sufficient to fund its operations through at least twelve months from the date the condensed consolidated financial statements are issued. The Company expects to finance its future operations with its existing cash and through strategic financing opportunities that could include, but are not limited to, future offerings of its equity, such as “at the market offerings” as defined in Rule 415(a)(4) under the Securities Act, collaboration or licensing agreements, or the incurrence of debt. However, there is no guarantee that any of these strategic or financing opportunities will be executed or realized on favorable terms, if at all, and some could be dilutive to existing stockholders and holders of interests in the Company. The Company will not generate any revenue from product sales unless, and until, it successfully completes clinical development and obtains regulatory approval of its product candidates. If the Company obtains regulatory approval for the RaniPill capsule, it expects to incur significant expenses related to developing its internal commercialization capability to support manufacturing, product sales, marketing, and distribution. The Company’s ability to raise additional capital through either the issuance of equity or debt, is dependent on a number of factors including, but not limited to, the market interest of the Company, which itself is subject to a number of development and business risks and uncertainties, as well as the uncertainty that the Company would be able to raise such additional capital at a price or on terms that are favorable to the Company. Current global economic conditions or other factors could also adversely impact the Company’s ability to access capital when and as needed. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain prior period amounts have been reclassified to be consistent with current period presentation. The Company operates and controls all of the business and affairs of Rani LLC and, through Rani LLC conducts its business. Because the Company manages and operates the business and controls the strategic decisions and day-to-day operations of Rani LLC and also has a substantial financial interest in Rani LLC, the Company consolidates the financial results of Rani LLC, and a portion of its net loss is allocated to the non-controlling interests in Rani LLC held by the Continuing LLC Owners. All intercompany accounts and transactions have been eliminated in consolidation. Unaudited Interim Condensed Consolidated Financial Statements The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to Form 10-Q of Regulation S-X of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements include all adjustments necessary to fairly state the financial position and the results of the Company's operations and cash flows for interim periods in accordance with U.S. GAAP. All such adjustments are of a normal, recurring nature. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023 or for any future period. The consolidated balance sheet as of December 31, 2022 included herein was derived from the audited consolidated financial statements as of that date. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these interim condensed consolidated financial statements should be read in conjunction with the 2022 consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K filed with the SEC on March 22, 2023. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the disclosure of contingent assets and liabilities in the Company’s condensed consolidated financial statements and accompanying notes. The Company evaluates its estimates on an ongoing basis. The Company bases its estimates on its historical experience and also on assumptions that we believe are reasonable; however, actual results may differ materially and adversely from these estimates. Significant Accounting Policies A description of the Company’s significant accounting policies is included in the audited consolidated financial statements within its Annual Report on Form 10-K for the year ended December 31, 2022. Except as noted below, there have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2023 . Concentrations of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains accounts in federally insured financial institutions in excess of federally insured limits. The Company also holds money market funds that are not federally insured. However, management believes the Company is not exposed to significant credit risk due to the financial strength of the depository institutions in which these deposits are held and of the money market funds and other entities in which these investments are made. Cash, Cash Equivalents and Restricted Cash Equivalents The following table provides a reconciliation of cash and cash equivalents and restricted cash equivalents reported as a component of prepaid expenses and other current assets on the condensed consolidated balance sheet which, in aggregate, represents the amount reported in the condensed consolidated statements of cash flows for the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 End of Period: Cash and cash equivalents $ 7,552 $ 97,181 Restricted cash equivalents 500 — Total cash, cash equivalents and restricted cash equivalents $ 8,052 $ 97,181 Marketable Securities The Company regularly reviews its investments for declines in fair value below their amortized cost basis to determine whether the impairment is due to credit-related factors or noncredit-related factors. The Company's review includes the creditworthiness of the security issuers, the severity of the unrealized losses, whether the Company has the intent to sell the securities and whether it is more likely than not that the Company will be required to sell the securities before the recovery of its amortized cost bases. When the Company determines that a portion of the unrealized loss is due to an expected credit loss, the Company recognizes the loss amount in Other income (expense), net, with a corresponding allowance against the carrying value of the security the Company holds. The portion of the unrealized loss related to factors other than credit losses is recognized in Accumulated other comprehensive loss. The Company has made an accounting policy election to not measure an allowance for credit loss for accrued interest receivables and will recognize a credit loss for accrued interest receivables when the loss becomes probable and estimable. As of June 30, 2023 , interest income receivable recorded as a component of prepaid expenses and other current assets on the condensed consolidated balance sheet totaled $ 0.2 million. Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. As of June 30, 2023 and 2022, the carrying values of current assets and liabilities approximates fair value due to their short-term nature, respectively. The fair value of the Company’s long-term debt approximated its carrying value based on borrowing rates currently available to the Company for debt with similar terms and maturities (Level 2 inputs). To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgement exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value of the instrument. Tax Receivable Agreement In August 2021, in connection with the IPO and Organizational Transactions, the Company entered into a tax receivable agreement ("TRA") with certain of the Continuing LLC Owners. The TRA provides that the Company pay to such Continuing LLC Owners 85 % of the amount of tax benefits, if any, it is deemed to realize (calculated using certain assumptions) as a result of (i) increases in the tax basis of assets of Rani LLC resulting from (a) any future redemptions or exchanges of Paired Interests or non-corresponding Class A Units of Rani LLC and (b) payments under the TRA and (ii) certain other benefits arising from payments under the TRA (collectively the “Tax Attributes”). A liability for the payable to parties subject to the TRA, and a reduction to stockholders’ equity, is accrued when (i) an exchange of a Paired Interest or non-corresponding Class A Units of Rani LLC has occurred and (ii) when it is deemed probable that the Tax Attributes associated with the exchange will be used to reduce the Company’s taxable income based on the contractual percentage of the benefit of Tax Attributes that the Company expects to receive over a period of time (Note 12). Comprehensive Loss Comprehensive loss is defined as a change in equity of a business enterprise during a period, resulting from transactions and other events and/or circumstances from non-owner sources. Other comprehensive loss represents changes in fair value of the Company's available-for-sale marketable securities. Net Loss Per Class A Common Share Attributable to Rani Holdings Basic net loss per Class A common share attributable to Rani Holdings is computed by dividing net loss attributable to the Company by the weighted average number of Class A common shares outstanding during the period, without consideration of potential dilutive securities. Diluted net loss per Class A common share is computed giving effect to all potentially dilutive shares. Diluted net loss per Class A common share for all periods presented is the same as basic loss per share as the inclusion of potentially issuable shares would be antidilutive. Non-Controlling Interest Non-controlling interest ("NCI") represents the portion of income or loss, net assets and comprehensive loss of the Company's consolidated subsidiary that is not allocable to Rani Holdings based on the Company's percentage of ownership of Rani LLC. In August 2021, based on the Organizational Transactions, Rani Holdings became the sole managing member of Rani LLC. As of June 30, 2023 , Rani Holdings held approximately 50% of the Class A Units of Rani LLC, and approximately 50 % of the outstanding Class A Units of Rani LLC are held by the Continuing LLC Owners. Therefore, the Company reports NCI based on the Class A Units of Rani LLC held by the Continuing LLC Owners on its condensed consolidated balance sheet as of June 30, 2023. Income or loss attributed to the NCI in Rani LLC is based on the Class A Units outstanding during the period for which the income or loss is generated and is presented on the condensed consolidated statements of operations and comprehensive loss. Future exchanges of Paired Interests and non-corresponding Class A Units of Rani LLC will result in a change in ownership and reduce or increase the amount recorded as NCI and increase or decrease additional paid-in-capital when Rani LLC has positive or negative net assets, respectively. From the date of the Organizational Transactions to June 30, 2023 , there were 5,173,947 exchanges of Paired Interests and 158,051 exchanges of non-corresponding Class A Units of Rani LLC for an equal number of shares of the Company's Class A common stock. |
Cash, Cash Equivalents, Restric
Cash, Cash Equivalents, Restricted Cash Equivalents and Marketable Securities | 6 Months Ended |
Jun. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash Equivalents, Restricted Cash Equivalents and Marketable Securities | 3. Cash Equivalents, Restricted Cash Equivalents and Marketable Securities The following tables summarizes the amortized cost and fair value of the Company's cash equivalents, restricted cash equivalents and marketable securities by major investment category (in thousands): As of June 30, 2023 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Current assets: Cash equivalents: Money market funds $ 2,660 $ — $ — $ 2,660 U.S. Treasuries 3,992 1 — 3,993 Total cash equivalents 6,652 1 — 6,653 Restricted cash equivalents: Money market funds 500 — — 500 Total cash equivalents and restricted cash equivalents 7,152 1 — 7,153 Marketable securities: U.S. Treasuries and agencies 52,339 — ( 95 ) 52,244 Commercial paper 6,934 — ( 9 ) 6,925 Corporate debt securities 7,912 — ( 27 ) 7,885 Total marketable securities 67,185 — ( 131 ) 67,054 Total cash equivalents, restricted cash equivalents and marketable securities $ 74,337 $ 1 $ ( 131 ) $ 74,207 As of December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Current assets: Cash equivalents: Money market funds $ 25,313 $ — $ — $ 25,313 Total cash equivalents 25,313 — — 25,313 Restricted cash equivalents: Money market funds 500 — — 500 Total cash equivalents and restricted cash equivalents 25,813 — — 25,813 Marketable securities: U.S. Treasuries and agencies 36,563 — ( 107 ) 36,456 Commercial paper 26,631 — — 26,631 Corporate debt securities 6,939 — ( 39 ) 6,900 International government 1,491 — ( 3 ) 1,488 Total marketable securities 71,624 — ( 149 ) 71,475 Total cash equivalents, restricted cash equivalents and marketable securities $ 97,437 $ — $ ( 149 ) $ 97,288 As of June 30, 2023 , all marketable securities are classified as short-term . The Company regularly reviews its available-for-sale marketable securities in an unrealized loss position and evaluates the current expected credit loss by considering factors such as historical experience, market data, issuer-specific factors, and current economic conditions. As of June 30, 2023, the aggregate difference between the amortized cost and fair value of each security in an unrealized loss position was de minimis. Since any provision for expected credit losses for a security held is limited to the amount the fair value is less than its amortized cost, no allowance for expected credit loss was deemed necessary at June 30, 2023. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements The following tables presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of inputs used in such measurements (in thousands): As of June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 2,660 $ — $ — $ 2,660 U.S. Treasuries 3,993 — — 3,993 Restricted cash equivalents: Money market funds 500 — — 500 Marketable securities U.S. Treasuries and agencies 52,244 — — 52,244 Commercial paper — 6,925 — 6,925 Corporate debt securities — 7,885 — 7,885 Total assets $ 59,397 $ 14,810 $ — $ 74,207 As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 25,313 $ — $ — $ 25,313 Restricted cash equivalents: Money market funds 500 — — 500 Marketable securities U.S. Treasuries and agencies 36,456 — — 36,456 Commercial paper — 26,631 — 26,631 Corporate debt securities — 6,900 — 6,900 International government — 1,488 — 1,488 Total assets $ 62,269 $ 35,019 $ — $ 97,288 Level 1 and Level 2 financial instruments are comprised of investments in money market funds and fixed-income securities. The Company estimates the fair value of its Level 2 financial instruments by taking into consideration valuations obtained from third-party pricing services. The third-party pricing services utilize industry standard valuation models, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities; issuer credit spreads; benchmark securities; and other observable inputs. There were no transfers between Level 1, Level 2 and Level 3 of the fair value hierarchy for any of the periods presented. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Accrued Liabilities [Abstract] | |
Accrued Expenses | 5. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): June 30, December 31, 2023 2022 Payroll and related $ 2,391 $ 394 Accrued preclinical and clinical trial costs 554 1,130 Accrued interest 284 69 Accrued professional fees 82 165 Related party payable — 53 Other 531 538 Total accrued expenses and other current liabilities $ 3,842 $ 2,349 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 6. Related Party Transactions InCube Labs, LLC (“ICL”) is wholly-owned by the Company’s founder and Chairman and his family. The founder and Chairman is the father of the Company’s Chief Executive Officer. The Company’s Chief Scientific Officer is also the brother of the founder and Chairman and thus uncle of the Company’s Chief Executive Officer. Services agreements In June 2021, Rani LLC entered into a service agreement with ICL effective retrospectively to January 1, 2021, and subsequently amended such agreement in March 2022 (as amended, the "Rani LLC-ICL Service Agreement"), pursuant to which Rani LLC and ICL agreed to provide personnel services to the other upon requests. Under the amendment in March 2022, Rani LLC has a right to occupy certain facilities leased by ICL in Milpitas, California and San Antonio, Texas (“Occupancy Services”) for general office, research and development, and light manufacturing. The Rani LLC-ICL Service Agreement has a twelve-month term and will automatically renew for successive twelve-month periods unless terminated; except that the Occupancy Services in Milpitas, California have a term until February 2024, following an extension granted in July 2022, with the potential for one additional annual renewal, subject to approval by the landlord upon a nine months’ notice of renewal prior to the end of the lease term, and the Occupancy Services in San Antonio, Texas continue until either party gives six months’ notice of termination. Except for the Occupancy Services, Rani LLC or ICL may terminate services under the Rani LLC-ICL Service Agreement upon 60 days' notice to the other party. The Rani LLC-ICL Service Agreement specifies the scope of services to be provided as well as the methods for determining the costs of services. Costs are billed or charged on a monthly basis by ICL or Rani LLC, respectively. In June 2021, RMS entered into a service agreement with ICL (the “RMS-ICL Service Agreement”) effective retrospectively to January 1, 2021, pursuant to which ICL agreed to rent a specified portion of its facility in San Jose, California to RMS. Additionally, RMS and ICL agreed to provide personnel services to the other upon requests based on rates specified in the RMS-ICL Service Agreement. In April 2022, RMS assigned the RMS-ICL Service Agreement to Rani LLC. The RMS-ICL Service Agreement has a twelve-month term and will automatically renew for successive twelve-month periods unless terminated. Rani LLC or ICL may terminate services under the RMS-ICL Service Agreement upon 60 days' notice to the other party, except for occupancy which requires six months’ notice. The RMS-ICL Service Agreement specifies the scope of services to be provided as well as the methods for determining the costs of services. Costs are billed or charged on a monthly basis by ICL or Rani LLC, respectively, as well as allocations of expenses based upon Rani LLC’s utilization of ICL’s facilities and equipment. The table below details the amounts charged by ICL for services and rent, net of the amount that the Company charged ICL, which is included in the condensed consolidated statements of operations (in thousa nds): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 299 $ 286 $ 609 $ 526 General and administrative 61 53 133 116 Total $ 360 $ 339 $ 742 $ 642 Prior to April 2022, the Company’s eligible employees were permitted to participate in ICL’s 401(k) Plan (“401(k) Plan”). Participation in the 401(k) Plan was offered for the benefit of the employees, including the Company’s named executive officers, who satisfied certain eligibility requirements. In April 2022, the Company established its own 401(k) Plan, with participation offered for the benefit of the employees, including the Company’s named executive officers, who satisfy certain eligibility requirements. As of June 30, 2023, all of the Company's facilities are owned or leased by an entity affiliated with the Company’s Chairman (Note 7). The Company pays for the use of these facilities through its services agreements with ICL. Exclusive License, Intellectual Property and Common Unit Purchase Agreement In June 2021, ICL and the Company, through Rani LLC, entered into an Amended and Restated Exclusive License Agreement which replaced the 2012 Exclusive License Agreement between ICL and Rani LLC, as amended in 2013, and terminated the 2012 Intellectual Property Agreement between ICL and Rani LLC, as amended in June 2013. Under the Amended and Restated Exclusive License Agreement, the Company has a fully paid, exclusive license under certain scheduled patents related to optional features of the device and certain other scheduled patents to exploit products covered by those patents in the field of oral delivery of sensors, small molecule drugs or biologic drugs including, any peptide, antibody, protein, cell therapy, gene therapy or vaccine. The Company covers patent-related expenses and, after a certain period, the Company will have the right to acquire four specified United States patent families from ICL by making a one-time payment of $ 0.3 million to ICL for each United States patent family that the Company desires to acquire, up to $ 1.0 million in the aggregate. This payment will not become an obligation until the fifth anniversary of the Amended and Restated Exclusive License Agreement. The Amended and Restated Exclusive License Agreement will terminate when there are no remaining valid claims of the patents licensed under the Amended and Restated Exclusive License Agreement. Additionally, the Company may terminate the Amended and Restated Exclusive License Agreement in its entirety or as to any particular licensed patent upon notification to ICL of such intent to terminate. Non-Exclusive License Agreement between Rani and ICL (“Non-Exclusive License Agreement”) In June 2021, the Company, through Rani LLC, entered into the Non-Exclusive License Agreement with ICL a related party, pursuant to which the Company granted ICL a non-exclusive, fully-paid license under specified patents that were assigned from ICL to the Company. Additionally, the Company agreed not to license these patents to a third party in a specific field outside the field of oral delivery of sensors, small molecule drugs or biologic drugs including, any peptide, antibody, protein, cell therapy, gene therapy or vaccine, if ICL can prove that it or its sublicensee has been in active development of a product covered by such patents in that specific field. ICL may grant sublicenses under this license to third parties only with the Company’s prior approval. The Non-Exclusive License Agreement will continue in perpetuity unless earlier terminated. Intellectual Property Agreement with Mir Imran (the “Mir Agreement”) In June 2021, the Company, through Rani LLC, entered into the Mir Agreement, pursuant to which the Company and Mir Imran agreed that the Company would own all intellectual property conceived (i) using any of the Company’s people, equipment, or facilities or (ii) that is within the field of oral delivery of sensors, small molecule drugs or biologic drugs including, any peptide, antibody, protein, cell therapy, gene therapy or vaccine. Neither the Company nor Mir Imran may assign the Mir Agreement to any third party without the prior written consent of the other party. The initial term of the Mir Agreement is three years, which can be extended upon mutual consent of the parties. The Mir Agreement may be terminated by either party for any reason within the initial three-year term upon providing three months’ notice to the other party. Tax Receivable Agreement Certain parties to the TRA, entered into in August 2021 pursuant to the IPO and Organizational Transactions are related parties of the Company. The TRA provides that the Company pay to such entities and individuals 85% of the amount of tax benefits, if any, it is deemed to realize from exchanges of Paired Interests (Note 2). During the six months ended June 30, 2023 and 2022 , these parties to the TRA exchanged zero and 2,309,490 Paired Interests, respectively, that resulted in tax benefits subject to the TRA (Note 12). Registration Rights Agreement In connection with the IPO, the Company entered into a Registration Rights Agreement. ICL and its affiliates are parties to this agreement. The Registration Rights Agreement provides certain registration rights whereby, at any time following the IPO and the expiration of any related lock-up period, ICL and its affiliates can require the Company to register under the Securities Act of 1933, as amended (the “Securities Act”) shares of Class A common stock issuable to ICL and its affiliates upon, at the Company’s election, redemption or exchange of their Paired Interests. The Registration Rights Agreement also provides for piggyback registration rights. In March 2022, certain holders of the Company's Class A common stock considered to be related parties were made parties to the Registration Rights Agreement. As a result of certain stockholders exercising their registration rights under the Registration Rights Agreement, in December 2022, the Company filed a registration statement on Form S-3 to register 6,009,542 shares of Class A common stock of the Company held by certain of its stockholders. Rani LLC Agreement The Company operates its business through Rani LLC. In connection with the IPO, the Company and the Continuing LLC Owners, including ICL and its affiliates, entered into the Rani LLC Agreement. The governance of Rani LLC, and the rights and obligations of the holders of LLC Interests, are set forth in the Rani LLC Agreement. As Continuing LLC Owners, ICL and its affiliates are entitled to exchange, subject to the terms of the Rani LLC Agreement, Paired Interests for Class A common stock of the Company; provided that, at the Company’s election, the Company may effect a direct exchange of such Class A common stock or make a cash payment equal to a volume weighted average market price of one share of Class A common stock for each Paired Interest redeemed. During the six months ended June 30, 2023 and 2022, certain parties to the Rani LLC Agreement exchanged zero and 2,309,490 Paired Interests, respectively, for an equal number of shares of the Company's Class A common stock. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | 7. Leases The Company pays for the use of its office, laboratory and manufacturing facility in San Jose, California as part of the RMS-ICL Service Agreement. In April 2022, RMS assigned the RMS-ICL Service Agreement to Rani LLC. The RMS-ICL Service Agreement has a twelve-month term and will automatically renew for successive twelve-month periods unless Rani LLC or ICL terminate occupancy under the RMS-ICL Service Agreement upon six months’ notice. In January 2023, the Company determined it to be reasonably certain that it would exercise its renewal option for a successive twelve-month period through 2024. The Company accounted for the renewal option as a lease modification that did not result in a separate contract and recognized the additional right-of-use asset and corresponding lease liabilities associated with the Rani LLC-ICL Service Agreement in its condensed consolidated balance sheet as of June 30, 2023. Under the Rani LLC-ICL Service Agreement amended in March 2022, Rani LLC has a right to occupy certain facilities leased by ICL in Milpitas, California and San Antonio, Texas for general office, research and development, and light manufacturing. The Rani LLC-ICL Service Agreement has a twelve-month term and will automatically renew for successive twelve-month periods unless terminated; except that the Occupancy Services in Milpitas, California have a term until February 2024, following an extension granted in July 2022, with the potential for one additional annual renewal, subject to approval by the landlord upon a nine months’ notice of renewal prior to the end of the lease term, and the Occupancy Services in San Antonio, Texas continue until either party gives six months’ notice of termination. In July 2022, the Company accounted for the lease extension as a lease modification that did not result in a separate contract and recognized the right-of-use asset and lease liabilities associated with the Rani LLC-ICL Service Agreement in its condensed consolidated balance sheet. As of June 30, 2023, the second renewal option for the facility in Milpitas, California was not deemed reasonably certain to be exercised. The Company's leases are accounted for as operating leases and require certain fixed payments of real estate taxes and insurance in addition to future minimum lease payments, and certain variable payments of common area maintenance costs and building utilities. Variable lease payments are expensed in the period in which the obligation for those payments is incurred. These variable lease costs are payments that vary in amount beyond the commencement date, for reasons other than passage of time. Short-term lease expense for Occupancy Services in San Antonio, Texas under the Rani LLC-ICL Service Agreement, and variable lease payments are excluded in the total operating lease expense and immaterial for the periods presented. The weighted average remaining lease term and weighted average discount rate related to the Company's right-of-use assets and operating lease liabilities for its operating leases were as follows : June 30, 2023 2022 Weighted-average remaining lease term (in years) 1.3 1.5 Weighted-average discount rate 10.4 % 5.0 % As of June 30, 2023, the Company expects that its future minimum operating lease payments will become due and payable as follows (in thousands): Year ending December 31, 2023 (remaining six months) $ 523 2024 749 Total undiscounted future minimum lease payments $ 1,272 Less: Imputed interest ( 78 ) Total operating lease liability $ 1,194 Less: Operating lease liability, current portion 856 Operating lease liability, less current portion $ 338 |
Warrants
Warrants | 6 Months Ended |
Jun. 30, 2023 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | 8. Warrants In August 2022, in conjunction with a loan and security agreement (Note 11), the Company issued warrants to purchase 76,336 shares of the Company's Class A common stock. The warrants are exercisable for a period of five years from the grant date, as may be adjusted for certain anti-dilution adjustments, dividends, stock splits, and reverse stock splits, at an exercise price per share equal to $ 11.79 , which may be net share settled at the option of the holder. As of June 30, 2023 , there were 76,336 warrants outstanding. The warrants were determined to be equity classified Level 3 securities with a fair value totaling $ 0.5 million, estimated on the date of issuance using the Black-Scholes valuation model which requires inputs based on certain subjective assumptions, including the expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield. Such assumptions represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity For the six months ended June 30, 2023 and 2022, certain of the Continuing LLC Owners executed an exchange of zero and 4,626,639 Paired Interests, respectively, and zero and 158,051 non-corresponding Class A Units of Rani LLC, respectively, in return for an equal number of shares of the Company’s Class A common stock. The corresponding shares of the Company’s Class B common stock included in the exchange of Paired Interests were subsequently cancelled and retired pursuant to the terms of the Rani LLC Agreement. In August 2022, the Company entered into a Controlled Equity Sales Agreement (the "Sales Agreement") with Cantor Fitzgerald & Co. and H.C. Wainwright & Co., LLC (collectively the "Agents"), pursuant to which the Company may offer and sell from time to time through the Agents up to $ 150 million of shares of its Class A common stock, in such share amounts as the Company may specify by notice to the Agents, in accordance with the terms and conditions set forth in the Sales Agreement. The potential proceeds from the Sales Agreement are expected to be used for general corporate purposes. As of June 30, 2023 , the Company has no sales under the Sales Agreement. In connection with the Sales Agreement, the Company recognized deferred offering costs totaling $ 0.3 million as a component of prepaid expenses and other current assets in the condensed consolidated balance sheet as of June 30, 2023 which will be offset against proceeds upon a sale under the Sales Agreement within the condensed consolidated statement of changes in stockholders’ equity. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Legal Proceedings In the ordinary course of business, the Company may be subject to legal proceedings, claims and litigation as the Company operates in an industry susceptible to patent legal claims. The Company accounts for estimated losses with respect to legal proceedings and claims when such losses are probable and estimable. Legal costs associated with these matters are expensed when incurred. The Company is currently involved in several opposition proceedings at the European Patent Office, all of which were asserted against us by Novo Nordisk AS. The ultimate outcome of this matter as a loss is not probable nor is there any amount that is reasonably estimable. However, the outcome of the opposition proceedings could impact the Company’s ability to prevent third parties from commercializing in Europe products with characteristics similar to those of the Company’s RaniPill technology. Tax Receivable Agreement The Company is party to a TRA with certain of the Continuing LLC Owners (Note 2). As of June 30, 2023, the Company has not recorded a liability under the TRA related to the income tax benefits originating from the exchanges of Paired Interest or non-corresponding Class A Units of Rani LLC as it is not probable that the Company will realize such tax benefits. To the extent the Company is able to realize the income tax benefits associated with the exchanges of Paired Interest or non-corresponding Class A Units of Rani LLC subject to the TRA , the TRA payable would range from zero to $ 22.9 million at June 30, 2023. The amounts payable under the TRA will vary depending upon a number of factors, including the amount, character, and timing of the taxable income of the Company in the future. Should the Company determine that the payment of the TRA liability becomes probable at a future date based on new information, any changes will be recorded on the Company's condensed consolidated statement of operations and comprehensive loss at that time. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 11. Long-Term Debt In August 2022, the Company entered into a loan and security agreement and related supplement (the “Loan Agreement”) with Avenue Venture Opportunities Fund, L.P (the “Lender”). The Loan Agreement provides for term loans (the “Loans”) in an aggregate principal amount up to $ 45.0 million. A Loan of $ 30.0 million was committed at closing, with $ 15.0 million funded immediately and $ 15.0 million available to be drawn between October 1, 2022 and December 31, 2022, which was drawn in December 2022. The remaining $ 15.0 million of Loans (“Tranche 2”) is uncommitted and is subject to certain conditions and approval by the Lender. The purpose of the Loans is for general corporate purposes. In exchange for access to this facility, the Company agreed to issue warrants exercisable into 76,336 shares of the Company's Class A common stock, as may be adjusted for certain anti-dilution adjustments, dividends, stock splits, and reverse stock splits, at an exercise price per share equal to $ 11.79 (Note 8). Pursuant to the Loan Agreement, the maturity date for the Loans is August 1, 2026 (the “Maturity Date”). The Loan principal is repayable in equal monthly installments beginning September 2024 extendable to March 2025 under certain conditions. The Loans bear interest at a variable rate per annum equal to the greater of (A) the prime rate, as published by the Wall Street Journal from time to time plus 5.60 % or (B) 10.35 %. The Loan Agreement is collateralized by substantially all of the Company’s assets, in which the Lender is granted continuing security interests. The Loans includes customary events of default, including instances of a material adverse change in the Company’s operations, which may require prepayment of the outstanding Loans. At June 30, 2023 , the effective interest rate on the Loans was 15.34 % and there were no events of default during the six months ended June 30, 2023. The Company is also subject to certain covenants. As of June 30, 2023, the Company was in compliance with all applicable covenants under the Loan Agreement. As of June 30, 2023, future principal payments for the Company’s debt are as follows (in thousands): Year ending December 31, 2023 (remaining six months) $ — 2024 5,000 2025 15,000 2026 10,000 Total principal payments $ 30,000 Less: amount representing debt discount ( 735 ) Total long-term debt $ 29,265 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The Company’s effective income tax rate was zero and ( 0.51 )% for the six months ended June 30, 2023 and 2022, respectively. As a result of the exchanges from the date of the Organizational Transactions to June 30, 2023, the Company recorded a $ 18.7 million deferred tax asset related to income tax benefit associated with the basis of the net assets of Rani LLC. Because of the Company’s history of operating losses, the Company believes that recognition of the deferred tax assets arising from such future income tax benefits is currently not more-likely-than-not to be realized and, accordingly, has recognized a full valuation allowance on its deferred tax assets. There were no material changes to uncertain tax positions for the six months ended June 30, 2023 and 2022, and the Company does not anticipate material changes within the next twelve months. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per Class A common share attributable to Rani Holdings (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator: Net loss per Class A common share attributable to Rani Therapeutics Holdings, Inc. $ ( 9,303 ) $ ( 7,624 ) $ ( 17,675 ) $ ( 13,847 ) Denominator: Weighted average Class A common share outstanding—basic and diluted 25,345 24,371 25,293 22,930 Net loss per Class A common share attributable to Rani Therapeutics Holdings, Inc.—basic and diluted $ ( 0.37 ) $ ( 0.31 ) $ ( 0.70 ) $ ( 0.60 ) The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per Class A common share attributable to Rani Holdings (in thousands): As of June 30, 2023 2022 Paired Interests 24,116 24,664 Stock options 6,414 3,688 Restricted stock units 1,756 970 Non-corresponding Class A Units 1,387 1,387 Shares issuable pursuant to the ESPP 82 30 Warrants 76 — Restricted stock awards 51 86 33,882 30,825 Shares of Class B Common Stock do not share in the Company’s earnings and are not participating securities. Accordingly, separate presentation of loss per share of Class B Common Stock under the two-class method has not been provided. The outstanding shares of Class B Common Stock were determined to be anti-dilutive for the six months ended June 30, 2023 . Therefore, they are not included in the computation of net loss per Class A common share attributable to Rani Holdings. |
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 These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Certain prior period amounts have been reclassified to be consistent with current period presentation. The Company operates and controls all of the business and affairs of Rani LLC and, through Rani LLC conducts its business. Because the Company manages and operates the business and controls the strategic decisions and day-to-day operations of Rani LLC and also has a substantial financial interest in Rani LLC, the Company consolidates the financial results of Rani LLC, and a portion of its net loss is allocated to the non-controlling interests in Rani LLC held by the Continuing LLC Owners. All intercompany accounts and transactions have been eliminated in consolidation. |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to Form 10-Q of Regulation S-X of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements include all adjustments necessary to fairly state the financial position and the results of the Company's operations and cash flows for interim periods in accordance with U.S. GAAP. All such adjustments are of a normal, recurring nature. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023 or for any future period. The consolidated balance sheet as of December 31, 2022 included herein was derived from the audited consolidated financial statements as of that date. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these interim condensed consolidated financial statements should be read in conjunction with the 2022 consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K filed with the SEC on March 22, 2023. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the disclosure of contingent assets and liabilities in the Company’s condensed consolidated financial statements and accompanying notes. The Company evaluates its estimates on an ongoing basis. The Company bases its estimates on its historical experience and also on assumptions that we believe are reasonable; however, actual results may differ materially and adversely from these estimates. |
Significant Accounting Policies | Significant Accounting Policies A description of the Company’s significant accounting policies is included in the audited consolidated financial statements within its Annual Report on Form 10-K for the year ended December 31, 2022. Except as noted below, there have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2023 . |
Concentrations of Credit Risk and Other Risks and Uncertainties | Concentrations of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains accounts in federally insured financial institutions in excess of federally insured limits. The Company also holds money market funds that are not federally insured. However, management believes the Company is not exposed to significant credit risk due to the financial strength of the depository institutions in which these deposits are held and of the money market funds and other entities in which these investments are made. |
Cash and Cash Equivalents | Cash, Cash Equivalents and Restricted Cash Equivalents The following table provides a reconciliation of cash and cash equivalents and restricted cash equivalents reported as a component of prepaid expenses and other current assets on the condensed consolidated balance sheet which, in aggregate, represents the amount reported in the condensed consolidated statements of cash flows for the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 End of Period: Cash and cash equivalents $ 7,552 $ 97,181 Restricted cash equivalents 500 — Total cash, cash equivalents and restricted cash equivalents $ 8,052 $ 97,181 |
Marketable Securities | Marketable Securities The Company regularly reviews its investments for declines in fair value below their amortized cost basis to determine whether the impairment is due to credit-related factors or noncredit-related factors. The Company's review includes the creditworthiness of the security issuers, the severity of the unrealized losses, whether the Company has the intent to sell the securities and whether it is more likely than not that the Company will be required to sell the securities before the recovery of its amortized cost bases. When the Company determines that a portion of the unrealized loss is due to an expected credit loss, the Company recognizes the loss amount in Other income (expense), net, with a corresponding allowance against the carrying value of the security the Company holds. The portion of the unrealized loss related to factors other than credit losses is recognized in Accumulated other comprehensive loss. The Company has made an accounting policy election to not measure an allowance for credit loss for accrued interest receivables and will recognize a credit loss for accrued interest receivables when the loss becomes probable and estimable. As of June 30, 2023 , interest income receivable recorded as a component of prepaid expenses and other current assets on the condensed consolidated balance sheet totaled $ 0.2 million. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. As of June 30, 2023 and 2022, the carrying values of current assets and liabilities approximates fair value due to their short-term nature, respectively. The fair value of the Company’s long-term debt approximated its carrying value based on borrowing rates currently available to the Company for debt with similar terms and maturities (Level 2 inputs). To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgement exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value of the instrument. |
Tax Receivable Agreement | Tax Receivable Agreement In August 2021, in connection with the IPO and Organizational Transactions, the Company entered into a tax receivable agreement ("TRA") with certain of the Continuing LLC Owners. The TRA provides that the Company pay to such Continuing LLC Owners 85 % of the amount of tax benefits, if any, it is deemed to realize (calculated using certain assumptions) as a result of (i) increases in the tax basis of assets of Rani LLC resulting from (a) any future redemptions or exchanges of Paired Interests or non-corresponding Class A Units of Rani LLC and (b) payments under the TRA and (ii) certain other benefits arising from payments under the TRA (collectively the “Tax Attributes”). A liability for the payable to parties subject to the TRA, and a reduction to stockholders’ equity, is accrued when (i) an exchange of a Paired Interest or non-corresponding Class A Units of Rani LLC has occurred and (ii) when it is deemed probable that the Tax Attributes associated with the exchange will be used to reduce the Company’s taxable income based on the contractual percentage of the benefit of Tax Attributes that the Company expects to receive over a period of time (Note 12). |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity of a business enterprise during a period, resulting from transactions and other events and/or circumstances from non-owner sources. Other comprehensive loss represents changes in fair value of the Company's available-for-sale marketable securities. |
Net Loss Per Class A Common Share Attributable to Rani Holdings | Net Loss Per Class A Common Share Attributable to Rani Holdings Basic net loss per Class A common share attributable to Rani Holdings is computed by dividing net loss attributable to the Company by the weighted average number of Class A common shares outstanding during the period, without consideration of potential dilutive securities. Diluted net loss per Class A common share is computed giving effect to all potentially dilutive shares. Diluted net loss per Class A common share for all periods presented is the same as basic loss per share as the inclusion of potentially issuable shares would be antidilutive. |
Non-controlling Interest | Non-Controlling Interest Non-controlling interest ("NCI") represents the portion of income or loss, net assets and comprehensive loss of the Company's consolidated subsidiary that is not allocable to Rani Holdings based on the Company's percentage of ownership of Rani LLC. In August 2021, based on the Organizational Transactions, Rani Holdings became the sole managing member of Rani LLC. As of June 30, 2023 , Rani Holdings held approximately 50% of the Class A Units of Rani LLC, and approximately 50 % of the outstanding Class A Units of Rani LLC are held by the Continuing LLC Owners. Therefore, the Company reports NCI based on the Class A Units of Rani LLC held by the Continuing LLC Owners on its condensed consolidated balance sheet as of June 30, 2023. Income or loss attributed to the NCI in Rani LLC is based on the Class A Units outstanding during the period for which the income or loss is generated and is presented on the condensed consolidated statements of operations and comprehensive loss. Future exchanges of Paired Interests and non-corresponding Class A Units of Rani LLC will result in a change in ownership and reduce or increase the amount recorded as NCI and increase or decrease additional paid-in-capital when Rani LLC has positive or negative net assets, respectively. From the date of the Organizational Transactions to June 30, 2023 , there were 5,173,947 exchanges of Paired Interests and 158,051 exchanges of non-corresponding Class A Units of Rani LLC for an equal number of shares of the Company's Class A common stock. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Reconciliation of cash, cash equivalents and restricted cash equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash equivalents reported as a component of prepaid expenses and other current assets on the condensed consolidated balance sheet which, in aggregate, represents the amount reported in the condensed consolidated statements of cash flows for the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 End of Period: Cash and cash equivalents $ 7,552 $ 97,181 Restricted cash equivalents 500 — Total cash, cash equivalents and restricted cash equivalents $ 8,052 $ 97,181 |
Cash, Cash Equivalents, Restr_2
Cash, Cash Equivalents, Restricted Cash Equivalents and Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Summary of cash, cash equivalents, restricted cash equivalents and marketable securities | The following tables summarizes the amortized cost and fair value of the Company's cash equivalents, restricted cash equivalents and marketable securities by major investment category (in thousands): As of June 30, 2023 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Current assets: Cash equivalents: Money market funds $ 2,660 $ — $ — $ 2,660 U.S. Treasuries 3,992 1 — 3,993 Total cash equivalents 6,652 1 — 6,653 Restricted cash equivalents: Money market funds 500 — — 500 Total cash equivalents and restricted cash equivalents 7,152 1 — 7,153 Marketable securities: U.S. Treasuries and agencies 52,339 — ( 95 ) 52,244 Commercial paper 6,934 — ( 9 ) 6,925 Corporate debt securities 7,912 — ( 27 ) 7,885 Total marketable securities 67,185 — ( 131 ) 67,054 Total cash equivalents, restricted cash equivalents and marketable securities $ 74,337 $ 1 $ ( 131 ) $ 74,207 As of December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Current assets: Cash equivalents: Money market funds $ 25,313 $ — $ — $ 25,313 Total cash equivalents 25,313 — — 25,313 Restricted cash equivalents: Money market funds 500 — — 500 Total cash equivalents and restricted cash equivalents 25,813 — — 25,813 Marketable securities: U.S. Treasuries and agencies 36,563 — ( 107 ) 36,456 Commercial paper 26,631 — — 26,631 Corporate debt securities 6,939 — ( 39 ) 6,900 International government 1,491 — ( 3 ) 1,488 Total marketable securities 71,624 — ( 149 ) 71,475 Total cash equivalents, restricted cash equivalents and marketable securities $ 97,437 $ — $ ( 149 ) $ 97,288 As of June 30, 2023 , all marketable securities are classified as short-term |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Recorded at Fair Value on a Recurring Basis | The following tables presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of inputs used in such measurements (in thousands): As of June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 2,660 $ — $ — $ 2,660 U.S. Treasuries 3,993 — — 3,993 Restricted cash equivalents: Money market funds 500 — — 500 Marketable securities U.S. Treasuries and agencies 52,244 — — 52,244 Commercial paper — 6,925 — 6,925 Corporate debt securities — 7,885 — 7,885 Total assets $ 59,397 $ 14,810 $ — $ 74,207 As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 25,313 $ — $ — $ 25,313 Restricted cash equivalents: Money market funds 500 — — 500 Marketable securities U.S. Treasuries and agencies 36,456 — — 36,456 Commercial paper — 26,631 — 26,631 Corporate debt securities — 6,900 — 6,900 International government — 1,488 — 1,488 Total assets $ 62,269 $ 35,019 $ — $ 97,288 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses and other current liabilities consist of the following (in thousands): June 30, December 31, 2023 2022 Payroll and related $ 2,391 $ 394 Accrued preclinical and clinical trial costs 554 1,130 Accrued interest 284 69 Accrued professional fees 82 165 Related party payable — 53 Other 531 538 Total accrued expenses and other current liabilities $ 3,842 $ 2,349 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Amounts Charged for Services and Rent | The table below details the amounts charged by ICL for services and rent, net of the amount that the Company charged ICL, which is included in the condensed consolidated statements of operations (in thousa nds): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 299 $ 286 $ 609 $ 526 General and administrative 61 53 133 116 Total $ 360 $ 339 $ 742 $ 642 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Summary of Consolidated Balance Sheets and Statements of Cash Flow related to Leases | : June 30, 2023 2022 Weighted-average remaining lease term (in years) 1.3 1.5 Weighted-average discount rate 10.4 % 5.0 % |
Summary of Future Minimum Operating Lease Payments | As of June 30, 2023, the Company expects that its future minimum operating lease payments will become due and payable as follows (in thousands): Year ending December 31, 2023 (remaining six months) $ 523 2024 749 Total undiscounted future minimum lease payments $ 1,272 Less: Imputed interest ( 78 ) Total operating lease liability $ 1,194 Less: Operating lease liability, current portion 856 Operating lease liability, less current portion $ 338 |
Long Term Debt (Tables)
Long Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Future Principal Payments for the Company's Debt | As of June 30, 2023, future principal payments for the Company’s debt are as follows (in thousands): Year ending December 31, 2023 (remaining six months) $ — 2024 5,000 2025 15,000 2026 10,000 Total principal payments $ 30,000 Less: amount representing debt discount ( 735 ) Total long-term debt $ 29,265 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Class A Common Share | The following table sets forth the computation of basic and diluted net loss per Class A common share attributable to Rani Holdings (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator: Net loss per Class A common share attributable to Rani Therapeutics Holdings, Inc. $ ( 9,303 ) $ ( 7,624 ) $ ( 17,675 ) $ ( 13,847 ) Denominator: Weighted average Class A common share outstanding—basic and diluted 25,345 24,371 25,293 22,930 Net loss per Class A common share attributable to Rani Therapeutics Holdings, Inc.—basic and diluted $ ( 0.37 ) $ ( 0.31 ) $ ( 0.70 ) $ ( 0.60 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per Class A common share attributable to Rani Holdings (in thousands): As of June 30, 2023 2022 Paired Interests 24,116 24,664 Stock options 6,414 3,688 Restricted stock units 1,756 970 Non-corresponding Class A Units 1,387 1,387 Shares issuable pursuant to the ESPP 82 30 Warrants 76 — Restricted stock awards 51 86 33,882 30,825 |
Organization and Nature of Bu_2
Organization and Nature of Business - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Aug. 31, 2021 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Net loss | $ 18,664 | $ 16,832 | $ 15,966 | $ 13,828 | $ 35,496 | $ 29,794 | ||
Accumulated deficit | (56,594) | (56,594) | $ (38,919) | |||||
Operating activities, net | (24,455) | $ (19,688) | ||||||
Cash, cash equivalents, restricted cash equivalents and marketable securities | $ 74,600 | $ 74,600 | ||||||
Parent Company [Member] | Common Class A [Member] | ||||||||
Common Stock, Voting Rights | Class A common stock, each share of which entitles its holders to one vote per share | |||||||
Common stock, conversion basis | In connection with the closing of the IPO, each LLC interest was exchanged 1 for 0.5282 as determined and predicated on the initial public offering price of the Company’s Class A common stock; | |||||||
Exchange Of Common Units | 12,047,925 | |||||||
Parent Company [Member] | Common Class B [Member] | ||||||||
Issuance of common stock, shares | 29,290,391 | |||||||
Common Stock, Voting Rights | Class B common stock, each share of which entitles its holders to 10 votes per share on all matters presented to the Company's stockholders | |||||||
Parent Company [Member] | Common Class C [Member] | ||||||||
Common Stock, Voting Rights | Class C common stock, which has no voting rights, except as otherwise required by law | |||||||
Rani L L C [Member] | Common Class A [Member] | ||||||||
Issuance of common stock, shares | 1,387,471 | |||||||
Exchange Of Common Units | 0 | 158,051 | 0 | 158,051 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Reconciliation of cash, cash equivalents and restricted cash equivalents (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 7,552 | $ 27,007 | $ 97,181 |
Restricted cash equivalents | 500 | 0 | |
Total cash, cash equivalents and restricted cash equivalents | $ 8,052 | $ 97,181 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Aug. 31, 2021 | |
Summary Of Significant Accounting Policies [Line Items] | |||
Operating lease right-of-use assets | $ 1,194 | $ 1,065 | |
Lease liability | 1,194 | ||
Prepaid Expenses and Other Current Assets [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Interest income receivable | $ 200 | ||
Continuing LLC Owners [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Percentage of tax benefit to be transferred | 85% | ||
Rani LLC [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Exchanges of non-corresponding Class A Units of Rani LLC | 5,173,947 | ||
Common Class A [Member] | Rani LLC [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Exchanges of non-corresponding Class A Units of Rani LLC | 158,051 | ||
Outstanding Capital Class A Unit [Member] | Continuing LLC Owners [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
General Partner Ownership Interest | 50% |
Cash, Cash Equivalents, Restr_3
Cash, Cash Equivalents, Restricted Cash Equivalents and Marketable Securities - Summary of ash, cash equivalents, restricted cash equivalents and marketable securities (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | $ 74,337 | $ 97,437 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | (149) | |
Estimated Fair Value | 74,207 | 97,288 |
Money Market Funds [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 500 | 500 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | 0 | 0 |
Estimated Fair Value | 500 | 500 |
US Treasury Securities [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 52,339 | 36,563 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | (95) | (107) |
Estimated Fair Value | 52,244 | 36,456 |
Commercial Paper [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 6,934 | 26,631 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | 0 | 0 |
Estimated Fair Value | 6,925 | 26,631 |
Corporate Debt Securities [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 7,912 | 6,939 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | (27) | (39) |
Estimated Fair Value | 7,885 | 6,900 |
International government | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 1,491 | |
Gross unrealized Gains | 0 | |
Gross Unrealized loss | (3) | |
Estimated Fair Value | 1,488 | |
Cash Equivalents [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 6,652 | 25,313 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | 0 | 0 |
Estimated Fair Value | 6,653 | 25,313 |
Cash Equivalents [Member] | Money Market Funds [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 2,660 | 25,313 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | 0 | 0 |
Estimated Fair Value | 2,660 | 25,313 |
Cash Equivalents [Member] | US Treasury Securities [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 3,992 | |
Gross unrealized Gains | 1 | |
Gross Unrealized loss | 0 | |
Estimated Fair Value | 3,993 | |
Marketable securities | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 67,185 | 71,624 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | (131) | (149) |
Estimated Fair Value | 67,054 | 71,475 |
Cash, equivalents and restricted cash equivalents [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 7,152 | 25,813 |
Gross unrealized Gains | 0 | 0 |
Gross Unrealized loss | 0 | 0 |
Estimated Fair Value | $ 7,153 | $ 25,813 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Debt Securities, Available-for-Sale | $ 74,207 | $ 97,288 |
Marketable Securities | 74,207 | 97,288 |
Commercial paper | ||
Assets: | ||
Debt Securities, Available-for-Sale | 6,925 | 26,631 |
Marketable Securities | 6,925 | 26,631 |
U.S. Treasuries | ||
Assets: | ||
Debt Securities, Available-for-Sale | 52,244 | 36,456 |
Marketable Securities | 52,244 | 36,456 |
Fair Value, Recurring | ||
Assets: | ||
Total assets | 0 | 97,288 |
Fair Value, Recurring | Commercial paper | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | 26,631 |
Marketable Securities | 0 | 26,631 |
Fair Value, Recurring | U.S. Treasuries | ||
Assets: | ||
Cash Equivalents | 3,993 | |
Debt Securities, Available-for-Sale | 0 | 36,456 |
Marketable Securities | 0 | 36,456 |
Fair Value, Recurring | Corporate debt securities | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | 6,900 |
Marketable Securities | 0 | 6,900 |
Fair Value, Recurring | International goverment | ||
Assets: | ||
Debt Securities, Available-for-Sale | 1,488 | |
Marketable Securities | 1,488 | |
Fair Value, Recurring | Money market funds | ||
Assets: | ||
Cash Equivalents | 0 | 25,313 |
Restricted Cash Equivalents | 0 | 500 |
Level 1 | Fair Value, Recurring | ||
Assets: | ||
Total assets | 59,397 | 62,269 |
Level 1 | Fair Value, Recurring | Commercial paper | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | 0 |
Marketable Securities | 0 | 0 |
Level 1 | Fair Value, Recurring | U.S. Treasuries | ||
Assets: | ||
Cash Equivalents | 3,993 | |
Debt Securities, Available-for-Sale | 52,244 | 36,456 |
Marketable Securities | 52,244 | 36,456 |
Level 1 | Fair Value, Recurring | Corporate debt securities | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | 0 |
Marketable Securities | 0 | 0 |
Level 1 | Fair Value, Recurring | International goverment | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | |
Marketable Securities | 0 | |
Level 1 | Fair Value, Recurring | Money market funds | ||
Assets: | ||
Cash Equivalents | 2,660 | 25,313 |
Restricted Cash Equivalents | 500 | 500 |
Level 2 | Fair Value, Recurring | ||
Assets: | ||
Total assets | 14,810 | 35,019 |
Level 2 | Fair Value, Recurring | Commercial paper | ||
Assets: | ||
Debt Securities, Available-for-Sale | 6,925 | 26,631 |
Marketable Securities | 6,925 | 26,631 |
Level 2 | Fair Value, Recurring | U.S. Treasuries | ||
Assets: | ||
Cash Equivalents | 0 | |
Debt Securities, Available-for-Sale | 0 | 0 |
Marketable Securities | 0 | 0 |
Level 2 | Fair Value, Recurring | Corporate debt securities | ||
Assets: | ||
Debt Securities, Available-for-Sale | 7,885 | 6,900 |
Marketable Securities | 7,885 | 6,900 |
Level 2 | Fair Value, Recurring | International goverment | ||
Assets: | ||
Debt Securities, Available-for-Sale | 1,488 | |
Marketable Securities | 1,488 | |
Level 2 | Fair Value, Recurring | Money market funds | ||
Assets: | ||
Cash Equivalents | 0 | 0 |
Restricted Cash Equivalents | 0 | 0 |
Level 3 | Fair Value, Recurring | ||
Assets: | ||
Total assets | 0 | 0 |
Level 3 | Fair Value, Recurring | Commercial paper | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | 0 |
Marketable Securities | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. Treasuries | ||
Assets: | ||
Cash Equivalents | 0 | |
Debt Securities, Available-for-Sale | 0 | 0 |
Marketable Securities | 0 | 0 |
Level 3 | Fair Value, Recurring | Corporate debt securities | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | 0 |
Marketable Securities | 0 | 0 |
Level 3 | Fair Value, Recurring | International goverment | ||
Assets: | ||
Debt Securities, Available-for-Sale | 0 | |
Marketable Securities | 0 | |
Level 3 | Fair Value, Recurring | Money market funds | ||
Assets: | ||
Cash Equivalents | 0 | 0 |
Restricted Cash Equivalents | $ 0 | $ 0 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued Liabilities [Abstract] | ||
Payroll and related | $ 2,391 | $ 394 |
Accrued preclinical and clinical trial costs | 554 | 1,130 |
Accrued interest | 284 | 69 |
Accrued professional fees | 82 | 165 |
Related party payable | 0 | 53 |
Other | 531 | 538 |
Total accrued expenses and other current liabilities | $ 3,842 | $ 2,349 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Aug. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Aug. 31, 2021 | |
Related Party Transaction [Line Items] | |||||
Lessee, Operating Lease, Description | The Rani LLC-ICL Service Agreement has a twelve-month term and will automatically renew for successive twelve-month periods unless terminated; except that the Occupancy Services in Milpitas, California have a term until February 2024, following an extension granted in July 2022, with the potential for one additional annual renewal, subject to approval by the landlord upon a nine months’ notice of renewal prior to the end of the lease term, and the Occupancy Services in San Antonio, Texas continue until either party gives six months’ notice of termination. | ||||
Aggregate desired patent acquisition | $ 1,000 | ||||
Service agreement term | pursuant to which ICL agreed to rent a specified portion of its facility in San Jose, California to RMS. Additionally, RMS and ICL agreed to provide personnel services to the other upon requests based on rates specified in the RMS-ICL Service Agreement. In April 2022, RMS assigned the RMS-ICL Service | ||||
Stock-based compensation expense | $ 9,556 | $ 6,881 | |||
Tax Receivable Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Exchange of paired interests | 0 | 2,309,490,000 | |||
Common Class A [Member] | |||||
Related Party Transaction [Line Items] | |||||
Common stock units issued | 25,517,000 | 25,295,000 | |||
Proceeds from Issuance of Common Stock | $ 150,000 | ||||
Common Class A [Member] | Rani Therapeutics Holdings Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Conversion of stock, shares | 0 | 2,309,490,000 | |||
Exchange Of Common Units | 12,047,925 | ||||
Common Class A [Member] | Registration Rights Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Issuance of common stock, shares | 6,009,542,000 | ||||
ICL | |||||
Related Party Transaction [Line Items] | |||||
One time patent payment to related party | $ 300 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Amounts Charged for Services and Rent (Details) - ICL - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | ||||
Related party charges | $ 360 | $ 339 | $ 742 | $ 642 |
Research and Development Expense | ||||
Related Party Transaction [Line Items] | ||||
Related party charges | 299 | 286 | 609 | 526 |
General and Administrative Expense | ||||
Related Party Transaction [Line Items] | ||||
Related party charges | $ 61 | $ 53 | $ 133 | $ 116 |
Leases - Summary of consolidate
Leases - Summary of consolidated balance sheets and statements of cash flow related to leases (Details) | Jun. 30, 2023 | Jun. 30, 2022 |
Cash paid for amounts included in lease liabilities: | ||
Weighted average remaining lease term | 1 year 3 months 18 days | 1 year 6 months |
Weighted average discount rate | 10.40% | 5% |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Operating Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract] | ||
2023 (remaining six months) | $ 523 | |
2024 | 749 | |
Total undiscounted future minimum lease payments | 1,272 | |
Less: Imputed interest | (78) | |
Total operating lease liability | 1,194 | |
Less: Operating lease liability, current portion | 856 | $ 1,006 |
Operating lease liability, less current portion | $ 338 | $ 59 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Jun. 30, 2022 |
Lessee, Lease, Description [Line Items] | ||
Service agreement remaining term | 1 year 3 months 18 days | 1 year 6 months |
2023 (totaled) | $ 523 |
Warrants - Additional Informati
Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 30, 2023 | Aug. 31, 2022 |
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 11.79 | |
Fair Value, Inputs, Level 3 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Fair value totaling | $ 0.5 | |
Loan and Security Agreement [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrants exercisable period | 5 years | |
Warrant exercise price | $ 11.79 | |
Class of Warrant or Right, Outstanding | 76,336,000 | |
Loan and Security Agreement [Member] | Common Class A [Member] | ||
Class of Warrant or Right [Line Items] | ||
Securities purchase in exchange for warrant | 76,336,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | |
Aug. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Previously Reported [Member] | |||
Exchange Of Common Units | 0 | 4,626,639 | |
Sales Agreement | |||
Component of prepaid expenses | $ 0.3 | ||
Common Class A | |||
Exchange of shares issued | $ 150 | ||
Common Class A | Rani LLC [Member] | |||
Exchange Of Common Units | 0 | 158,051 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - Paired Interest $ in Millions | Jun. 30, 2023 USD ($) |
Maximum | |
Loss Contingencies [Line Items] | |
Income tax payable, amount | $ 22.9 |
Minimum | |
Loss Contingencies [Line Items] | |
Income tax payable, amount | $ 0 |
Long-Term Debt (Additional Info
Long-Term Debt (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended |
Aug. 31, 2022 | Jun. 30, 2023 | |
Debt Instrument [Line Items] | ||
Debt instrument face amount | $ 15 | |
Warrant exercise price | $ 11.79 | |
Interest Rate On Loan | 0.1534% | |
Minimum | ||
Debt Instrument [Line Items] | ||
Interest Rate On Loan | 5.60% | |
Maximum | ||
Debt Instrument [Line Items] | ||
Interest Rate On Loan | 0.1035% | |
Loan and Security Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Warrant exercise price | $ 11.79 | |
Debt Instrument Maturity Date | Aug. 01, 2026 | |
Loan and Security Agreement [Member] | Avenue Venture Opportunity Fund L.P Member | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing Capacity | $ 45 | |
Debt instrument face amount | 15 | |
Loan and Security Agreement [Member] | Avenue Venture Opportunity Fund L.P Member | Minimum | ||
Debt Instrument [Line Items] | ||
Proceeds from Issuance of Debt | 15 | |
Loan and Security Agreement [Member] | Avenue Venture Opportunity Fund L.P Member | Maximum | ||
Debt Instrument [Line Items] | ||
Remaining Borrowing Capacity | $ 30 | |
Preferred unit warrant liability | Loan and Security Agreement [Member] | Avenue Venture Opportunity Fund L.P Member | ||
Debt Instrument [Line Items] | ||
Securities purchase in exchange for warrant | 76,336 |
Long-Term Debt - Future princip
Long-Term Debt - Future principal payments for the Company's debt (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Long-Term Debt, Unclassified [Abstract] | |
2023 (remaining six months) | $ 0 |
2024 | 5,000 |
2025 | 15,000 |
2026 | 10,000 |
Total principal payments | 30,000 |
Less: amount representing debt discount | (735) |
Total long-term debt | $ 29,265 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 0% | (0.51%) |
Change in uncertain tax position | $ 0 | $ 0 |
Deferred tax asset | $ 18.7 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Class A Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator: | ||||
Net loss | $ (9,303) | $ (7,624) | $ (17,675) | $ (13,847) |
Denominator: | ||||
Weighted-average share outstanding basic | 25,345 | 24,371 | 25,293 | 22,930 |
Weighted-average share outstanding diluted | 25,345 | 24,371 | 25,293 | 22,930 |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., basic | $ (0.37) | $ (0.31) | $ (0.7) | $ (0.6) |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., diluted | $ (0.37) | $ (0.31) | $ (0.7) | $ (0.6) |
Common Class A | ||||
Numerator: | ||||
Net loss | $ (9,303) | $ (7,624) | $ (17,675) | $ (13,847) |
Denominator: | ||||
Weighted-average share outstanding basic | 25,345 | 24,371 | 25,293 | 22,930 |
Weighted-average share outstanding diluted | 25,345 | 24,371 | 25,293 | 22,930 |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., basic | $ 0.37 | $ 0.31 | $ 0.7 | $ 0.6 |
Net loss per Class A common share attributable to Rani Therapeutics Holding, Inc., diluted | $ 0.37 | $ 0.31 | $ 0.7 | $ 0.6 |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 33,882 | 30,825 |
Paired Interests | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 24,116 | 24,664 |
Stock options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 6,414 | 3,688 |
Restricted stock units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 1,756 | 970 |
Non-corresponding Class A Units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 1,387 | 1,387 |
Shares issuable pursuant to the ESPP | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 82,000 | 30,000 |
Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 76,000 | 0 |
Restricted Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 51 | 86 |