Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 03, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | BIOL | |
Entity Registrant Name | BIOLASE, INC. | |
Entity Central Index Key | 0000811240 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 7,145,529 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common stock at par value $0.001 per share | |
Security Exchange Name | NASDAQ | |
Entity File Number | 001-36385 | |
Entity Tax Identification Number | 87-0442441 | |
Entity Address, Address Line One | 27042 Towne Centre Drive | |
Entity Address, Address Line Two | Suite 270 | |
Entity Address, City or Town | Lake Forest | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92610 | |
City Area Code | 949 | |
Local Phone Number | 361-1200 | |
Entity Incorporation, State or Country Code | DE | |
Document Transition Report | false | |
Document Quarterly Report | true |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 9,960 | $ 29,972 |
Restricted cash | 0 | 203 |
Accounts receivable, less allowance of $2,172 and $2,154 as of September 30, 2022 and December 31, 2021, respectively | 4,846 | 4,238 |
Inventory | 16,427 | 12,929 |
Prepaid expenses and other current assets | 2,648 | 2,012 |
Total current assets | 33,881 | 49,354 |
Property, plant, and equipment, net | 3,915 | 1,067 |
Goodwill | 2,926 | 2,926 |
Right of use asset | 1,909 | 1,717 |
Other assets | 234 | 220 |
Total assets | 42,865 | 55,284 |
Current liabilities: | ||
Accounts payable | 4,974 | 3,309 |
Accrued liabilities | 6,919 | 8,276 |
Deferred revenue, current portion | 1,870 | 2,259 |
Total current liabilities | 13,763 | 13,844 |
Deferred revenue | 347 | 329 |
Warranty accrual | 416 | 521 |
Non current term loans, net of discount | 12,793 | 13,603 |
Non current operating lease liability | 1,428 | 1,449 |
Other liabilities | 260 | 330 |
Total liabilities | 29,007 | 30,076 |
Commitments and contingencies — Note 11 | ||
Stockholders' equity: | ||
Series F Preferred stock, par value $0.001 per share; 18 shares authorized, 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 0 | 34 |
Common stock, par value $0.001 per share; 180,000 shares authorized, 7,144 and 6,149 shares issued and 7,142 and 6,147 shares outstanding as of September 30, 2022 and December 31, 2021, respectively | 7 | 6 |
Additional paid-in-capital | 301,196 | 293,325 |
Accumulated other comprehensive loss | (1,038) | (623) |
Accumulated deficit | (286,307) | (267,534) |
Total stockholders' equity | 13,858 | 25,208 |
Total liabilities, redeemable preferred stock and stockholders' equity | $ 42,865 | $ 55,284 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Allowance for accounts receivable | $ 2,172 | $ 2,154 |
Series F Preferred stock, par value | $ 0.001 | $ 0.001 |
Series F Preferred stock, shares authorized | 18 | 18 |
Series F Preferred stock, shares issued | 0 | 0 |
Series F Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 180,000 | 180,000 |
Common stock, shares issued | 7,144 | 7,142 |
Common stock, shares outstanding | 6,149 | 6,147 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Net revenue | $ 12,010 | $ 9,531 | $ 34,411 | $ 26,780 |
Cost of revenue | 9,565 | 4,689 | 22,096 | 15,157 |
Gross profit | 2,445 | 4,842 | 12,315 | 11,623 |
Operating expenses: | ||||
Sales and marketing | 5,008 | 3,451 | 15,224 | 10,315 |
General and administrative | 3,109 | 2,479 | 8,825 | 8,613 |
Engineering and development | 1,979 | 1,540 | 5,177 | 4,506 |
Loss on patent litigation settlement | 0 | 29 | 190 | |
Total operating expenses | 10,096 | 7,499 | 29,226 | 23,624 |
Loss from operations | (7,651) | (2,657) | (16,911) | (12,001) |
Loss on foreign currency transactions | (329) | (36) | (552) | (172) |
Interest expense, net | (424) | (569) | (1,287) | (1,727) |
Gain on debt forgiveness | 0 | 0 | 0 | 3,014 |
Non-operating income (loss), net | (753) | (605) | (1,839) | 1,115 |
Loss before income tax (provision) benefit | (8,404) | (3,262) | (18,750) | (10,886) |
Income tax (provision) benefit | 17 | (14) | (23) | 7 |
Net income (loss) | (8,387) | (3,276) | (18,773) | (10,879) |
Other comprehensive loss items: | ||||
Foreign currency translation adjustments | (152) | (90) | (415) | (173) |
Comprehensive income (loss) | (8,539) | (3,366) | (19,188) | (11,052) |
Net income (loss) | (8,387) | (3,276) | (18,773) | (10,879) |
Deemed dividend on convertible preferred stock | 0 | (9) | (217) | (546) |
Net loss attributable to common stockholders | $ (8,387) | $ (3,285) | $ (18,990) | $ (11,425) |
Net loss per share attributable to common stockholders: | ||||
Basic and Diluted - Note 1 | $ (1.10) | $ (0.54) | $ (2.85) | $ (1.96) |
Basic and Diluted - Note 1 | $ (1.10) | $ (0.54) | $ (2.85) | $ (1.96) |
Shares used in the calculation of net loss per share: | ||||
Basic and Diluted - Note 1 | 7,615 | 6,078 | 6,661 | 5,832 |
Basic and Diluted - Note 1 | 7,615 | 6,078 | 6,661 | 5,832 |
Consolidated Statements Of Rede
Consolidated Statements Of Redeemable Preferred Stock and Stockholders' Equity (Unaudited) - USD ($) | Total | Series F Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Convertible Preferred Stock Series F Convertible Preferred Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit | Mezzanine Equity Series G Redeemable Preferred Stock |
Beginning balance at Dec. 31, 2020 | $ 10,028,000 | $ 4,000 | $ 261,667,000 | $ 118,000 | $ (385,000) | $ (251,376,000) | ||
Balance (in shares) at Dec. 31, 2020 | 3,908,000 | 1,000 | ||||||
Conversion of Series F Convertible Preferred Stock | $ 63,000 | 630,000 | $ (630,000) | |||||
Conversion of Series F Convertible Preferred Stock, shares | (1,000) | |||||||
Sale of common stock | 13,291,000 | $ 1,000 | 13,290,000 | |||||
Sale of common stock, shares | 560,000 | |||||||
Exercise of stock option | 66,000 | $ 7,000 | 66,000 | |||||
Issuance of restricted shares | 164,000 | 10,000 | 164,000 | |||||
Issuance of common stock for settlement of liability | 510,000 | 20,000 | 510,000 | |||||
Deemed dividend on Series F Convertible Preferred Stock | 546,000 | (546,000) | $ 546,000 | |||||
Stock-based compensation | 2,253,000 | 0 | 2,253,000 | |||||
Issuance of stock from RSUs, net | 135,000 | |||||||
Exercise of common stock warrants | 15,062,000 | $ 1,000 | 15,061,000 | |||||
Exercise of common stock warrants, shares | 1,429,000 | |||||||
Net loss | (10,879,000) | (10,879,000) | ||||||
Foreign currency translation adjustments | (173,000) | (173,000) | ||||||
Ending balance at Sep. 30, 2021 | 30,322,000 | $ 6,000 | 293,095,000 | 34,000 | (558,000) | (262,255,000) | ||
Ending Balance (in shares) at Sep. 30, 2021 | 6,132,000 | |||||||
Beginning balance at Jun. 30, 2021 | 33,256,000 | $ 6,000 | 292,662,000 | 35,000 | (468,000) | (258,979,000) | ||
Balance (in shares) at Jun. 30, 2021 | 6,049,000 | |||||||
Conversion of Series F Convertible Preferred Stock | $ 1,000 | 10,000 | (10,000) | |||||
Exercise of stock option | 66,000 | 7,000 | 66,000 | |||||
Issuance of restricted shares | 164,000 | 10,000 | 164,000 | |||||
Deemed dividend on Series F Convertible Preferred Stock | 9,000 | 0 | (9,000) | 9,000 | ||||
Stock-based compensation | 192,000 | $ 0 | 192,000 | |||||
Exercise of common stock warrants | 10,000 | 10,000 | ||||||
Exercise of common stock warrants, shares | 1,000 | |||||||
Net loss | (3,276,000) | (3,276,000) | ||||||
Foreign currency translation adjustments | (90,000) | (90,000) | ||||||
Ending balance at Sep. 30, 2021 | 30,322,000 | $ 6,000 | 293,095,000 | 34,000 | (558,000) | (262,255,000) | ||
Ending Balance (in shares) at Sep. 30, 2021 | 6,132,000 | |||||||
Beginning balance at Dec. 31, 2021 | $ 25,208,000 | $ 6,000 | 293,325,000 | 34,000 | (623,000) | (267,534,000) | ||
Balance (in shares) at Dec. 31, 2021 | 7,142,000 | 6,149,000 | ||||||
Issuance of Series G Redeemable Preferred Stock, shares | 154,000 | |||||||
Conversion of Series F Convertible Preferred Stock | 251,000 | (251,000) | ||||||
Conversion of Series F Convertible Preferred Stock, shares | 25,000 | |||||||
Sale of common stock | $ 5,635,000 | $ 1,000 | 5,634,000 | |||||
Sale of common stock, shares | 679,000 | |||||||
Redemption of Series G Redeemable Preferred Stock, shares | (154,000) | |||||||
Deemed dividend on Series F Convertible Preferred Stock | 217,000 | (217,000) | $ 217,000 | |||||
Stock-based compensation | 1,607,000 | 1,607,000 | ||||||
Issuance of stock from RSUs, net, shares | 113,000 | |||||||
Liability award reclass | 596,000 | 596,000 | ||||||
Exercise of common stock warrants, shares | 178,000 | |||||||
Net loss | (18,773,000) | (18,773,000) | ||||||
Foreign currency translation adjustments | (415,000) | (415,000) | ||||||
Ending balance at Sep. 30, 2022 | $ 13,858,000 | $ 7,000 | 301,196,000 | (1,038,000) | (286,307,000) | |||
Ending Balance (in shares) at Sep. 30, 2022 | 7,144,000 | 7,144,000 | ||||||
Ending balance, shares at Sep. 30, 2022 | 0 | |||||||
Beginning balance at Jun. 30, 2022 | $ 21,615,000 | $ 7,000 | 300,414,000 | (886,000) | (277,920,000) | |||
Balance (in shares) at Jun. 30, 2022 | 6,857,000 | |||||||
Sale of common stock | (214,000) | (214,000) | ||||||
Deemed dividend on Series F Convertible Preferred Stock | 0 | |||||||
Stock-based compensation | 996,000 | 996,000 | ||||||
Issuance of stock from RSUs, net, shares | 109,000 | |||||||
Exercise of common stock warrants, shares | 178,000 | |||||||
Net loss | (8,387,000) | (8,387,000) | ||||||
Foreign currency translation adjustments | (152,000) | (152,000) | ||||||
Ending balance at Sep. 30, 2022 | $ 13,858,000 | $ 7,000 | $ 301,196,000 | $ (1,038,000) | $ (286,307,000) | |||
Ending Balance (in shares) at Sep. 30, 2022 | 7,144,000 | 7,144,000 | ||||||
Ending balance, shares at Sep. 30, 2022 | 0 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (18,773) | $ (10,879) |
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities: | ||
Depreciation and amortization | 369 | 281 |
Provision for bad debts | 56 | (162) |
Provision for inventory excess and obsolescence | (245) | 0 |
Inventory write-offs and disposals | 1,486 | (117) |
Amortization of discounts on lines of credit | 71 | 126 |
Amortization of debt issuance costs | 126 | 290 |
Patent litigation mark-to-market | 0 | 190 |
Issuance of Restricted Shares | 0 | 164 |
Stock-based compensation | 1,691 | 1,488 |
Gain on debt forgiveness | 0 | (3,014) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (664) | (417) |
Inventory | (5,229) | (2,788) |
Prepaid expenses and other current assets | (850) | 235 |
Accounts payable and accrued liabilities | 664 | 705 |
Deferred revenue | (371) | 292 |
Net cash and cash equivalents used in operating activities | (21,179) | (13,606) |
Cash Flows from Investing Activities: | ||
Purchases of property, plant, and equipment | (3,256) | (396) |
Net cash and cash equivalents used in investing activities | (3,256) | (396) |
Cash Flows from Financing Activities: | ||
Proceeds from the sale of common stock | 5,635 | 13,291 |
Payments of equity offering costs | (6) | |
Principal payment on loan | (1,000) | |
Proceeds from the exercise of common stock warrants | 16,560 | |
Payment of debt issuance costs | 0 | (25) |
Proceeds from exercise of stock options | 0 | 66 |
Net cash and cash equivalents provided by financing activities | 4,635 | 29,886 |
Effect of exchange rate changes | (415) | (171) |
(Decrease) increase in cash, cash equivalents and restricted cash | (20,215) | 15,713 |
Cash, cash equivalents and restricted cash, beginning of period | 30,175 | 17,876 |
Cash, cash equivalents and restricted cash, end of period | 9,960 | 33,589 |
Supplemental cash flow disclosure: | ||
Cash paid for interest | 1,110 | 1,328 |
Cash received for interest | 23 | 44 |
Cash paid for income taxes | 39 | 154 |
Cash paid for operating leases | 219 | 185 |
Non-cash settlement of liability | 0 | 510 |
Non-cash right-of-use assets obtained in exchange for lease obligation | 562 | 48 |
Deemed dividend on preferred stock | $ 217 | $ 546 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | NOTE 1—DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION The Company BIOLASE, Inc. (“BIOLASE” and, together with its consolidated subsidiaries, the “Company”) is a leading provider of advanced laser systems for the dental industry. The Company develops, manufactures, markets, and sells laser systems that provide significant benefits for dental practitioners and their patients. The Company’s proprietary systems allow dentists, periodontists, endodontists, pediatric dentists, oral surgeons, and other dental specialists to perform a broad range of minimally invasive dental procedures, including cosmetic, restorative, and complex surgical applications. The Company’s laser systems are designed to provide clinically superior results for many types of dental procedures compared to those achieved with drills, scalpels, and other conventional instruments. Potential patient benefits include less pain, fewer shots, faster healing, decreased fear and anxiety, and fewer appointments. Potential practitioner benefits include improved patient care and the ability to perform a higher volume and wider variety of procedures and generate more patient referrals. Basis of Presentation The unaudited consolidated financial statements include the accounts of BIOLASE and its wholly-owned subsidiaries and have been prepared on a basis consistent with the December 31, 2021 audited consolidated financial statements, and include all material adjustments, consisting of normal recurring adjustments and the elimination of all material intercompany transactions and balances, necessary to fairly present the information set forth therein. The unaudited consolidated financial statements do not include all the footnotes, presentations, and disclosures normally required by accounting principles generally accepted in the United States of America (“GAAP”) for complete consolidated financial statements. The unaudited consolidated results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the fiscal year ended December 31, 2021, included in BIOLASE’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the Securities and Exchange Commission (the “SEC”) on March 17, 2022 (the “2021 Form 10-K”). Except as the context otherwise requires, all common stock share numbers, share price amounts (including exercise prices, conversion prices, and closing market prices), and warrant numbers contained in the unaudited consolidated financial statements and notes thereto reflect the one-for-twenty-five (1:25) reverse stock split (the “Reverse Stock Split”) effectuated by the Company on April 28, 2022. Liquidity and Management’s Plans The Company incurred losses from operations and used cash in operating activities for the three and nine months ended September 30, 2022 and for the years ended December 31, 2021, 2020, and 2019. The Company’s recurring losses, level of cash used in operations, and potential need for additional capital, along with uncertainties surrounding the Company’s ability to raise additional capital, raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. As of September 30, 2022, the Company had working capital of approximately $ 20.1 million . The Company’s principal sources of liquidity as of September 30, 2022 consisted of approxima tely $ 10.0 million in cash and cash equivalents and $ 4.8 million of net accounts receivable. As of December 31, 2021 , the Company had working capital of approximately $ 35.5 million, $ 30.0 million in cash and cash equivalents and $ 4.2 million of net accounts receivable. The decrease in cash and cash equivalents since December 31, 2021 was primarily due to cash used in operating activities of $ 21.2 million, $ 3.3 million cash used in investing activities, and a $ 1.0 million payment on the SWK Loan (as defined below), partially offset by cash provided by the $ 5.6 million of net proceeds from the June 2022 direct offering and private placement. The $ 21.2 million of net cash used in operating activities was primarily driven by our net loss of $ 18.8 million and net increase in operating assets and liabilities of $ 6.5 million. On June 27, 2022, BIOLASE entered into a Securities Purchase Agreement with certain accredited institutional investors, pursuant to which BIOLASE agreed to issue, (i) in a registered direct offering, 678,745 shares of BIOLASE common stock and pre-funded warrants to purchase 726,660 shares of BIOLASE common stock, and (ii) in a concurrent private placement, warrants to purchase 1,405,405 shares of BIOLASE common stock. The Company received aggregate gross proceeds from the transactions of approximately $ 6.5 million, before deducting fees to the placement agent and other transaction expenses payable by the Company. Additional capital requirements may depend on many factors, including, among other things, the rate at which the Company’s business grows, the COVID-19 pandemic and the actions taken to contain it, demands for working capital, manufacturing capacity, and any acquisitions that the Company may pursue. From time to time, the Company could be required, or may otherwise attempt, to raise capital through either equity or debt offerings. The Company cannot provide assurance that it will be able to successfully enter into any such equity or debt financings in the future or that the required capital would be available on acceptable terms, if at all, or that any such financing activity would not be dilutive to its’ stockholders. COVID-19 Risk and Uncertainties The COVID-19 pandemic severely impacted global economic activity, and many countries and many states in the United States reacted to the pandemic by instituting quarantines, mandating business and school closures and restricting travel. These mandated business closures included dental office closures worldwide, in large part, for all but emergency procedures. As these quarantines and restrictions began to be lifted in 2021, the Company's sales began to return to pre-pandemic levels. However, there are still uncertainties regarding the ongoing and future effects of COVID-19, and there is no assurance that the Company's sales will not be further impacted in 2022 or at any time thereafter. Membership Interest Purchase Agreement On September 22, 2022, the Company entered into a Membership Interest Purchase Agreement (the "Purchase Agreement") with Med-Fiber LLC ("Med-Fiber") and Alexei Tchapyjnikov , pursuant to which the Company acquired all of the issued and outstanding membership interests of Med-Fiber on the terms and subject to the conditions set forth in the Purchase Agreement, for a purchase price equal to $1,320,000, plus, subject to the satisfaction of certain milestones, additional earn-out consideration in an aggregate amount of up to $880,000. Med-Fiber was engaged in the business of manufacturing and supplying infrared transmitting fiber optics for laser power delivery applications and activities related thereto. The purchase was accounted for as an asset acquisition as substantially all of the fair value of the gross assets acquired is concentrated in a group of similar assets. The $2,220,000 is included as a component of property, plant, and equipment in the consolidated balance sheet as of September 30, 2022 . Reverse Stock Split At the 2022 annual meeting of BIOLASE stockholders (the "2022 Annual Meeting"), BIOLASE stockholders approved an amendment to BIOLASE’s Restated Certificate of Incorporation, as amended (the "Certificate of Incorporation"), to effect a reverse stock split of BIOLASE common stock, at a ratio ranging from one-for-two (1:2) to one-for-twenty-five (1:25), with the final ratio to be determined by the Board. Immediately after the 2022 Annual Meeting, the Board approved a one-for-twenty-five (1:25) reverse stock split of the outstanding shares of BIOLASE common stock (the “Reverse Stock Split”). On April 28, 2022, BIOLASE filed an amendment to the Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, which became effective on April 28, 2022. The amendment did not change the number of authorized shares of BIOLASE common stock. Cyber Incident In December 2021, the Company experienced a cybersecurity attack that caused a brief network disruption and impacted certain systems. Upon detection, the Company took immediate steps to address the incident, engaged third-party experts, and notified law enforcement. The Company has taken actions to strengthen its existing systems and implement additional prevention measures. The Company will continue to monitor and assess as needed. All liabilities were fully insured, and as of December 31, 2021 the Company recorded an accrued liability and an insurance receivable within prepaid expenses and other current assets of $ 0.4 million. In March 2022 the Company received the cash reimbursement from its insurance provider. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of these consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect amounts reported in the consolidated financial statements and the accompanying notes. Significant estimates in these consolidated financial statements include allowances on accounts receivable, inventory, and deferred taxes, as well as estimates for accrued warranty expenses, goodwill and the ability of goodwill to be realized, revenue deferrals, effects of stock-based compensation and warrants, contingent liabilities, and the provision or benefit for income taxes. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may differ materially from those estimates. Critical Accounting Policies Information with respect to the Company’s critical accounting policies, which management believes could have the most significant effect on the Company’s reported results and require subjective or complex judgments by management as discussed in the Company’s 2021 audited financial statements included in the 2021 Form 10-K. Management believes that there have been no significant changes during the nine months ended September 30, 2022 in the Company’s critical accounting policies from those disclosed in the Company’s 2021 audited financial statements included in the 2021 Form 10-K. Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market (or, if none exists, the most advantageous market) for the specific asset or liability at the measurement date (referred to as the “exit price”). The fair value is based on assumptions that market participants would use, including a consideration of non-performance risk. Under the accounting guidance for fair value hierarchy, there are three levels of measurement inputs. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable, either directly or indirectly. Level 3 inputs are unobservable due to little or no corroborating market data. The Company’s financial instruments, consisting of cash, cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities, and the SWK Loan (as defined below) as discussed in Note 9 – Debt, approximate fair value because of the relative short maturity of these items and the market interest rates the Company could obtain . Concentration of Credit Risk, Interest Rate Risk and Foreign Currency Exchange Rate Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents, restricted cash, and trade accounts receivable. The Company maintains its cash and cash equivalents and restricted cash with established commercial banks. At times, balances may exceed federally insured limits. To minimize the risk associated with trade accounts receivable, management performs ongoing credit evaluations of customers’ financial condition and maintains relationships with the Company’s customers that allow management to monitor current changes in business operations so the Company can respond as needed. The Company does not, generally, require customers to provide collateral before it sells them its products. However, the Company has required certain distributors to make prepayments for significant purchases of its products. Substantially all of the Company’s revenue is denominated in U.S. dollars, including sales to international distributors. Only a small portion of its revenue and expenses is denominated in foreign currencies, principally the Euro and Indian Rupee. The Company’s foreign currency expenditures primarily consist of the cost of maintaining offices, consulting services, and employee-related costs. During the three and nine months ended September 30, 2022 and 2021 , respectively, the Company did not enter into any hedging contracts. Future fluctuations in the value of the U.S. dollar may affect the price competitiveness of the Company’s products outside the U.S. Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification (“ASC”). The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined not to be applicable or are expected to have minimal impact on the Company’s consolidated financial position and results of operations. Recently Issued Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40). This ASU reduces the number of accounting models for convertible debt instruments and convertible preferred stock and amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. In addition, this ASU improves and amends the related earnings per share guidance. This standard became effective for the Company beginning on January 1, 2022. Adoption is either a modified retrospective method or a fully retrospective method of transition. The Company adopted this guidance effective January 1, 2022, and the adoption of this standard did not have a material impact on its consolidated financial statements. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. This ASU clarifies the accounting for modifications or exchanges of freestanding equity-classified written call options (i.e. warrants) so that the transaction should be treated as an exchange of the original instrument for a new instrument. This standard is effective for fiscal years beginning after December 15, 2021 on a prospective basis, with early adoption permitted. The Company adopted this guidance effective January 1, 2022, and the adoption of this standard did not have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard’s main goal is to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope and to replace the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company will be required to use a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The standard will be effective for the Company beginning January 1, 2023, with early adoption permitted beginning January 1, 2019. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2022 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | NOTE 3—REVENUE RECOGNITION Contracts with Customers Revenue for sales of products and services is derived from contracts with customers. The products and services promised in customer contracts include delivery of laser systems, imaging systems, and consumables as well as certain ancillary services such as training and extended warranties. Contracts with each customer generally state the terms of the sale, including the description, quantity and price of each product or service. Payment terms are stated in the contract and vary according to the arrangement. Because the customer typically agrees to a stated rate and price in the contract that does not vary over the life of the contract, the Company’s contracts do not contain variable consideration. The Company establishes a provision for estimated warranty expense. Performance Obligations At contract inception, the Company assesses the products and services promised in its contracts with customers. The Company then identifies performance obligations to transfer distinct products or services to the customers. In order to identify performance obligations, the Company considers all of the products or services promised in contracts regardless of whether they are explicitly stated or are implied by customary business practices. Revenue from products and services transferred to customers at a single point in time accou nted for 83 % and 87 % o f net revenue for the three and nine months ended September 30, 2022 , respectively, and 88 % of net revenue for the three and nine months ended September 30, 2021. The majority of the Company’s revenue recognized at a single point in time is for the sale of laser systems and consumables. Revenue from these contracts is recognized when the customer is able to direct the use of and obtain substantially all of the benefits from the product which generally coincides with title transfer during the shipping process. Revenue from services transferred to customers over ti me accounted for 17 % and 13 % of net re venue for the three and nine months ended September 30, 2022 , respectively, and 12 % of net revenue for the three and nine months ended September 30, 2021. The majority of the Company’s revenue that is recognized over time relates to product training and extended warranties. Deferred revenue attributable to undelivered elements, which primarily consists of product training, totaled approximat ely $ 0.4 million and $ 0.8 million as of September 30, 2022 and December 31, 2021, respectively. Transaction Price Allocation The transaction price for a contract is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using the best estimate of the standalone selling price of each distinct good or service in a contract. The primary method used to estimate standalone selling price is the observable price when the good or service is sold separately in similar circumstances and to similar customers. Significant Judgments Revenue is recorded for extended warranties over time as the customer benefits from the warranty coverage. This revenue will be recognized equally throughout the contract period as the customer receives benefits from the Company's promise to provide such services. Revenue is recorded for product training as the customer attends a training program or upon the expiration of the obligation, which is generally after nine months. The Company also has contracts that include both the product sales and product training as performance obligations. In those cases, the Company records revenue for product sales at the point in time when the product has been shipped. The customer obtains control of the product when it is shipped, as all shipments are made FOB shipping point, and after the customer selects its shipping method and pays all shipping costs and insurance. The Company has concluded that control is transferred to the customer upon shipment. Accounts Receivable Accounts receivable are stated at estimated net realizable value. The allowance for doubtful accounts is based on an analysis of customer accounts and the Company’s historical experience with accounts receivable write-offs. Contract Liabilities The Company performs its obligations under a contract with a customer by transferring products and/or services in exchange for consideration from the customer. The Company typically invoices its customers as soon as control of an asset is transferred and a receivable for the Company is established. The Company, however, recognizes a contract liability when a customer prepays for goods and/or services, and the Company has not transferred control of the goods and/or services. The opening and closing balances of the Company’s contract liabilities are as follows (in thousands): September 30, December 31, 2022 2021 Undelivered elements (training, installation, product $ 366 $ 835 Extended warranty contracts 1,851 1,753 Total deferred revenue 2,217 2,588 Less: long-term portion of deferred revenue ( 347 ) ( 329 ) Deferred revenue — current $ 1,870 $ 2,259 The balance of contract assets was immaterial as the Company did not have a significant amount of uninvoiced receivables at September 30, 2022 and December 31, 2021. The amount of revenue recognized during the nine months ended September 30, 2022 and 2021 that was included in the opening contract liability balance related to undelivered elements w as $ 0.7 million an d $ 0.2 million, respectively. The amounts related to extended warranty contracts w as $ 1.3 million and $ 1.1 million, for the nine months ended September 30, 2022 and 2021, respectively. Disaggregation of Revenue The Company disaggregates revenue from contracts with customers into geographical regions and by the timing of when goods and services are transferred. The Company determined that disaggregating revenue into these categories depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by regional economic factors. The Company’s revenues related to the following geographic areas were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 United States $ 8,413 $ 5,939 $ 24,290 $ 17,024 International 3,597 3,592 10,121 9,756 Total net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 Information regarding revenues disaggregated by the timing of when goods and services are transferred is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenue recognized over time $ 2,076 $ 1,116 $ 4,406 $ 3,269 Revenue recognized at a point in time 9,934 8,415 30,005 23,511 Net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 The Company’s sales by end market were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 End-customer $ 8,413 $ 5,939 $ 24,290 $ 17,024 Distributors 3,597 3,592 10,121 9,756 Net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 Shipping and Handling Costs and Revenues Shipping and freight costs are treated as fulfillment costs. For shipments to end-customers, the customer bears the shipping and freight costs and has control of the product upon shipment. For shipments to distributors, the distributor bears the shipping and freight costs, including insurance, tariffs and other import/export costs. |
Redeemable Preferred Stock and
Redeemable Preferred Stock and Stockholders' Equity | 9 Months Ended |
Sep. 30, 2022 | |
Temporary Equity And Equity [Abstract] | |
Redeemable Preferred Stock and Stockholders' Equity | NOTE 4—REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY BIOLASE's board of directors (the "Board"), without further stockholder authorization, may authorize the issuance from time to time of up to 1,000,000 shares of the Company’s preferred stock. Preferred Stock Series G Preferred Stock On March 1, 2022, the Board declared a dividend of one one-thousandth of a share of Series G Preferred Stock, par value $ 0.001 per share ("Series G Preferred Stock"), of BIOLASE common stock outstanding as of March 25, 2022 (as calculated on a pre-Reverse Stock Split basis). The certificate of designation for the Series G Preferred Stock provided that all shares of Series G Preferred Stock not present in person or by proxy at the 2022 Annual Meeting immediately prior to the opening of the polls at the 2022 Annual Meeting would be automatically redeemed (the “Initial Redemption”) and that any outstanding shares of Series G Preferred Stock that have not been redeemed pursuant to the Initial Redemption would be redeemed in whole, but not in part, (i) if and when ordered by the Board or (ii) automatically upon the effectiveness of the amendment to the Certificate of Incorporation effecting the Reverse Stock Split that was subject to the vote at the 2022 Annual Meeting (the “Subsequent Redemption”). On April 28, 2022, both the Initial Redemption and the Subsequent Redemption occurred. As a result, no shares of Series G Preferred Stock remain outstanding. On June 6, 2022, the Series G Preferred Stock was eliminated. Series F Convertible Preferred Stock On July 23, 2020, the Company consummated the sale of an aggregate of 18,000 shares of Series F Preferred Stock, par value $ 0.001 per share ("Series F Preferred Stock"), and 45,000,000 warrants (the “July 2020 Warrants”), with each warrant exercisable for one twenty-fifth of a share of BIOLASE common stock, through a registered rights offering the Company completed on July 22, 2020 (the “Rights Offering”). Each share of Series F Preferred Stock was convertible at the Company’s option at any time on or after July 22, 2021 or at the option of the holder at any time, into the number of shares of BIOLASE common stock determined by dividing the $ 1,000 stated value per share of the Series F Preferred Stock by a conversion price of $ 10.00 per share. Each share of Series F Preferred Stock was convertible into 100 shares of common stock, and each July 2020 Warrant entitled the holder thereof to purchase one twenty-fifth of a share BIOLASE common stock at an exercise price of $ 10.00 per share. In accordance with applicable accounting standards, the $ 18.0 million gross proceeds from the Rights Offering were allocated to the Series F Preferred Stock and the July 2020 Warrants in the amount of $ 2.7 million and $ 15.3 million, respectively. The allocation was based on the fair value of the July 2020 Warrants of $ 15.3 million as of the commitment date, with the residual proceeds of $ 2.7 million allocated to the Series F Preferred Stock. The Series F Preferred Stock contained a beneficial conversion feature which resulted in a deemed dividend to preferred stockholders of approximately $ 2.7 million, upon immediate accretion. Additionally, the July 2020 Warrants were recognized as a discount to the Series F Preferred Stock. Upon conversion, including the conversion described below, this discount was accreted and also recognized as a deemed dividend to preferred stockholders in the amount of $ 0.2 million, $ 0.5 million and $ 14.7 million for the nine months ended September 30, 2022 and the years ended December 31, 2021 and 2020, respectively. The remaining shares of Series F Preferred Stock were converted into shares of BIOLASE common stock in the first quarter of 2022 with no ne outstanding as of September 30, 2022 . Approximately 251 shares of Series F Preferred Stock remained outstanding as of December 31, 2021. On March 3, 2022, the Series F Preferred Stock was eliminated. Stock-Based Compensation 2002 Stock Incentive Plan The 2002 Stock Incentive Plan (as amended effective as of May 26, 2004, November 15, 2005, May 16, 2007, May 5, 2011, June 6, 2013, October 30, 2014, April 27, 2015, and May 6, 2017, the “2002 Plan”) was replaced by the 2018 Plan (as defined below) with respect to future equity awards. Persons eligible to receive awards under the 2002 Plan included officers, employees, directors of the Company, and consultants to the Company. As of September 30, 2022 , a total of 124,400 shares have been authorized for issuance under the 2002 Plan, of which approximately 41,000 shares of BIOLASE common stock have been issued pursuant to options that were exercised and restricted stock units ("RSUs") that were vested, approxi mately 23,000 shares of common stock have been reserved for options that are outstanding, and no shares of common stock remain available for future g rants. 2018 Stock Incentive Plan At the 2018 annual meeting of stockholders, the Company’s stockholders approved the 2018 Long-Term Incentive Plan (as amended effective as of September 21, 2018, May 15, 2019, May 13, 2020, and June 11, 2021, the “2018 Plan”). The purposes of the 2018 Plan are (i) to align the interests of the Company’s stockholders and recipients of awards under the 2018 Plan by increasing the proprietary interest of such recipients in the Company’s growth and success; (ii) to advance the interests of the Company by attracting and retaining non-employee directors, officers, other employees, consultants, independent contractors, and agents; and (iii) to motivate such persons to act in the long-term best interests of the Company and its stockholders. Under the terms of the 2018 Plan, approximately 0.1 million shares of BIOLASE common stock are available for issuance as of September 30, 2022. As of September 30, 2022 , a total of 1.5 million shares of common stock have been authorized for issuance under the 2018 Plan, of which approximately 1.0 million shares of the Company’s common stock have been reserved for issuance upon the exercise of outstanding options or stock appreciation rights ("SARs"), and/or settlement of unvested RSUs or phantom awards under the 2018 Plan. The Company recognized stock-based compensation expense of $ 0.6 million and $ 1.7 million f or the three and nine months ended September 30, 2022 , respectively, and $ 0.2 million and $ 1.5 million for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022 and 2021 , the Company had approximately $ 1.8 million and $ 0.8 million, respectively, of total unrecognized compensation expense, net of estimated forfeitures, related to unvested share-based compensation arrangements. The Company expects that expense to be recognized over a weighted-average period of 1.1 years. The following table summarizes the income statement classification of compensation expense associated with share-based payments (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cost of revenue $ 20 $ 25 $ 133 $ 138 Sales and marketing 136 62 448 291 General and administrative 32 61 183 777 Engineering and development 403 44 927 282 Total $ 591 $ 192 $ 1,691 $ 1,488 The fair values of stock options granted in the period were estimated using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Expected term (years) — 6.1 — 6.1 Volatility — % 111 % — % 111 % Annual dividend per share N/A N/A N/A N/A Risk-free interest rate — % 0.98 % — % 0.86 % A summary of option activity for the nine months ended September 30, 2022 is as follows (in thousands, except per share data): Weighted Weighted Average Contractual Aggregate Shares Exercise Term Intrinsic Options outstanding at December 31, 2021 70 $ 62.01 7.1 $ 15 Forfeited, cancelled, or expired ( 18 ) $ 22.82 Options outstanding at September 30, 2022 52 $ 74.95 6.0 $ — Options exercisable at September 30, 2022 50 $ 77.50 5.9 $ — Vested options expired during the period — $ — (1) The intrinsic value calculation does not include negative values, which can occur when the fair market value on the reporting date is less than the exercise price of the award. A summary of unvested stock option activity for the nine months ended September 30, 2022 is as follows (in thousands, except per share data): Weighted Average Grant Shares Date Fair Value Unvested options at December 31, 2021 5 $ 17.31 Vested ( 2 ) $ 20.99 Forfeited or cancelled ( 1 ) $ 17.03 Unvested options at September 30, 2022 2 $ 14.76 Fair value disclosures related to grants, exercises and vested options are as follows (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Proceeds from stock options exercised $ — $ 66 $ — $ 66 Tax benefit related to stock options exercised (1) N/A N/A N/A N/A Intrinsic value of stock options exercised (2) $ — $ 42 $ — $ 42 Weighted-average fair value of options granted per share $ — $ 0.49 $ — $ 0.72 Total fair value of stock options vested during the period $ 12 $ 8 $ 35 $ 395 (1) Excess tax benefits received related to stock option exercises are presented as operating cash inflows. The Company currently does not receive a tax benefit related to the exercise of stock options due to the Company’s net operating losses. (2) The intrinsic value of stock options exercised is the amount by which the market price of the stock on the date of exercise exceeded the exercise price of the options. Restricted Stock Units A summary of unvested RSU activity for the nine months ended September 30, 2022 is as follows (in thousands, except per share amounts): Weighted Average Grant Shares Date Fair Value Unvested RSUs at December 31, 2021 94 $ 15.64 Granted 480 $ 4.44 Vested ( 158 ) $ 7.45 Forfeited or cancelled ( 5 ) $ 16.63 Unvested RSUs at September 30, 2022 411 $ 5.69 Warrants The Company issues warrants to acquire shares of BIOLASE common stock as approved by the Board. June 2022 Direct Offering and Private Placement On June 27, 2022, the Company entered into a Securities Purchase Agreement with certain accredited institutional investors, pursuant to which the Company agreed to issue to the Purchasers (as defined therein), (i) in a registered direct offering, 678,745 shares of BIOLASE common stock, and pre-funded warrants to purchase 726,660 shares of BIOLASE common stock (the “June 2022 Pre-Funded Warrants”) with an exercise price of $ 0.001 per share, and (ii) in a concurrent private placement, warrants to purchase 1,405,405 shares of BIOLASE common stock (each a "Common Warrant" and together with the June 2022 Pre-Funded Warrants, the “June 2022 Warrants”). The combined purchase price for one share of BIOLASE common stock and one Common Warrant was $ 4.625 , and the combined purchase price for one June 2022 Pre-Funded Warrant and one Common Warrant was $ 4.624 . In the offering and concurrent private placement, the Company received aggregate gross proceeds of approximately $ 6.5 million before deducting fees to the placement agent and other transaction expenses. Based on the terms and conditions of the June 2022 Warrants, the Company determined that equity classification was appropriate and recognized the net proceeds in excess of par of $ 5.6 million in Additional Paid-In Capital. July 2020 Rights Offering On July 23, 2020, the Company consummated the Rights Offering issuing (i) 18,000 shares of Series F Preferred Stock and (ii) 45,000,000 July 2020 Warrants with an exercise price of $ 10.00 per share of BIOLASE common stock. The initial fair value of the July 2020 Warrants was estimated to be at $ 8.50 per share of BIOLASE common stock using the Black-Scholes pricing model with an expected term of 5 years , market price of $ 11.00 per share, which was the last closing price of BIOLASE common stock prior to the transaction date, volatility of 109.8 %, a risk free rate of 0.27 % and an expected dividend yield of 0 . Based on the terms and conditions of the July 2020 Warrants, the Company initially determined that liability classification was appropriate and recognized the fair value of the July 2020 Warrants as a liability. Based on the fair value of the July 2020 Warrants, the Company allocated approximately $ 2.7 million to the Series F Preferred Stock and $ 15.3 million to the July 2020 Warrants before issuance costs. Issuance costs of $ 1.6 million relating to the July 2020 Warrants were recognized as an expense and were recorded in Other (income) expense, net in the consolidated statement of operations for the year ended December 31, 2020. On September 28, 2020, the warrant agreement with respect to the July 2020 Warrants was amended. The amended terms of the July 2020 Warrants meet the requirements for the July 2020 Warrants’ classification as equity. The fair value upon the amendment was estimated to be $ 5.25 per share of BIOLASE common stock using the Black-Scholes pricing model with an expected term of 5 years , a market price of $ 7.00 per share of BIOLASE common stock, which was the last closing price of BIOLASE common stock prior to the amendment date, volatility of 109.5 %, a risk free rate of 0.26 % and an expected dividend yield of 0 . On the effective date of the amendment to the warrant agreement, the Company remeasured the fair value of the July 2020 Warrants as described above, reclassified the value of $ 9.5 million to equity, and recognized the change in fair value as a gain of approximately $ 5.8 million in the consolidated statement of operations in Other (income) expense, net for the year ended December 31, 2020. June 2020 Registered Direct Offering and Private Placement On June 8, 2020, the Company entered into a Securities Purchase Agreement with certain accredited institutional investors, pursuant to which the Company agreed to issue to the Purchasers in a registered direct offering and concurrent private placement, 10,800,000 shares of BIOLASE common stock, and warrants to purchase 10,800,000 shares of BIOLASE common stock (the “ June 2020 Warrants”) with an exercise price of $ 0.515 per share. The June 2020 Warrants are exercisable commencing on the date of their issuance and will expire on June 10, 2025 . The combined purchase price for one share of BIOLASE common stock and one June 2020 Warrant in the offering was $ 16.00 . The Company received aggregate gross proceeds of approximately $ 6.9 million in the concurrent offerings, before deducting fees to the placement agents and other transaction expenses of approximately $ 0.7 million. Based on the terms and conditions of the June 2020 Warrants, the Company determined that equity classification was appropriate and recognized the values of the common stock and June 2020 Warrants in excess of par in Additional Paid-In Capital. The Company allocated the net proceeds of $ 6.2 million to the common stock and June 2020 Warrants based on their relative fair values. The fair value of the June 2020 Warrants was estimated to be at $ 10.5 per share using the Black-Scholes pricing model with an expected term of 5 years , market price of $ 13.5 which was the last closing price of BIOLASE common stock prior to the transaction date, volatility of 109.8 % and a risk free rate of 0.45 % and an expected dividend yield of 0 . Based on the relative fair value of the common stock and the June 2020 Warrants, the Company allocated approximately $ 3.9 million to the common stock and $ 3.0 million to the June 2020 Warrants before issuance costs. Western Alliance Warrants On March 6, 2018, in connection with the execution of a business financing agreement with Western Alliance Bank ("Western Alliance"), the Company issued to Western Alliance warrants (the “Original Western Alliance Warrants”) to purchase up to the number of shares of BIOLASE common stock equal to $ 120,000 divided by the applicable exercise price at the time such warrants are exercised. The Original Western Alliance Warrants are fully vested and exercisable. The Original Western Alliance Warrants may be exercised with a cash payment from Western Alliance, or, in lieu of a cash payment, Western Alliance may convert the warrants into a number of shares, in whole or in part. The initial exercise price of the warrants was $ 58.75 per share. On September 27, 2018, the Company entered into the Second Modification Agreement to amend the Original Business Financing Agreement. In connection with the Second Modification Agreement, the Original Western Alliance Warrants were terminated, and the Company issued new warrants (the “Western Alliance Warrants”) to purchase up to the number of shares of BIOLASE common stock equal to $ 120,000 divided by the exercise price of $ 53.25 , which was the closing price of BIOLASE common stock on September 27, 2018 (as adjusted for the Reverse Stock Split). The Western Alliance Warrants were immediately exercisable and expire on September 27, 2028 . These warrants contain down-round features that require the Company to adjust the exercise price proportionately should the Company issue shares at a price per share less than the exercise price. The sale of common stock in the second quarter of 2020 triggered an adjustment to the exercise price to approximately $ 15.00 per share. The impact of the adjustment to the exercise price was not material. SWK Warrants On November 9, 2018, in connection with the Credit Agreement (as defined below), the Company issued to SWK warrants (the "SWK Warrants") to purchase up to 372,023 shares of BIOLASE common stock. The SWK Warrants were immediately exercisable and expire on November 9, 2026 . The initial exercise price of the SWK Warrants was $ 33.50 per share, which was the average closing price of BIOLASE common stock for the ten trading days immediately preceding November 9, 2018 (as adjusted for the Reverse Stock Split). These warrants contain down-round features that require the Company to adjust the exercise price proportionately should the Company issue shares at a price per share less than the exercise price. The fair value of the SWK Warrants was estimated using the Black-Scholes option-pricing model with the following assumptions: expected term of 8 years ; volatility of 81.79 %; annual dividend per share of $ 0.00 ; and risk-free interest rate of 3.13 %; and resulted in an estimated fair value of $ 0.4 million. In November 2019, the SWK Warrants were consolidated and the exercise price was adjusted to $ 25.00 per share in connection with an amendment to the Credit Agreement, and in March 2020, the exercise price was adjusted a second time to $ 12.25 . The impact of both reprice events was de minimis to the consolidated financial statements. In connection with the Fifth Amendment, the Company entered into a Third Amendment to the SWK Warrant Agreement. Under this amendment, the Company granted to SWK 63,779 additional common stock warrants at an exercise price of approximately $ 9.75 . All other terms and conditions to the additional warrants were the same as those previously granted. The Company also revised the exercise price of the 487,198 common stock warrants held by SWK to $ 9.75 . The Company measured the fair value of the 63,779 warrants granted using the Black-Scholes option-pricing model. The fair value of the additional warrants and the aggregate impact of the exercise price adjustments in previous amendments to the Warrant Agreement were less than $ 0.1 million and not material to the consolidated financial statements. Due to the repricing that occurred in the second quarter of 2020, the down round features of these warrants was not triggered by the Company’s June 2020 sale of common stock. DPG Warrants On November 14, 2018, in connection with the SWK Loan, the Company paid a finder’s fee to Deal Partners Group ("DPG") of $ 0.4 million cash and issued warrants to purchase up to 279,851 shares of BIOLASE common stock (the “DPG Warrants”). The DPG Warrants were exercisable immediately, and expire on November 9, 2026 . The initial exercise price of the DPG Warrants was $ 33.50 , which was the average closing price of the Company’s common stock for the ten trading days immediately preceding November 9, 2018 (as adjusted for the Reverse Stock Split). These warrants contain down-round features that require the Company to adjust the exercise price proportionately should the Company issue shares at a price per share less than the exercise price. The fair value of the DPG Warrants of $ 0.3 million was estimated using the Black-Scholes option-pricing model with the following assumptions: expected term of 8 years ; volatility of 81.79 %; annual dividend per share of $ 0.00 ; and risk-free interest rate of 3.13 %. In May 2019 the Company issued 149,727 warrants to purchase BIOLASE common stock at a weighted average exercise price of $ 54.25 to SWK and DPG. In November 2019, the exercise price of the DPG Warrants issued on November 14, 2018 was adjusted from $ 33.50 per share to $ 22.00 per share and the exercise price of the DPG Warrants issued on May 7, 2019 was adjusted from $ 54.25 per share to $ 35.50 per share. The impact of the reprice was de minimis to the unaudited consolidated financial statements. The June 2020 sale of common stock triggered the down round features of these warrants, and in August 2020, the Company adjusted the exercise price of these warrants to $ 15.50 and $ 9.50 per share. The impact of this reprice was not material. The value of both the SWK Warrants and the DPG Warrants was recognized as a discount on the SWK Loan and is being amortized on a straight-line basis, which approximates the effective-interest method, over the loan term of five years . Additionally, based on the adoption of ASU 2017-11 in the fourth quarter of 2018, these warrants are classified as equity in the consolidated balance sheet as of September 30, 2022 and December 31, 2021. A summary of warrant activity for the nine months ended September 30, 2022 is as follows (in thousands, except exercise price amounts): Weighted Average Shares Exercise Warrants outstanding, December 31, 2021 17,996 $ 19.98 Granted or Issued 2,132 $ 3.05 Exercised ( 178 ) $ — Forfeited, cancelled, or expired ( 785 ) $ 225.00 Warrants outstanding at September 30, 2022 19,165 $ 9.88 Warrants exercisable at September 30, 2022 19,165 $ 9.88 Vested warrants expired during the period ( 785 ) $ 225.00 Phantom Awards and Stock Appreciation Rights During the nine months ended September 30, 2022 , the Company issued approximately 30,000 phantom RSUs in lieu of stock-settled RSUs historically granted for leadership bonuses and non-employee director service. During the year ended December 31, 2021, the Company issued approximately 400,000 phantom RSUs. The phantom RSUs have either time-based or performance-based vesting conditions and could be settled in cash in 2024 with the Company's option to settle the award in BIOLASE common stock at the sole discretion of the Board. These phantom RSUs were included as a component of long-term liability on the consolidated balance sheet and were not considered stock-based compensation due to the cash-settlement feature of the award and limitation on the number of remaining shares authorized for issuance. In the second quarter of 2022, as a result of the Reverse Stock Split, the phantom awards were reclassed to equity and included as a component of additional paid-in-capital in the amount of $ 0.1 million, with a portion remaining as a component of long-term liability on the consolidated balance sheet, and the expense subsequent to the remeasurement date considered stock-based comp ensation. The expense recognized during the three and nine months ended September 30, 2022 was $ 0.1 million. As of September 30, 2022 $ 0.1 million was included in additional paid-in-capital and $ 0.2 million was included in long-term liabilities on the consolidated balance sheet. The balance included in long-term liabilities as of December 31, 2021 , was $ 0.3 million. During the year ended December 31, 2021, the Company issued approximately 40,000 SARs in lieu of stock-settled RSUs historically granted for non-employee director service. Upon exercise, the SARs could be settled in cash with the Company's option to settle in BIOLASE common stock at the sole discretion of the Board. These SARS were included in accrued liabilities on the consolidated balance sheet and not considered stock-based compensation due to the cash-settlement feature of the award and limitation on the number of remaining shares authorized for issuance. In the second quarter of 2022, as a result of the Reverse Stock Split, the SARs were reclassed to equity and included as a component of additional paid-in-capital on the consolidated balance sheet in the amount of $ 0.5 million. No expense was recognized during the three months ended September 30, 2022, and the expense recognized during the nine months ended September 30, 2022 was $ 0.3 million and is included in additional paid-in-capital on the consolidated balance sheet as of September 30, 2022. The expense included in accrued liabilities on the consolidated balance sheet as of December 31, 2021 was $ 0.3 million. Net Loss Per Share – Basic and Diluted Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of BIOLASE common stock outstanding for the period. In computing diluted net loss per share, the weighted average number of shares of common stock outstanding is adjusted to reflect the effect of potentially dilutive securities. Net income (loss) is adjusted for any deemed dividends to preferred stockholders to compute net income attributable to common stockholders. The June 2022 Pre-Funded Warrants were included in the calculation of diluted loss per share for the period ended September 30, 2022. Outstanding stock options, RSUs, and warrants to purchase approxim ately 2.6 million and 1.0 million share s were not included in the calculation of diluted loss per share amounts for the periods ended September 30, 2022 and September 30, 2021, respectively, as their effect would have been anti-dilutive. Also excluded in the calculation of diluted loss per share amount for the three and nine months ended September 30, 2021 are the 652,500 shares of BIOLASE common stock issuable upon conversion of the 261 shares of Series F Preferred Stock outstanding as of September 30, 2021 . |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | NOTE 5—INVENTORY Inventory is valued at the lower of cost or net realizable value and is comprised of the following (in thousands): September 30, December 31, 2022 2021 Raw materials $ 6,465 $ 4,444 Work-in-process 2,192 1,726 Finished goods 7,770 6,759 Inventory $ 16,427 $ 12,929 Inventory has been reduced by estimates for excess and obsolete amounts totaling $ 1.3 million and $ 1.0 million as of September 30, 2022 and December 31, 2021 , respectively. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | NOTE 6—PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment, net is comprised of the following (in thousands): September 30, December 31, 2022 2021 Building $ 182 $ 211 Leasehold improvements 328 89 Equipment and computers 8,452 8,150 Furniture and fixtures 475 471 Construction in progress 2,730 31 Total 12,167 8,952 Accumulated depreciation and amortization ( 8,394 ) ( 8,049 ) Property, plant, and equipment, net before land 3,773 903 Land 142 164 Property, plant, and equipment, net $ 3,915 $ 1,067 Depreciation and amortization expense related to property, plant, and equipment totaled $ 0.1 million and $ 0.4 million for the three and nine months ended September 30, 2022 , respectively, and $ 0.1 million and $ 0.3 million for the three and nine months ended September 30, 2021 , respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets And Goodwill | NOTE 7—INTANGIBLE ASSETS AND GOODWILL The Company conducted its last annual impairment test of goodwill as of September 30, 2021 and determined that there was no impairment. The Company also tests its intangible assets and goodwill between the annual impairment tests if events occur or circumstances change that would more likely than not reduce the fair value of the Company or its assets below their carrying amounts. For intangible assets subject to amortization, the Company performs its impairment test when indicators, such as reductions in demand or significant economic slowdowns, are present. No events have occurred since September 30, 2021 through the date of these unaudited consolidated financial statements that would trigger further impairment testing of the Company’s intangible assets and goodwill. As of September 30, 2022 and December 31, 2021, the Company had goodwill of $ 2.9 million . As of September 30, 2022 and December 31, 2021 , all intangible assets have been fully amortized and no amortization expense was recognized during the three and nine months ended September 30, 2022 and 2021 . |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | NOTE 8—ACCRUED LIABILITIES Accrued liabilities are comprised of the following (in thousands): September 30, December 31, 2022 2021 Payroll and benefits $ 3,017 $ 3,969 Warranty accrual, current portion 1,061 565 Contingent Liability 880 — Accrued professional services 633 275 Lease liability 615 405 Taxes 193 558 Accrued insurance premium 13 600 Settlement accrual — 805 Other 507 1,099 Accrued liabilities $ 6,919 $ 8,276 The Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") allows employers to defer the deposit and payment of the employer's share of Social Security taxes from payroll periods through December 31, 2020. Under the CARES Act, the Company had deferred payments of $ 0.2 million outstanding as of September 30, 2022 and December 31, 2021. The deferred liability is included in accrued payroll and benefits. Changes in the initial product warranty accrual and the expenses incurred under the Company’s initial and extended warranties are included within accrued liabilities and were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Balance, beginning of period $ 1,233 $ 551 $ 1,086 $ 1,132 Provision for estimated warranty cost 1,255 832 2,715 1,129 Warranty expenditures ( 1,011 ) ( 366 ) ( 2,324 ) ( 1,244 ) Balance, end of period 1,477 1,017 1,477 1,017 Less: long-term portion of warranty accrual 416 472 416 472 Current portion of warranty accrual $ 1,061 $ 545 $ 1,061 $ 545 The Company's Waterlase laser systems sold domestically are covered by a warranty against defects in material and workmanship for a period of up to one year from the date of sale to the end-user by the Company or a distributor. The Company's diode systems sold domestically are covered by a warranty against defects in material and workmanship for a period of up to two years from the date of sale to the end-user by the Company or a distributor. Waterlase systems and diode systems sold internationally are covered by a warranty against defects in material and workmanship for a period of up to 24 months from date of sale to the international distributor. The Company's laser systems warranty covers parts and service for sales in its North American territories and parts only for international distributor sales. In North America and select international locations, the Company sells extended warranty contracts to its laser systems end-users that cover the period after the expiration of the Company's standard warranty coverage for its laser systems. Extended warranty coverage provided under the Company's service contracts varies by the type of system and the level of service desired by the customer. Products or accessories remanufactured, refurbished, or sold by unauthorized parties, voids all warranties in place for such products and exempts the Company from liability issues relating to the use of such products. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 9—DEBT The following table presents the details of the principal outstanding and unamortized discount (in thousands): September 30, December 31, 2022 2021 SWK Loan $ 13,300 $ 14,300 EIDL Loan 150 150 Discount and debt issuance costs on SWK Loan ( 657 ) ( 847 ) Total 12,793 13,603 Current term loans, net of discount — — Non current term loans, net of discount $ 12,793 $ 13,603 The Company recognized approximately $ 0.4 million and $ 1.3 million in interest expense for the three and nine months ended September 30, 2022 , respectively, and $ 0.6 million and $ 1.7 million in interest expense for the three and nine months ended September 30, 2021, respectively. The weighted-average interest rate as of September 30, 2022 was 10.25 %. The future minimum principal and interest payments as of September 30, 2022 are as follows (in thousands): Principal Interest (1) Remainder of 2022 $ — $ 357 2023 700 1,425 2024 2,800 1,242 2025 9,800 1,895 2026 — 9 2027 and thereafter 150 89 Total future payments $ 13,450 $ 5,017 (1) Estimated using London Interbank Bank Offered Rate (“LIBOR”) as of September 30, 2022 Term Loan On November 9, 2018, the Company entered into a five-year secured Credit Agreement (as amended, restated, and supplemented from time to time, the “Credit Agreement”) with SWK Funding LLC (“SWK”), pursuant to which the Company has borrowed $ 14.3 million (“SWK Loan”) as of September 30, 2022. The Company’s obligations under the Credit Agreement are secured by substantially all of the Company’s assets. Under the terms of the Credit Agreement and subsequent amendments as discussed in the Company’s 2021 Form 10-K and below, repayment of the SWK Loan is interest-only through May 2023, paid quarterly with the option to extend the interest-only period. On June 30, 2022 the Company entered into the ninth amendment to the Credit Agreement (the "Ninth Amendment"), which extended the interest-only period by two quarters from May 2023 to November 2023 and lowered the required minimum unencumbered liquid assets. In connection with the Ninth Amendment, the Company prepaid $ 1.0 million of the outstanding loan balance. Princ ipal repayments begin in November 2023 and will be approximately $ 0.7 million quarterly until the SWK Loan matures in May 2025 . The loan bears interest of 9 % plus a LIBOR floor of 1.25% or another index that approximates LIBOR as close as possible if and when LIBOR no longer exists. As of September 30, 2022, the Company was in compliance with the debt covenants of the Credit Agreement. EIDL Loan On May 22, 2020, the Company executed the standard loan documents required for securing a loan (the “EIDL Loan”) from the Small Business Administration ("SBA") under its Economic Injury Disaster Loan assistance program in light of the impact of the COVID-19 pandemic on the Company’s business. The principal amount of the EIDL Loan is $ 150,000 , with proceeds to be used for working capital purposes. Interest on the EIDL Loan accrues at the rate of 3.75 %, per annum and installment payments, including principal and interest, are due monthly beginning in July 2021 and are payable through July 2050. In April 2021, the SBA announced that it was extending the first payment due date for all loans until 2022 , or 24 months from the loan execution date. In March 2022, the SBA announced that it was extending the first payment due date for all loans an additional six months, or 30 months from the loan execution date. The Company is obligated to begin making payments on the EIDL Loan starting in November 2022. Fixed payments are first applied to any accrued interest. Paycheck Protection Program Loan On April 14, 2020, the Company was granted a loan (the “PPP Loan”) under the Paycheck Protection Program from PMB in the aggregate amount of $ 2,980,000 , pursuant to the Paycheck Protection Program under the CARES Act. The PPP Loan, which was in the form of a note dated April 13, 2020 issued by BIOLASE, had a maturity date of April 13, 2022 and bore interest at a rate of 1.0 % per annum. Interest was payable monthly commencing on November 1, 2020 . Funds from the PPP Loan could only be used for payroll costs, costs used to continue group health care benefits, mortgage payments, rent, utilities, and interest on other debt obligations incurred before February 15, 2020. Under the terms of the PPP Loan, certain amounts of the PPP Loan could be forgiven if they were used for qualifying expenses as described in the CARES Act. During 2020, the Company requested forgiveness of the PPP Loan in accordance with the application requirements. In June 2021, the Company received a reply to its request, and the PPP Loan along with all accrued interest was forgiven by the SBA. The amount of loan forgiveness is presented as a component of non-operating (gain) loss on the Company's consolidated statement of operations for the year ended December 31, 2021. The SBA may undertake a review of a loan of any size during the six-year period following forgiveness of the loan. The review may include the loan forgiveness application, as well as whether the Company received the proper loan amount. There can be no assurance as to the result of any such SBA review . |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | NOTE 10—LEASES The Company enters into operating leases primarily for real estate, office equipment, and fleet vehicles. Lease terms generally range from one to five years , and often include options to renew for one year . The Company leases its 11,000 square foot corporate headquarters pursuant to a lease that expires on December 31, 2025 and leases a manufacturing facility located in Corona, California, which expires on June 30, 2025 . The Company also leases additional office space and certain office equipment under various operating lease arrangements. On January 22, 2020, the Company entered into a five-year real property lease agreement for an approximately 11,000 square foot facility in Corona, California and moved its manufacturing operations. The lease commenced on July 1, 2020 . On December 10, 2021, the Company entered a lease for an additional 15,000 square feet at its facility in Corona, California. This additional lease commenced on February 1, 2022 and expires on June 30, 2025 . On February 4, 2020, the Company entered into a 66-month real property lease agreement for office space of approximately 11,000 square feet of office space in Lake Forest, California. The lease commenced on July 1, 2020 . On May 26, 2022, the Company entered into a lease agreement to expand training operations and establish a dental office with approximately 8,000 square feet of office space in Lake Forest, California. The lease commences upon completion of construction expected in early 2023 and expires December 31, 2025 . Information related to the Company’s right-of-use assets and related liabilities were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cash paid for operating lease liabilities $ 84 $ 62 $ 219 $ 185 Right-of-use assets obtained in exchange for new operating $ — $ — $ 562 $ 48 Weighted-average remaining lease term 2.9 years 3.8 years 2.9 years 3.8 years Weighted-average discount rate 12.3 % 12.3 % 12.3 % 12.3 % Lease expense consists of payments for real property, office copiers, and IT equipment. The Company recognizes payments for non-lease components such as common area maintenance in the period incurred. The Company allocates lease cost amongst lease and non-lease components. The Company excludes short-term leases (those with lease terms of less than one year at inception) from the measurement of lease liabilities or right-of-use assets. Maturities of lease liabilities as of September 30, 2022 for leases that have commenced are as follows (in thousands): September 30, 2023 $ 831 2024 826 2025 644 2026 144 2027 and thereafter — Total future minimum lease obligations 2,445 Less imputed interest ( 402 ) Total lease liabilities $ 2,043 Current operating lease liabilities, included in $ 615 Non current lease liabilities 1,428 Total lease liabilities $ 2,043 As of September 30, 2022 , right-of-use assets were $ 1.9 million and lease liabilities were $ 2.0 million. Rent expense total ed $ 0.3 million and $ 0.8 million fo r the three and nine months ended September 30, 2022 and $ 0.2 million and $ 0.6 million for the three and nine months ended September 30, 2021. Future minimum rental commitments under lease agreements, as of September 30, 2022, with non-cancelable terms greater than one year for each of the years ending December 31 are as follows (in thousands): Year Ended December 31, Remainder of 2022 $ 205 2023 834 2024 822 2025 584 2026 and thereafter — Total future minimum lease obligations 2,445 Less imputed interest ( 402 ) Total lease liabilities $ 2,043 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 11—COMMITMENTS AND CONTINGENCIES On April 24, 2012, CAO Group, Inc. (“CAO”) filed a lawsuit against BIOLASE in the District of Utah alleging that BIOLASE’s ezlase dental laser infringes on U.S. Patent No. 7,485,116 (the “116 Patent”). On September 9, 2012, CAO amended its complaint, adding claims for (1) business disparagement/injurious falsehood under common law and (2) unfair competition under 15 U.S.C. Section 1125(a). The additional claims stemmed from a press release that BIOLASE issued on April 30, 2012, which CAO claimed contained false statements that were disparaging to CAO and its diode product. The amended complaint sought injunctive relief, treble damages, attorneys’ fees, punitive damages, and interest. Until January 24, 2018, this lawsuit was stayed in connection with United States Patent and Trademark Office proceedings relating to the 116 Patent, which proceedings ultimately culminated in a January 27, 2017 decision by the United States Court of Appeals for the Federal Circuit, affirming the findings of the Patent Trial and Appeal Board, which were generally favorable to the Company. On January 25, 2018, CAO moved for leave to file a second amended complaint to add certain claims, which filing the Company did not oppose. On January 23, 2018, CAO filed a lawsuit against BIOLASE in the Central District of California alleging that BIOLASE’s diode lasers infringe on U.S. Patent Nos. 8,337,097, 8,834,497, 8,961,040 and 8,967,883. The complaint sought injunctive relief, treble damages, attorneys’ fees, punitive damages, and interest. On January 25, 2019 (the “Effective Date”), BIOLASE entered into a settlement agreement (the “CAO Settlement Agreement”) with CAO. Pursuant to the CAO Settlement Agreement, CAO agreed to dismiss with prejudice the lawsuits filed by CAO against the Company in April 2012 and January 2018. In addition, CAO granted to the Company and its affiliates a non-exclusive, non-transferable (except as provided in the CAO Settlement Agreement), royalty-free, fully-paid, worldwide license to the licensed patents for use in the licensed products and agreed not to sue the Company, its affiliates or any of its manufacturers, distributors, suppliers or customers for use of the licensed patents in the licensed products, and the parties agreed to a mutual release of claims. The Company agreed (i) to pay to CAO, within five days of the Effective Date, $ 500,000 in cash, (ii) to issue to CAO, within 30 days of the Effective Date, 20,000 restricted shares of BIOLASE common stock (the “Stock Consideration”), and (iii) to pay to CAO, within 30 days of December 31, 2021, an amount in cash equal to the difference (if positive) between $ 1,000,000 and the value of the Stock Consideration on December 31, 2021. The Stock Consideration vested and became transferrable on December 31, 2021, subject to the terms of a restricted stock agreement entered into between the parties. The Company considered this a Type I subsequent event and recognized a $ 1.5 million contingent loss on patent litigation settlement in its consolidated statement of operations for the year ended December 31, 2018. In January 2019, the Company paid CAO $ 500,000 in cash. On January 31, 2019, the case was dismissed with prejudice. During the three-month period ended March 31, 2019, the Company recorded an additional loss on patent litigation of $ 0.2 million which represented the change in fair value of the restricted stock to be issued to CAO at March 31, 2019. Subsequent to March 31, 2019, the Company reversed the additional loss commensurate with the fluctuations in the Company’s share price. In August 2020, the Company signed a Letter Agreement to terminate the Manufacturing Agreement and purchase from CAO raw materials and other inventory held by CAO as part of the original CAO Settlement Agreement. During the year ended December 31, 2021, the Company recorded an additional loss on patent litigation of $ 0.3 million which represented the change in fair value of the liability to be paid to CAO. In February 2021, the Company issued 20,000 restricted shares of common stock in satisfaction of its obligation to issue the Stock Consideration to CAO under the CAO Settlement Agreement and reduced the accrued liability to $ 0.6 million. As of December 31, 2021, the remaining accrued liability related to the CAO Settlement Agreement was included in current accrued liabilities in the amount of $ 0.8 million. In January 2022, the Company paid all amounts due to CAO and removed the liability. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 12—SEGMENT INFORMATION The Company currently operates in a single business segment. Management uses one measurement of profitability and does not segregate its business for internal reporting. For the three and nine months ended September 30, 2022 , sales to customers in the United States accounted for approximately 70 % and 71 % of net revenue, respectively, and international sales accounted for approximately 30 % and 29 % of net revenue, respectively. For the three and nine months ended September 30, 2021 , sales to customers in the United States accounted for approximately 62 % and 64 % of net revenue and international sales accounted for approximately 38 % and 36 % of net revenue. No individual country, other than the United States, represented more than 10% of total net revenue during the three and nine months ended September 30, 2022 or 2021. Net revenue by geographic location based on the location of customers was as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 United States $ 8,413 $ 5,939 $ 24,290 $ 17,024 International 3,597 3,592 10,121 9,756 Total net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 Property, plant, and equipment by geographic location was as follows (in thousands): September 30, December 31, 2022 2021 United States $ 3,687 $ 797 International 228 270 Total $ 3,915 $ 1,067 |
Concentrations
Concentrations | 9 Months Ended |
Sep. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Concentrations | NOTE 13—CONCENTRATIONS Revenue from the Company’s products are as follows (dollars in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Laser systems $ 7,302 60.8 % $ 6,084 63.8 % $ 21,626 62.9 % $ 16,588 61.9 % Consumables and other 2,632 21.9 % 2,331 24.5 % 8,379 24.3 % 6,923 25.9 % Services 2,076 17.3 % 1,116 11.7 % 4,406 12.8 % 3,269 12.2 % Total net revenue $ 12,010 100.0 % $ 9,531 100.0 % $ 34,411 100.0 % $ 26,780 100.0 % No individual customer represented more than 10 % of the Company’s revenue for the three and nine months ended September 30, 2022 or 2021. The Company maintains its cash and cash equivalents in money market investment accounts with established commercial banks. Such cash deposits periodically exceed the Federal Deposit Insurance Corporation insured limit. No individual customer represented more than 10 % of the Company’s accounts receivable at September 30, 2022 and December 31, 2021. The Company currently purchases certain key components of its products from single suppliers. Although there are a limited number of manufacturers of these key components, management believes that other suppliers could provide similar key components on comparable terms. A change in suppliers, however, could cause delays in manufacturing and a possible loss of sales, which could adversely affect the Company’s business, results of operations and financial condition. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 14—INCOME TAXES The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Management evaluates the need to establish a valuation allowance for deferred tax assets based upon the amount of existing temporary differences, the period in which they are expected to be recovered, and expected levels of taxable income. A valuation allowance to reduce deferred tax assets is established when it is “more likely than not” that some or all of the deferred tax assets will not be realized. Based on the Company’s net losses in prior years, management has determined that a full valuation allowance against the Company’s net deferred tax assets is appropriate. Accounting for uncertainty in income taxes prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return and provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has elected to classify interest and penalties as a component of its income tax provision. With respect to the liability for unrecognized tax benefits, including related estimates of penalties and interest, the Company did no t record a liability for unrecognized tax benefits for the three and nine months ended September 30, 2022 and 2021. The Company does not expect any changes to its unrecognized tax benefit for the next 12 months that would materially impact its consolidated financial statements. During the three and nine months ended September 30, 2022 , the Company recorded an income tax benefit of $ 17,000 and an income tax provision of $ 23,000 , respectively, resulting in an effective tax rate of 0.2 % and ( 0.1 %) respectively. During the three and nine months ended September 30, 2021 , the Company recorded an income tax provision of $ 14,000 and an income tax benefit of $ 7,000 , respectively, resulting in an effective tax rate of ( 0.4 %) and 0.1 %, respectively. The income tax provisions and benefit for the three and nine months ended September 30, 2022 and 2021 were calculated using the discrete year-to-date method. The effective tax rate differs from the statutory tax rate of 21 % primarily due to the existence of valuation allowances against net deferred tax assets and current liabilities resulting from the estimated state income tax liabilities and foreign tax liability. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of these consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect amounts reported in the consolidated financial statements and the accompanying notes. Significant estimates in these consolidated financial statements include allowances on accounts receivable, inventory, and deferred taxes, as well as estimates for accrued warranty expenses, goodwill and the ability of goodwill to be realized, revenue deferrals, effects of stock-based compensation and warrants, contingent liabilities, and the provision or benefit for income taxes. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may differ materially from those estimates. |
Critical Accounting Policies | Critical Accounting Policies Information with respect to the Company’s critical accounting policies, which management believes could have the most significant effect on the Company’s reported results and require subjective or complex judgments by management as discussed in the Company’s 2021 audited financial statements included in the 2021 Form 10-K. Management believes that there have been no significant changes during the nine months ended September 30, 2022 in the Company’s critical accounting policies from those disclosed in the Company’s 2021 audited financial statements included in the 2021 Form 10-K. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market (or, if none exists, the most advantageous market) for the specific asset or liability at the measurement date (referred to as the “exit price”). The fair value is based on assumptions that market participants would use, including a consideration of non-performance risk. Under the accounting guidance for fair value hierarchy, there are three levels of measurement inputs. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable, either directly or indirectly. Level 3 inputs are unobservable due to little or no corroborating market data. The Company’s financial instruments, consisting of cash, cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities, and the SWK Loan (as defined below) as discussed in Note 9 – Debt, approximate fair value because of the relative short maturity of these items and the market interest rates the Company could obtain . |
Concentration of Credit Risk, Interest Rate Risk and Foreign Currency Exchange Rate | Concentration of Credit Risk, Interest Rate Risk and Foreign Currency Exchange Rate Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents, restricted cash, and trade accounts receivable. The Company maintains its cash and cash equivalents and restricted cash with established commercial banks. At times, balances may exceed federally insured limits. To minimize the risk associated with trade accounts receivable, management performs ongoing credit evaluations of customers’ financial condition and maintains relationships with the Company’s customers that allow management to monitor current changes in business operations so the Company can respond as needed. The Company does not, generally, require customers to provide collateral before it sells them its products. However, the Company has required certain distributors to make prepayments for significant purchases of its products. Substantially all of the Company’s revenue is denominated in U.S. dollars, including sales to international distributors. Only a small portion of its revenue and expenses is denominated in foreign currencies, principally the Euro and Indian Rupee. The Company’s foreign currency expenditures primarily consist of the cost of maintaining offices, consulting services, and employee-related costs. During the three and nine months ended September 30, 2022 and 2021 , respectively, the Company did not enter into any hedging contracts. Future fluctuations in the value of the U.S. dollar may affect the price competitiveness of the Company’s products outside the U.S. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification (“ASC”). The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined not to be applicable or are expected to have minimal impact on the Company’s consolidated financial position and results of operations. Recently Issued Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40). This ASU reduces the number of accounting models for convertible debt instruments and convertible preferred stock and amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. In addition, this ASU improves and amends the related earnings per share guidance. This standard became effective for the Company beginning on January 1, 2022. Adoption is either a modified retrospective method or a fully retrospective method of transition. The Company adopted this guidance effective January 1, 2022, and the adoption of this standard did not have a material impact on its consolidated financial statements. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. This ASU clarifies the accounting for modifications or exchanges of freestanding equity-classified written call options (i.e. warrants) so that the transaction should be treated as an exchange of the original instrument for a new instrument. This standard is effective for fiscal years beginning after December 15, 2021 on a prospective basis, with early adoption permitted. The Company adopted this guidance effective January 1, 2022, and the adoption of this standard did not have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard’s main goal is to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope and to replace the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company will be required to use a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The standard will be effective for the Company beginning January 1, 2023, with early adoption permitted beginning January 1, 2019. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenue Recognition [Abstract] | |
Summary of Opening and Closing Balances of Contract Liabilities | The opening and closing balances of the Company’s contract liabilities are as follows (in thousands): September 30, December 31, 2022 2021 Undelivered elements (training, installation, product $ 366 $ 835 Extended warranty contracts 1,851 1,753 Total deferred revenue 2,217 2,588 Less: long-term portion of deferred revenue ( 347 ) ( 329 ) Deferred revenue — current $ 1,870 $ 2,259 |
Summary of Disaggregation of Revenues Related to Geographic Areas | The Company’s revenues related to the following geographic areas were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 United States $ 8,413 $ 5,939 $ 24,290 $ 17,024 International 3,597 3,592 10,121 9,756 Total net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 |
Summary of Revenues Disaggregated by Timing of Goods and Services Transferred | Information regarding revenues disaggregated by the timing of when goods and services are transferred is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenue recognized over time $ 2,076 $ 1,116 $ 4,406 $ 3,269 Revenue recognized at a point in time 9,934 8,415 30,005 23,511 Net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 |
Summary of Sales by End Market | The Company’s sales by end market were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 End-customer $ 8,413 $ 5,939 $ 24,290 $ 17,024 Distributors 3,597 3,592 10,121 9,756 Net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 |
Redeemable Preferred Stock an_2
Redeemable Preferred Stock and Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Summary of Income Statement Classification of Compensation Expense | The following table summarizes the income statement classification of compensation expense associated with share-based payments (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cost of revenue $ 20 $ 25 $ 133 $ 138 Sales and marketing 136 62 448 291 General and administrative 32 61 183 777 Engineering and development 403 44 927 282 Total $ 591 $ 192 $ 1,691 $ 1,488 |
Assumptions on Estimation of Stock Option Fair Values | The fair values of stock options granted in the period were estimated using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Expected term (years) — 6.1 — 6.1 Volatility — % 111 % — % 111 % Annual dividend per share N/A N/A N/A N/A Risk-free interest rate — % 0.98 % — % 0.86 % |
Summary of Option Activity | A summary of option activity for the nine months ended September 30, 2022 is as follows (in thousands, except per share data): Weighted Weighted Average Contractual Aggregate Shares Exercise Term Intrinsic Options outstanding at December 31, 2021 70 $ 62.01 7.1 $ 15 Forfeited, cancelled, or expired ( 18 ) $ 22.82 Options outstanding at September 30, 2022 52 $ 74.95 6.0 $ — Options exercisable at September 30, 2022 50 $ 77.50 5.9 $ — Vested options expired during the period — $ — |
Summary of Unvested Stock Option Activity | A summary of unvested stock option activity for the nine months ended September 30, 2022 is as follows (in thousands, except per share data): Weighted Average Grant Shares Date Fair Value Unvested options at December 31, 2021 5 $ 17.31 Vested ( 2 ) $ 20.99 Forfeited or cancelled ( 1 ) $ 17.03 Unvested options at September 30, 2022 2 $ 14.76 |
Fair Value Disclosures Related to Grants, Exercises and Vesting Options | Fair value disclosures related to grants, exercises and vested options are as follows (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Proceeds from stock options exercised $ — $ 66 $ — $ 66 Tax benefit related to stock options exercised (1) N/A N/A N/A N/A Intrinsic value of stock options exercised (2) $ — $ 42 $ — $ 42 Weighted-average fair value of options granted per share $ — $ 0.49 $ — $ 0.72 Total fair value of stock options vested during the period $ 12 $ 8 $ 35 $ 395 (1) Excess tax benefits received related to stock option exercises are presented as operating cash inflows. The Company currently does not receive a tax benefit related to the exercise of stock options due to the Company’s net operating losses. (2) The intrinsic value of stock options exercised is the amount by which the market price of the stock on the date of exercise exceeded the exercise price of the options. |
Summary of Unvested Restricted Stock Units | A summary of unvested RSU activity for the nine months ended September 30, 2022 is as follows (in thousands, except per share amounts): Weighted Average Grant Shares Date Fair Value Unvested RSUs at December 31, 2021 94 $ 15.64 Granted 480 $ 4.44 Vested ( 158 ) $ 7.45 Forfeited or cancelled ( 5 ) $ 16.63 Unvested RSUs at September 30, 2022 411 $ 5.69 |
Summary of Warrant Activity | A summary of warrant activity for the nine months ended September 30, 2022 is as follows (in thousands, except exercise price amounts): Weighted Average Shares Exercise Warrants outstanding, December 31, 2021 17,996 $ 19.98 Granted or Issued 2,132 $ 3.05 Exercised ( 178 ) $ — Forfeited, cancelled, or expired ( 785 ) $ 225.00 Warrants outstanding at September 30, 2022 19,165 $ 9.88 Warrants exercisable at September 30, 2022 19,165 $ 9.88 Vested warrants expired during the period ( 785 ) $ 225.00 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Components of Inventory | Inventory is valued at the lower of cost or net realizable value and is comprised of the following (in thousands): September 30, December 31, 2022 2021 Raw materials $ 6,465 $ 4,444 Work-in-process 2,192 1,726 Finished goods 7,770 6,759 Inventory $ 16,427 $ 12,929 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant, and Equipment | Property, plant, and equipment, net is comprised of the following (in thousands): September 30, December 31, 2022 2021 Building $ 182 $ 211 Leasehold improvements 328 89 Equipment and computers 8,452 8,150 Furniture and fixtures 475 471 Construction in progress 2,730 31 Total 12,167 8,952 Accumulated depreciation and amortization ( 8,394 ) ( 8,049 ) Property, plant, and equipment, net before land 3,773 903 Land 142 164 Property, plant, and equipment, net $ 3,915 $ 1,067 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Components of Accrued Liabilities | Accrued liabilities are comprised of the following (in thousands): September 30, December 31, 2022 2021 Payroll and benefits $ 3,017 $ 3,969 Warranty accrual, current portion 1,061 565 Contingent Liability 880 — Accrued professional services 633 275 Lease liability 615 405 Taxes 193 558 Accrued insurance premium 13 600 Settlement accrual — 805 Other 507 1,099 Accrued liabilities $ 6,919 $ 8,276 |
Changes in Initial Product Warranty Accrual and Expenses Under Initial and Extended Warranties | Changes in the initial product warranty accrual and the expenses incurred under the Company’s initial and extended warranties are included within accrued liabilities and were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Balance, beginning of period $ 1,233 $ 551 $ 1,086 $ 1,132 Provision for estimated warranty cost 1,255 832 2,715 1,129 Warranty expenditures ( 1,011 ) ( 366 ) ( 2,324 ) ( 1,244 ) Balance, end of period 1,477 1,017 1,477 1,017 Less: long-term portion of warranty accrual 416 472 416 472 Current portion of warranty accrual $ 1,061 $ 545 $ 1,061 $ 545 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Principal Outstanding and Unamortized Discount | The following table presents the details of the principal outstanding and unamortized discount (in thousands): September 30, December 31, 2022 2021 SWK Loan $ 13,300 $ 14,300 EIDL Loan 150 150 Discount and debt issuance costs on SWK Loan ( 657 ) ( 847 ) Total 12,793 13,603 Current term loans, net of discount — — Non current term loans, net of discount $ 12,793 $ 13,603 |
Summary of Future Minimum Principal and Interest Payments | The future minimum principal and interest payments as of September 30, 2022 are as follows (in thousands): Principal Interest (1) Remainder of 2022 $ — $ 357 2023 700 1,425 2024 2,800 1,242 2025 9,800 1,895 2026 — 9 2027 and thereafter 150 89 Total future payments $ 13,450 $ 5,017 (1) Estimated using London Interbank Bank Offered Rate (“LIBOR”) as of September 30, 2022 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Information related to Right-of-use Assets and Liabilities | Information related to the Company’s right-of-use assets and related liabilities were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cash paid for operating lease liabilities $ 84 $ 62 $ 219 $ 185 Right-of-use assets obtained in exchange for new operating $ — $ — $ 562 $ 48 Weighted-average remaining lease term 2.9 years 3.8 years 2.9 years 3.8 years Weighted-average discount rate 12.3 % 12.3 % 12.3 % 12.3 % |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of September 30, 2022 for leases that have commenced are as follows (in thousands): September 30, 2023 $ 831 2024 826 2025 644 2026 144 2027 and thereafter — Total future minimum lease obligations 2,445 Less imputed interest ( 402 ) Total lease liabilities $ 2,043 Current operating lease liabilities, included in $ 615 Non current lease liabilities 1,428 Total lease liabilities $ 2,043 |
Future minimum rental commitments under lease agreements with non-cancelable Operating Leases | Future minimum rental commitments under lease agreements, as of September 30, 2022, with non-cancelable terms greater than one year for each of the years ending December 31 are as follows (in thousands): Year Ended December 31, Remainder of 2022 $ 205 2023 834 2024 822 2025 584 2026 and thereafter — Total future minimum lease obligations 2,445 Less imputed interest ( 402 ) Total lease liabilities $ 2,043 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Summary of Net Revenue by Geographic Location | Net revenue by geographic location based on the location of customers was as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 United States $ 8,413 $ 5,939 $ 24,290 $ 17,024 International 3,597 3,592 10,121 9,756 Total net revenue $ 12,010 $ 9,531 $ 34,411 $ 26,780 |
Summary of Property, Plant and Equipment by Geographic Location | Property, plant, and equipment by geographic location was as follows (in thousands): September 30, December 31, 2022 2021 United States $ 3,687 $ 797 International 228 270 Total $ 3,915 $ 1,067 |
Concentrations (Tables)
Concentrations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Summary of Net Revenue from Various Products | Revenue from the Company’s products are as follows (dollars in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Laser systems $ 7,302 60.8 % $ 6,084 63.8 % $ 21,626 62.9 % $ 16,588 61.9 % Consumables and other 2,632 21.9 % 2,331 24.5 % 8,379 24.3 % 6,923 25.9 % Services 2,076 17.3 % 1,116 11.7 % 4,406 12.8 % 3,269 12.2 % Total net revenue $ 12,010 100.0 % $ 9,531 100.0 % $ 34,411 100.0 % $ 26,780 100.0 % |
Description of Business and B_2
Description of Business and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 22, 2022 | Apr. 28, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Jun. 27, 2022 | Dec. 31, 2020 | |
Basis Of Presentation [Line Items] | ||||||||||
Series F Preferred stock, shares issued | 0 | 0 | 0 | |||||||
Common Stock, Shares, Issued | 7,144,000 | 7,144,000 | 7,142,000 | |||||||
Proceeds from the sale of common stock | $ 5,635 | $ 13,291 | ||||||||
Net loss | $ (8,387) | $ (3,276) | (18,773) | (10,879) | ||||||
Net increase in operating assets a liabilities | 6,500 | |||||||||
Prepaid expenses and other current assets | 2,648 | 2,648 | $ 2,012 | |||||||
Working capital | 20,100 | 20,100 | 35,500 | |||||||
Cash and cash equivalents | 9,960 | 9,960 | 29,972 | |||||||
Cash, cash equivalents, and restricted cash | 9,960 | $ 33,589 | 9,960 | 33,589 | 30,175 | $ 17,876 | ||||
Net cash and cash equivalents used in investing activities | (3,256) | (396) | 3,300 | |||||||
Accounts receivable, net | $ 4,846 | 4,846 | 4,238 | |||||||
Net cash used in operating activities | $ (21,179) | $ (13,606) | ||||||||
Net decreases in operating assets | 21,200 | |||||||||
Reverse stock split | one-for-twenty-five | |||||||||
SWK Loan | ||||||||||
Basis Of Presentation [Line Items] | ||||||||||
Proceed from term loan offering | 1,000 | |||||||||
Cyber Incident | ||||||||||
Basis Of Presentation [Line Items] | ||||||||||
Prepaid expenses and other current assets | $ 400 | |||||||||
Private Placement [Member] | ||||||||||
Basis Of Presentation [Line Items] | ||||||||||
Proceeds from offering, net of underwriting discounts and commissions | $ 5,600 | |||||||||
Securities Purchase Agreement [Member] | ||||||||||
Basis Of Presentation [Line Items] | ||||||||||
Warrant issued | 726,660 | |||||||||
Common Stock, Shares, Issued | 678,745 | |||||||||
Gross proceeds from transactions and other transactions | $ 6,500 | |||||||||
Securities Purchase Agreement [Member] | Private Placement [Member] | ||||||||||
Basis Of Presentation [Line Items] | ||||||||||
Common Stock, Shares, Issued | 1,405,405 | |||||||||
Membership Interest Purchase Agreement [Member] | ||||||||||
Basis Of Presentation [Line Items] | ||||||||||
Purchase price payable, description | the Company acquired all of the issued and outstanding membership interests of Med-Fiber on the terms and subject to the conditions set forth in the Purchase Agreement, for a purchase price equal to $1,320,000, plus, subject to the satisfaction of certain milestones, additional earn-out consideration in an aggregate amount of up to $880,000. Med-Fiber was engaged in the business of manufacturing and supplying infrared transmitting fiber optics for laser power delivery applications and activities related thereto. The purchase was accounted for as an asset acquisition as substantially all of the fair value of the gross assets acquired is concentrated in a group of similar assets. The $2,220,000 is included as a component of property, plant, and equipment in the consolidated balance sheet as of September 30, 2022. |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Revenue Recognition [Abstract] | |||||
Revenue recognized from contract liability | $ 700 | $ 200 | |||
Contract With Customer Liability Revenue Recognized Extended Warranty | 1,300 | $ 1,100 | |||
Undelivered elements (product training, installation, product and support services) | $ 366 | $ 366 | $ 835 | ||
Revenue from services transferred to customers over time, percentage | 17% | 12% | 13% | 12% | |
Revenue from products and services transferred to customers, percentage | 83% | 88% | 87% | 88% |
Summary of Opening and Closing
Summary of Opening and Closing Balances of Contract Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Revenue Recognition [Abstract] | ||
Undelivered elements (training, installation, product and support services) | $ 366 | $ 835 |
Extended warranty contracts | 1,851 | 1,753 |
Total deferred revenue | 2,217 | 2,588 |
Less long-term portion of deferred revenue | (347) | (329) |
Deferred revenue — current | $ 1,870 | $ 2,259 |
Summary of Disaggregation of Re
Summary of Disaggregation of Revenues Related to Geographic Areas (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | $ 12,010 | $ 9,531 | $ 34,411 | $ 26,780 |
United States | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | 8,413 | 5,939 | 24,290 | 17,024 |
International | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total net revenue | $ 3,597 | $ 3,592 | $ 10,121 | $ 9,756 |
Summary of Revenues Disaggregat
Summary of Revenues Disaggregated by Timing of Goods and Services Transferred (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 12,010 | $ 9,531 | $ 34,411 | $ 26,780 |
Revenue Recognized Over Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | 2,076 | 1,116 | 4,406 | 3,269 |
Revenue Recognized at a Point in Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 9,934 | $ 8,415 | $ 30,005 | $ 23,511 |
Summary of Sales by End Market
Summary of Sales by End Market (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 12,010 | $ 9,531 | $ 34,411 | $ 26,780 |
End-customer | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | 8,413 | 5,939 | 24,290 | 17,024 |
Distributors | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 3,597 | $ 3,592 | $ 10,121 | $ 9,756 |
Redeemable Preferred Stock an_3
Redeemable Preferred Stock and Stockholders' Equity - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Jun. 27, 2022 USD ($) $ / shares shares | Sep. 28, 2020 $ / shares | Jul. 23, 2020 USD ($) $ / shares shares | Jun. 08, 2020 USD ($) $ / shares shares | Nov. 14, 2018 USD ($) Customer $ / shares shares | Nov. 09, 2018 USD ($) Customer $ / shares shares | Sep. 27, 2018 USD ($) $ / shares | Mar. 06, 2018 USD ($) $ / shares | Sep. 30, 2020 $ / shares | Aug. 31, 2020 $ / shares | Mar. 31, 2020 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) shares | Jun. 30, 2022 USD ($) | Jun. 30, 2020 $ / shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) | Mar. 01, 2022 $ / shares | Feb. 28, 2021 USD ($) | Nov. 30, 2019 $ / shares | May 31, 2019 $ / shares shares | |
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock, shares authorized | shares | 180,000,000 | 180,000,000 | 180,000,000 | ||||||||||||||||||||
Common stock, shares issued | shares | 7,144,000 | 7,144,000 | 7,142,000 | ||||||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||
Series F Preferred stock, shares issued | shares | 0 | 0 | 0 | ||||||||||||||||||||
Common stock value | $ 7,000 | $ 7,000 | $ 6,000 | ||||||||||||||||||||
Expected term (years) | 6 years 1 month 6 days | 6 years 1 month 6 days | |||||||||||||||||||||
Volatility | 0% | 111% | 0% | 111% | |||||||||||||||||||
Risk-free interest rate | 0% | 0.98% | 0% | 0.86% | |||||||||||||||||||
Conversion of preferred stock into common stock | shares | 261 | 261 | |||||||||||||||||||||
Common stock authorized for issuance | shares | 41,000,000 | 41,000,000 | |||||||||||||||||||||
Compensation expense related to stock options | $ 600,000 | $ 200,000 | $ 1,700,000 | $ 1,500,000 | |||||||||||||||||||
Total unrecognized compensation expense | 1,800,000 | 800,000 | 1,800,000 | 800,000 | |||||||||||||||||||
Accrued liabilities | 6,919,000 | 6,919,000 | 8,276,000 | $ 600,000 | |||||||||||||||||||
Other liabilities | 260,000 | $ 260,000 | 330,000 | ||||||||||||||||||||
Unrecognized share based compensation expense to be recognized over weighted-average period | 1 year 1 month 6 days | ||||||||||||||||||||||
Allocated Share-based Compensation Expense | 591,000 | $ 192,000 | $ 1,691,000 | $ 1,488,000 | |||||||||||||||||||
Additional paid-in-capital | $ 301,196,000 | $ 301,196,000 | $ 293,325,000 | ||||||||||||||||||||
Other offering expenses | $ 700,000 | ||||||||||||||||||||||
Outstanding stock options, RSUs and warrants excluded from diluted loss per share | shares | 2,600,000 | 1,000,000 | |||||||||||||||||||||
Warrants adjusted exercise price | $ / shares | $ 15 | ||||||||||||||||||||||
June 2022 Warrants [Member] | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 0.001 | ||||||||||||||||||||||
Sale of common stock, shares | shares | 678,745,000 | ||||||||||||||||||||||
Proceeds from offering | $ 6,500,000 | ||||||||||||||||||||||
Combined purchase price of share and warrant | $ / shares | $ 4.625 | ||||||||||||||||||||||
June 2022 Pre-Funded Warrants [Member] | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Equity raise of gross proceeds | $ 5,600,000 | ||||||||||||||||||||||
Warrant issued | shares | 726,660,000 | ||||||||||||||||||||||
Combined purchase price of share and warrant | $ / shares | $ 4.624 | ||||||||||||||||||||||
July 2020 Warrants | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Proceeds from issuance of warrants | $ 15,300,000 | ||||||||||||||||||||||
Warrants issued in connection with debt instruments | $ 15,300,000 | ||||||||||||||||||||||
Equity, Fair Value Adjustment | $ 9,500,000 | ||||||||||||||||||||||
Change in fair value of warrants | 5,800,000 | ||||||||||||||||||||||
Issuance costs for common stock warrants | 1,600,000 | ||||||||||||||||||||||
Allocation to preferred stock and warrants before issuance costs | $ 15,300,000 | ||||||||||||||||||||||
July 2020 Warrants | Rights Offering | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant issued | shares | 45,000,000 | ||||||||||||||||||||||
Allocated to the warrants based upon fair values | $ 15,300,000 | ||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 10 | ||||||||||||||||||||||
Dividend yield | 0% | ||||||||||||||||||||||
Series F Convertible Preferred Stock and July 2020 Warrants | Rights Offering | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 8.50 | $ 8.50 | |||||||||||||||||||||
Expected term (years) | 5 years | ||||||||||||||||||||||
Closing price of common stock | $ / shares | $ 11 | ||||||||||||||||||||||
Volatility | 109.80% | ||||||||||||||||||||||
Risk-free interest rate | 0.27% | ||||||||||||||||||||||
Sale of common stock, shares | shares | 18,000 | ||||||||||||||||||||||
Deemed dividend on convertible preferred stock | $ 14,700,000 | ||||||||||||||||||||||
Series F Convertible Preferred Stock | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Temporary equity preferred stock, shares authorized | shares | 18,000,000 | ||||||||||||||||||||||
Conversion price | $ / shares | $ 10 | ||||||||||||||||||||||
Series G Preferred stock, shares authorized | shares | 18,000,000 | ||||||||||||||||||||||
Options and restricted stock units outstanding | shares | 251,000 | ||||||||||||||||||||||
Allocation to preferred stock and warrants before issuance costs | $ 2,700,000 | ||||||||||||||||||||||
Series F Preferred Stock and July Two Thousand Twenty Amendment | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 5.25 | ||||||||||||||||||||||
Expected term (years) | 5 years | ||||||||||||||||||||||
Closing price of common stock | $ / shares | $ 7 | ||||||||||||||||||||||
Volatility | 109.50% | ||||||||||||||||||||||
Risk-free interest rate | 0.26% | ||||||||||||||||||||||
Dividend yield | 0% | ||||||||||||||||||||||
Series F Convertible Preferred Stock | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock value | $ 1,000,000 | ||||||||||||||||||||||
Proceeds from issuance of warrants | 2,700,000 | ||||||||||||||||||||||
Proceeds of common stock and warrants | 18,000,000 | ||||||||||||||||||||||
Warrants issued in connection with debt instruments | 2,700,000 | ||||||||||||||||||||||
Deemed dividend on convertible preferred stock | $ 2,700,000 | $ 200,000 | $ 500,000 | ||||||||||||||||||||
Convertible preferred stock, shares outstanding | shares | 0 | 0 | |||||||||||||||||||||
Preferred stock par value | $ / shares | $ 0.001 | ||||||||||||||||||||||
Series F Convertible Preferred Stock | Rights Offering | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Proceeds allocated to the warrants based upon fair values | $ 2,700,000 | ||||||||||||||||||||||
Series G Redeemable Preferred Stock | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Temporary equity, par value | $ / shares | $ 0.001 | ||||||||||||||||||||||
Private Placement | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant issued | shares | 10,800,000 | ||||||||||||||||||||||
Proceeds from offering, net of underwriting discounts and commissions | $ 5,600,000 | ||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 0.515 | ||||||||||||||||||||||
Temporary equity numbers of shares sold | shares | 10,800,000 | ||||||||||||||||||||||
Private Placement | June 2022 Warrants [Member] | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant issued | shares | 1,405,405,000 | ||||||||||||||||||||||
Private Placement | Series F Convertible Preferred Stock | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock, shares issued | shares | 652,500 | 652,500 | |||||||||||||||||||||
Public Offering | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant expiration date | Jun. 10, 2025 | ||||||||||||||||||||||
Proceeds from offering | $ 6,900,000 | ||||||||||||||||||||||
Combined purchase price of share and warrant | $ / shares | $ 16 | ||||||||||||||||||||||
Maximum | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Temporary equity preferred stock, shares authorized | shares | 1,000,000 | 1,000,000 | |||||||||||||||||||||
Series G Preferred stock, shares authorized | shares | 1,000,000 | 1,000,000 | |||||||||||||||||||||
2002 Stock Incentive Plan | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock authorized for issuance | shares | 124,400,000 | 124,400,000 | |||||||||||||||||||||
Options available for future grants | shares | 0 | 0 | |||||||||||||||||||||
2018 Long-Term Incentive Plan | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock authorized for issuance | shares | 100,000 | 100,000 | |||||||||||||||||||||
Options and restricted stock units outstanding | shares | 1,000,000 | 1,000,000 | |||||||||||||||||||||
2018 Long-Term Incentive Plan | Common Stock | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock authorized for issuance | shares | 1,500,000 | 1,500,000 | |||||||||||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Options and restricted stock units outstanding | shares | 23,000,000 | 23,000,000 | |||||||||||||||||||||
Phantom Share Units (PSUs) | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Other liabilities | $ 200,000 | $ 200,000 | $ 300,000 | ||||||||||||||||||||
Allocated Share-based Compensation Expense | 100,000 | 100,000 | |||||||||||||||||||||
Additional paid-in-capital | 100,000 | 100,000 | $ 100,000 | ||||||||||||||||||||
Shares issued in period | shares | 30,000 | 400,000 | |||||||||||||||||||||
Stock Appreciation Rights (SARs) | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Accrued liabilities | $ 300,000 | ||||||||||||||||||||||
Allocated Share-based Compensation Expense | $ 0 | $ 300,000 | |||||||||||||||||||||
Additional paid-in-capital | $ 500,000 | ||||||||||||||||||||||
Shares issued in period | shares | 40,000 | ||||||||||||||||||||||
Original Western Alliance Warrant | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Conversion price | $ / shares | $ 58.75 | ||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 53.25 | ||||||||||||||||||||||
Warrants expire date | Sep. 27, 2028 | ||||||||||||||||||||||
Original Western Alliance Warrant | Maximum | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrants issued to purchase shares of common stock equal value | $ 120,000,000 | $ 120,000 | |||||||||||||||||||||
SWK Warrants | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant issued | shares | 372,023,000 | ||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 33.50 | $ 9.75 | $ 25 | ||||||||||||||||||||
Change in fair value of warrants | $ 400,000 | $ 100,000 | |||||||||||||||||||||
Warrants expire date | Nov. 09, 2026 | ||||||||||||||||||||||
Warrants adjusted exercise price | $ / shares | $ 9.75 | ||||||||||||||||||||||
Warrant issued | shares | 487,198,000 | ||||||||||||||||||||||
Number Of Trading Days | Customer | 10 | ||||||||||||||||||||||
Warrants Fair Value Assumptions Expected Term | 8 years | ||||||||||||||||||||||
Warrants fair value assumptions, expected volatility rate | 81.79% | ||||||||||||||||||||||
Warrants fair value assumptions annual dividend per share | $ / shares | $ 0 | ||||||||||||||||||||||
Warrants fair value assumptions, risk-free interest rate | 3.13% | ||||||||||||||||||||||
Warrants adjusted strike price | $ / shares | $ 12.25 | ||||||||||||||||||||||
SWK Warrants | Maximum | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 22 | $ 22 | |||||||||||||||||||||
SWK Warrants | Minimum | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | 33.50 | $ 33.50 | |||||||||||||||||||||
DPG Warrants | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant issued | shares | 149,727,000 | ||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 33.50 | $ 54.25 | |||||||||||||||||||||
Expected term (years) | 5 years | ||||||||||||||||||||||
Change in fair value of warrants | $ 300,000 | ||||||||||||||||||||||
Warrants expire date | Nov. 09, 2026 | ||||||||||||||||||||||
Warrant issued | shares | 279,851,000 | ||||||||||||||||||||||
Number Of Trading Days | Customer | 10 | ||||||||||||||||||||||
Warrants Fair Value Assumptions Expected Term | 8 years | ||||||||||||||||||||||
Warrants fair value assumptions, expected volatility rate | 8,179% | ||||||||||||||||||||||
Warrants fair value assumptions annual dividend per share | $ / shares | $ 0 | ||||||||||||||||||||||
Warrants fair value assumptions, risk-free interest rate | 313% | ||||||||||||||||||||||
Finder's fee | $ 400,000 | ||||||||||||||||||||||
Adjusted exercise price of warrants | $ / shares | $ 15.50 | $ 9.50 | |||||||||||||||||||||
DPG Warrants | Maximum | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | 35.50 | $ 35.50 | |||||||||||||||||||||
DPG Warrants | Minimum | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | 54.25 | $ 54.25 | |||||||||||||||||||||
June 2020 Warrants | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Common stock, shares issued | shares | 100,000 | ||||||||||||||||||||||
Proceeds of common stock and warrants | $ 6,200,000 | ||||||||||||||||||||||
Weighted average exercise price of warrants | $ / shares | $ 10.5 | $ 10.5 | |||||||||||||||||||||
Expected term (years) | 5 years | ||||||||||||||||||||||
Closing price of common stock | $ / shares | $ 13.5 | ||||||||||||||||||||||
Volatility | 109.80% | ||||||||||||||||||||||
Risk-free interest rate | 0.45% | ||||||||||||||||||||||
Allocation to preferred stock and warrants before issuance costs | $ 3,000,000 | ||||||||||||||||||||||
Dividend Declared | 0 | ||||||||||||||||||||||
Allocation to common stock and warrants before issuance costs | $ 3,900,000 | ||||||||||||||||||||||
June 2020 Warrants | Series F Convertible Preferred Stock and July 2020 Warrants | |||||||||||||||||||||||
Temporary Equity And Stockholders Equity [Line Items] | |||||||||||||||||||||||
Warrant issued | shares | 45,000,000,000 |
Classification of Compensation
Classification of Compensation Expense Associated with Share-Based Payments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 591 | $ 192 | $ 1,691 | $ 1,488 |
Cost of Revenue | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | 20 | 25 | 133 | 138 |
Sales and Marketing | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | 136 | 62 | 448 | 291 |
General and Administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | 32 | 61 | 183 | 777 |
Engineering and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 403 | $ 44 | $ 927 | $ 282 |
Assumptions Used in Estimating
Assumptions Used in Estimating Fair Value of Stock Options Granted (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Expected term (years) | 6 years 1 month 6 days | 6 years 1 month 6 days | ||
Volatility | 0% | 111% | 0% | 111% |
Risk-free interest rate | 0% | 0.98% | 0% | 0.86% |
Summary of Option Activity (Det
Summary of Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | ||
Equity [Abstract] | |||
Beginning Balance | 70,000 | ||
Forfeited, cancelled, or expired | (18,000) | ||
Ending Balance | 52,000 | 70,000 | |
Options exercisable at September 30, 2022 | 50,000 | ||
Vested options expired during the period ended September 30, 2022 | 0 | ||
Beginning Balance | $ 62.01 | ||
Forfeited, cancelled, or expired | 22.82 | ||
Ending Balance | 74.95 | $ 62.01 | |
Options exercisable at September 30, 2022 | 77.50 | ||
Vested options expired during the period ended September 30, 2022 | $ 0 | ||
Weighted-Average Remaining Contractual Term (Years) | |||
Options outstanding | 6 years | 7 years 1 month 6 days | |
Options exercisable | 5 years 10 months 24 days | ||
Options outstanding | [1] | $ 0 | $ 15 |
Options exercisable | [1] | $ 0 | |
[1] The intrinsic value calculation does not include negative values, which can occur when the fair market value on the reporting date is less than the exercise price of the award. |
Summary of Unvested Stock Optio
Summary of Unvested Stock Option Activity (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Granted | $ 0 | $ 0.49 | $ 0 | $ 0.72 |
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Beginning Balance | 5,000 | |||
Vested | (2,000) | |||
Forfeited or cancelled | (1,000) | |||
Ending Balance | 2,000 | 2,000 | ||
Beginning Balance | $ 17.31 | |||
Vested | 20.99 | |||
Forfeited or cancelled | 17.03 | |||
Ending Balance | $ 14.76 | $ 14.76 |
Fair Value Disclosures Related
Fair Value Disclosures Related to Grants, Exercises and Vested Options (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Share-Based Payment Arrangement [Abstract] | |||||
Proceeds from stock options exercised | $ 0 | $ 66 | $ 0 | $ 66 | |
Intrinsic value of stock options exercised | [1] | $ 0 | $ 42 | $ 0 | $ 42 |
Weighted-average fair value of options granted during period | $ 0 | $ 0.49 | $ 0 | $ 0.72 | |
Total fair value of stock options vested during the period | $ 12 | $ 8 | $ 35 | $ 395 | |
[1] The intrinsic value of stock options exercised is the amount by which the market price of the stock on the date of exercise exceeded the exercise price of the options. |
Summary of Unvested Restricted
Summary of Unvested Restricted Stock Units (Detail) - Restricted Stock Units (RSUs) | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Beginning Balance | shares | 94,000 |
Granted | shares | 480,000 |
Vested | shares | (158,000) |
Forfeited or cancelled | shares | (5,000) |
Ending Balance | shares | 411,000 |
Unvested RSUs at December 31, 2021 | $ / shares | $ 15.64 |
Granted | $ / shares | 4.44 |
Vested | $ / shares | 7.45 |
Forfeited or cancelled | $ / shares | 16.63 |
Unvested RSUs at June 30, 2022 | $ / shares | $ 5.69 |
Summary of Warrant Activity (De
Summary of Warrant Activity (Detail) - Warrants | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Class Of Warrant Or Right [Line Items] | |
Beginning Balance | shares | 17,996,000 |
Granted or Issued | shares | 2,132,000 |
Exercised | shares | (178,000) |
Forfeited, cancelled, or expired | shares | (785,000) |
Ending Balance | shares | 19,165,000 |
Warrants exercisable at September 30, 2022 | shares | 19,165,000 |
Vested warrants expired during the period ended September 30, 2022 | shares | (785,000) |
Beginning Balance | $ / shares | $ 19.98 |
Granted or Issued | $ / shares | 3.05 |
Exercised | $ / shares | 0 |
Forfeited, cancelled, or expired | $ / shares | 225 |
Ending Balance | $ / shares | 9.88 |
Warrants exercisable at September 30, 2022 | $ / shares | 9.88 |
Vested warrants expired during the period ended JSeptember 30, 2022 | $ / shares | $ 225 |
Components of Inventory (Detail
Components of Inventory (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Components of inventory, net of allowances | ||
Raw materials | $ 6,465 | $ 4,444 |
Work-in-process | 2,192 | 1,726 |
Finished goods | 7,770 | 6,759 |
Inventory | $ 16,427 | $ 12,929 |
Inventory - Additional Informat
Inventory - Additional Information (Detail) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Inventory reduced by estimate for excess and obsolete amount | $ 1.3 | $ 1 |
Summary of Property, Plant, and
Summary of Property, Plant, and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment gross, excluding land | $ 12,167 | $ 8,952 |
Accumulated depreciation and amortization | (8,394) | (8,049) |
Property, plant, and equipment, net before land | 3,773 | 903 |
Land | 142 | 164 |
Property, plant, and equipment, net | 3,915 | 1,067 |
Building | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment gross, excluding land | 182 | 211 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment gross, excluding land | 328 | 89 |
Equipment and Computers | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment gross, excluding land | 8,452 | 8,150 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment gross, excluding land | 475 | 471 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment gross, excluding land | $ 2,730 | $ 31 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization expenses | $ 0.1 | $ 0.1 | $ 0.4 | $ 0.3 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill impairment loss | $ 0 | ||||
Intangible assets and goodwill impairment | 0 | ||||
Goodwill | $ 2,926 | $ 2,926 | $ 2,926 | ||
Amortization expense | $ 0 | $ 0 | $ 0 | $ 0 |
Components of Accrued Liabiliti
Components of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Feb. 28, 2021 |
Payables and Accruals [Abstract] | ||||
Payroll and benefits | $ 3,017 | $ 3,969 | ||
Warranty accrual, current portion | 1,061 | 565 | $ 545 | |
Contingent Liability | 880 | 0 | ||
Accrued professional services | 633 | 275 | ||
Lease liability | 615 | 405 | ||
Taxes | 193 | 558 | ||
Accrued insurance premium | 13 | 600 | ||
Settlement accrual | 0 | 805 | ||
Other | 507 | 1,099 | ||
Accrued liabilities | $ 6,919 | $ 8,276 | $ 600 |
Changes in Initial Product Warr
Changes in Initial Product Warranty Accrual and Expenses Under Initial and Extended Warranties (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Movement in Standard Product Warranty Accrual | |||||
Balance, beginning of period | $ 1,233 | $ 551 | $ 1,086 | $ 1,132 | |
Provision for estimated warranty cost | 1,255 | 832 | 2,715 | 1,129 | |
Warranty expenditures | (1,011) | (366) | (2,324) | (1,244) | |
Balance, end of period | 1,477 | 1,017 | 1,477 | 1,017 | |
Less: long-term portion of warranty accrual | 416 | 472 | 416 | 472 | $ 521 |
Current portion of warranty accrual | $ 1,061 | $ 545 | $ 1,061 | $ 545 | $ 565 |
Accrued Liabilities - Additiona
Accrued Liabilities - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Accrued Liabilities [Line Items] | ||
Deferred payment outstanding | $ 0.2 | $ 0.2 |
Maximum | United States | Waterlase Laser Systems | ||
Accrued Liabilities [Line Items] | ||
Product warrant period | 1 year | |
Maximum | United States | Diode Systems | ||
Accrued Liabilities [Line Items] | ||
Product warrant period | 2 years | |
Maximum | International | Waterlase Systems And Diode Systems | ||
Accrued Liabilities [Line Items] | ||
Product warrant period | 24 months |
Debt - Summary of Principal Out
Debt - Summary of Principal Outstanding and Unamortized Discount (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Non current term loans | $ 12,793 | $ 13,603 |
Term loan, net of discount | 0 | 0 |
Non current term loans, net of discount | 12,793 | 13,603 |
EIDL Loan | ||
Debt Instrument [Line Items] | ||
Non current term loans | 150 | 150 |
SWK Loan | ||
Debt Instrument [Line Items] | ||
Non current term loans | 13,300 | 14,300 |
Discount and debt issuance costs on SWK Loan | $ (657) | $ (847) |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
May 22, 2020 | Apr. 13, 2020 | Nov. 09, 2018 | Apr. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Apr. 14, 2020 | |
Debt Instrument [Line Items] | |||||||||
Interest expense | $ 400,000 | $ 600,000 | $ 1,300,000 | $ 1,700,000 | |||||
Weighted-average interest rate | 10.25% | 10.25% | |||||||
Credit Agreement Ninth Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan principal amount | $ 1,000,000 | ||||||||
PPP Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Period For Review Of Forgiveness Of Loan | 6 years | ||||||||
Loan forgiveness description of period | The review may include the loan forgiveness application, as well as whether the Company received the proper loan amount. There can be no assurance as to the result of any such SBA review | ||||||||
EIDL Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan principal amount | $ 150,000,000 | ||||||||
Loan interest rate per annum | 3.75% | ||||||||
Loan periodic payment terms | installment payments, including principal and interest, are due monthly beginning in July 2021 and are payable through July 2050. In April 2021, the SBA announced that it was extending the first payment due date for all loans until 2022, or 24 months from the loan execution date. In March 2022, the SBA announced that it was extending the first payment due date for all loans an additional six months, or 30 months from the loan execution date. The Company is obligated to begin making payments on the EIDL Loan starting in November 2022. Fixed payments are first applied to any accrued interest. | ||||||||
Loan balance payment terms | payable through July 2050. | ||||||||
Extension of loan due date | 2022 | ||||||||
Note interest rate per annum | 3.75% | ||||||||
Pacific Mercantile Bank | PPP Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan interest rate per annum | 1% | ||||||||
Loan granted amount from bank | $ 2,980,000 | ||||||||
Note issued date | Apr. 13, 2020 | ||||||||
Note maturity date | Apr. 13, 2022 | ||||||||
Note interest rate per annum | 1% | ||||||||
Note payable commencing date | Nov. 01, 2020 | ||||||||
SWK Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate | 9% | ||||||||
Repayments of lines of credit | $ 700,000 | ||||||||
Line of credit facility term | 5 years | ||||||||
Borrowings under lines of credit | $ 14,300,000 | ||||||||
Debt instrument, maturity term | 2025 | ||||||||
SWK Loan | LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility interest rate description | or another index that approximates LIBOR as close as possible if and when LIBOR no longer exists. |
Debt - Summary of Future Minimu
Debt - Summary of Future Minimum Principal and Interest Payments (Detail) $ in Thousands | Sep. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2022 | $ 0 |
2023 | 700 |
2024 | 2,800 |
2025 | 9,800 |
2026 | 0 |
2027 and thereafter | 150 |
Total future payments | 13,450 |
Remainder of 2022 | 357 |
2023 | 1,425 |
2024 | 1,242 |
2025 | 1,895 |
2026 | 9 |
2027 and thereafter | 89 |
Total future payments | $ 5,017 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
May 26, 2022 ft² | Dec. 10, 2021 ft² | Feb. 04, 2020 ft² | Jan. 22, 2020 ft² | Sep. 30, 2022 USD ($) ft² | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) ft² | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Lessee Lease Description [Line Items] | |||||||||
Rent expense | $ | $ 300 | $ 200 | $ 800 | $ 600 | |||||
Operating lease, options to renew term | 1 year | 1 year | |||||||
Operating lease, right-of-use asset | $ | $ 1,909 | $ 1,909 | $ 1,717 | ||||||
Operating lease, liability | $ | $ 2,043 | $ 2,043 | |||||||
Corona Lease [Member] | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Lease term | 5 years | ||||||||
Lease Expiration Date | Jun. 30, 2025 | Jun. 30, 2025 | |||||||
Lease Commencement Date | Feb. 01, 2022 | Jul. 01, 2020 | |||||||
Lease facility area | ft² | 15,000 | ||||||||
Foothill Ranch [Member] | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Lease Expiration Date | Dec. 31, 2025 | ||||||||
Foothill Ranch [Member] | Corona Lease [Member] | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Lease facility area | ft² | 11,000 | 11,000 | 11,000 | ||||||
Lake Forest [Member] | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Lease term | 66 months | ||||||||
Lease Expiration Date | Dec. 31, 2025 | ||||||||
Lease Commencement Date | Jul. 01, 2020 | ||||||||
Lease facility area | ft² | 8,000 | 11,000 | |||||||
Maximum | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Lease term | 5 years | 5 years | |||||||
Lease initial term of contract | 1 year |
Leases - Information related to
Leases - Information related to Right-of-use Assets and Liabilities (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases [Abstract] | ||||
Cash paid for operating lease liabilities | $ 84 | $ 62 | $ 219 | $ 185 |
Right-of-use assets obtained in exchange for new operating lease obligations | $ 0 | $ 0 | $ 562 | $ 48 |
Weighted-average remaining lease term | 2 years 10 months 24 days | 3 years 9 months 18 days | 2 years 10 months 24 days | 3 years 9 months 18 days |
Weighted-average discount rate | 12.30% | 12.30% | 12.30% | 12.30% |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Lease Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
2022 | $ 831 | |
2023 | 826 | |
2024 | 644 | |
2025 | 144 | |
2026 and thereafter | 0 | |
Total operating lease liability | 2,445 | |
Less imputed interest | (402) | |
Total lease liabilities | 2,043 | |
Current operating lease liabilities | 615 | $ 405 |
Non current operating lease liability | $ 1,428 | $ 1,449 |
Leases - Future Minimum Rental
Leases - Future Minimum Rental Commitments Under Lease Agreements (Detail) $ in Thousands | Sep. 30, 2022 USD ($) |
Leases [Abstract] | |
Remainder of 2022 | $ 205 |
2023 | 834 |
2024 | 822 |
2025 | 584 |
2026 and thereafter | 0 |
Total future minimum lease obligations | 2,445 |
Less imputed interest | (402) |
Total lease liabilities | $ 2,043 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Feb. 28, 2021 | Jan. 25, 2019 | Jan. 31, 2019 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 31, 2019 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2018 | |
Commitment And Contingencies [Line Items] | |||||||||
Litigation settlement share issued | 20,000 | ||||||||
Contingent loss on patent litigation settlement | $ 0 | $ (29,000) | $ (190,000) | ||||||
Accrued liability | $ 600,000 | 6,919,000 | $ 8,276,000 | ||||||
Patent Litigation | |||||||||
Commitment And Contingencies [Line Items] | |||||||||
Contingent loss on patent litigation settlement | $ 300,000 | ||||||||
CAO Settlement Agreement | Patent Litigation | |||||||||
Commitment And Contingencies [Line Items] | |||||||||
Settlement agreement date | January 25, 2019 | ||||||||
Number of days litigation settlement to be paid in cash | 5 days | ||||||||
Litigation settlement in cash | $ 500,000 | ||||||||
Number of days litigation settlement shares to be issued | 30 days | ||||||||
Litigation settlement share issued | 20,000 | ||||||||
Number of days litigation settlement to be paid in value of stock consideration | 30 days | ||||||||
Settlement agreement, terms | The Company agreed (i) to pay to CAO, within five days of the Effective Date, $500,000 in cash, (ii) to issue to CAO, within 30 days of the Effective Date, 20,000 restricted shares of BIOLASE common stock (the “Stock Consideration”), and (iii) to pay to CAO, within 30 days of December 31, 2021, an amount in cash equal to the difference (if positive) between $1,000,000 and the value of the Stock Consideration on December 31, 2021. | ||||||||
Litigation settlement amount in cash equal to difference between value of stock consideration | $ 1,000,000 | ||||||||
Contingent loss on patent litigation settlement | $ 1,500,000 | ||||||||
Payment for litigation settlement in cash | $ 500,000 | ||||||||
Loss on litigation settlement | $ (200,000) | ||||||||
Accrued liability | $ 800,000 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) - Customer | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Percentage of sales | 100% | 100% | 100% | 100% |
Customer Concentration Risk | Sales Revenue, Net | United States | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of sales | 70% | 62% | 71% | 64% |
Geographic Concentration Risk | Sales Revenue, Net | International | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of sales | 30% | 38% | 29% | 36% |
Number of customers which represented more than 10% of the Company's revenue | 0 | 0 | 0 | 0 |
Summary of Net Revenue by Geogr
Summary of Net Revenue by Geographic Location (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Total net revenue | $ 12,010 | $ 9,531 | $ 34,411 | $ 26,780 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenue | 8,413 | 5,939 | 24,290 | 17,024 |
International | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenue | $ 3,597 | $ 3,592 | $ 10,121 | $ 9,756 |
Summary of Property, Plant and
Summary of Property, Plant and Equipment by Geographic Location (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | $ 3,915 | $ 1,067 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | 3,687 | 797 |
International | ||
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | $ 228 | $ 270 |
Concentrations - Summary of Net
Concentrations - Summary of Net Revenue from Various Products (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Concentration Risk [Line Items] | ||||
Total net revenue | $ 12,010 | $ 9,531 | $ 34,411 | $ 26,780 |
Percentage of sales | 100% | 100% | 100% | 100% |
Laser systems | ||||
Concentration Risk [Line Items] | ||||
Total net revenue | $ 7,302 | $ 6,084 | $ 21,626 | $ 16,588 |
Laser systems | Product Concentration Risk | Sales Revenue, Net | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales | 60.80% | 63.80% | 62.90% | 61.90% |
Consumables and other | ||||
Concentration Risk [Line Items] | ||||
Total net revenue | $ 2,632 | $ 2,331 | $ 8,379 | $ 6,923 |
Consumables and other | Product Concentration Risk | Sales Revenue, Net | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales | 21.90% | 24.50% | 24.30% | 25.90% |
Services | ||||
Concentration Risk [Line Items] | ||||
Total net revenue | $ 2,076 | $ 1,116 | $ 4,406 | $ 3,269 |
Services | Product Concentration Risk | Sales Revenue, Net | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales | 17.30% | 11.70% | 12.80% | 12.20% |
Concentrations - Additional Inf
Concentrations - Additional Information (Detail) - Customer | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Concentration Risk [Line Items] | |||||
Concentration Risk Percentage | 100% | 100% | 100% | 100% | |
Product Concentration Risk | Sales Revenue, Net | |||||
Concentration Risk [Line Items] | |||||
Number of customers which represented more than 10% of the Company's revenue | 0 | 0 | 0 | 0 | |
Product Concentration Risk | Account Receivable | |||||
Concentration Risk [Line Items] | |||||
Number of customers which represented more than 10% of the Company's accounts receivable | 0 | 0 | |||
Minimum | Product Concentration Risk | Sales Revenue, Net | |||||
Concentration Risk [Line Items] | |||||
Concentration Risk Percentage | 10% | 10% | 10% | 10% | |
Minimum | Customer Concentration Risk | Account Receivable | |||||
Concentration Risk [Line Items] | |||||
Concentration Risk Percentage | 10% | 10% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Line Items] | ||||
Liability for unrecognized tax benefit, including related estimates of penalties and interest | $ 0 | $ 0 | $ 0 | $ 0 |
Income tax provision | 23,000 | 14,000 | 23,000 | 14,000 |
Income tax benefit | $ 17,000 | $ 7,000 | $ 17,000 | $ 7,000 |
Projected annual effective tax rate | 0.20% | 0.40% | 0.10% | 0.10% |
Statutory tax rate | 21% |
Subsequent Events (Additional I
Subsequent Events (Additional Information) (Details) - shares shares in Thousands | Apr. 28, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Subsequent Event [Line Items] | |||
Preferred stock, shares outstanding | 0 | 0 | |
Reverse stock split | one-for-twenty-five |