Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Nov. 10, 2022 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | BIOC | |
Entity Registrant Name | Biocept, Inc. | |
Entity Central Index Key | 0001044378 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Interactive Data Current | Yes | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 17,058,770 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-36284 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 80-0943522 | |
Entity Address, Address Line One | 9955 Mesa Rim Road | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 320-8200 | |
Title of 12(b) Security | Common Stock, par value $.0001 per share | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Security Exchange Name | NASDAQ |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash | $ 22,928 | $ 28,864 |
Accounts receivable | 17,376 | 13,786 |
Inventories, net | 2,249 | 2,651 |
Prepaid expenses and other current assets | 1,225 | 391 |
Total current assets | 43,778 | 45,692 |
Fixed assets, net | 2,699 | 2,401 |
Lease right-of-use assets - operating | 8,758 | 9,026 |
Lease right-of-use assets - finance | 2,411 | 2,842 |
Other non-current assets | 496 | 456 |
Total assets | 58,142 | 60,417 |
Current liabilities: | ||
Accounts payable | 4,830 | 7,246 |
Accrued liabilities | 2,737 | 3,018 |
Current portion of lease liabilities - operating | 469 | 426 |
Current portion of lease liabilities - finance | 1,053 | 1,083 |
Supplier financing | 524 | |
Total current liabilities | 9,613 | 11,773 |
Non-current portion of lease liabilities - operating | 9,462 | 9,736 |
Non-current portion of lease liabilities - finance | 957 | 1,428 |
Payor liability | 5,654 | |
Total liabilities | 25,686 | 22,937 |
Commitments and contingencies (see Note 10) | ||
Shareholders’ equity: | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized; 2,106 shares issued and outstanding at December 31, 2021 and June 30, 2022, respectively. | ||
Common stock, $0.0001 par value, 150,000,000 shares authorized; 16,849,805 shares and 16,922,868 shares issued and outstanding at December 31, 2021 and June 30, 2022, respectively. | 2 | 2 |
Additional paid-in capital | 306,825 | 303,829 |
Accumulated deficit | (274,371) | (266,351) |
Total shareholders’ equity | 32,456 | 37,480 |
Total liabilities and shareholders’ equity | $ 58,142 | $ 60,417 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 2,106 | 2,106 |
Preferred stock, shares outstanding | 2,106 | 2,106 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 16,922,868 | 16,849,805 |
Common stock, shares outstanding | 16,922,868 | 16,849,805 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Net revenues | $ 10,611 | $ 12,047 | $ 30,555 | $ 29,803 |
Costs and expenses: | ||||
Cost of revenues | 8,023 | 7,462 | 18,358 | 16,468 |
Research and development expenses | 1,729 | 1,137 | 3,579 | 2,179 |
General and administrative expenses | 4,300 | 3,251 | 11,106 | 6,371 |
Sales and marketing expenses | 1,656 | 1,945 | 5,316 | 3,868 |
Total costs and expenses | 15,708 | 13,795 | 38,359 | 28,886 |
(Loss) income from operations | (5,097) | (1,748) | (7,804) | 917 |
Other (expense): | ||||
Interest expense | (155) | (80) | (217) | (145) |
Total other (expense): | (155) | (80) | (217) | (145) |
(Loss) income before income taxes | (5,252) | (1,828) | (8,021) | 772 |
Net (loss) income and comprehensive (loss) income | (5,252) | (1,828) | (8,021) | 772 |
Net (loss) income attributable to common shareholders | $ (5,252) | $ (1,828) | $ (8,021) | $ 772 |
Weighted-average shares outstanding used in computing net (loss) income per share attributable to common shareholders: | ||||
Basic | 16,906,314 | 13,462,329 | 16,876,841 | 13,431,340 |
Diluted | 16,906,314 | 13,462,329 | 16,876,841 | 13,646,789 |
Net (loss) income per common share: | ||||
Basic | $ (0.31) | $ (0.14) | $ (0.48) | $ 0.06 |
Diluted | $ (0.31) | $ (0.14) | $ (0.48) | $ 0.06 |
Condensed Statements of Shareho
Condensed Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Series A Convertible Preferred Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2020 | $ 23,692 | $ 1 | $ 287,218 | $ (263,527) | |
Beginning balance, shares at Dec. 31, 2020 | 13,397,041 | 2,111 | |||
Stock-based compensation expense | 460 | 460 | |||
Shares issued upon exercise of common stock warrants | 19 | 19 | |||
Shares issued upon exercise of common stock warrants, shares | 5,304 | ||||
Shares issued upon conversion of preferred stock, shares | 23 | ||||
Shares issued upon exercise of options | 1 | 1 | |||
Shares issued upon exercise of options, shares | 194 | ||||
Net income (loss) | 2,599 | 2,599 | |||
Ending balance at Mar. 31, 2021 | 26,771 | $ 1 | 287,698 | (260,928) | |
Ending balance, shares at Mar. 31, 2021 | 13,402,562 | 2,111 | |||
Beginning balance at Dec. 31, 2020 | 23,692 | $ 1 | 287,218 | (263,527) | |
Beginning balance, shares at Dec. 31, 2020 | 13,397,041 | 2,111 | |||
Net income (loss) | 772 | ||||
Ending balance at Jun. 30, 2021 | 29,351 | $ 1 | 292,106 | (262,756) | |
Ending balance, shares at Jun. 30, 2021 | 14,310,606 | 2,111 | |||
Beginning balance at Dec. 31, 2020 | 23,692 | $ 1 | 287,218 | (263,527) | |
Beginning balance, shares at Dec. 31, 2020 | 13,397,041 | 2,111 | |||
Ending balance at Dec. 31, 2021 | 37,480 | $ 2 | 303,829 | (266,351) | |
Ending balance, shares at Dec. 31, 2021 | 16,849,805 | 2,106 | |||
Beginning balance at Mar. 31, 2021 | 26,771 | $ 1 | 287,698 | (260,928) | |
Beginning balance, shares at Mar. 31, 2021 | 13,402,562 | 2,111 | |||
Stock-based compensation expense | 494 | 494 | |||
Shares issued for ATM transaction, net of issuance costs | 3,914 | 3,914 | |||
Shares and warrants issued, net of issuance costs, shares | 908,044 | ||||
Net income (loss) | (1,828) | (1,828) | |||
Ending balance at Jun. 30, 2021 | 29,351 | $ 1 | 292,106 | (262,756) | |
Ending balance, shares at Jun. 30, 2021 | 14,310,606 | 2,111 | |||
Beginning balance at Dec. 31, 2021 | 37,480 | $ 2 | 303,829 | (266,351) | |
Beginning balance, shares at Dec. 31, 2021 | 16,849,805 | 2,106 | |||
Stock-based compensation expense | 2,317 | 2,317 | |||
Shares issued upon conversion of preferred stock, shares | 356 | (16) | |||
Net income (loss) | (2,768) | (2,768) | |||
Ending balance at Mar. 31, 2022 | 37,029 | $ 2 | 306,146 | (269,119) | |
Ending balance, shares at Mar. 31, 2022 | 16,850,161 | 2,090 | |||
Beginning balance at Dec. 31, 2021 | 37,480 | $ 2 | 303,829 | (266,351) | |
Beginning balance, shares at Dec. 31, 2021 | 16,849,805 | 2,106 | |||
Net income (loss) | (8,021) | ||||
Ending balance at Jun. 30, 2022 | 32,456 | $ 2 | 306,825 | (274,371) | |
Ending balance, shares at Jun. 30, 2022 | 16,922,868 | 2,090 | |||
Beginning balance at Mar. 31, 2022 | 37,029 | $ 2 | 306,146 | (269,119) | |
Beginning balance, shares at Mar. 31, 2022 | 16,850,161 | 2,090 | |||
Stock-based compensation expense | 585 | 585 | |||
Shares issued for ATM transaction, net of issuance costs | 94 | 94 | |||
Shares and warrants issued, net of issuance costs, shares | 72,707 | ||||
Net income (loss) | (5,252) | (5,252) | |||
Ending balance at Jun. 30, 2022 | $ 32,456 | $ 2 | $ 306,825 | $ (274,371) | |
Ending balance, shares at Jun. 30, 2022 | 16,922,868 | 2,090 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash Flows from Operating Activities | ||
Net income (loss) | $ (8,021) | $ 772 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 810 | 711 |
Noncash operating lease expense | 268 | 721 |
Stock-based compensation | 2,902 | 954 |
Loss on disposal of fixed assets | 5 | |
Increase (decrease) in cash resulting from changes in: | ||
Accounts receivable | (3,589) | 1,549 |
Inventory | 402 | (1,087) |
Prepaid expenses and other current assets | 6 | 1,876 |
Other non-current assets | (41) | (13) |
Accounts payable | (2,852) | (1,922) |
Accrued liabilities | (281) | (755) |
Operating lease liability | (230) | |
Payor liability | 5,654 | |
Net cash provided by (used in) operating activities | (4,972) | 2,811 |
Cash Flows from Investing Activities: | ||
Purchases of fixed assets | (315) | (832) |
Net cash used in investing activities | (315) | (832) |
Cash Flows from Financing Activities: | ||
Net proceeds from issuance of common stock | 94 | 3,914 |
Proceeds from exercise of common stock warrants | 18 | |
Proceeds from exercise of stock options | 1 | |
Payments on finance leases | (501) | (624) |
Payments on supplier financing | (242) | (205) |
Net cash provided by (used in) financing activities | (649) | 3,104 |
Net increase (decrease) in Cash | (5,936) | 5,083 |
Cash at Beginning of Period | 28,864 | 14,368 |
Cash at End of Period | 22,928 | 19,451 |
Supplemental Disclosures of Cash Flow Information: | ||
Interest | 217 | 145 |
Non-cash Investing and Financing Activities | ||
Financed insurance premiums | 672 | 622 |
Fixed assets purchased through financed lease obligations | 894 | |
Fixed assets within accounts payable | $ 361 | $ 88 |
The Company, Business Activitie
The Company, Business Activities and Basis of Presentation | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
The Company, Business Activities and Basis of Presentation | 1. The Company, Business Activities and Basis of Presentation The Company and Business Activities The Company was founded in California in May 1997 and is a molecular oncology diagnostics company that develops and commercializes proprietary clinical diagnostic laboratory assays designed to identify rare tumor cells and cell-free tumor DNA from blood and cerebrospinal fluid, or CSF. The identification of tumor cells and cell-free tumor DNA in CSF has become the Company’s principal development focus following its early commercial expansion into CSF in 2020. The Company operates a clinical laboratory that is CLIA-certified (under the Clinical Laboratory Improvement Amendment of 1988) and CAP-accredited (by the College of American Pathologists) and manufactures proprietary microfluidic channels for cell enrichment and extraction, as well as certain reagents that are used to perform the Company’s diagnostic assays in a facility located in San Diego, California. CLIA certification and CAP accreditation are required before any clinical laboratory may perform testing on human specimens for the purpose of obtaining information for the diagnosis, prevention, treatment of disease, or assessment of health. The assays the Company offers are classified as laboratory developed tests (LDTs) under the CLIA regulations. In July 2013, the Company effected a reincorporation to Delaware by merging itself with and into Biocept, Inc., a Delaware corporation, which had been formed to be and was a wholly owned subsidiary of the Company since July 23, 2013. In January 2020, the Company adapted and validated its proprietary blood-based liquid biopsy technology for commercial and clinical research use in CSF to identify tumor cells that have metastasized to the central nervous system, or CNS, in patients with advanced lung cancer or breast cancer. CNSide has been designed to improve the clinical management of patients with suspected metastatic cancer involving the CNS by enabling the quantitative analysis and molecular characterization of tumor cells and cell-free tumor DNA and RNA in the CSF. Since then, we have worked extensively with leading neuro-oncologists and other cancer experts to further define and characterize the use of this unique assay. In June 2020, we launched a COVID-19 diagnostic (assay manufactured by Thermo-Fisher) which broadened our assay menu to meet the community testing needs due to the emergence of COVID-19. Basis of Presentation The accompanying unaudited condensed financial statements and notes are prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and on the basis that the Company will continue as a going concern (see Note 2). The accompanying unaudited condensed financial statements and notes do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern. The unaudited condensed financial statements included in this Form 10-Q have been prepared in accordance with the U.S. Securities and Exchange Commission, or SEC, instructions for Quarterly Reports on Form 10-Q. Accordingly, the condensed financial statements are unaudited and do not contain all the information required by GAAP to be included in a full set of financial statements. The balance sheet at December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for a complete set of financial statements. The audited financial statements for the year ended December 31, 2021, filed with the SEC with our Annual Report on Form 10-K on April 5, 2022 include a summary of our significant accounting policies and should be read in conjunction with this Form 10-Q. In the opinion of management, all material adjustments necessary to present fairly the results of operations for such periods have been included in this Form 10-Q. All such adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results of operations for the entire year. Reclassification The Company reclassified the change in inventory reserve for the six months ended June 30, 2021 of approximately $60,000 within the condensed statement of cash flows to conform to the current year presentation. The change in inventory reserve is now included in the increase (decrease) in cash resulting from changes in inventory within the cash flows from operating activities. This reclassification had no effect on previously reported cash flows from operating activities in the unaudited condensed statement of cash flows. Significant Accounting Policies During the three and six months ended June 30, 2022, there were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Revenue Recognition and Accounts Receivable The Company's commercial revenues are generated from diagnostic services provided to patient’s physicians and billed to third-party insurance payers such as managed care organizations, Medicare and Medicaid and patients for any deductibles, coinsurance or copayments that may be due. The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers, or ASC 606, which requires that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. Contracts For its commercial revenues, while the Company markets directly to physicians and other healthcare providers, the Company provides services that benefit the patient. Patients do not typically enter into direct agreements with the Company; however, a patient’s insurance coverage requirements would dictate whether or not any portion of the cost of the tests would be patient responsibility. Accordingly, the Company establishes contracts with commercial insurers in accordance with customary business practices, as follows: • Approval of a contract is established via the order and accession, which are submitted by the patient’s physician. • The Company is obligated to perform its diagnostic services upon receipt of a sample from a physician, and the patient and/or applicable payer are obligated to reimburse the Company for services rendered based on the patient’s insurance benefits. • Payment terms are a function of a patient’s existing insurance benefits, including the impact of coverage decisions with the Centers for Medicare & Medicaid Services, or CMS, and applicable reimbursement contracts established between the Company and payers, unless the patient is a self-pay patient, whereby the Company bills the patient directly after the services are provided. • On ce the Company delivers a patient’s assay result to the ordering physician, the contract with a patient has commercial substance, as the Company is legally able to collect payment and bill an insurer and/or patient, regardless of payer contract status or patient insurance benefit status. • Consideration associated with commercial revenues is considered variable and constrained until fully adjudicated, with net revenues recorded to the extent that it is probable that a significant reversal will not occur. The Company’s development services revenues are supported by contractual agreements and generated from assay development services provided to entities, such as pharma or biotech organizations, as well as certain other diagnostic services provided to physicians, and revenues are recognized upon delivery of the performance obligations in the contract. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service, or a bundle of goods or services, to the customer. For its commercial and development services revenues, the Company’s contracts have a single performance obligation, which is satisfied upon rendering of services, which culminates in the delivery of a patient’s assay result(s) to the ordering physician or entity. The duration of time between accession receipt and delivery of a valid assay result to the ordering physician or entity is typically less than two weeks, and for our RT-PCR COVID-19 testing, typically 48 hours or less. Accordingly, the Company elected the practical expedient and therefore, does not disclose the value of unsatisfied performance obligations. Transaction Price The transaction price is the amount of consideration that the Company expects to collect in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties, such as sales taxes. The consideration expected from a contract with a customer may include fixed amounts, variable amounts, or both. The Company’s gross commercial revenues billed, and corresponding gross accounts receivable, subject to price concessions to arrive at reported net revenues, which relate to differences between amounts billed and corresponding amounts estimated to be subsequently collected and is deemed to be variable although the variability is not explicitly stated in any contract. Rather, the variability is due to several factors, such as the payment history or lack thereof for third-party payers, reimbursement rate changes for contracted and non-contracted payers, any patient co-payments, deductibles or compliance incentives, the existence of secondary payers and claim denials. The Company estimates the payer-specific reserves taken as appropriate. Collection periods for billings on commercial revenues range from less than 30 days to several months, depending on the contracted or non-contracted nature of the payer, among other variables. The estimates of amounts that will ultimately be realized from commercial diagnostic services for non-contracted payers require significant judgment by management. The Company limits the amount of variable consideration included in the transaction price to the unconstrained portion of such consideration. Revenue is recognized up to the amount of variable consideration that is not subject to a significant reversal until additional information is obtained or the uncertainty associated with the additional payments or refunds is subsequently resolved. Differences between original estimates and subsequent revisions, including final settlements, represent changes in the estimate of implicit price concessions and are included in the period in which such revisions are made. The Company monitors its estimates of transaction price to depict conditions that exist at each reporting date. If the Company subsequently determines that it will collect more consideration than it originally estimated for a contract with a customer, it will account for the change as an increase in the estimate of the transaction price in the period identified as an increase to revenue. Similarly, if the Company subsequently determines that the amount it expects to collect from a customer is less than it originally estimated, it will generally account for the change as a decrease in the estimate of the transaction price as a decrease to revenue. Further, although the Company believes that its estimate for implicit price concessions is appropriate, it is possible that the Company will experience an impact on cash collections as a result of the impact of the COVID-19 pandemic. Allocate Transaction Price For the Company’s commercial revenues, the entire transaction price is allocated to the single performance obligation contained in a contract with a customer. For the Company’s development services revenues, the contracted transaction price is allocated to each single performance obligation contained in a contract with a customer as performed. Point-in-time Recognition The Company’s single performance obligation is satisfied at a point in time, and that point in time is defined as the date a patient’s successful assay result is delivered to the patient’s ordering physician or entity. The Company considers this date to be the time at which the patient obtains control of the promised diagnostic assay service. Contract Balances The timing of revenue recognition, billings and cash collections results in accounts receivable recorded in the Company’s condensed balance sheets. Generally, billing occurs subsequent to delivery of a patient’s test result to the ordering physician or entity, resulting in an account receivable. Practical Expedients The Company does not adjust the transaction price for the effects of a significant financing component, as at contract inception, the Company expects the collection cycle to be one year or less. The Company expenses sales commissions when incurred because the amortization period is one year or less, which are recorded within sales and marketing expenses. The Company incurs certain other costs that are incurred regardless of whether a contract is obtained. Such costs are primarily related to legal services and patient communications. These costs are expensed as incurred and recorded within general and administrative expenses. Disaggregation of Revenue and Concentration of Risk The composition of the Company’s net revenues recognized during the three and six months ended June 30, 2022, disaggregated by source and nature, are as follows (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Net revenues from non-contracted payers $ 5,059 $ 9,085 $ 16,400 $ 21,729 Net revenues from contracted payers* 6,920 1,434 13,234 8,697 Net commercial revenues 11,979 10,519 29,634 30,426 Development services revenues 33 92 73 129 Kits and Specimen Collection Tubes (SCTs) 35 — 96 — Total net revenues $ 12,047 $ 10,611 $ 29,803 $ 30,555 *Includes Medicare, Medicare Advantage and CARES Act as reimbursement amounts are fixed. Revenues for the three and six months ended June 30, 2022 included $10.6 million and $30.6 million, respectively, in commercial test revenues, including $9.8 million and $28.4 million of revenues attributable to RT-PCR COVID-19 testing. At June 30, 2022, unbilled accounts receivable totaled approximately $3.8 million. Concentrations of credit risk with respect to revenues are primarily limited to geographies to which the Company provides a significant volume of its services, and to specific third-party payers of the Company’s services such as Medicare, insurance companies, and other third-party payers. The Company’s client base consists of many geographically dispersed clients diversified across various customer types. The Company's third-party payers that represent more than 10% of total net revenues in any period presented during the three and six months ended June 30, 2021 and 2022 were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Medicare and Medicare Advantage/CARES Act 57% 12% 44% 32% Blue Cross Blue Shield 25% 17% 28% 16% Kaiser Permanente 0% 23% 0% 17% The Company's third-party payers that represent more than 10% of total accounts receivable at December 31, 2021 and June 30, 2022 were as follows: December 31, June 30, 2021 2022 Medicare and Medicare Advantage/CARES Act 31% 8% Blue Cross Blue Shield 19% 12% Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments- Credit Losses, Codification Improvements to Topic 326, Financial Instruments- Credit Losses, In September 2022, the FASB issued ASU 2022-04, Liabilities-Supplier Finance Programs, period to period, and potential magnitude. The standard is effective for the Company for annual reporting periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the expected impact the adoption of this standard will have on its financial statements. |
Liquidity
Liquidity | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Liquidity | 2. Liquidity As of June 30, 2022, cash totaled $22.9 million and the Company had an accumulated deficit of $274.4 million. For the six months ended June 30, 2022, the Company incurred a net loss of $8.0 million. The Company has historically funded its operations primarily through sales of its equity securities. For the year ended December 31, 2021, revenue from the Company’s COVID-19 testing business provided an increased level of cash flow. During the quarter ended June 30, 2022, net revenues were approximately $10.6 million compared with approximately $12.0 million for the same period in the prior year. During 2021 and the three and six months ended June 30, 2022, the Company incurred operating losses. The Company had net cash provided by operations for the year ended December 31, 2021, and net cash used to fund operations for the three and six months ended June 30, 2022. The Company does not anticipate it will be profitable until it has commercial expansion of its proprietary clinical diagnostic laboratory assays designed to identify rare tumor cells from cerebrospinal fluid, trademarked as CNSide. Accordingly, management performed the review required for going concern accounting and does not believe the Company presently has sufficient liquidity to continue to operate for the next twelve months after the filing of this Quarterly report on Form 10-Q. Management intends to continue its efforts to contain costs and to raise additional capital until it ultimately generates sufficient cash to support operations from commercial sales. |
Sales of Equity Securities
Sales of Equity Securities | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Sales of Equity Securities | 3. Sales of Equity Securities As part of a warrant repricing and exchange transaction, in January 2020, the Company issued an aggregate of 692,725 new warrants in exchange for the exercise of certain warrants issued by the Company in February 2019 and March 2019 for an aggregate of 692,725 shares of common stock and received net proceeds of approximately $2.3 million. As a result of the warrant repricing, the exercise price of warrants to purchase an aggregate of 89,657 shares of common stock issued by the Company in January 2018 was adjusted from $4.05 to $3.495 per share. In January 2020, the Company issued 192,750 shares of common stock pursuant to the partial exercise of the underwriters’ overallotment option from the Company’s December 2019 public offering. The net proceeds to the Company from the overallotment closing was approximately $700,000. The warrants issued in connection with the warrant repricing and exchange transaction were considered inducement warrants and are classified in equity. In addition, the modification expense associated with the change in fair value due to the repricing of February and March 2019 warrants is recorded as inducement expense, which was approximately $191,000. The fair value of the warrants issued was approximately $1.9 million. The fair value of the inducement warrants and warrant modification of $2.1 million was expensed as warrant inducement expense during the year ended December 31, 2021. On May 12, 2021, the Company entered into a Controlled Equity Offering SM The obligations of the Sales Agent under the Sales Agreement to sell the Company’s common stock are subject to a number of conditions that the Company must meet. The offering of common stock pursuant to the Sales Agreement will terminate upon the earlier of (1) the sale of all common stock subject to the Sales Agreement and (2) termination of the Sales Agreement as permitted therein. The Sales Agreement may be terminated by either party at any time upon ten days’ prior notice. The Sales Agent is entitled to compensation from the Company at a fixed commission rate equal to 3.0% of the gross sales price per share of any common stock sold under the Sales Agreement. During 2021, the Company received net proceeds of $14.1 million from the sale of our common stock and issued 3,428,680 shares of our common stock at a weighted average purchase price of $4.31 pursuant to the Sales Agreement. During the three and six months ended June 30, 2022, we received net proceeds of approximately $94,000 from the sale of our common stock and issued 72,707 shares of our common stock at a weighted average purchase price of $ 1.74 pursuant to the Sales Agreement. As of June 30, 2022 , $ million of our common stock remained available for sale under the S ales A greement . |
Balance Sheet Details
Balance Sheet Details | 6 Months Ended |
Jun. 30, 2022 | |
Balance Sheet Component [Abstract] | |
Balance Sheet Details | 4. Balance Sheet Details The following provides certain balance sheet details (in thousands): December 31, June 30, 2021 2022 (unaudited) Inventories Raw materials $ 2,303 $ 2,021 Subassemblies 294 182 Finished goods 54 46 Total inventories $ 2,651 $ 2,249 Fixed Assets Machinery and equipment $ 3,063 $ 3,120 Furniture and office equipment 161 161 Computer equipment and software 2,931 3,436 Leasehold improvements 634 641 Construction in process 245 301 $ 7,034 $ 7,659 Less: accumulated depreciation and amortization (4,633 ) (4,960 ) Total fixed assets, net $ 2,401 $ 2,699 Accrued Liabilities Accrued payroll 725 1,044 Accrued vacation 961 786 Accrued bonuses 178 460 Accrued sales commissions 600 64 Accrued other 554 383 Total accrued liabilities $ 3,018 $ 2,737 |
Payor Liability
Payor Liability | 6 Months Ended |
Jun. 30, 2022 | |
Payor Liability [Abstract] | |
Payor Liability | 5. Payor Liability In March 2022, the U.S. Health Resources and Services Administration, or HRSA, informed providers that, after March 22, 2022, it would stop accepting claims for testing and treatment for uninsured individuals under the HRSA COVID-19 Uninsured Program and that claims submitted prior to that date would be subject to eligibility and availability of funds. HRSA’s procedure for recouping credits due from service providers had been to net these amounts against reimbursements for services provided. Given that no further payments are expected from HRSA, there is no longer a mechanism for recoupments. The Company has therefore recorded a liability for outstanding HRSA credits which were previously netted against account receivable. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | 6. Leases Finance Leases The Company leases certain laboratory equipment under arrangements previously accounted for as capital leases, classified on the Company’s balance sheet as fixed assets and related lease liabilities, and depreciated on a straight-line basis over the lease term. The equipment under finance leases is depreciated on a straight-line basis over periods ranging from approximately 5 to 7 years. The total gross value of equipment capitalized under such lease arrangements was approximately $ 6.0 million During the six months ended June 30, 2021, the Company entered into finance leases for a total capitalized amount of $894,000 for four pieces of equipment. Under the terms of the financing agreements, which were accounted for as finance lease transactions, the principal balance plus interest for the equipment are to be paid in installments ranging from 36 to 60 monthly installments of $21,330 totaling approximately $1.1 million through March 2026. On June 16, 2022, the Company entered into a finance lease for a capital amount of $107,000. Under the terms of the financing agreement, which were accounted for as a finance lease transaction, the principal balance plus interest for the equipment are to be paid in 60 monthly installments of approximately $2,000 totaling approximately $111,000 through August 2027. The commencement date per the agreement is September 1, 2022, as such there is no financial statement impact for the three or six-months ended June 30, 2022. Operating Lease On June 1, 2020, the Company entered into a lease for a 39,000 square foot headquarters, manufacturing and laboratory facility at 9955 Mesa Rim Road in San Diego, California. The lease commenced on December 1, 2020 and is for a term of 127 months from the commencement date. The lease included a rent abatement period of seven months, from January 2021 through July of 2021, during which period the Company is exempted from paying the amount of base rent of $111,000. In addition, the lease stipulated an additional two months of lease abatement period in the event that the property is sold within the first six months of the initial lease period. In March 2021, the Company was notified that the original landlord has sold the building, hence the Company was eligible for an additional two months of rent abatement period. In addition, the landlord agreed to pay for certain preapproved leasehold improvement costs through a one-time leasehold improvement allowance of approximately $1.6 million. The amount of additional leasehold improvement allowance of approximately $1.6 million is to be paid back to the landlord during the term of the lease by the Company, amortized at an agreed upon annual rate of 7% as an additional rent payment of approximately $18,000 per month. The average monthly cash payment including payment for the additional leasehold improvement allowance for the lease is approximately $140,000 per month with initial monthly lease payments of $128,000 per month. The Company recorded a lease right-of-use asset and lease liability of $9.8 million and $9.8 million, respectively, as of December 31, 2020, based on the present value of payments and an incremental borrowing rate of 12%. As the Company’s lease did not provide an implicit rate, the Company estimated the incremental borrowing rate based on the credit quality of the Company and by comparing interest rates available in the market for similar borrowings. The Company recorded $1.6 million in other current assets related to reimbursable leasehold improvement costs incurred as of December 31, 2020. The landlord reimbursed the Company $1.8 million during the year ended December 31, 2021. The following schedule represents the components of lease expense for the three and six months ended June 30, 2021 and 2022 (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Lease cost Finance lease cost Amortization of right-of-use assets $ 209 $ 214 $ 382 $ 440 Interest on lease liabilities 75 58 140 106 Operating lease cost 414 414 829 829 Total $ 698 $ 686 $ 1,351 $ 1,375 The following schedule represents maturities of operating and finance lease liabilities as of June 30, 2022 (in thousands): Finance Operating Minimum Minimum Lease Lease Payments Payments 2022 (Remaining 6 months) $ 536 $ 795 2023 964 1,629 2024 535 1,672 2025 182 1,715 2026 19 1,762 Thereafter - 8,518 Total payments 2,236 16,091 Less amount representing interest (226 ) (6,160 ) Present value of payments $ 2,010 $ 9,931 The following schedule sets forth supplemental cash flow information related to operating and finance leases as of June 30, 2021 and June 30, 2022 (in thousands): For the Six Months Ended June 30, 2021 2022 Other information Operating cash flows from finance leases $ 140 $ 106 Operating cash flows from operating leases $ 106 $ 791 Financing cash flows from finance leases $ 624 $ 501 The aggregate weighted average remaining lease term was 2.34 years on finance leases and 9.0 years on operating leases as of June 30, 2022. The aggregate weighted average discount rate was 9.42% on finance leases and 12.0% on operating leases as of June 30, 2022. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 7. Stock-Based Compensation Equity Incentive Plans The Company has two equity incentive plans: The Amended and Restated 2013 Equity Incentive Plan, or the 2013 Plan, and the 2007 Equity Incentive Plan, or the 2007 Plan. The 2013 Plan includes a provision that shares available for grant under the Company’s 2007 plan become available for issuance under the 2013 Plan and are no longer available for issuance under the 2007 Plan. At the Company’s annual meeting of stockholders held on July 16, 2021, the Company’s stockholders approved amendments to the 2013 Plan, which included an increase in the number of non-inducement shares of common stock authorized for issuance under the 2013 Plan by 1,300,000 shares. Stock Options A summary of stock option activity for the six months ended June 30, 2022 is as follows: Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term in Years Outstanding at December 31, 2021 2,413,194 $ 7.04 9.06 Granted 1,159,250 $ 2.35 Cancelled/forfeited/expired (1,097,795 ) $ 7.28 Outstanding at June 30, 2022 2,474,649 $ 4.74 9.03 Vested and unvested expected to vest, June 30, 2022 2,449,519 $ 4.75 9.03 The intrinsic values of options outstanding, options exercisable, and options vested and unvested expected to vest at December 31, 2021 and June 30, 2022 were each $610 and $0, respectively. The assumptions used in the Black-Scholes pricing model for stock options granted during the six months ended June 30, 2022 were as follows: 2022 Stock and exercise prices $2.32 - $2.39 Expected dividend yield 0.00% Discount rate-bond equivalent yield 1.76% - 2.41% Expected life (in years) 5.55 - 6.03 Expected volatility 161% - 163% Stock-based Compensation Expense The following table presents the effects of stock-based compensation related to equity awards to employees and nonemployees on the unaudited condensed statements of operations and comprehensive loss during the periods presented (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Stock Options Cost of revenues $ 113 $ 184 $ 207 $ 392 Research and development expenses 50 49 94 215 General and administrative expenses 261 245 522 2,047 Sales and marketing expenses 70 107 131 248 Total expenses related to stock options $ 494 $ 585 $ 954 $ 2,902 As of June 30, 2022, total unrecognized share-based compensation expense related to unvested stock options, adjusted for estimated forfeitures, was $5.3 million and is expected to be recognized over a weighted-average period of approximately 2.81 years. |
Common Stock Warrants Outstandi
Common Stock Warrants Outstanding | 6 Months Ended |
Jun. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Common Stock Warrants Outstanding | 8. Common Stock Warrants Outstanding A summary of equity-classified common stock warrant activity for the six months ended June 30, 2022 is as follows: Average Weighted Remaining Number of Average Exercise Contractual Shares Price Per Share Term in Years Outstanding at December 31, 2021 857,261 $ 31.73 2.2 Issued — $ — — Exercised — $ — — Expired — $ — — Outstanding at June 30, 2022 857,261 $ 31.73 1.7 All warrants outstanding at December 31, 2021 and June 30, 2022 are exercisable. The outstanding warrants have expiration dates ranging from August 2022 to July 2025. The intrinsic value of equity-classified common stock warrants outstanding at December 31, 2021 and June 30, 2022 was $16,000 and $0, respectively. |
Net Loss per Common Share
Net Loss per Common Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss per Common Share | 9. Net Loss per Common Share Basic and diluted net income (loss) per common share is determined by dividing net loss applicable to common shareholders by the weighted-average common shares outstanding during the period. For the six months ended June 30, 2021, there is net income attributable to common shareholders and, as a result, 256,461 warrants and 582 options in the money were included in the calculation of dilutive weighted average shares. As these shares were in the money at June 30, 2021, an additional 215,449 shares were included in the calculation of diluted net income per share. For the six months ended June 30, 2022, there is a net loss attributable to common shareholders, the outstanding warrants and common stock options have been excluded from the calculation of diluted loss per common share because their effect would be anti-dilutive. The following potentially dilutive securities have been excluded from the computations of diluted weighted-average shares outstanding for the periods presented, as they would be anti-dilutive: For the Six Months Ended June 30, 2021 2022 Common warrants outstanding 987,986 857,261 RSUs outstanding 36 - Convertible preferred stock outstanding (number of common stock equivalents) 46,651 46,451 Common options outstanding 1,324,675 2,474,649 Total anti-dilutive common share equivalents 2,359,348 3,378,361 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies In the normal course of business, the Company may be involved in legal proceedings or threatened legal proceedings. The Company is not party to any legal proceedings or aware of any threatened legal proceedings except as provided in the paragraph below, and except for those proceedings that are not expected to have a material adverse effect on the Company’s financial condition, results of operations or liquidity. The Company was in mediation with former employees regarding disputed claims for certain sales commissions. Although the Company was not in agreement with their interpretations or claims, the Company entered into settlement negotiations related to the disputed commissions. The matter was resolved in June 2022 for approximately $1.7 million and was recorded within sales and marketing expense. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions A former member of the Company’s management is the controlling person of Aegea Biotechnologies, Inc., or Aegea. On September 2, 2012, the Company entered into an Assignment and Exclusive Cross-License Agreement, or the Cross-License Agreement, with Aegea. The Company received payments totaling approximately $36,000 and $49,000 during the years ended December 31, 2020 and 2021, respectively, from Aegea as reimbursements for shared patent costs under the Cross-License Agreement. On December 11, 2019, the Company entered into a First Amendment to Assignment and Exclusive Cross-License Agreement with Aegea pursuant to which the Company obtained a royalty bearing license for a certain patent. On May 22, 2022, the Company entered into a Second Amendment to Assignment and Exclusive Cross-License Agreement with Aegea pursuant to which the Company obtained a royalty-free license for a certain patent and Aegea obtained certain patents. The Company agreed to pay Aegea, effective January 1, 2019, a royalty of 10% on the Company’s sale of research use only, or RUO, and import research use only reagents and kits in the field of oncology, where the sample types are tissue, whole blood, bone marrow, cerebrospinal fluid or derivatives of any of the foregoing. As of December 31, 2021 and June 30, 2022, no royalties have been accrued by the Company for royalty expenses related to this arrangement. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events On August 31, 2022, the Company granted inducement stock options to purchase an aggregate of 89,550 shares of its common stock to 12 new employees. The inducement stock options have a grant date of August 31, 2022, and were granted as inducements material to the new employees entering into employment with Biocept in accordance with Nasdaq List Rule 5635(c)(4). The inducement stock options have an exercise price of $1.03 per share, the closing price of the Company’s common stock on August 31, 2022, are non-qualified stock options, have a ten-year |
The Company, Business Activit_2
The Company, Business Activities and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
The Company and Business Activities | The Company and Business Activities The Company was founded in California in May 1997 and is a molecular oncology diagnostics company that develops and commercializes proprietary clinical diagnostic laboratory assays designed to identify rare tumor cells and cell-free tumor DNA from blood and cerebrospinal fluid, or CSF. The identification of tumor cells and cell-free tumor DNA in CSF has become the Company’s principal development focus following its early commercial expansion into CSF in 2020. The Company operates a clinical laboratory that is CLIA-certified (under the Clinical Laboratory Improvement Amendment of 1988) and CAP-accredited (by the College of American Pathologists) and manufactures proprietary microfluidic channels for cell enrichment and extraction, as well as certain reagents that are used to perform the Company’s diagnostic assays in a facility located in San Diego, California. CLIA certification and CAP accreditation are required before any clinical laboratory may perform testing on human specimens for the purpose of obtaining information for the diagnosis, prevention, treatment of disease, or assessment of health. The assays the Company offers are classified as laboratory developed tests (LDTs) under the CLIA regulations. In July 2013, the Company effected a reincorporation to Delaware by merging itself with and into Biocept, Inc., a Delaware corporation, which had been formed to be and was a wholly owned subsidiary of the Company since July 23, 2013. In January 2020, the Company adapted and validated its proprietary blood-based liquid biopsy technology for commercial and clinical research use in CSF to identify tumor cells that have metastasized to the central nervous system, or CNS, in patients with advanced lung cancer or breast cancer. CNSide has been designed to improve the clinical management of patients with suspected metastatic cancer involving the CNS by enabling the quantitative analysis and molecular characterization of tumor cells and cell-free tumor DNA and RNA in the CSF. Since then, we have worked extensively with leading neuro-oncologists and other cancer experts to further define and characterize the use of this unique assay. In June 2020, we launched a COVID-19 diagnostic (assay manufactured by Thermo-Fisher) which broadened our assay menu to meet the community testing needs due to the emergence of COVID-19. |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed financial statements and notes are prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and on the basis that the Company will continue as a going concern (see Note 2). The accompanying unaudited condensed financial statements and notes do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern. The unaudited condensed financial statements included in this Form 10-Q have been prepared in accordance with the U.S. Securities and Exchange Commission, or SEC, instructions for Quarterly Reports on Form 10-Q. Accordingly, the condensed financial statements are unaudited and do not contain all the information required by GAAP to be included in a full set of financial statements. The balance sheet at December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for a complete set of financial statements. The audited financial statements for the year ended December 31, 2021, filed with the SEC with our Annual Report on Form 10-K on April 5, 2022 include a summary of our significant accounting policies and should be read in conjunction with this Form 10-Q. In the opinion of management, all material adjustments necessary to present fairly the results of operations for such periods have been included in this Form 10-Q. All such adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results of operations for the entire year. Reclassification The Company reclassified the change in inventory reserve for the six months ended June 30, 2021 of approximately $60,000 within the condensed statement of cash flows to conform to the current year presentation. The change in inventory reserve is now included in the increase (decrease) in cash resulting from changes in inventory within the cash flows from operating activities. This reclassification had no effect on previously reported cash flows from operating activities in the unaudited condensed statement of cash flows. |
Reclassification | Reclassification The Company reclassified the change in inventory reserve for the six months ended June 30, 2021 of approximately $60,000 within the condensed statement of cash flows to conform to the current year presentation. The change in inventory reserve is now included in the increase (decrease) in cash resulting from changes in inventory within the cash flows from operating activities. This reclassification had no effect on previously reported cash flows from operating activities in the unaudited condensed statement of cash flows. |
Significant Accounting Policies | Significant Accounting Policies During the three and six months ended June 30, 2022, there were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. |
Revenue Recognition and Accounts Receivable | Revenue Recognition and Accounts Receivable The Company's commercial revenues are generated from diagnostic services provided to patient’s physicians and billed to third-party insurance payers such as managed care organizations, Medicare and Medicaid and patients for any deductibles, coinsurance or copayments that may be due. The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers, or ASC 606, which requires that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. Contracts For its commercial revenues, while the Company markets directly to physicians and other healthcare providers, the Company provides services that benefit the patient. Patients do not typically enter into direct agreements with the Company; however, a patient’s insurance coverage requirements would dictate whether or not any portion of the cost of the tests would be patient responsibility. Accordingly, the Company establishes contracts with commercial insurers in accordance with customary business practices, as follows: • Approval of a contract is established via the order and accession, which are submitted by the patient’s physician. • The Company is obligated to perform its diagnostic services upon receipt of a sample from a physician, and the patient and/or applicable payer are obligated to reimburse the Company for services rendered based on the patient’s insurance benefits. • Payment terms are a function of a patient’s existing insurance benefits, including the impact of coverage decisions with the Centers for Medicare & Medicaid Services, or CMS, and applicable reimbursement contracts established between the Company and payers, unless the patient is a self-pay patient, whereby the Company bills the patient directly after the services are provided. • On ce the Company delivers a patient’s assay result to the ordering physician, the contract with a patient has commercial substance, as the Company is legally able to collect payment and bill an insurer and/or patient, regardless of payer contract status or patient insurance benefit status. • Consideration associated with commercial revenues is considered variable and constrained until fully adjudicated, with net revenues recorded to the extent that it is probable that a significant reversal will not occur. The Company’s development services revenues are supported by contractual agreements and generated from assay development services provided to entities, such as pharma or biotech organizations, as well as certain other diagnostic services provided to physicians, and revenues are recognized upon delivery of the performance obligations in the contract. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service, or a bundle of goods or services, to the customer. For its commercial and development services revenues, the Company’s contracts have a single performance obligation, which is satisfied upon rendering of services, which culminates in the delivery of a patient’s assay result(s) to the ordering physician or entity. The duration of time between accession receipt and delivery of a valid assay result to the ordering physician or entity is typically less than two weeks, and for our RT-PCR COVID-19 testing, typically 48 hours or less. Accordingly, the Company elected the practical expedient and therefore, does not disclose the value of unsatisfied performance obligations. Transaction Price The transaction price is the amount of consideration that the Company expects to collect in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties, such as sales taxes. The consideration expected from a contract with a customer may include fixed amounts, variable amounts, or both. The Company’s gross commercial revenues billed, and corresponding gross accounts receivable, subject to price concessions to arrive at reported net revenues, which relate to differences between amounts billed and corresponding amounts estimated to be subsequently collected and is deemed to be variable although the variability is not explicitly stated in any contract. Rather, the variability is due to several factors, such as the payment history or lack thereof for third-party payers, reimbursement rate changes for contracted and non-contracted payers, any patient co-payments, deductibles or compliance incentives, the existence of secondary payers and claim denials. The Company estimates the payer-specific reserves taken as appropriate. Collection periods for billings on commercial revenues range from less than 30 days to several months, depending on the contracted or non-contracted nature of the payer, among other variables. The estimates of amounts that will ultimately be realized from commercial diagnostic services for non-contracted payers require significant judgment by management. The Company limits the amount of variable consideration included in the transaction price to the unconstrained portion of such consideration. Revenue is recognized up to the amount of variable consideration that is not subject to a significant reversal until additional information is obtained or the uncertainty associated with the additional payments or refunds is subsequently resolved. Differences between original estimates and subsequent revisions, including final settlements, represent changes in the estimate of implicit price concessions and are included in the period in which such revisions are made. The Company monitors its estimates of transaction price to depict conditions that exist at each reporting date. If the Company subsequently determines that it will collect more consideration than it originally estimated for a contract with a customer, it will account for the change as an increase in the estimate of the transaction price in the period identified as an increase to revenue. Similarly, if the Company subsequently determines that the amount it expects to collect from a customer is less than it originally estimated, it will generally account for the change as a decrease in the estimate of the transaction price as a decrease to revenue. Further, although the Company believes that its estimate for implicit price concessions is appropriate, it is possible that the Company will experience an impact on cash collections as a result of the impact of the COVID-19 pandemic. Allocate Transaction Price For the Company’s commercial revenues, the entire transaction price is allocated to the single performance obligation contained in a contract with a customer. For the Company’s development services revenues, the contracted transaction price is allocated to each single performance obligation contained in a contract with a customer as performed. Point-in-time Recognition The Company’s single performance obligation is satisfied at a point in time, and that point in time is defined as the date a patient’s successful assay result is delivered to the patient’s ordering physician or entity. The Company considers this date to be the time at which the patient obtains control of the promised diagnostic assay service. Contract Balances The timing of revenue recognition, billings and cash collections results in accounts receivable recorded in the Company’s condensed balance sheets. Generally, billing occurs subsequent to delivery of a patient’s test result to the ordering physician or entity, resulting in an account receivable. Practical Expedients The Company does not adjust the transaction price for the effects of a significant financing component, as at contract inception, the Company expects the collection cycle to be one year or less. The Company expenses sales commissions when incurred because the amortization period is one year or less, which are recorded within sales and marketing expenses. The Company incurs certain other costs that are incurred regardless of whether a contract is obtained. Such costs are primarily related to legal services and patient communications. These costs are expensed as incurred and recorded within general and administrative expenses. Disaggregation of Revenue and Concentration of Risk The composition of the Company’s net revenues recognized during the three and six months ended June 30, 2022, disaggregated by source and nature, are as follows (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Net revenues from non-contracted payers $ 5,059 $ 9,085 $ 16,400 $ 21,729 Net revenues from contracted payers* 6,920 1,434 13,234 8,697 Net commercial revenues 11,979 10,519 29,634 30,426 Development services revenues 33 92 73 129 Kits and Specimen Collection Tubes (SCTs) 35 — 96 — Total net revenues $ 12,047 $ 10,611 $ 29,803 $ 30,555 *Includes Medicare, Medicare Advantage and CARES Act as reimbursement amounts are fixed. Revenues for the three and six months ended June 30, 2022 included $10.6 million and $30.6 million, respectively, in commercial test revenues, including $9.8 million and $28.4 million of revenues attributable to RT-PCR COVID-19 testing. At June 30, 2022, unbilled accounts receivable totaled approximately $3.8 million. Concentrations of credit risk with respect to revenues are primarily limited to geographies to which the Company provides a significant volume of its services, and to specific third-party payers of the Company’s services such as Medicare, insurance companies, and other third-party payers. The Company’s client base consists of many geographically dispersed clients diversified across various customer types. The Company's third-party payers that represent more than 10% of total net revenues in any period presented during the three and six months ended June 30, 2021 and 2022 were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Medicare and Medicare Advantage/CARES Act 57% 12% 44% 32% Blue Cross Blue Shield 25% 17% 28% 16% Kaiser Permanente 0% 23% 0% 17% The Company's third-party payers that represent more than 10% of total accounts receivable at December 31, 2021 and June 30, 2022 were as follows: December 31, June 30, 2021 2022 Medicare and Medicare Advantage/CARES Act 31% 8% Blue Cross Blue Shield 19% 12% |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments- Credit Losses, Codification Improvements to Topic 326, Financial Instruments- Credit Losses, In September 2022, the FASB issued ASU 2022-04, Liabilities-Supplier Finance Programs, period to period, and potential magnitude. The standard is effective for the Company for annual reporting periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the expected impact the adoption of this standard will have on its financial statements. |
The Company, Business Activit_3
The Company, Business Activities and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Composition of Net Revenues Recognized Disaggregated by Source and Nature | The composition of the Company’s net revenues recognized during the three and six months ended June 30, 2022, disaggregated by source and nature, are as follows (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Net revenues from non-contracted payers $ 5,059 $ 9,085 $ 16,400 $ 21,729 Net revenues from contracted payers* 6,920 1,434 13,234 8,697 Net commercial revenues 11,979 10,519 29,634 30,426 Development services revenues 33 92 73 129 Kits and Specimen Collection Tubes (SCTs) 35 — 96 — Total net revenues $ 12,047 $ 10,611 $ 29,803 $ 30,555 *Includes Medicare, Medicare Advantage and CARES Act as reimbursement amounts are fixed. |
Summary of Third-Party Payers That Represent More Than 10% of Total Net Revenues and Total Accounts Receivable | The Company's third-party payers that represent more than 10% of total net revenues in any period presented during the three and six months ended June 30, 2021 and 2022 were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Medicare and Medicare Advantage/CARES Act 57% 12% 44% 32% Blue Cross Blue Shield 25% 17% 28% 16% Kaiser Permanente 0% 23% 0% 17% The Company's third-party payers that represent more than 10% of total accounts receivable at December 31, 2021 and June 30, 2022 were as follows: December 31, June 30, 2021 2022 Medicare and Medicare Advantage/CARES Act 31% 8% Blue Cross Blue Shield 19% 12% |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Balance Sheet Component [Abstract] | |
Schedule of Fixed Assets and Accrued Liabilities | The following provides certain balance sheet details (in thousands): December 31, June 30, 2021 2022 (unaudited) Inventories Raw materials $ 2,303 $ 2,021 Subassemblies 294 182 Finished goods 54 46 Total inventories $ 2,651 $ 2,249 Fixed Assets Machinery and equipment $ 3,063 $ 3,120 Furniture and office equipment 161 161 Computer equipment and software 2,931 3,436 Leasehold improvements 634 641 Construction in process 245 301 $ 7,034 $ 7,659 Less: accumulated depreciation and amortization (4,633 ) (4,960 ) Total fixed assets, net $ 2,401 $ 2,699 Accrued Liabilities Accrued payroll 725 1,044 Accrued vacation 961 786 Accrued bonuses 178 460 Accrued sales commissions 600 64 Accrued other 554 383 Total accrued liabilities $ 3,018 $ 2,737 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Schedule of Lease Expenses | The following schedule represents the components of lease expense for the three and six months ended June 30, 2021 and 2022 (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Lease cost Finance lease cost Amortization of right-of-use assets $ 209 $ 214 $ 382 $ 440 Interest on lease liabilities 75 58 140 106 Operating lease cost 414 414 829 829 Total $ 698 $ 686 $ 1,351 $ 1,375 |
Schedule of Represents Maturities of Operating and Finance Lease Liabilities | The following schedule represents maturities of operating and finance lease liabilities as of June 30, 2022 (in thousands): Finance Operating Minimum Minimum Lease Lease Payments Payments 2022 (Remaining 6 months) $ 536 $ 795 2023 964 1,629 2024 535 1,672 2025 182 1,715 2026 19 1,762 Thereafter - 8,518 Total payments 2,236 16,091 Less amount representing interest (226 ) (6,160 ) Present value of payments $ 2,010 $ 9,931 |
Supplemental Cash Flow Information Related to Operating and Finance Leases | The following schedule sets forth supplemental cash flow information related to operating and finance leases as of June 30, 2021 and June 30, 2022 (in thousands): For the Six Months Ended June 30, 2021 2022 Other information Operating cash flows from finance leases $ 140 $ 106 Operating cash flows from operating leases $ 106 $ 791 Financing cash flows from finance leases $ 624 $ 501 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the six months ended June 30, 2022 is as follows: Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term in Years Outstanding at December 31, 2021 2,413,194 $ 7.04 9.06 Granted 1,159,250 $ 2.35 Cancelled/forfeited/expired (1,097,795 ) $ 7.28 Outstanding at June 30, 2022 2,474,649 $ 4.74 9.03 Vested and unvested expected to vest, June 30, 2022 2,449,519 $ 4.75 9.03 |
Assumptions Used for Determining Fair Value of Stock Options Under Black-Scholes Pricing Model | The assumptions used in the Black-Scholes pricing model for stock options granted during the six months ended June 30, 2022 were as follows: 2022 Stock and exercise prices $2.32 - $2.39 Expected dividend yield 0.00% Discount rate-bond equivalent yield 1.76% - 2.41% Expected life (in years) 5.55 - 6.03 Expected volatility 161% - 163% |
Effects of Stock-Based Compensation Related to Equity Awards to Employees and Nonemployees on Condensed Statement of Operations and Comprehensive Loss | The following table presents the effects of stock-based compensation related to equity awards to employees and nonemployees on the unaudited condensed statements of operations and comprehensive loss during the periods presented (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2022 2021 2022 Stock Options Cost of revenues $ 113 $ 184 $ 207 $ 392 Research and development expenses 50 49 94 215 General and administrative expenses 261 245 522 2,047 Sales and marketing expenses 70 107 131 248 Total expenses related to stock options $ 494 $ 585 $ 954 $ 2,902 |
Common Stock Warrants Outstan_2
Common Stock Warrants Outstanding (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity Classified Warrants [Abstract] | |
Summary of Equity-Classified Common Stock Warrant Activity | A summary of equity-classified common stock warrant activity for the six months ended June 30, 2022 is as follows: Average Weighted Remaining Number of Average Exercise Contractual Shares Price Per Share Term in Years Outstanding at December 31, 2021 857,261 $ 31.73 2.2 Issued — $ — — Exercised — $ — — Expired — $ — — Outstanding at June 30, 2022 857,261 $ 31.73 1.7 |
Net Loss per Common Share (Tabl
Net Loss per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Anti-Dilutive Securities Excluded from Computations of Diluted Weighted-Average Shares | The following potentially dilutive securities have been excluded from the computations of diluted weighted-average shares outstanding for the periods presented, as they would be anti-dilutive: For the Six Months Ended June 30, 2021 2022 Common warrants outstanding 987,986 857,261 RSUs outstanding 36 - Convertible preferred stock outstanding (number of common stock equivalents) 46,651 46,451 Common options outstanding 1,324,675 2,474,649 Total anti-dilutive common share equivalents 2,359,348 3,378,361 |
The Company, Business Activit_4
The Company, Business Activities and Basis of Presentation - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
The Company Business Activities And Basis Of Presentation [Line Items] | ||||
Change in inventory reserve | $ 60,000 | $ 60,000 | ||
Net revenues | $ 10,611,000 | $ 12,047,000 | $ 30,555,000 | $ 29,803,000 |
Unbilled accounts receivables | 3,800,000 | 3,800,000 | ||
Commercial Test Revenue [Member] | ||||
The Company Business Activities And Basis Of Presentation [Line Items] | ||||
Net revenues | 10,600,000 | 30,600,000 | ||
Commercial Test Revenue [Member] | RT-PCR COVID-19 Testing [Member] | ||||
The Company Business Activities And Basis Of Presentation [Line Items] | ||||
Net revenues | $ 9,800,000 | $ 28,400,000 | ||
ASC 606 [Member] | ||||
The Company Business Activities And Basis Of Presentation [Line Items] | ||||
Performance obligation, description of timing | The duration of time between accession receipt and delivery of a valid assay result to the ordering physician or entity is typically less than two weeks, and for our RT-PCR COVID-19 testing, typically 48 hours or less. | |||
Practical expedient, description | The Company does not adjust the transaction price for the effects of a significant financing component, as at contract inception, the Company expects the collection cycle to be one year or less. | |||
ASC 606 [Member] | Maximum [Member] | Sales and Marketing Expenses [Member] | ||||
The Company Business Activities And Basis Of Presentation [Line Items] | ||||
Amortization period | 1 year |
The Company, Business Activit_5
The Company, Business Activities and Basis of Presentation - Composition of Net Revenues Recognized Disaggregated by Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | ||
Disaggregation Of Revenue [Line Items] | |||||
Total net revenues | $ 10,611 | $ 12,047 | $ 30,555 | $ 29,803 | |
Commercial Revenues [Member] | Commercial Revenues | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total net revenues | 10,519 | 11,979 | 30,426 | 29,634 | |
Commercial Revenues [Member] | Contracted Payers [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total net revenues | [1] | 1,434 | 6,920 | 8,697 | 13,234 |
Commercial Revenues [Member] | Non-Contracted Payers [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total net revenues | 9,085 | 5,059 | 21,729 | 16,400 | |
Development Services Revenues [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total net revenues | $ 92 | 33 | $ 129 | 73 | |
Kits and Specimen Collection Tubes (SCTs) | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total net revenues | $ 35 | $ 96 | |||
[1]Includes Medicare, Medicare Advantage and CARES Act as reimbursement amounts are fixed. |
The Company, Business Activit_6
The Company, Business Activities and Basis of Presentation - Summary of Third-Party Payers That Represent More Than 10% of Total Net Revenues and Total Accounts Receivable (Detail) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Customer Concentration Risk [Member] | Net Revenues [Member] | Medicare and Medicare Advantage [Member] | Cares Act [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 12% | 57% | 32% | 44% | |
Customer Concentration Risk [Member] | Net Revenues [Member] | Blue Cross Blue Shield [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 17% | 25% | 16% | 28% | |
Customer Concentration Risk [Member] | Net Revenues [Member] | Kaiser Permanente [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 23% | 0% | 17% | 0% | |
Credit Concentration Risk [Member] | Net Accounts Receivable [Member] | Medicare and Medicare Advantage [Member] | Cares Act [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 8% | 31% | |||
Credit Concentration Risk [Member] | Net Accounts Receivable [Member] | Blue Cross Blue Shield [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 12% | 19% |
Liquidity - Additional Informat
Liquidity - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Cash And Cash Equivalents [Abstract] | |||||||
Cash | $ 22,928 | $ 22,928 | $ 28,864 | ||||
Accumulated deficit | 274,371 | 274,371 | $ 266,351 | ||||
Net income (loss) | (5,252) | $ (2,768) | $ (1,828) | $ 2,599 | (8,021) | $ 772 | |
Net revenues | $ 10,611 | $ 12,047 | $ 30,555 | $ 29,803 |
Sales of Equity Securities - Ad
Sales of Equity Securities - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
May 12, 2021 | Jan. 31, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Jan. 31, 2018 | |
Class Of Stock [Line Items] | ||||||||
Proceeds from exercise of common stock warrants | $ 18,000 | |||||||
Fair value of warrants issued | $ 1,900,000 | |||||||
Warrant inducement expense | $ 155,000 | $ 80,000 | $ 217,000 | $ 145,000 | $ 2,100,000 | |||
Sales Agreement [Member] | Sales Agent [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Stock price | $ 1.74 | $ 1.74 | $ 4.31 | |||||
Shares issued in offering | 72,707 | 72,707 | 3,428,680 | |||||
Percentage of fixed commission to sales agent rate equal to gross sales price per share of common stock sold under sales agreement | 3% | |||||||
Net cash proceeds from sale of securities | $ 94,000 | $ 94,000 | $ 14,100,000 | |||||
Common stock remained available for sale | $ 10,100,000 | |||||||
Maximum [Member] | Sales Agreement [Member] | Sales Agent [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Shares issued in offering | 25,000,000 | |||||||
Warrant [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Issuance of warrants to purchase shares of common stock | 89,657 | |||||||
Stock price | $ 3.495 | $ 4.05 | ||||||
Over-allotment Option [Member] | Warrant [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Proceeds from exercise of common stock warrants | $ 700,000 | |||||||
Shares issued in offering | 192,750 | |||||||
February 2019 March 2019 Warrant Repricing and Exchange Transaction [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Proceeds from exercise of common stock warrants | $ 2,300,000 | |||||||
Number of warrants issued under warrant repricing and exchange transaction | 692,725 | |||||||
Warrant inducement expense | $ 191,000 | |||||||
February 2019 March 2019 Warrant Repricing and Exchange Transaction [Member] | Warrant [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Issuance of warrants to purchase shares of common stock | 692,725 |
Balance Sheet Details - Schedul
Balance Sheet Details - Schedule of Fixed Assets and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Inventories | ||
Raw materials | $ 2,021 | $ 2,303 |
Subassemblies | 182 | 294 |
Finished goods | 46 | 54 |
Total inventories | 2,249 | 2,651 |
Fixed Assets | ||
Machinery and equipment | 3,120 | 3,063 |
Furniture and office equipment | 161 | 161 |
Computer equipment and software | 3,436 | 2,931 |
Leasehold improvements | 641 | 634 |
Construction in process | 301 | 245 |
Total fixed assets, gross | 7,659 | 7,034 |
Less: accumulated depreciation and amortization | (4,960) | (4,633) |
Total fixed assets, net | 2,699 | 2,401 |
Accrued Liabilities | ||
Accrued payroll | 1,044 | 725 |
Accrued vacation | 786 | 961 |
Accrued bonuses | 460 | 178 |
Accrued sales commissions | 64 | 600 |
Accrued other | 383 | 554 |
Total accrued liabilities | $ 2,737 | $ 3,018 |
Leases - Additional Information
Leases - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 16, 2022 USD ($) mo | Jun. 01, 2020 USD ($) ft² | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) mo | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Leases [Line Items] | ||||||||
Financed equipment | $ 6,000,000 | $ 6,000,000 | $ 6,000,000 | |||||
Accumulated depreciation related to equipment under finance leases | 3,600,000 | 3,600,000 | 3,200,000 | |||||
Depreciation expense related to equipment under finance leases | 214,000 | $ 209,000 | 440,000 | $ 381,000 | ||||
Total amount from equipment financing commitment | $ 107,000 | $ 894,000 | ||||||
Finance lease transaction, frequency of payments | monthly | monthly | ||||||
Finance lease transaction, number of installments payments | mo | 60 | |||||||
Finance lease transaction, monthly installments of principal and interest payments | $ 2,000 | $ 21,330 | ||||||
Finance lease transaction, total amount to be repaid | $ 111,000 | 1,100,000 | $ 1,100,000 | |||||
Finance lease transaction, commitment period | 2027-08 | 2026-03 | ||||||
Operating lease monthly payments | $ 791,000 | $ 106,000 | ||||||
Operating lease, right-of-use asset | 8,758,000 | 8,758,000 | 9,026,000 | |||||
Operating lease liability | $ 9,931,000 | $ 9,931,000 | ||||||
Finance lease, weighted average remaining lease term | 2 years 4 months 2 days | 2 years 4 months 2 days | ||||||
Operating lease, weighted average remaining lease term | 9 years | 9 years | ||||||
Finance lease, weighted average discount rate, percent | 9.42% | 9.42% | ||||||
Operating lease, weighted average discount rate, percent | 12% | 12% | ||||||
9955 Mesa Rim Road in San Diego, California [Member] | ||||||||
Leases [Line Items] | ||||||||
Lease agreement | ft² | 39,000 | |||||||
Lease commenced date | Dec. 01, 2020 | |||||||
Lessee, operating lease, term of contract | 127 months | |||||||
Lease term, description | The lease included a rent abatement period of seven months, from January 2021 through July of 2021, during which period the Company is exempted from paying the amount of base rent of $111,000. | |||||||
Rent Expense | $ 111,000 | |||||||
Leasehold improvement allowance | 1,600,000 | |||||||
Additional leasehold improvement allowance | $ 1,600,000 | |||||||
Additional rent payment of percentage | 7% | |||||||
Additional rent payment | $ 18,000 | |||||||
Lessee operating lease initial monthly lease payments | 140,000 | |||||||
Operating lease monthly payments | $ 128,000 | |||||||
Operating lease, right-of-use asset | $ 9,800,000 | |||||||
Operating lease liability | 9,800,000 | |||||||
Operating lease incremental borrowing rate | 12% | |||||||
Reimbursable leasehold improvement costs | $ 1,800,000 | $ 1,600,000 | ||||||
Minimum [Member] | ||||||||
Leases [Line Items] | ||||||||
Financed equipment useful life | 5 years | 5 years | ||||||
Finance lease transaction, number of installments payments | mo | 36 | |||||||
Maximum [Member] | ||||||||
Leases [Line Items] | ||||||||
Financed equipment useful life | 7 years | 7 years | ||||||
Finance lease transaction, number of installments payments | mo | 60 |
Leases - Schedule of Lease Expe
Leases - Schedule of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Finance lease cost | ||||
Amortization of right-of-use assets | $ 214 | $ 209 | $ 440 | $ 382 |
Interest on lease liabilities | 58 | 75 | 106 | 140 |
Operating lease cost | 414 | 414 | 829 | 829 |
Total | $ 686 | $ 698 | $ 1,375 | $ 1,351 |
Leases - Schedule of Represents
Leases - Schedule of Represents Maturities of Operating and Finance Lease Liabilities (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Financing Lease Minimum Payment Abstract | |
2022 (Remaining 6 months) | $ 536 |
2023 | 964 |
2024 | 535 |
2025 | 182 |
2026 | 19 |
Total payments | 2,236 |
Less amount representing interest | (226) |
Present value of payments | 2,010 |
Operating Lease Minimum Payment Abstract | |
2022 (Remaining 6 months) | 795 |
2023 | 1,629 |
2024 | 1,672 |
2025 | 1,715 |
2026 | 1,762 |
Thereafter | 8,518 |
Total payments | 16,091 |
Less amount representing interest | (6,160) |
Present value of payments | $ 9,931 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Related to Operating and Finance Leases (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Other information | ||
Operating cash flows from finance leases | $ 106 | $ 140 |
Operating cash flows from operating leases | 791 | 106 |
Financing cash flows from finance leases | $ 501 | $ 624 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 6 Months Ended | |||
Mar. 22, 2022 | Feb. 14, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized share-based compensation expense, weighted-average recognition period | 2 years 9 months 21 days | |||
Stock Options [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Intrinsic value of options outstanding | $ 0 | $ 610 | ||
Intrinsic value of options exercisable | 0 | 610 | ||
Intrinsic value of options vested and unvested expected to vest | 0 | $ 610 | ||
Stock Options and RSUs [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized share-based compensation expense, stock options | $ 5,300,000 | |||
2013 Equity Incentive Plan [Member] | Non-inducement Shares [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Increase in number of shares of common stock authorized for issuance | 1,300,000 | |||
2013 Equity Incentive Plan [Member] | Inducement Shares [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Increase in number of shares of common stock authorized for issuance | 500,000 | 1,000,000 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Shares Outstanding, Beginning Balance | 2,413,194 | |
Number of Shares, Granted | 1,159,250 | |
Number of Shares, Cancelled/forfeited/expired | (1,097,795) | |
Number of Shares Outstanding, Ending Balance | 2,474,649 | 2,413,194 |
Number of Shares, Vested and unvested expected to vest, Ending Balance | 2,449,519 | |
Weighted Average Exercise Price Per Share, Outstanding, Beginning Balance | $ 7.04 | |
Weighted Average Exercise Price Per Share, Granted | 2.35 | |
Weighted Average Exercise Price Per Share, Cancelled/forfeited/expired | 7.28 | |
Weighted Average Exercise Price Per Share, Outstanding, Ending Balance | 4.74 | $ 7.04 |
Weighted Average Exercise Price Per Share, Vested and unvested expected to vest, Ending Balance | $ 4.75 | |
Weighted Average Remaining Contractual Term in Years, Outstanding | 9 years 10 days | 9 years 21 days |
Weighted Average Remaining Contractual Term in Years, Vested and unvested expected to vest | 9 years 10 days |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions Used for Determining Fair Value of Stock Options Under Black-Scholes Pricing Model (Detail) | 6 Months Ended |
Jun. 30, 2022 $ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected dividend yield | 0% |
Expected volatility | 161% |
Minimum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock and exercise prices | $ 2.32 |
Discount rate-bond equivalent yield | 1.76% |
Expected life (in years) | 5 years 6 months 18 days |
Maximum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock and exercise prices | $ 2.39 |
Discount rate-bond equivalent yield | 2.41% |
Expected life (in years) | 6 years 10 days |
Stock-Based Compensation - Effe
Stock-Based Compensation - Effects of Stock-Based Compensation Related to Equity Awards to Employees and Nonemployees on Condensed Statement of Operations and Comprehensive Loss (Detail) - Stock Options [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 585 | $ 494 | $ 2,902 | $ 954 |
Cost of revenues [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | 184 | 113 | 392 | 207 |
Research and Development Expenses [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | 49 | 50 | 215 | 94 |
General and Administrative Expenses [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | 245 | 261 | 2,047 | 522 |
Sales and Marketing Expenses [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 107 | $ 70 | $ 248 | $ 131 |
Common Stock Warrants Outstan_3
Common Stock Warrants Outstanding - Summary of Equity-Classified Common Stock Warrant Activity (Detail) - Warrants [Member] - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Class Of Warrant Or Right [Line Items] | ||
Number of Shares, Outstanding, Beginning Balance | 857,261 | |
Number of Shares, Outstanding, Ending Balance | 857,261 | 857,261 |
Weighted Average Exercise Price Per Share, Outstanding, Beginning Balance | $ 31.73 | |
Weighted Average Exercise Price Per Share, Outstanding, Ending Balance | $ 31.73 | $ 31.73 |
Average Remaining Contractual Term (in years) | 1 year 8 months 12 days | 2 years 2 months 12 days |
Common Stock Warrants Outstan_4
Common Stock Warrants Outstanding - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Class Of Warrant Or Right [Line Items] | ||
Common stock warrants outstanding, intrinsic value | $ 0 | $ 16,000 |
Minimum [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Class of warrants or rights expiration dates | 2022-08 | |
Maximum [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Class of warrants or rights expiration dates | 2025-07 |
Net Loss per Common Share - Add
Net Loss per Common Share - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2022 shares | |
Earnings Per Share [Abstract] | |
Number of warrants included in the calculation of dilutive weighted average shares | 256,461 |
Number of options included in the calculation of dilutive weighted average shares | 582 |
Additional shares included in the calculation of diluted net income per share | 215,449 |
Net Loss per Common Share - Sch
Net Loss per Common Share - Schedule of Anti-Dilutive Securities Excluded from Computations of Diluted Weighted-Average Shares (Detail) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive common share equivalents | 3,378,361 | 2,359,348 |
Convertible Preferred Stock Outstanding [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive common share equivalents | 46,451 | 46,651 |
Common Warrants Outstanding [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive common share equivalents | 857,261 | 987,986 |
RSUs [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive common share equivalents | 36 | |
Common Options Outstanding [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive common share equivalents | 2,474,649 | 1,324,675 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 1 Months Ended |
Jun. 30, 2022 USD ($) | |
Sales and Marketing Expense [Member] | |
Loss Contingencies [Line Items] | |
Loss contingency accrual, payments | $ 1.7 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Aegea Biotechnologies, Inc [Member] - USD ($) | 12 Months Ended | |||
Jan. 01, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | ||||
Reimbursement for shared patent costs | $ 49,000 | $ 36,000 | ||
Percentage of royalty on sale of product | 10% | |||
Accrued royalty expense | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event [Member] | Aug. 31, 2022 Employee $ / shares shares |
Inducement Shares [Member] | |
Subsequent Event [Line Items] | |
Options to purchase common stock | shares | 89,550 |
Common stock granted to new employees | Employee | 12 |
Inducement stock options grant date | Aug. 31, 2022 |
Inducement stock options exercise price per share | $ / shares | $ 1.03 |
Non-qualified stock options, term | 2010 |
Shares vesting period | 4 years |
One-Year Anniversary of Vesting Commencement Date [Member] | |
Subsequent Event [Line Items] | |
Shares vesting percentage | 25% |
Equal Monthly Installments Over 36 months [Member] | |
Subsequent Event [Line Items] | |
Shares vesting percentage | 75% |