Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 10, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Entity Registrant Name | ACUTUS MEDICAL, INC. | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001522860 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2210 Faraday Ave. | |
Entity Address, Address Line Two | Suite 100, | |
Entity File Number | 001-39430 | |
Entity Tax Identification Number | 45-1306615 | |
Entity Address, City or Town | Carlsbad | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92008 | |
City Area Code | 442 | |
Local Phone Number | 232-6080 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | AFIB | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 28,124,057 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 8,631 | $ 25,234 |
Marketable securities, short-term | 86,888 | 105,839 |
Restricted cash | 150 | 150 |
Accounts receivable | 2,477 | 2,160 |
Inventory | 13,837 | 12,958 |
Prepaid expenses and other current assets | 4,124 | 5,047 |
Total current assets | 116,107 | 151,388 |
Marketable securities, long-term | 11,225 | 8,726 |
Property and equipment, net | 14,648 | 12,356 |
Right-of-use assets, net | 1,480 | 1,669 |
Intangible assets, net | 5,493 | 5,653 |
Goodwill | 12,026 | 12,026 |
Other assets | 967 | 717 |
Total assets | 161,946 | 192,535 |
Current liabilities: | ||
Accounts payable | 6,108 | 8,266 |
Accrued liabilities | 8,808 | 7,308 |
Contingent consideration, short-term | 2,600 | 5,400 |
Operating lease liabilities, short-term | 955 | 933 |
Total current liabilities | 18,471 | 21,907 |
Operating lease liabilities, long-term | 875 | 1,134 |
Long-term debt | 39,339 | 39,011 |
Contingent consideration, long-term | 3,000 | 3,900 |
Total liabilities | 61,685 | 65,952 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized as of March 31, 2021 and December 31, 2020; no shares issued and outstanding as of March 31, 2021 and December 31, 2020 | ||
Common stock, $0.001 par value; 260,000,000 shares authorized as of March 31, 2021 and December 31, 2020; 28,113,165 and 27,991,425 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 28 | 28 |
Additional paid-in capital | 490,369 | 487,290 |
Accumulated deficit | (390,196) | (361,015) |
Accumulated other comprehensive income | 60 | 280 |
Total stockholders' equity | 100,261 | 126,583 |
Total liabilities and stockholders' equity | $ 161,946 | $ 192,535 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 260,000,000 | 260,000,000 |
Common Stock, Shares, Issued | 28,113,165 | 27,991,425 |
Common Stock, Shares, Outstanding | 28,113,165 | 27,991,425 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Revenue | $ 3,591 | $ 1,583 |
Costs and operating expenses: | ||
Cost of products sold | 6,955 | 3,194 |
Research and development | 9,370 | 7,973 |
Selling, general and administrative | 16,252 | 10,235 |
Change in fair value of contingent consideration | (1,153) | (2,219) |
Total costs and operating expenses | 31,424 | 19,183 |
Loss from operations | (27,833) | (17,600) |
Other income (expense): | ||
Change in fair value of warrant liability | 581 | |
Interest income | 40 | 275 |
Interest expense | (1,388) | (1,354) |
Total other expense, net | (1,348) | (498) |
Loss before income taxes | (29,181) | (18,098) |
Net loss | (29,181) | (18,098) |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on marketable securities | 6 | (27) |
Foreign currency translation adjustment | (226) | (27) |
Comprehensive loss | $ (29,401) | $ (18,152) |
Net loss per common share, basic and diluted | $ (1.04) | $ (25.84) |
Weighted average shares outstanding, basic and diluted | 28,031,686 | 700,505 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Series A Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series D Convertible Preferred Stock [Member] |
Beginning balances at Dec. 31, 2019 | $ 3,059 | $ 40,685 | $ 74,575 | $ 135,039 | |||||
Beginning balances, Shares at Dec. 31, 2019 | 391,210 | 3,088,444 | 4,499,921 | 8,200,297 | |||||
Beginning balances at Dec. 31, 2019 | $ (225,811) | $ 1 | $ 33,252 | $ (259,034) | $ (30) | ||||
Beginning balances, Shares at Dec. 31, 2019 | 695,902 | ||||||||
Unrealized gain (loss) on marketable securities | (27) | (27) | |||||||
Foreign currency translation adjustment | (27) | (27) | |||||||
Stock option exercises, shares | 0 | ||||||||
Issuance of Series D convertible preferred stock for the Biotronik Asset Purchase | $ 5,000 | ||||||||
Issuance of Series D convertible preferred stock for the Biotronik Asset Purchase, Shares | 273,070 | ||||||||
Issuance of Series D convertible preferred stock for the contingent consideration related to the Rhythm Xience Acquisition | $ 2,197 | ||||||||
Issuance of Series D convertible preferred stock for the contingent consideration related to the Rhythm Xience Acquisition, Shares | 119,993 | ||||||||
Stock-based compensation | 1,741 | 1,741 | |||||||
Stock-based compensation, shares | 14,962 | ||||||||
Net loss | (18,098) | (18,098) | |||||||
Ending balances at Mar. 31, 2020 | $ 3,059 | $ 40,685 | $ 74,575 | $ 142,236 | |||||
Ending balances, shares at Mar. 31, 2020 | 391,210 | 3,088,444 | 4,499,921 | 8,593,360 | |||||
Ending balances at Mar. 31, 2020 | (242,222) | $ 1 | 34,993 | (277,132) | (84) | ||||
Ending balances, shares at Mar. 31, 2020 | 710,864 | ||||||||
Beginning balances at Dec. 31, 2020 | 126,583 | $ 28 | 487,290 | (361,015) | 280 | ||||
Beginning balances, Shares at Dec. 31, 2020 | 27,991,425 | ||||||||
Unrealized gain (loss) on marketable securities | 6 | 6 | |||||||
Foreign currency translation adjustment | (226) | (226) | |||||||
Stock option exercises | 169 | 169 | |||||||
Stock option exercises, shares | 27,509 | ||||||||
Stock-based compensation | 2,910 | 2,910 | |||||||
Stock-based compensation, shares | 94,231 | ||||||||
Net loss | (29,181) | (29,181) | |||||||
Ending balances at Mar. 31, 2021 | $ 100,261 | $ 28 | $ 490,369 | $ (390,196) | $ 60 | ||||
Ending balances, shares at Mar. 31, 2021 | 28,113,165 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (29,181) | $ (18,098) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 1,241 | 429 |
Amortization of intangible assets | 160 | 110 |
Stock-based compensation expense | 2,910 | 1,741 |
Amortization of premiums/(accretion of discounts) on marketable securities, net | 412 | (5) |
Amortization of debt issuance costs | 328 | 154 |
Amortization of right-of-use assets | 180 | 169 |
Change in fair value of warrant liability | (581) | |
Change in fair value of contingent consideration | (1,153) | (2,219) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (317) | (708) |
Inventory | (879) | (1,809) |
Prepaid expenses and other current assets | 1,104 | 214 |
Other assets | (250) | (267) |
Accounts payable | (2,091) | 3,602 |
Accrued liabilities | 1,500 | (83) |
Operating lease liabilities | (237) | (207) |
Net cash used in operating activities | (26,273) | (17,558) |
Cash flows from investing activities | ||
Purchases of available-for-sale marketable securities | (9,135) | |
Sales of available-for-sale marketable securities | 8,100 | |
Maturities of available-for-sale marketable securities | 25,000 | 25,300 |
Purchases of property and equipment | (3,693) | (1,683) |
Net cash provided by investing activities | 12,172 | 31,717 |
Cash flows from financing activities | ||
Payment of contingent consideration | (2,547) | (2,584) |
Proceeds from stock options exercises | 169 | |
Net cash used in financing activities | (2,378) | (2,584) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (124) | (27) |
Net change in cash, cash equivalents and restricted cash | (16,603) | 11,548 |
Cash, cash equivalents and restricted cash, at the beginning of the period | 25,384 | 9,602 |
Cash, cash equivalents and restricted cash, at the end of the period | 8,781 | 21,150 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | 35 | |
Cash paid for interest | 1,125 | 1,188 |
Supplemental disclosure of noncash investing and financing activities: | ||
Issuance of Series D convertible preferred stock for Biotronik asset purchase | 5,000 | |
Issuance of Series D convertible preferred stock for Rhythm Xience Acquisition | 2,197 | |
Change in unrealized (gain) loss on marketable securities | (6) | 27 |
Unpaid purchases of property and equipment | $ (67) | $ 119 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | Note 1—Organization and Description of Business Acutus Medical, Inc. (the “Company”) is an arrhythmia management company focused on improving the way cardiac arrhythmias are diagnosed and treated. The Company designs, manufactures and markets a range of tools for catheter-based ablation procedures to treat various arrhythmias. The Company’s product portfolio includes novel access sheaths, transseptal crossing tools, diagnostic and mapping catheters, ablation catheters, mapping and imaging consoles and accessories, as well as supporting algorithms and software programs. The Company was incorporated in the state of Delaware on March 25, 2011, and is located in Carlsbad, California. Liquidity and Capital Resources The Company has limited revenue, has incurred operating losses since inception and expects to continue to incur significant operating losses for at least the next several years and may never become profitable. As of March 31, 2021 and December 31, 2020, the Company had an accumulated deficit of $390.2 million and $361.0 million, respectively, and working capital of $97.6 million and $129.5 million, respectively. The Company has historically funded its operations primarily through the sale of debt and equity securities, as well as other indebtedness. With the closing of the Company’s initial public offering (“IPO”) in August 2020, the Company’s current cash, cash equivalents and marketable securities are sufficient to fund operations for at least the next 12 months. However, the Company may need to raise additional funds through the issuance of additional debt, equity or both. Until such time, if ever, the Company can generate revenue sufficient to achieve profitability, the Company expects to finance its operations through equity or debt financings, which may not be available to the Company on the timing needed or on terms that the Company deems to be favorable. To the extent that the Company raises additional capital through the sale of equity or convertible debt securities, the ownership interest of its stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of common stockholders. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting the Company’s ability to take specific actions, such as incurring additional debt, making acquisitions or capital expenditures or declaring dividends. If the Company is unable to maintain sufficient financial resources, its business, financial condition and results of operations will be materially and adversely affected. The Company may be required to delay, limit, reduce or terminate its product discovery and development activities or future commercialization efforts. There can be no assurance that the Company will be able to obtain the needed financing on acceptable terms or at all. Impact of COVID-19 Beginning in early March 2020, the COVID-19 pandemic and the measures imposed to contain this pandemic disrupted and are expected to continue to impact our business. For example, on March 19, 2020, the Executive Department of the State of California issued Executive Order N-33-20, ordering all individuals in the State of California to stay home or at their place of residence except as needed to maintain continuity of operations of the federal critical infrastructure sectors. Our primary operations are located in Carlsbad, California. As a result of such order, the majority of our employees have telecommuted, which may impact certain of our operations over the near term and long term. Moreover, beginning in March 2020, access to hospitals and other customer sites was restricted to essential personnel, which negatively impacted our ability to install our AcQMap consoles and workstations in new accounts and for our sales representatives and mappers to promote the use of our products with physicians. Moreover, hospitals and other therapeutic centers suspended many elective procedures, resulting in a significantly reduced volume of procedures using our products. In addition, all clinical trials in Europe were suspended with follow-ups for clinical trials done via telecom, and we believe enrollment timing in our planned clinical trials will be slowed due to COVID-19 driven delayed access to enrollment sites. As a result of the interruptions to our business due to COVID-19, we enacted a cash conservation program, which included delaying certain non-critical capital expenditures and other projects and implementing a hiring freeze, headcount reductions and temporary compensation reductions (through August 2020). The effects of the pandemic began to decrease in late April 2020 as electrophysiology labs began reopening and procedure volumes began increasing as compared to COVID-19 related low points in March 2020. Our IPO in August 2020 provided resources sufficient to restore compensation reductions to pre-COVID levels, as well as to restart hiring and capital expenditures in support of our growth. The second wave of the COVID-19 pandemic was initially observed negatively impacting electrophysiology procedural activity early during the fourth quarter of 2020 and we are continuing to see hospitals focusing on these patients and slowing elective procedures. During the first quarter of 2021, we saw the suspension of many elective procedures in many hospitals, resulting in reduced volume of procedures using our products. Access restrictions in certain hospitals have slowed our ability to install our AcQMap consoles and workstations in new accounts and for our sales representatives and mappers to promote the use of our products with physicians. The magnitude of the impact of the COVID-19 pandemic on our productivity, results of operations and financial position, and its disruption to our business and our clinical programs and timelines, will depend, in part, on the length and severity of the pandemic, associated restrictions and other measures designed to prevent the spread of COVID-19 and on our ability to conduct business in the ordinary course. Quarantines, shelter-in-place and similar government orders have also impacted, and may continue to impact, our third-party manufacturers and suppliers, and could in turn adversely impact the availability or cost of materials, which could disrupt our supply chain. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These condensed consolidated financial statement results are not necessarily indicative of results to be expected for the full fiscal year or any future period. Principles of Consolidation The condensed consolidated financial statements include the accounts of Acutus Medical, Inc. and its wholly-owned subsidiary Acutus Medical NV (“Acutus NV”), which was incorporated under the laws of Belgium in August 2013. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates and Assumptions The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, expenses and disclosures of contingent assets and liabilities. The most significant estimates and assumptions in the Company’s condensed consolidated financial statements include, but are not limited to, revenue recognition, useful lives of intangible assets, assessment of impairment of goodwill, provisions for income taxes, measurement of operating lease liabilities, and the fair value of common stock, stock options, warrants, intangible assets, contingent consideration and goodwill. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results could differ from those estimates. Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment. Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. All of the Company’s cash equivalents have liquid markets and high credit ratings. The Company maintains its cash in bank deposits and other accounts, the balances of which, at times and as of March 31, 2021 and December 31, 2020, exceeded federally insured limits. Restricted cash serves as collateral for the Company’s corporate credit card program. The following table reconciles cash, cash equivalents and restricted cash in the condensed consolidated balance sheets to the total shown on the condensed consolidated statement of cash flows (in thousands): March 31, December 31, 2021 2020 (unaudited) Cash and cash equivalents $ 8,631 $ 25,234 Restricted cash 150 150 Total cash, cash equivalents and restricted cash $ 8,781 $ 25,384 Marketable Securities The Company considers its debt securities to be available-for-sale securities. Available-for-sale securities are classified as cash equivalents or short-term or long-term marketable securities based on the maturity date at time of purchase and their availability to meet current operating requirements. Marketable securities that mature in three months or less from the date of purchase are classified as cash equivalents. Marketable securities, excluding cash equivalents, that mature in one year or less are classified as short-term available-for-sale securities and are reported as a component of current assets. Securities that are classified as available-for-sale are measured at fair value with temporary unrealized gains and losses reported in other comprehensive loss, and as a component of stockholders’ equity (deficit) until their disposition or maturity. See “Fair Value Measurements” below. The Company reviews all available-for-sale securities at each period end to determine if they remain available-for-sale based on the Company’s current intent and ability to sell the security if it is required to do so. Realized gains and losses from the sale of marketable securities, if any, are calculated using the specific-identification method. Marketable securities are subject to a periodic impairment review. The Company may recognize an impairment charge when a decline in the fair value of investments below the cost basis is determined to be other-than-temporary. In determining whether a decline in market value is other-than-temporary, various factors are considered, including the cause, duration of time and severity of the impairment, any adverse changes in the investees’ financial condition and the Company’s intent and ability to hold the security for a period of time sufficient to allow for an anticipated recovery in market value. Declines in value judged to be other-than-temporary are included in the Company’s condensed consolidated statements of operations and comprehensive loss. The Company did not record any other-than-temporary impairments related to marketable securities in the Company’s condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020. Concentrations of Credit Risk and Off-Balance Sheet Risk Financial instruments that potentially subject the Company to credit risk consist principally of cash, cash equivalents, restricted cash, accounts receivable and marketable securities. Cash and restricted cash are maintained in accounts with financial institutions, which, at times may exceed the Federal depository insurance coverage of $0.25 million. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant. The Company’s marketable securities portfolio consists of investments in commercial paper, U.S. treasury securities, asset-backed securities and short-term high credit quality corporate debt securities. Revenue from Contracts with Customers The Company accounts for revenue earned from contracts with customers under Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers • Step 1: Identify the contract with the customer. • Step 2: Identify the performance obligations in the contract. • Step 3: Determine the transaction price. • Step 4: Allocate the transaction price to the performance obligations in the contract. • Step 5: Recognize revenue when, or as, the company satisfies a performance obligation. The Company usually places its medical diagnostic equipment, AcQMap System, at customer sites under loan agreements and generates revenue from the sale of disposable products used with the AcQMap System. Disposable products include AcQMap Catheters and AcQGuide Steerable Sheaths. The Company provides the disposable products in exchange for consideration, which occurs when a customer submits a purchase order and the Company provides disposables at the agreed upon prices in the invoice. Generally, customers purchase disposable products using separate purchase orders after the equipment has been provided to the customer for free with no binding agreement or requirement to purchase any disposable products. The Company also sells the AcQMap System to customers along with software updates on a when-and-if-available basis and equipment service. The Company has elected the practical expedient and accounting policy election to account for the shipping and handling as activities to fulfill the promise to transfer the disposable products and not as a separate performance obligation. During the three months ended March 31, 2021, the Company entered into deferred equipment agreements that are generally structured such that the Company agrees to provide an AcQMap System at no up-front charge, with title of the device transferring to the customer at the end of the contract term, in exchange for the customer’s commitment to purchase disposables at a specified price over the term of the agreement, which generally ranges from two to four years. The Company determined that the deferred equipment agreements include embedded sales-type leases. The Company allocates contract consideration under deferred equipment agreements containing fixed annual disposable purchase commitments to the underlying lease and non-lease components at contract inception. The Company expenses the cost of the device at the inception of the agreement and records a financial lease asset equal to the gross consideration allocated to the lease. The lease asset will be reduced by payments for minimum disposable purchases that are allocated to the lease. The Company’s contracts only include fixed consideration. There are no discounts, rebates, returns or other forms of variable consideration. Customers are generally required to pay within 30 to 60 days. The delivery of disposable products are performance obligations satisfied at a point in time. The disposable products are shipped Free on Board (“FOB”) shipping point or FOB destination. For disposable products that are shipped FOB shipping point, the customer has the significant risks and rewards of ownership and legal title to the assets when the disposable products leave the Company’s shipping facilities, thus the customer obtains control and revenue is recognized at that point in time. Revenue is recognized on delivery for disposable products shipped via FOB destination. The installation and delivery of the AcQMap System is satisfied at a point in time when the installation is complete, which is when the customer can benefit and has control of the system. The Company’s software updates and equipment service performance obligations are satisfied evenly over time as the customer simultaneously receives and consumes the benefits of the Company’s performance for these services throughout the service period. The Company allocates the transaction price to each performance obligation identified in the contract based on the relative standalone selling price (“SSP”). The Company determines SSP for the purposes of allocating the transaction price to each performance obligation based on the adjusted market assessment approach that maximizes the use of observable inputs, which includes, but is not limited to, transactions where the specific performance obligations are sold separately, list prices, and offers to customers. The Company’s contracts with customers generally have an expected duration of one year or less, and therefore the Company has elected the practical expedient in ASC 606 to not disclose information about its remaining performance obligations. Any incremental costs to obtain contracts are recorded as selling, general and administrative expense as incurred due to the short duration of the Company’s contracts. The Company’s contract balances consisted solely of accounts receivable as of March 31, 2021 and December 31, 2020. In May 2020, the Company entered into bi-lateral distribution agreements with Biotronik SE & Co. KG (“Biotronik”) (the “Bi-Lateral Distribution Agreements”). Pursuant to the Bi-Lateral Distribution Agreements, the Company obtained a non-exclusive license to distribute a range of Biotronik’s products and accessories in the United States, Canada, China, Hong Kong and multiple Western European countries under the Company’s private label. Moreover, if an investigational device exemption (“IDE”) clinical trial is required for these products to obtain regulatory approval in the United States, or a clinical trial is required for these products to obtain regulatory approval in China, the Company will obtain an exclusive distribution right in such territories for a term of up to five years commencing on the date of regulatory approval if the Company covers the cost of the IDE or other clinical trial and the Company conducts such study within a specified period. Biotronik also agreed to distribute the Company’s products and accessories in Germany, Japan, Mexico, Switzerland and multiple countries in Asia-Pacific, Eastern Europe, the Middle East and South America. The Company also granted Biotronik a co-exclusive right to distribute these products in Hong Kong. Each party will pay to the other party specified transfer prices on the sale of the other party’s products and, accordingly, will earn a distribution margin on the sale of the other party’s products. The following table sets forth the Company’s revenue for disposables, systems, and service/other for the three months ended March 31, 2021 and 2020 (in thousands): Three Month Ended March 31, 2021 2020 (unaudited) Acutus Direct Disposables $ 1,783 $ 1,017 Systems 613 520 Service/Other 35 10 Total Acutus direct revenue 2,431 1,547 Distribution agreements 1,160 36 Total revenue $ 3,591 $ 1,583 The following table provides revenue by geographic location for the three months ended March 31, 2021 and 2020 (in thousands): Year Ended December 31, 2021 2020 (unaudited) Acutus Direct United States $ 1,468 $ 770 Europe 963 777 Total Acutus direct revenue 2,431 1,547 Distribution Agreements United States 113 — Europe 1,047 36 Total revenue through distribution 1,160 36 Total revenue $ 3,591 $ 1,583 Inventory Inventory is comprised of raw materials, direct labor and manufacturing overhead and is stated at the lower of cost (first-in, first-out basis) or net realizable value. The Company recorded write-downs for excess and obsolete inventory based on management’s review of inventories on hand, compared to estimated future usage and sales, shelf-life and assumptions about the likelihood of obsolescence of $0.1 million for each of the three months ended March 31, 2021 and 2020. Accounts Receivable Trade accounts receivable are recorded net of allowances for uncollectible accounts. The Company evaluates the collectability of its accounts receivable based on various factors including historical experience, the length of time the receivables are past due and the financial health of the customer. The Company reserves specific receivables if collectability is no longer reasonably assured. Based upon the assessment of these factors, the Company did not record an allowance for uncollectible accounts as of March 31, 2021 and December 31, 2020. Property and Equipment, Net Property and equipment are recorded at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, generally three to five years Intangible Assets Intangible assets consist of acquired developed technology, acquired in-process technology, trademarks and trade names and a customer-related intangible which were acquired as part of the acquisition of Rhythm Xience, Inc. (“Rhythm Xience”) in June 2019. The Company determines the appropriate useful life of its finite-lived intangible assets by performing an analysis of expected cash flows of the acquired assets. Finite-lived intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the economic benefits are consumed. Acquired in-process technology was classified as an indefinite-lived intangible asset, until the receipt of Food and Drug Administration (the “FDA”) approval for the technology in January 2020. Once the FDA approval was received, the in-process technology was classified as a finite-lived intangible and amortization for in-process technology began. Indefinite-lived intangible assets are tested for impairment at least annually and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indefinite - Goodwill Goodwill represents the excess of the purchase price of an entity over the estimated fair value of the assets acquired and liabilities assumed, and it is presented as goodwill in the accompanying condensed consolidated balance sheets. Under ASC 350, Intangibles – Goodwill and Other amount, the Company is required to perform the quantitative goodwill impairment test. The Company has one reporting unit. For the three months ended March 31, 2021 , the qualitative testing did not indicate any impairment for the carrying amount of goodwill. Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment and finite-lived intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss is recognized when the asset’s carrying value exceeds the total undiscounted cash flows expected from its use and eventual disposition. The amount of the impairment loss is determined as the excess of the carrying value of the asset over its fair value. For the three months ended March 31, 2021 and 2020, the Company determined that there was no impairment of property and equipment or intangible assets. Foreign Currency Translation and Transactions The assets, liabilities and results of operations of Acutus NV are measured using their functional currency, the Euro, which is the currency of the primary foreign economic environment in which this subsidiary operates. Upon consolidating this entity with the Company, its assets and liabilities are translated to U.S. dollars at currency exchange rates as of the balance sheet date and its revenues and expenses are translated at the weighted average currency exchange rates during the applicable reporting periods. Translation adjustments resulting from the process of translating this entity’s financial statements are reported in accumulated other comprehensive income (loss) in the condensed consolidated balance sheets and foreign currency translation adjustment in the condensed consolidated statements of operations and comprehensive loss. Lessee Leases The Company accounts for its lessee leases under ASC 842, Leases In calculating the right-of-use asset and lease liability, the Company elects to combine lease and non-lease components. The Company excludes short-term leases having initial terms of 12 months or less from the new guidance as an accounting policy election. Cost of Products Sold Cost of products sold includes raw materials, direct labor, manufacturing overhead, shipping and receiving costs and other less significant indirect costs related to the production of the Company’s products. Research and Development The Company is actively engaged in new product research and development efforts. Research and development expenses consist primarily of salaries and employee-related costs (including stock-based compensation) for personnel directly engaged in research and development activities, clinical trial expenses, equipment costs, material costs, allocated rent and facilities costs and depreciation. Research and development expenses relating to possible future products are expensed as incurred. The Company also accrues and expenses costs for activities associated with clinical trials performed by third parties as incurred. All other costs relative to setting up clinical trial sites are expensed as incurred. Clinical trial site costs related to patient enrollment are accrued as patients are entered into the trials. Selling, General and Administrative Selling, general and administrative (“SG&A”) expenses consist primarily of salaries and employee-related costs (including stock-based compensation) for personnel in sales, executive, finance and other administrative functions, allocated rent and facilities costs, legal fees relating to intellectual property and corporate matters, professional fees for accounting and consulting services, marketing costs and insurance costs. The Company expenses all SG&A costs as incurred. Fair Value Measurements Fair value measurements are based on the premise that fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the following three-tier fair value hierarchy has been used in determining the inputs used in measuring fair value: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace. Level 3—Unobservable inputs which are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The use of different assumptions and/or estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed or initial amounts recorded may not be indicative of the amount that the Company or holders of the instruments could realize in a current market exchange. There were no transfers made among the three levels in the fair value hierarchy for three months ended March 31, 2021 and 2020. As of March 31, 2021 and December 31, 2020, the Company’s cash (excluding cash equivalents which are recorded at fair value on a recurring basis), restricted cash, accounts receivable, accounts payable and accrued expenses were carried at cost, which approximates the fair values due to the short-term nature of the instruments. The carrying amount of the Company’s long-term debt approximates fair value due to its variable market interest rate and management’s opinion that current rates and terms that would be available to the Company with the same maturity and security structure would be essentially equivalent to that of the Company’s long-term debt. The following tables classify the Company’s financial assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2021 and December 31, 2020 (in thousands): Fair Value Measured as of March 31, 2021 (unaudited) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at March 31, 2021 Assets included in: Cash and cash equivalents Money market securities $ 7,569 $ — $ — $ 7,569 Marketable securities at fair value Corporate debt securities — 34,359 — 34,359 U.S. treasury securities — 20,354 — 20,354 Commercial paper — 32,175 — 32,175 Asset-backed securities — 11,225 — 11,225 Total fair value $ 7,569 $ 98,113 $ — $ 105,682 Liabilities included in: Contingent consideration $ — $ — $ 5,600 $ 5,600 Total fair value $ — $ — $ 5,600 $ 5,600 Fair Value Measured as of December 31, 2020 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at December 31, 2020 Assets included in: Cash and cash equivalents Money market securities $ 19,070 $ — $ — $ 19,070 Marketable securities at fair value Corporate debt securities — 31,353 — 31,353 Asset-backed securities — 8,726 — 8,726 U.S. treasury securities — 20,531 — 20,531 Commercial paper — 53,955 — 53,955 Total fair value $ 19,070 $ 114,565 $ — $ 133,635 Liabilities included in: Contingent consideration $ — $ — $ 9,300 $ 9,300 Total fair value $ — $ — $ 9,300 $ 9,300 The fair value of the Company’s money market funds is determined using quoted market prices in active markets for identical assets. The Company’s portfolio of marketable securities is comprised of commercial paper, asset-backed securities, U.S. treasury securities and short-term highly liquid, high credit quality corporate debt securities. The fair value for the available-for-sale marketable securities is determined based on valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021 (in thousands): Contingent Consideration Balance, December 31, 2020 $ 9,300 Payment of contingent consideration (2,547 ) Change in fair value (1,153 ) Balance, March 31, 2021 (unaudited) $ 5,600 Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs. The fair value of the contingent consideration from the acquisition of Rhythm Xience represents the estimated fair value of future payments due to the sellers of Rhythm Xience based on the achievement of certain milestones and revenue-based targets in certain years. The initial fair value of the revenue-based contingent consideration was calculated through the use of a Monte Carlo simulation using revenue projections for the respective earn-out period, corresponding targets and approximate timing of payments as outlined in the purchase agreement. The analyses used the following assumptions: (i) expected term; (ii) risk-adjusted net sales or earnings; (iii) risk-free interest rate and (iv) expected volatility of earnings. Estimated payments, as determined through the respective model, were further discounted by a credit spread assumption to account for credit risk. The fair value of the milestones-based contingent consideration was determined by probability weighting and discounting to the respective valuation date at the Company’s cost of debt. The Company’s cost of debt was determined by performing a synthetic credit rating for the Company and selecting yields based on companies with a similar credit rating. The contingent consideration is revalued to fair value each period, and any increase or decrease is recorded in operating loss. The fair value of the contingent consideration may be impacted by certain unobservable inputs, most significantly with regard to discount rates, expected volatility and historical and projected performance. Significant changes to these inputs in isolation could result in a significantly different fair value measurement. The weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the contingent consideration from the acquisition of Rhythm Xience as of March 31, 2021 and December 31, 2020 were as follows: March 31, 2021 December 31, 2020 (unaudited) Risk-free interest rate 0.30% 0.20% Expected term in years 1.0 - 2.0 1.0 - 2.0 Expected volatility 20.6% 17.2% Stock-Based Compensation The Company accounts for all stock-based payments to employees and non-employees, including grants of stock options, restricted stock awards (“RSAs”), restricted stock units (“RSUs”) and restricted stock units with non-market performance and service conditions (“PSUs”) to be recognized in the condensed consolidated financial statements, based on their respective grant date fair values. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model. The RSAs, RSUs and PSUs are valued based on the fair value of the Company’s common stock on the date of grant. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. The Company expenses stock-based compensation related to stock options, RSAs and RSUs over the requisite service period. As the PSUs have a performance condition, compensation expense was recognized for each vesting tranche over the respective requisite service period of each tranche upon the registration statement used in connection with the Company’s IPO being declared effective on August 5, 2020, when the Company’s management deemed it probable that the performance conditions were satisfied. The Company recognized a cumulative true-up adjustment related to PSUs once the conditions became probable of being satisfied as the related service period had been completed in a prior period. All stock-based compensation costs are recorded in cost of products sold, research and development expense or SG&A expense in the condensed consolidated statements of operations and comprehensive loss based upon the respective employee’s or non-employee’s roles within the Company. Forfeitures are recorded as they occur. See “Note 16—Stock-Based Compensation” below. Income Taxes Income taxes are recorded in accordance with ASC 740, Income Taxes The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. Warrant Liability The Company accounted for certain common stock warrants and convertible preferred stock warrants outstanding as a liability, in accordance with ASC 815, Derivatives and Hedging Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting based on ASC 805, which requires recognition and measurement of all identifiable assets acquired and liabilities assumed at their fair value as of the date control is obtained. The Company determines the fair value of assets acquired and liabilities assumed based upon its best estimates of the acquisition-date fair value of assets acquired and liabilities assumed in the acquisition. Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired. Subsequent adjustments to fair value of any contingent consideration are recorded to the Company’s condensed consolidated statements of operations and comprehensive loss. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The Company adopted this guidance in the first quarter of 2021, which did not have a material impact on its condensed consolidated financial statements. Accounting Pronouncements to Be Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Asset Acquisition and Business
Asset Acquisition and Business Combination | 3 Months Ended |
Mar. 31, 2021 | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Net [Abstract] | |
Asset Acquisition and Business Combination | Note 3—Asset Acquisition and Business Combination Biotronik Asset Acquisition In July 2019, the Company entered into a License and Distribution Agreement with the Biotronik and VascoMed GmbH (the “Biotronik Parties”) to obtain certain licenses to the Biotronik Parties’ patents, whereby the Company acquired certain manufacturing equipment and obtained from the Biotronik Parties a license under certain patents and technology to develop, commercialize, distribute and manufacture the AcQBlate Force ablation catheters and Qubic Force device. In exchange for the rights granted to the Company, the Company made cash payments totaling $10.0 million during the year ended December 31, 2019, and issued 273,070 shares of Series D convertible preferred stock for $5.0 million during the three months ended March 31, 2020. The implied value of $5.0 million was recorded as an accrued liability as of December 31, 2019. In accordance with ASC 805, the Biotronik Asset Acquisition was accounted for as an asset acquisition as substantially all of the $15.0 million value transferred to Biotronik was allocated to intellectual property. On the acquisition date, the products licensed had not yet received regulatory approval and the intellectual property did not have an alternative use. Accordingly, the $15.0 million paid to Biotronik was immediately charged to research and development expense—licensed acquired in the condensed consolidated statement of operations and comprehensive loss in July 2019. Additional contingent milestone payments of up to $10.0 million, of which $2.0 million has been paid as of March 31, 2021, are to be made to the Biotronik Parties contingent upon certain regulatory approvals and first commercial sale. In further consideration of the rights granted, beginning with the Company’s first commercial sale of the first force sensing ablation catheter within the licensed product line, the Company will also make per unit royalty payments. The Company determined that the remaining $8.0 million contingent milestone and royalty payments are not probable and estimable and therefore have not been recorded as a liability as of March 31, 2021 and December 31, 2020. Upon regulatory approval in December 2020 of the Company’s force sensing ablation catheter in Europe, the $2.0 million milestone was capitalized and is being amortized, and the royalty payments are recorded as cost of products sold as sales of catheters are recognized. Rhythm Xience Business Combination On June 18, 2019 (the “Acquisition Date”), the Company acquired an integrated family of transseptal crossing and steerable introducer systems through its acquisition of Rhythm Xience for $3.0 million in cash in exchange for all of the stock of Rhythm Xience (the “Rhythm Xience Acquisition”). The cash payment did not include the potential $17.0 million in earn out consideration, of which $2.2 million was paid with the issuance of Series D convertible preferred stock in February 2020 and the remainder is to be paid based on the achievement of certain regulatory milestones and revenue milestones. In accordance with ASC 805, the Rhythm Xience Acquisition was accounted for as a business combination. As part of the Rhythm Xience Acquisition, the Company recorded a contingent consideration liability for potential additional payments due to the sellers of Rhythm Xience if certain regulatory approval milestones and revenue milestones are achieved. The initial contingent consideration liability of $13.4 million was based on the fair value of the contingent consideration liability at the acquisition date. During the year ended December 31, 2020, the Company issued 119,993 shares of Series D convertible preferred stock and paid $2.5 million of the contingent consideration for the achievement of certain regulatory and revenue milestones. During the three months ended March 31, 2021, the Company paid an additional $2.5 million of the contingent consideration for the achievement of certain regulatory and revenue milestones. Additionally, the Company recorded a $1.2 million decrease and a $2.2 million decrease to the fair value of the contingent consideration liability for the three months ended March 31, 2021 and 2020, respectively, which is included in change in fair value of contingent consideration in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020, respectively. As of March 31, 2021, the contingent consideration liability of $5.6 million is the fair value of the remaining payments due to the sellers of Rhythm Xience if certain additional regulatory approval milestones and revenue milestones are achieved. For the three months ended March 31, 2021 and 2020, no acquisition costs were incurred or recorded. |
Marketable Securities
Marketable Securities | 3 Months Ended |
Mar. 31, 2021 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable Securities | Note 4—Marketable Securities Marketable securities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, 2021 (unaudited) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Available-for-sale securities - short-term: Corporate debt securities $ 34,366 $ — $ (7 ) $ 34,359 U.S. treasury securities 20,350 4 — 20,354 Commercial paper 32,175 — — 32,175 Total available-for-sale securities - short-term 86,891 4 (7 ) 86,888 Asset-backed securities, long-term 11,224 1 — 11,225 Total available-for-sale securities $ 98,115 $ 5 $ (7 ) $ 98,113 December 31, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Available-for-sale securities - short-term: Corporate debt securities $ 31,359 $ — $ (6 ) $ 31,353 U.S. treasury securities 20,533 — (2 ) 20,531 Commercial paper 53,955 — — 53,955 Total available-for-sale securities - short-term 105,847 — (8 ) 105,839 Asset-backed securities, long-term 8,726 — — 8,726 Total available-for-sale securities $ 114,573 $ — $ (8 ) $ 114,565 As of March 31, 2021, the Company’s available-for-sale securities classified as short-term of $86.9 million mature in one year or less and the available-for-sale securities classified as long-term of $11.2 million mature within two years. As of December 31, 2020, the Company’s available-for-sale securities classified as short-term of $105.8 million mature in one year or less and the available-for-sale securities classified as long-term of $8.7 million mature within two years. |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 5—Inventory Inventory as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands): March 31, December 31, 2021 2020 (unaudited) Raw materials $ 7,114 $ 7,960 Work in process 2,362 1,267 Finished goods 4,361 3,731 Total inventory $ 13,837 $ 12,958 |
Lessor Sales-Type Leases
Lessor Sales-Type Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Lessor Sales-Type Leases | Note 6—Lessor Sales-Type Leases The Company recognizes revenue and costs, as well as a lease receivable, at the time embedded sales-type leases within its deferred equipment agreements commence. Lease revenue related to sales-type leases for the three months ended March 31, 2021 was $0.9 million and is included within revenue in the accompanying condensed consolidated statements of operations and comprehensive loss. There was no lease revenue for the three months ended March 31, 2020. Costs related to embedded leases within the Company’s deferred equipment agreements are included in cost of products sold in the accompanying condensed consolidated statements of operations and comprehensive loss. The Company has a short-term lease receivable of $0.4 million included in prepaid expenses and other current assets as of each of March 31, 2021 and December 31, 2020. The Company has a long-term lease receivable of $0.5 million and $0.4 million included in other assets, as of March 31, 2021 and December 31, 2020, respectively. As of March 31, 2021, estimated future maturities of sales-type lease receivables for each of the following years are as follows (in thousands): Nine months ending December 31, 2021 $ 304 Year ending December 31, 2022 378 Year ending December 31, 2023 149 Year ending December 31, 2024 72 Year ending December 31, 2025 22 Lease receivable $ 925 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | Note 7—Property and Equipment, Net The Company’s property and equipment, net, consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, 2021 2020 (unaudited) Medical diagnostic equipment $ 15,360 $ 13,242 Furniture and fixtures 426 388 Office equipment 1,494 1,392 Laboratory equipment and software 3,699 3,491 Leasehold improvements 661 608 Construction in process 1,468 468 Total property and equipment 23,108 19,589 Less: accumulated depreciation (8,460 ) (7,233 ) Property and equipment, net $ 14,648 $ 12,356 Property and equipment includes certain medical diagnostic equipment, including AcQMap Systems, located at customer premises. The Company retains the ownership of the equipment and has the right to remove the equipment if it is not being used according to expectations. Depreciation expense was $1.2 million and $0.4 million for the three months ended March 31, 2021 and 2020, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 8—Goodwill and Intangible Assets The table below summarizes goodwill and intangible assets activities as of March 31, 2021 and December 31, 2020 (in thousands): Goodwill Intangible Assets Balance, December 31, 2020 $ 12,026 $ 5,653 Amortization expense — (160 ) Balance, March 31, 2021 (unaudited) $ 12,026 $ 5,493 Estimated Useful Weighted Average Remaining Life (in years) Life (in years) Intangible Assets Accumulated Amortization March 31, 2021 (unaudited) Developed technology 10 8.3 $ 4,200 $ (705 ) $ 3,495 Customer-related intangible 5 3.3 100 (35 ) 65 Licensed intangibles 10 9.7 2,000 (67 ) 1,933 Total $ 6,300 $ (807 ) $ 5,493 Estimated Useful Weighted Average Remaining Life (in years) Life (in years) Intangible Assets Accumulated Amortization December 31, 2020 Developed technology 10 8.6 $ 4,200 $ (600 ) $ 3,600 Customer-related intangible 5 3.5 100 (30 ) 70 Licensed intangibles 10 9.9 2,000 (17 ) 1,983 Total $ 6,300 $ (647 ) $ 5,653 Acquired in-process technology was classified as an indefinite-lived intangible asset until the receipt of FDA approval for the technology in January 2020. Once the FDA approval was received, the in-process technology was reclassified as developed technology and amortization began. The Company recorded amortization expense related to the above intangible assets of $0.2 million and $0.1 million for the three months ended March 31, 2021 and 2020, respectively. The following table shows the remaining amortization expense associated with amortizable intangible assets as of March 31, 2021 (in thousands): Developed Technology Customer- Related Intangible Licensed Intangibles Total Amortization Nine months ending December 31, 2021 $ 315 $ 15 $ 150 $ 480 Year ending December 31, 2022 420 20 200 640 Year ending December 31, 2023 420 20 200 640 Year ending December 31, 2024 420 10 200 630 Year ending December 31, 2025 420 — 200 620 Thereafter 1,500 — 983 2,483 Total $ 3,495 $ 65 $ 1,933 $ 5,493 |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | Note 9—Accrued Liabilities Accrued liabilities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, 2021 2020 (unaudited) Compensation and related expenses $ 6,957 $ 6,250 Professional fees 304 120 Deferred revenue 479 301 Sales and use tax 206 169 Other 862 468 Total accrued liabilities $ 8,808 $ 7,308 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Note 10—Debt Outstanding debt as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands): March 31, December 31, 2021 2020 (unaudited) 2019 Credit Agreement (1) $ 44,550 $ 44,550 Total debt, gross 44,550 44,550 Less: Unamortized debt discount and fees (5,211 ) (5,539 ) Total long-term debt $ 39,339 $ 39,011 (1) 2019 Credit Agreement On May 20, 2019, the Company entered into a Credit Agreement (the “2019 Credit Agreement”). The 2019 Credit Agreement provided the Company with a senior term loan facility in aggregate principal amount of $70.0 million, of which the Company borrowed $40.0 million upon closing. Of the remaining $30.0 million, none is available for borrowing. The 2019 Credit Agreement bears interest per annum at 7.75% plus LIBOR for such interest period and the principal amount of term loans outstanding under the 2019 Credit Agreement is due on May 20, 2024. The 2019 Credit Agreement provides for final payment fees of an additional $4.6 million that are due upon prepayment or on the maturity date or upon acceleration. Upon the occurrence and during an event of default, which includes but is not limited to payment default, covenant default or the occurrence of a material adverse change, the lenders may declare all outstanding principal and accrued and unpaid interest immediately due and payable, all unfunded commitments would be terminated, there would be an increase in the applicable interest rate by 10% per annum, and the lenders would be entitled to exercise their other rights and remedies provided for under the 2019 Credit Agreement. Additionally, the lenders may request repayment of a portion of obligations outstanding under the 2019 Credit Agreement to the extent of the Company’s receipt of any (i) net casualty proceeds or (ii) net asset sales proceeds, as defined. These acceleration and early payment features are an embedded derivative that is separately measured from the loan host instrument and classified with the loan host instrument. In connection with the issuance of the 2019 Credit Agreement, the Company issued liability-classified warrants with a fair value of $0.9 million to purchase 419,992 shares of Series C convertible preferred stock at $16.67 per share. These warrants were subsequently automatically converted into warrants to purchase an equal number of shares of the Company’s Series D convertible preferred stock at $16.67 per share and then were automatically converted into warrants to purchase an equal number of shares of common stock at $16.67 per share. The initial recognition of the warrant liability and direct fees of $1.2 million and final payment fees of $4.6 million for the 2019 Credit Agreement resulted in a discount of $6.7 million, which is being amortized to interest expense over the term of the 2019 Credit Agreement using the effective interest method. The Company’s obligations under the 2019 Credit Agreement are secured by substantially all of its assets, including its intellectual property, and is guaranteed by Acutus NV. The 2019 Credit Agreement contains customary affirmative and negative covenants, including with respect to the Company’s ability to enter into fundamental transactions, incur additional indebtedness, grant liens, pay any dividend or make any distributions to its holders, make investments and merge or consolidate with any other person or engage in transactions with its affiliates, but does not include any financial covenants, other than a minimum liquidity requirement. As of and for the three months ended March 31, 2021 and the year ended December 31, 2020, the Company was in compliance with all such covenants. |
Operating Leases
Operating Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Operating Leases | Note 11—Operating Leases The Company leases approximately 50,800 square feet of office space for its corporate headquarters and manufacturing facility in Carlsbad, California under a noncancelable operating lease that expires on December 31, 2022. The lease is subject to variable charges for common area maintenance and other costs that are determined annually based on actual costs. The base rent is subject to an annual increase each year. The Company has a renewal option for an additional five-year term upon the expiration date of the lease, which has been excluded from the calculation of the right-of-use asset as it is not reasonably certain to be exercised. The Company also leases approximately 3,900 square feet of office space in Zaventem, Belgium under a noncancelable operating lease that expires on December 31, 2021. The lease is subject to variable charges that are determined annually for common area maintenance and other costs based on actual costs, and base rent is subject to an annual increase each year based on an index rate. The Company has a renewal option for an additional three-year term upon the expiration date of the lease, which has been included in the calculation of the right-of-use asset as it is reasonably certain to be exercised. The following table summarizes quantitative information about the Company’s operating leases for the three months ended March 31, 2021 and 2020 (dollars in thousands): Three Months Ended March 31, Three Months Ended March 31, 2021 2020 (unaudited) Operating cash flows from operating leases $ 261 $ 253 Right-of-use assets exchanged for operating lease liabilities $ - $ - Weighted average remaining lease term – operating leases (in years) 1.4 1.9 Weighted average discount rate – operating leases 7.0 % 7.0 % Three Months Ended March 31, Three Months Ended March 31, 2021 2020 (unaudited) Operating leases Operating lease cost $ 216 $ 216 Variable lease cost 83 73 Total rent expense $ 299 $ 289 As of March 31, 2021, future minimum payments under the non-cancelable operating leases under ASC 842 were as follows (in thousands): Nine months ending December 31, 2021 $ 791 Year ending December 31, 2022 1,074 Year ending December 31, 2023 51 Year ending December 31, 2024 51 Year ending December 31, 2025 — Total 1,967 Less: present value discount (136 ) Operating lease liabilities $ 1,831 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 12—Commitments and Contingencies The Company is not a party to any material legal proceedings and is not aware of any pending or threatened claims. From time to time however, the Company may be subject to various legal proceedings and claims that arise in the ordinary course of its business activities. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2021 | |
Warrants And Rights Note Disclosure [Abstract] | |
Warrants | Note 13—Warrants As of March 31, 2021 and December 31, 2020, the outstanding warrants to purchase the Company’s common stock were comprised of the following: Equity Upon Exercise March 31, December 31, (After Conversion) Exercise Price Expiration Date 2021 2020 (unaudited) Warrants issued in 2015 Common stock $ 5.25 1/30/25 3,808 3,808 Warrants issued with 2018 Convertible Notes Common stock $ 0.10 6/7/28 373,810 373,810 Warrants issued with 2018 Term Loan Common stock $ 16.67 7/31/28 26,998 26,998 Warrants issued with 2019 Credit Agreement Common stock $ 16.67 5/20/29 419,992 419,992 Total Warrants 824,608 824,608 The Company had no warrant activity for the three months ended March 31, 2021. The remaining weighted average contractual life is 7.2 years as of March 31, 2021. Warrants Classified as Liabilities The Company’s warrants provide the holder the option to purchase a specified number of shares for a specified price. The holder may exercise the warrant in cash or exercise pursuant to a cashless exercise whereby a calculated number of shares are withheld upon exercise to satisfy the exercise price. The warrants do not provide the holder any voting rights until the warrants are exercised. Prior to the IPO, in accordance with ASC 815, other than the warrants issued in 2015, the warrants were recorded as liabilities at fair value at the issuance date. Changes in the fair value were recognized in change in fair value of warrant liability in the condensed consolidated statements of operations and comprehensive loss at the end of each reporting period. On August 10, 2020, in connection with the closing of the IPO, the warrants recorded as liabilities no longer met the definition of a derivative. Accordingly, the fair value of the common and preferred stock warrant liability of $14.5 million was reclassified to stockholders’ equity (deficit) in the condensed consolidated balance sheet. Warrants Classified as Equity In accordance with ASC 815, the warrants issued in 2015 do not meet the definition of a derivative and are classified in stockholders’ equity (deficit) in the condensed consolidated balance sheets. |
Convertible Preferred Stock
Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity [Abstract] | |
Convertible Preferred Stock | Note 14—Convertible Preferred Stock In February 2020, the Company issued 119,993 shares of its Series D convertible preferred stock with an implied value of $2.2 million in connection with a contingent consideration payment related to the Rhythm Xience Acquisition. In February 2020, the Company issued 273,070 shares of its Series D convertible preferred stock with an implied value of $5.0 million for the stock issuance portion of the purchase consideration of the Biotronik Asset Acquisition. On August 10, 2020, in connection with the closing of the IPO, all of the 391,210 shares of Series A, 3,088,444 shares of Series B, 4,499,921 shares of Series C and 8,593,360 shares of Series D convertible preferred stock, respectively, automatically converted into an equal number of shares of common stock. Redemption The convertible preferred stock was not unconditionally redeemable at the option of the holder thereof. However, the convertible preferred stock was contingently redeemable upon certain liquidation events. As redemption by the holders was not solely within the control of the Company, all of the outstanding convertible preferred stock was classified as temporary equity in the condensed consolidated balance sheets, prior to the conversion to common stock on August 10, 2020. Dividends The holders of shares of convertible preferred stock were entitled to receive dividends, out of any assets legally available therefore, prior and in preference to any declaration or payment of any dividend on the common stock of the Company, at the applicable dividend rate, payable on a pro rata pari passu Liquidation The holders of the Series D convertible preferred stock were entitled to receive a liquidation preference prior to any distribution to the holders of Series A convertible preferred stock, Series B convertible preferred stock and Series C convertible preferred stock (collectively the “Junior Preferred Stock”) and the holders of common stock, in the amount of the original issue price plus declared but unpaid dividends on such shares (the “Series D Liquidation Preference”). The holders of the Junior Preferred Stock were entitled to receive a liquidation preference prior to any distribution to the holders of common stock, after payment of the Series D Liquidation Preference, in the amount of the applicable original issue price plus declared but unpaid dividends on such shares. Voting Rights Holders of convertible preferred stock had the right to one vote for each share of common stock into which such preferred stock could then be converted, and with respect to such vote, such holder had full voting rights and powers equal to the voting rights and powers of the holders of common stock. As long as any shares of Series D convertible preferred stock were outstanding, the holders of such shares of Series D convertible preferred stock (voting exclusively as a separate series) were entitled to elect one director. As long as any shares of Series C convertible preferred stock were outstanding, the holders of such shares of Series C convertible preferred stock (voting exclusively as a separate series) were entitled to elect three directors. As long as any shares of Series A convertible preferred stock or Series B convertible preferred stock were outstanding, the holders of such shares (voting together as a single class and not as separate series, and on an as converted basis) were entitled to elect four directors. The holders of outstanding common stock were entitled to elect one director. The holders of convertible preferred stock and common stock (voting together as a single class and not as separate series, and on an as-converted basis) were entitled to elect any remaining directors. Conversion Each share of preferred stock was convertible, at the option of the holder thereof, at any time after the date of issuance of such share, into such number of fully paid and nonassessable shares of the Company’s common stock as was determined by dividing the original issue price, as adjusted, for such series by the applicable conversion price for such series in effect on the date the certificate is surrendered for conversion. The initial conversion price per share for each series of convertible preferred stock was the original issue price applicable to such series as follows: Series Conversion Price Series A convertible preferred stock $ 8.295 Series B convertible preferred stock $ 13.370 Series C convertible preferred stock $ 16.667 Series D convertible preferred stock $ 16.667 Each share of convertible preferred stock was automatically convertible into fully-paid, non-assessable shares of common stock at the conversion rate at the time in effect for such series of preferred stock immediately upon: (i) the date, or the occurrence of an event, specified by vote or written consent or agreement of the requisite investors; or (ii) the closing of the sale of shares of common stock to the public, at a price of at least $50.00 per share, as adjusted, in a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, resulting in at least $50.0 million of net proceeds to the Company. As noted above, on August 10, 2020, all shares of Series A, Series B, Series C and Series D convertible preferred stock were converted into common stock. |
Stockholders Equity
Stockholders Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders Equity | Note 15—Stockholders’ Equity On August 10, 2020, the Company issued 10,147,058 shares of common stock in its IPO, which included 1,323,529 shares of common stock issued upon the underwriters’ exercise in full of an option to purchase, at the public offering price less underwriting discounts and commissions, up to an additional 1,323,529 shares. The price to the public for each share was $18.00. The Company received gross proceeds of $182.6 million from the IPO. Net of underwriting discounts and commission and other offering expenses, the Company received net proceeds of $166.3 million from the IPO. On August 10, 2020, in connection with the closing of the IPO, the Company filed an amended and restated certificate of incorporation (the “A&R Certificate”) with the Secretary of State of the State of Delaware. The A&R Certificate amended and restated the Company’s authorized shares of common stock to 260,000,000 and authorized shares of undesignated preferred stock to 5,000,000. During the three months ended March 31, 2021, stock options to acquire 27,509 shares were exercised for shares of common stock. The Company received $0.2 million for the exercise price of the stock options for the three months ended March 31, 2021. No stock options were exercised for shares of common stock during the three months ended March 31, 2020. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 16—Stock-Based Compensation 2020 Equity Incentive Plan The 2020 Equity Incentive Plan (the “2020 Plan”) which permits the granting of nonstatutory stock options, RSAs, RSUs, stock appreciation rights, PSUs, performance shares and other equity-based awards to employees, directors and consultants became effective on August 5, 2020. As of March 31, 2021, 3,313,017 shares of common stock were authorized for issuance under the 2020 Plan and 2,132,646 shares remain available for issuance under the 2020 Plan. 2011 Equity Incentive Plan The Company’s 2011 Equity Incentive Plan (the “2011 Plan”) permits the granting of incentive stock options, non-statutory stock options, RSAs, RSUs and other stock-based awards to employees, directors, officers and consultants. As of March 31, 2021, 2,636,188 shares of common stock were authorized for issuance under the 2011 Plan and no shares remain available for issuance under the 2011 Plan. No additional awards will be granted under the 2011 Plan. Shares that become available for issuance from the outstanding awards under the 2011 Plan due to forfeiture, or otherwise, will become available for issuance of future awards under the 2020 Plan. Stock Options The stock options generally vest over four years and have a ten-year The following assumptions were used to estimate the fair value of stock option for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 (unaudited) Risk-free interest rate 0.76% - 1.28% 0.90% Expected dividend yield — — Expected term in years 7.0 7.0 Expected volatility 60% - 75% 70% The following table summarizes stock option activity during the three months ended March 31, 2021: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2020 3,403,607 $ 13.32 8.1 $ 52,866 Options granted 32,749 23.02 Options exercised (27,509 ) 6.15 $ 323 Options forfeited (29,272 ) 17.03 Outstanding as of March 31, 2021 3,379,575 $ 13.45 7.9 $ 6,252 Options vested and exercisable as of March 31, 2021 (unaudited) 1,564,993 $ 10.19 6.6 $ 5,672 The aggregate intrinsic value for options outstanding in the above table represents the product of the number of options outstanding multiplied by the difference between the per share fair value of the Company’s stock on the last day of the fiscal period, which was $13.37 and $28.81 as of March 31, 2021 and December 31, 2020, respectively, and the exercise price. The aggregate intrinsic value for options exercised in the above table represents the product of the number of options exercised multiplied by the difference between the per share fair value of the Company’s stock on the date of exercise and the exercise price. The weighted average grant date fair value per share for the stock option awards granted during the three months ended March 31, 2021 was $13.89. Performance-Based Restricted Stock Units and Restricted Stock Units In June 2019, the Company granted 567,509 PSUs, with a grant date fair value of $13.37. Vesting of the PSUs was dependent upon the satisfaction of both a service condition and a performance condition, which is an IPO or a change of control. The Company began recording compensation expense related to the PSUs upon the registration statement used in connection with the Company’s IPO being declared effective on August 5, 2020, as the performance conditions were satisfied. The compensation expense was determined using the original grant date fair value and is being recognized over the remaining service period. The Company’s PSU and RSU activity for the three months ended March 31, 2021 was as follows: Number of Shares Weighted Average Grant Price Unvested as of December 31, 2020 545,466 $ 16.53 Granted 23,375 23.88 Forfeited (8,011 ) 18.39 Vested (94,045 ) 13.37 Unvested as of March 31, 2021 (unaudited) 466,785 $ 17.50 Restricted Stock The Company’s RSA activity for the three months ended March 31, 2021 was as follows: Number of Shares Weighted Average Grant Price Unvested as of December 31, 2020 - $ - Granted 186 14.75 Vested (186 ) 14.75 Unvested as of March 31, 2021 (unaudited) - $ - The following table summarizes the total stock-based compensation expense for the stock options, PSUs, RSUs and RSAs recorded in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 2020 (unaudited) Cost of products sold $ 144 $ 108 Research and development 417 211 Selling, general and administrative 2,268 1,422 Total stock-based compensation $ 2,829 $ 1,741 Employee Stock Purchase Plan The 2020 Employee Stock Purchase Plan (the “2020 ESPP”), which permits employees to purchase shares of the Company’s common stock, became effective on August 10, 2020 and 387,063 shares of common stock were authorized for sale under the 2020 ESPP. The 2020 ESPP will be implemented by consecutive offering periods with a new offering period commencing on the first trading day on or after February 1 and August 1 of each year and terminating on the last trading day on or before July 31 and January 31 respectively. The first offering period began on February 1, 2021. On each purchase date, which falls on the last date of each offering period, 2020 ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the 2020 ESPP are subject to the determinations of the Compensation Committee of the Company’s Board of Directors, in its sole discretion. The fair value of the 2020 ESPP shares is estimated using the Black-Scholes option pricing model. The Company recorded $0.1 million of stock-based compensation expense related to the 2020 ESPP for the three months ended March 31, 2021. No expense was recorded for the three months ended March 31, 2020. |
Net Loss Per Common Share
Net Loss Per Common Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | Note 17—Net Loss Per Common Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net loss per common share excludes the potential impact of the Company’s convertible preferred stock, common stock options and warrants because their effect would be anti-dilutive due to the Company’s net loss. Since the Company had a net loss in the periods presented, basic and diluted net loss per common share are the same. The table below provides potentially dilutive securities not included in the calculation of the diluted net loss per common share because to do so would be anti-dilutive: Three Months Ended March 31, Shares issuable upon: 2021 2020 (unaudited) Conversion of Series A preferred stock — 391,210 Conversion of Series B preferred stock — 3,088,444 Conversion of Series C preferred stock — 4,499,921 Conversion of Series D preferred stock — 8,593,360 Exercise of stock options 3,379,575 2,746,088 Exercise of common stock warrants 824,608 509,562 Exercise of preferred stock warrants — 446,990 Vesting of PSUs and RSUs 466,785 — Total 4,670,968 20,275,575 |
401(k) Retirement Plan
401(k) Retirement Plan | 3 Months Ended |
Mar. 31, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
401(k) Retirement Plan | Note 18—401(k) Retirement Plan The Company has a 401(k) retirement savings plan that provides retirement benefits to substantially all full-time U.S. employees. Eligible employees may contribute a percentage of their annual compensation, subject to Internal Revenue Service limitations. The Company did not provide any contributions to the 401(k) retirement savings plan for the three months ended March 31, 2021 and 2020. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 19—Related Party Transactions The Company licenses certain patent rights from a former director and shareholder. The license agreement provides for royalty payments to the shareholder of 3% of net product sales, as defined in the agreement. Royalties earned prior to the director’s resignation were less than $0.1 million for the three months ended March 31, 2020. Additionally, the former director and shareholder also works for one of the Company’s customers and can significantly influence the customer to purchase the Company’s product. Prior to the director’s resignation, the Company recorded sales to this customer of $0.3 million for the three months ended March 31 , The Company has a consulting agreement with a director and chairman of the Company’s board of directors. The Company recorded less than $0.1 million in SG&A expense in the condensed consolidated statements of operations and comprehensive loss for the consulting services for each of the three months ended March 31, 2021 and 2020. Multiple preferred stock shareholders entered into the 2018 and 2019 Convertible Notes that also contained detached warrants. Additionally, Orbimed Royalty Opportunities II, LP and Deerfield Private Design Fund II, L.P. entered into the 2019 Credit Agreement with the Company in 2019 for a total of $70.0 million, with $40.0 million being drawn as of March 31, 2021 and December 31, 2020. The Company recorded $1.4 million and $1.3 million for the three months ended March 31, 2021 and 2020, respectively, in interest expense related to these debt agreements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These condensed consolidated financial statement results are not necessarily indicative of results to be expected for the full fiscal year or any future period. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of Acutus Medical, Inc. and its wholly-owned subsidiary Acutus Medical NV (“Acutus NV”), which was incorporated under the laws of Belgium in August 2013. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, expenses and disclosures of contingent assets and liabilities. The most significant estimates and assumptions in the Company’s condensed consolidated financial statements include, but are not limited to, revenue recognition, useful lives of intangible assets, assessment of impairment of goodwill, provisions for income taxes, measurement of operating lease liabilities, and the fair value of common stock, stock options, warrants, intangible assets, contingent consideration and goodwill. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results could differ from those estimates. |
Segments | Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment. |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. All of the Company’s cash equivalents have liquid markets and high credit ratings. The Company maintains its cash in bank deposits and other accounts, the balances of which, at times and as of March 31, 2021 and December 31, 2020, exceeded federally insured limits. Restricted cash serves as collateral for the Company’s corporate credit card program. The following table reconciles cash, cash equivalents and restricted cash in the condensed consolidated balance sheets to the total shown on the condensed consolidated statement of cash flows (in thousands): March 31, December 31, 2021 2020 (unaudited) Cash and cash equivalents $ 8,631 $ 25,234 Restricted cash 150 150 Total cash, cash equivalents and restricted cash $ 8,781 $ 25,384 |
Marketable Securities | Marketable Securities The Company considers its debt securities to be available-for-sale securities. Available-for-sale securities are classified as cash equivalents or short-term or long-term marketable securities based on the maturity date at time of purchase and their availability to meet current operating requirements. Marketable securities that mature in three months or less from the date of purchase are classified as cash equivalents. Marketable securities, excluding cash equivalents, that mature in one year or less are classified as short-term available-for-sale securities and are reported as a component of current assets. Securities that are classified as available-for-sale are measured at fair value with temporary unrealized gains and losses reported in other comprehensive loss, and as a component of stockholders’ equity (deficit) until their disposition or maturity. See “Fair Value Measurements” below. The Company reviews all available-for-sale securities at each period end to determine if they remain available-for-sale based on the Company’s current intent and ability to sell the security if it is required to do so. Realized gains and losses from the sale of marketable securities, if any, are calculated using the specific-identification method. Marketable securities are subject to a periodic impairment review. The Company may recognize an impairment charge when a decline in the fair value of investments below the cost basis is determined to be other-than-temporary. In determining whether a decline in market value is other-than-temporary, various factors are considered, including the cause, duration of time and severity of the impairment, any adverse changes in the investees’ financial condition and the Company’s intent and ability to hold the security for a period of time sufficient to allow for an anticipated recovery in market value. Declines in value judged to be other-than-temporary are included in the Company’s condensed consolidated statements of operations and comprehensive loss. The Company did not record any other-than-temporary impairments related to marketable securities in the Company’s condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020. |
Concentrations of Credit Risk and Off-Balance Sheet Risk | Concentrations of Credit Risk and Off-Balance Sheet Risk Financial instruments that potentially subject the Company to credit risk consist principally of cash, cash equivalents, restricted cash, accounts receivable and marketable securities. Cash and restricted cash are maintained in accounts with financial institutions, which, at times may exceed the Federal depository insurance coverage of $0.25 million. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant. The Company’s marketable securities portfolio consists of investments in commercial paper, U.S. treasury securities, asset-backed securities and short-term high credit quality corporate debt securities. |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The Company accounts for revenue earned from contracts with customers under Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers • Step 1: Identify the contract with the customer. • Step 2: Identify the performance obligations in the contract. • Step 3: Determine the transaction price. • Step 4: Allocate the transaction price to the performance obligations in the contract. • Step 5: Recognize revenue when, or as, the company satisfies a performance obligation. The Company usually places its medical diagnostic equipment, AcQMap System, at customer sites under loan agreements and generates revenue from the sale of disposable products used with the AcQMap System. Disposable products include AcQMap Catheters and AcQGuide Steerable Sheaths. The Company provides the disposable products in exchange for consideration, which occurs when a customer submits a purchase order and the Company provides disposables at the agreed upon prices in the invoice. Generally, customers purchase disposable products using separate purchase orders after the equipment has been provided to the customer for free with no binding agreement or requirement to purchase any disposable products. The Company also sells the AcQMap System to customers along with software updates on a when-and-if-available basis and equipment service. The Company has elected the practical expedient and accounting policy election to account for the shipping and handling as activities to fulfill the promise to transfer the disposable products and not as a separate performance obligation. During the three months ended March 31, 2021, the Company entered into deferred equipment agreements that are generally structured such that the Company agrees to provide an AcQMap System at no up-front charge, with title of the device transferring to the customer at the end of the contract term, in exchange for the customer’s commitment to purchase disposables at a specified price over the term of the agreement, which generally ranges from two to four years. The Company determined that the deferred equipment agreements include embedded sales-type leases. The Company allocates contract consideration under deferred equipment agreements containing fixed annual disposable purchase commitments to the underlying lease and non-lease components at contract inception. The Company expenses the cost of the device at the inception of the agreement and records a financial lease asset equal to the gross consideration allocated to the lease. The lease asset will be reduced by payments for minimum disposable purchases that are allocated to the lease. The Company’s contracts only include fixed consideration. There are no discounts, rebates, returns or other forms of variable consideration. Customers are generally required to pay within 30 to 60 days. The delivery of disposable products are performance obligations satisfied at a point in time. The disposable products are shipped Free on Board (“FOB”) shipping point or FOB destination. For disposable products that are shipped FOB shipping point, the customer has the significant risks and rewards of ownership and legal title to the assets when the disposable products leave the Company’s shipping facilities, thus the customer obtains control and revenue is recognized at that point in time. Revenue is recognized on delivery for disposable products shipped via FOB destination. The installation and delivery of the AcQMap System is satisfied at a point in time when the installation is complete, which is when the customer can benefit and has control of the system. The Company’s software updates and equipment service performance obligations are satisfied evenly over time as the customer simultaneously receives and consumes the benefits of the Company’s performance for these services throughout the service period. The Company allocates the transaction price to each performance obligation identified in the contract based on the relative standalone selling price (“SSP”). The Company determines SSP for the purposes of allocating the transaction price to each performance obligation based on the adjusted market assessment approach that maximizes the use of observable inputs, which includes, but is not limited to, transactions where the specific performance obligations are sold separately, list prices, and offers to customers. The Company’s contracts with customers generally have an expected duration of one year or less, and therefore the Company has elected the practical expedient in ASC 606 to not disclose information about its remaining performance obligations. Any incremental costs to obtain contracts are recorded as selling, general and administrative expense as incurred due to the short duration of the Company’s contracts. The Company’s contract balances consisted solely of accounts receivable as of March 31, 2021 and December 31, 2020. In May 2020, the Company entered into bi-lateral distribution agreements with Biotronik SE & Co. KG (“Biotronik”) (the “Bi-Lateral Distribution Agreements”). Pursuant to the Bi-Lateral Distribution Agreements, the Company obtained a non-exclusive license to distribute a range of Biotronik’s products and accessories in the United States, Canada, China, Hong Kong and multiple Western European countries under the Company’s private label. Moreover, if an investigational device exemption (“IDE”) clinical trial is required for these products to obtain regulatory approval in the United States, or a clinical trial is required for these products to obtain regulatory approval in China, the Company will obtain an exclusive distribution right in such territories for a term of up to five years commencing on the date of regulatory approval if the Company covers the cost of the IDE or other clinical trial and the Company conducts such study within a specified period. Biotronik also agreed to distribute the Company’s products and accessories in Germany, Japan, Mexico, Switzerland and multiple countries in Asia-Pacific, Eastern Europe, the Middle East and South America. The Company also granted Biotronik a co-exclusive right to distribute these products in Hong Kong. Each party will pay to the other party specified transfer prices on the sale of the other party’s products and, accordingly, will earn a distribution margin on the sale of the other party’s products. The following table sets forth the Company’s revenue for disposables, systems, and service/other for the three months ended March 31, 2021 and 2020 (in thousands): Three Month Ended March 31, 2021 2020 (unaudited) Acutus Direct Disposables $ 1,783 $ 1,017 Systems 613 520 Service/Other 35 10 Total Acutus direct revenue 2,431 1,547 Distribution agreements 1,160 36 Total revenue $ 3,591 $ 1,583 The following table provides revenue by geographic location for the three months ended March 31, 2021 and 2020 (in thousands): Year Ended December 31, 2021 2020 (unaudited) Acutus Direct United States $ 1,468 $ 770 Europe 963 777 Total Acutus direct revenue 2,431 1,547 Distribution Agreements United States 113 — Europe 1,047 36 Total revenue through distribution 1,160 36 Total revenue $ 3,591 $ 1,583 |
Inventory | Inventory Inventory is comprised of raw materials, direct labor and manufacturing overhead and is stated at the lower of cost (first-in, first-out basis) or net realizable value. The Company recorded write-downs for excess and obsolete inventory based on management’s review of inventories on hand, compared to estimated future usage and sales, shelf-life and assumptions about the likelihood of obsolescence of $0.1 million for each of the three months ended March 31, 2021 and 2020. |
Accounts Receivable | Accounts Receivable Trade accounts receivable are recorded net of allowances for uncollectible accounts. The Company evaluates the collectability of its accounts receivable based on various factors including historical experience, the length of time the receivables are past due and the financial health of the customer. The Company reserves specific receivables if collectability is no longer reasonably assured. Based upon the assessment of these factors, the Company did not record an allowance for uncollectible accounts as of March 31, 2021 and December 31, 2020. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are recorded at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, generally three to five years |
Intangible Assets | Intangible Assets Intangible assets consist of acquired developed technology, acquired in-process technology, trademarks and trade names and a customer-related intangible which were acquired as part of the acquisition of Rhythm Xience, Inc. (“Rhythm Xience”) in June 2019. The Company determines the appropriate useful life of its finite-lived intangible assets by performing an analysis of expected cash flows of the acquired assets. Finite-lived intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the economic benefits are consumed. Acquired in-process technology was classified as an indefinite-lived intangible asset, until the receipt of Food and Drug Administration (the “FDA”) approval for the technology in January 2020. Once the FDA approval was received, the in-process technology was classified as a finite-lived intangible and amortization for in-process technology began. Indefinite-lived intangible assets are tested for impairment at least annually and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indefinite - |
Goodwill | Goodwill Goodwill represents the excess of the purchase price of an entity over the estimated fair value of the assets acquired and liabilities assumed, and it is presented as goodwill in the accompanying condensed consolidated balance sheets. Under ASC 350, Intangibles – Goodwill and Other amount, the Company is required to perform the quantitative goodwill impairment test. The Company has one reporting unit. For the three months ended March 31, 2021 , the qualitative testing did not indicate any impairment for the carrying amount of goodwill. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment and finite-lived intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss is recognized when the asset’s carrying value exceeds the total undiscounted cash flows expected from its use and eventual disposition. The amount of the impairment loss is determined as the excess of the carrying value of the asset over its fair value. For the three months ended March 31, 2021 and 2020, the Company determined that there was no impairment of property and equipment or intangible assets. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions The assets, liabilities and results of operations of Acutus NV are measured using their functional currency, the Euro, which is the currency of the primary foreign economic environment in which this subsidiary operates. Upon consolidating this entity with the Company, its assets and liabilities are translated to U.S. dollars at currency exchange rates as of the balance sheet date and its revenues and expenses are translated at the weighted average currency exchange rates during the applicable reporting periods. Translation adjustments resulting from the process of translating this entity’s financial statements are reported in accumulated other comprehensive income (loss) in the condensed consolidated balance sheets and foreign currency translation adjustment in the condensed consolidated statements of operations and comprehensive loss. |
Lessee Leases | Lessee Leases The Company accounts for its lessee leases under ASC 842, Leases In calculating the right-of-use asset and lease liability, the Company elects to combine lease and non-lease components. The Company excludes short-term leases having initial terms of 12 months or less from the new guidance as an accounting policy election. |
Cost of Products Sold | Cost of Products Sold Cost of products sold includes raw materials, direct labor, manufacturing overhead, shipping and receiving costs and other less significant indirect costs related to the production of the Company’s products. |
Research and Development | Research and Development The Company is actively engaged in new product research and development efforts. Research and development expenses consist primarily of salaries and employee-related costs (including stock-based compensation) for personnel directly engaged in research and development activities, clinical trial expenses, equipment costs, material costs, allocated rent and facilities costs and depreciation. Research and development expenses relating to possible future products are expensed as incurred. The Company also accrues and expenses costs for activities associated with clinical trials performed by third parties as incurred. All other costs relative to setting up clinical trial sites are expensed as incurred. Clinical trial site costs related to patient enrollment are accrued as patients are entered into the trials. |
Selling, General and Administrative | Selling, General and Administrative Selling, general and administrative (“SG&A”) expenses consist primarily of salaries and employee-related costs (including stock-based compensation) for personnel in sales, executive, finance and other administrative functions, allocated rent and facilities costs, legal fees relating to intellectual property and corporate matters, professional fees for accounting and consulting services, marketing costs and insurance costs. The Company expenses all SG&A costs as incurred. |
Fair Value Measurements | Fair Value Measurements Fair value measurements are based on the premise that fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the following three-tier fair value hierarchy has been used in determining the inputs used in measuring fair value: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace. Level 3—Unobservable inputs which are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The use of different assumptions and/or estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed or initial amounts recorded may not be indicative of the amount that the Company or holders of the instruments could realize in a current market exchange. There were no transfers made among the three levels in the fair value hierarchy for three months ended March 31, 2021 and 2020. As of March 31, 2021 and December 31, 2020, the Company’s cash (excluding cash equivalents which are recorded at fair value on a recurring basis), restricted cash, accounts receivable, accounts payable and accrued expenses were carried at cost, which approximates the fair values due to the short-term nature of the instruments. The carrying amount of the Company’s long-term debt approximates fair value due to its variable market interest rate and management’s opinion that current rates and terms that would be available to the Company with the same maturity and security structure would be essentially equivalent to that of the Company’s long-term debt. The following tables classify the Company’s financial assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2021 and December 31, 2020 (in thousands): Fair Value Measured as of March 31, 2021 (unaudited) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at March 31, 2021 Assets included in: Cash and cash equivalents Money market securities $ 7,569 $ — $ — $ 7,569 Marketable securities at fair value Corporate debt securities — 34,359 — 34,359 U.S. treasury securities — 20,354 — 20,354 Commercial paper — 32,175 — 32,175 Asset-backed securities — 11,225 — 11,225 Total fair value $ 7,569 $ 98,113 $ — $ 105,682 Liabilities included in: Contingent consideration $ — $ — $ 5,600 $ 5,600 Total fair value $ — $ — $ 5,600 $ 5,600 Fair Value Measured as of December 31, 2020 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at December 31, 2020 Assets included in: Cash and cash equivalents Money market securities $ 19,070 $ — $ — $ 19,070 Marketable securities at fair value Corporate debt securities — 31,353 — 31,353 Asset-backed securities — 8,726 — 8,726 U.S. treasury securities — 20,531 — 20,531 Commercial paper — 53,955 — 53,955 Total fair value $ 19,070 $ 114,565 $ — $ 133,635 Liabilities included in: Contingent consideration $ — $ — $ 9,300 $ 9,300 Total fair value $ — $ — $ 9,300 $ 9,300 The fair value of the Company’s money market funds is determined using quoted market prices in active markets for identical assets. The Company’s portfolio of marketable securities is comprised of commercial paper, asset-backed securities, U.S. treasury securities and short-term highly liquid, high credit quality corporate debt securities. The fair value for the available-for-sale marketable securities is determined based on valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021 (in thousands): Contingent Consideration Balance, December 31, 2020 $ 9,300 Payment of contingent consideration (2,547 ) Change in fair value (1,153 ) Balance, March 31, 2021 (unaudited) $ 5,600 Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs. The fair value of the contingent consideration from the acquisition of Rhythm Xience represents the estimated fair value of future payments due to the sellers of Rhythm Xience based on the achievement of certain milestones and revenue-based targets in certain years. The initial fair value of the revenue-based contingent consideration was calculated through the use of a Monte Carlo simulation using revenue projections for the respective earn-out period, corresponding targets and approximate timing of payments as outlined in the purchase agreement. The analyses used the following assumptions: (i) expected term; (ii) risk-adjusted net sales or earnings; (iii) risk-free interest rate and (iv) expected volatility of earnings. Estimated payments, as determined through the respective model, were further discounted by a credit spread assumption to account for credit risk. The fair value of the milestones-based contingent consideration was determined by probability weighting and discounting to the respective valuation date at the Company’s cost of debt. The Company’s cost of debt was determined by performing a synthetic credit rating for the Company and selecting yields based on companies with a similar credit rating. The contingent consideration is revalued to fair value each period, and any increase or decrease is recorded in operating loss. The fair value of the contingent consideration may be impacted by certain unobservable inputs, most significantly with regard to discount rates, expected volatility and historical and projected performance. Significant changes to these inputs in isolation could result in a significantly different fair value measurement. The weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the contingent consideration from the acquisition of Rhythm Xience as of March 31, 2021 and December 31, 2020 were as follows: March 31, 2021 December 31, 2020 (unaudited) Risk-free interest rate 0.30% 0.20% Expected term in years 1.0 - 2.0 1.0 - 2.0 Expected volatility 20.6% 17.2% |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for all stock-based payments to employees and non-employees, including grants of stock options, restricted stock awards (“RSAs”), restricted stock units (“RSUs”) and restricted stock units with non-market performance and service conditions (“PSUs”) to be recognized in the condensed consolidated financial statements, based on their respective grant date fair values. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model. The RSAs, RSUs and PSUs are valued based on the fair value of the Company’s common stock on the date of grant. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. The Company expenses stock-based compensation related to stock options, RSAs and RSUs over the requisite service period. As the PSUs have a performance condition, compensation expense was recognized for each vesting tranche over the respective requisite service period of each tranche upon the registration statement used in connection with the Company’s IPO being declared effective on August 5, 2020, when the Company’s management deemed it probable that the performance conditions were satisfied. The Company recognized a cumulative true-up adjustment related to PSUs once the conditions became probable of being satisfied as the related service period had been completed in a prior period. All stock-based compensation costs are recorded in cost of products sold, research and development expense or SG&A expense in the condensed consolidated statements of operations and comprehensive loss based upon the respective employee’s or non-employee’s roles within the Company. Forfeitures are recorded as they occur. See “Note 16—Stock-Based Compensation” below. |
Income Taxes | Income Taxes Income taxes are recorded in accordance with ASC 740, Income Taxes The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. |
Warrant Liability | Warrant Liability The Company accounted for certain common stock warrants and convertible preferred stock warrants outstanding as a liability, in accordance with ASC 815, Derivatives and Hedging |
Business Combinations | Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting based on ASC 805, which requires recognition and measurement of all identifiable assets acquired and liabilities assumed at their fair value as of the date control is obtained. The Company determines the fair value of assets acquired and liabilities assumed based upon its best estimates of the acquisition-date fair value of assets acquired and liabilities assumed in the acquisition. Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired. Subsequent adjustments to fair value of any contingent consideration are recorded to the Company’s condensed consolidated statements of operations and comprehensive loss. |
Recently Adopted Accounting Pronouncements and Accounting Pronouncements to Be Adopted | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The Company adopted this guidance in the first quarter of 2021, which did not have a material impact on its condensed consolidated financial statements. Accounting Pronouncements to Be Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Cash and Cash Equivalents and Restricted Cash | The following table reconciles cash, cash equivalents and restricted cash in the condensed consolidated balance sheets to the total shown on the condensed consolidated statement of cash flows (in thousands): March 31, December 31, 2021 2020 (unaudited) Cash and cash equivalents $ 8,631 $ 25,234 Restricted cash 150 150 Total cash, cash equivalents and restricted cash $ 8,781 $ 25,384 |
Summary of Disaggregation of Revenue | The following table sets forth the Company’s revenue for disposables, systems, and service/other for the three months ended March 31, 2021 and 2020 (in thousands): Three Month Ended March 31, 2021 2020 (unaudited) Acutus Direct Disposables $ 1,783 $ 1,017 Systems 613 520 Service/Other 35 10 Total Acutus direct revenue 2,431 1,547 Distribution agreements 1,160 36 Total revenue $ 3,591 $ 1,583 |
Summary of Revenue from External Customers by Geographic Areas | The following table provides revenue by geographic location for the three months ended March 31, 2021 and 2020 (in thousands): Year Ended December 31, 2021 2020 (unaudited) Acutus Direct United States $ 1,468 $ 770 Europe 963 777 Total Acutus direct revenue 2,431 1,547 Distribution Agreements United States 113 — Europe 1,047 36 Total revenue through distribution 1,160 36 Total revenue $ 3,591 $ 1,583 |
Summary of Fair Value, Liabilities Measured on Recurring Basis | The following tables classify the Company’s financial assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2021 and December 31, 2020 (in thousands): Fair Value Measured as of March 31, 2021 (unaudited) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at March 31, 2021 Assets included in: Cash and cash equivalents Money market securities $ 7,569 $ — $ — $ 7,569 Marketable securities at fair value Corporate debt securities — 34,359 — 34,359 U.S. treasury securities — 20,354 — 20,354 Commercial paper — 32,175 — 32,175 Asset-backed securities — 11,225 — 11,225 Total fair value $ 7,569 $ 98,113 $ — $ 105,682 Liabilities included in: Contingent consideration $ — $ — $ 5,600 $ 5,600 Total fair value $ — $ — $ 5,600 $ 5,600 Fair Value Measured as of December 31, 2020 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at December 31, 2020 Assets included in: Cash and cash equivalents Money market securities $ 19,070 $ — $ — $ 19,070 Marketable securities at fair value Corporate debt securities — 31,353 — 31,353 Asset-backed securities — 8,726 — 8,726 U.S. treasury securities — 20,531 — 20,531 Commercial paper — 53,955 — 53,955 Total fair value $ 19,070 $ 114,565 $ — $ 133,635 Liabilities included in: Contingent consideration $ — $ — $ 9,300 $ 9,300 Total fair value $ — $ — $ 9,300 $ 9,300 |
Summary of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021 (in thousands): Contingent Consideration Balance, December 31, 2020 $ 9,300 Payment of contingent consideration (2,547 ) Change in fair value (1,153 ) Balance, March 31, 2021 (unaudited) $ 5,600 |
Weighted-average Unobservable Inputs to Measure Contingent Consideration | The weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the contingent consideration from the acquisition of Rhythm Xience as of March 31, 2021 and December 31, 2020 were as follows: March 31, 2021 December 31, 2020 (unaudited) Risk-free interest rate 0.30% 0.20% Expected term in years 1.0 - 2.0 1.0 - 2.0 Expected volatility 20.6% 17.2% |
Marketable Securities (Tables)
Marketable Securities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Marketable Securities | Marketable securities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, 2021 (unaudited) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Available-for-sale securities - short-term: Corporate debt securities $ 34,366 $ — $ (7 ) $ 34,359 U.S. treasury securities 20,350 4 — 20,354 Commercial paper 32,175 — — 32,175 Total available-for-sale securities - short-term 86,891 4 (7 ) 86,888 Asset-backed securities, long-term 11,224 1 — 11,225 Total available-for-sale securities $ 98,115 $ 5 $ (7 ) $ 98,113 December 31, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Available-for-sale securities - short-term: Corporate debt securities $ 31,359 $ — $ (6 ) $ 31,353 U.S. treasury securities 20,533 — (2 ) 20,531 Commercial paper 53,955 — — 53,955 Total available-for-sale securities - short-term 105,847 — (8 ) 105,839 Asset-backed securities, long-term 8,726 — — 8,726 Total available-for-sale securities $ 114,573 $ — $ (8 ) $ 114,565 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Summary of Inventory | Inventory as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands): March 31, December 31, 2021 2020 (unaudited) Raw materials $ 7,114 $ 7,960 Work in process 2,362 1,267 Finished goods 4,361 3,731 Total inventory $ 13,837 $ 12,958 |
Lessor Sales-Type Leases (Table
Lessor Sales-Type Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Estimated Future Maturities of Sales-Type Lease Receivables | As of March 31, 2021, estimated future maturities of sales-type lease receivables for each of the following years are as follows (in thousands): Nine months ending December 31, 2021 $ 304 Year ending December 31, 2022 378 Year ending December 31, 2023 149 Year ending December 31, 2024 72 Year ending December 31, 2025 22 Lease receivable $ 925 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment, Net | The Company’s property and equipment, net, consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, 2021 2020 (unaudited) Medical diagnostic equipment $ 15,360 $ 13,242 Furniture and fixtures 426 388 Office equipment 1,494 1,392 Laboratory equipment and software 3,699 3,491 Leasehold improvements 661 608 Construction in process 1,468 468 Total property and equipment 23,108 19,589 Less: accumulated depreciation (8,460 ) (7,233 ) Property and equipment, net $ 14,648 $ 12,356 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary Of Goodwill And Intangible Assets Activities | The table below summarizes goodwill and intangible assets activities as of March 31, 2021 and December 31, 2020 (in thousands): Goodwill Intangible Assets Balance, December 31, 2020 $ 12,026 $ 5,653 Amortization expense — (160 ) Balance, March 31, 2021 (unaudited) $ 12,026 $ 5,493 |
Summary of Finite Lived Intangible Assets | Estimated Useful Weighted Average Remaining Life (in years) Life (in years) Intangible Assets Accumulated Amortization March 31, 2021 (unaudited) Developed technology 10 8.3 $ 4,200 $ (705 ) $ 3,495 Customer-related intangible 5 3.3 100 (35 ) 65 Licensed intangibles 10 9.7 2,000 (67 ) 1,933 Total $ 6,300 $ (807 ) $ 5,493 Estimated Useful Weighted Average Remaining Life (in years) Life (in years) Intangible Assets Accumulated Amortization December 31, 2020 Developed technology 10 8.6 $ 4,200 $ (600 ) $ 3,600 Customer-related intangible 5 3.5 100 (30 ) 70 Licensed intangibles 10 9.9 2,000 (17 ) 1,983 Total $ 6,300 $ (647 ) $ 5,653 |
Summary Of Remaining Amortization Expense | The following table shows the remaining amortization expense associated with amortizable intangible assets as of March 31, 2021 (in thousands): Developed Technology Customer- Related Intangible Licensed Intangibles Total Amortization Nine months ending December 31, 2021 $ 315 $ 15 $ 150 $ 480 Year ending December 31, 2022 420 20 200 640 Year ending December 31, 2023 420 20 200 640 Year ending December 31, 2024 420 10 200 630 Year ending December 31, 2025 420 — 200 620 Thereafter 1,500 — 983 2,483 Total $ 3,495 $ 65 $ 1,933 $ 5,493 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables And Accruals [Abstract] | |
Summary Of Accrued Liabilities | Accrued liabilities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, 2021 2020 (unaudited) Compensation and related expenses $ 6,957 $ 6,250 Professional fees 304 120 Deferred revenue 479 301 Sales and use tax 206 169 Other 862 468 Total accrued liabilities $ 8,808 $ 7,308 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Instruments [Abstract] | |
Summary of Outstanding Debt | Outstanding debt as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands): March 31, December 31, 2021 2020 (unaudited) 2019 Credit Agreement (1) $ 44,550 $ 44,550 Total debt, gross 44,550 44,550 Less: Unamortized debt discount and fees (5,211 ) (5,539 ) Total long-term debt $ 39,339 $ 39,011 (1) |
Operating Leases (Tables)
Operating Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Summary Of Quantitative Information About Operating Leases | The following table summarizes quantitative information about the Company’s operating leases for the three months ended March 31, 2021 and 2020 (dollars in thousands): Three Months Ended March 31, Three Months Ended March 31, 2021 2020 (unaudited) Operating cash flows from operating leases $ 261 $ 253 Right-of-use assets exchanged for operating lease liabilities $ - $ - Weighted average remaining lease term – operating leases (in years) 1.4 1.9 Weighted average discount rate – operating leases 7.0 % 7.0 % |
Summary Of Components Of Lease Cost | Three Months Ended March 31, Three Months Ended March 31, 2021 2020 (unaudited) Operating leases Operating lease cost $ 216 $ 216 Variable lease cost 83 73 Total rent expense $ 299 $ 289 |
Summary Of Future Minimum Payments Under The Non-cancelable Operating Leases | As of March 31, 2021, future minimum payments under the non-cancelable operating leases under ASC 842 were as follows (in thousands): Nine months ending December 31, 2021 $ 791 Year ending December 31, 2022 1,074 Year ending December 31, 2023 51 Year ending December 31, 2024 51 Year ending December 31, 2025 — Total 1,967 Less: present value discount (136 ) Operating lease liabilities $ 1,831 |
Warrants (Tables)
Warrants (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Warrants And Rights Note Disclosure [Abstract] | |
Schedule of Outstanding Warrants to Purchase the Company's Common Stock | As of March 31, 2021 and December 31, 2020, the outstanding warrants to purchase the Company’s common stock were comprised of the following: Equity Upon Exercise March 31, December 31, (After Conversion) Exercise Price Expiration Date 2021 2020 (unaudited) Warrants issued in 2015 Common stock $ 5.25 1/30/25 3,808 3,808 Warrants issued with 2018 Convertible Notes Common stock $ 0.10 6/7/28 373,810 373,810 Warrants issued with 2018 Term Loan Common stock $ 16.67 7/31/28 26,998 26,998 Warrants issued with 2019 Credit Agreement Common stock $ 16.67 5/20/29 419,992 419,992 Total Warrants 824,608 824,608 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity [Abstract] | |
Schedule of Initial Conversion Price per Share for each Series of Convertible Preferred Stock | The initial conversion price per share for each series of convertible preferred stock was the original issue price applicable to such series as follows: Series Conversion Price Series A convertible preferred stock $ 8.295 Series B convertible preferred stock $ 13.370 Series C convertible preferred stock $ 16.667 Series D convertible preferred stock $ 16.667 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Estimate of the Fair Value of Stock Option | The following assumptions were used to estimate the fair value of stock option for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 (unaudited) Risk-free interest rate 0.76% - 1.28% 0.90% Expected dividend yield — — Expected term in years 7.0 7.0 Expected volatility 60% - 75% 70% |
Summary of Stock Option Activity | The following table summarizes stock option activity during the three months ended March 31, 2021: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2020 3,403,607 $ 13.32 8.1 $ 52,866 Options granted 32,749 23.02 Options exercised (27,509 ) 6.15 $ 323 Options forfeited (29,272 ) 17.03 Outstanding as of March 31, 2021 3,379,575 $ 13.45 7.9 $ 6,252 Options vested and exercisable as of March 31, 2021 (unaudited) 1,564,993 $ 10.19 6.6 $ 5,672 |
Schedule of PSU and RSA Activity | The Company’s PSU and RSU activity for the three months ended March 31, 2021 was as follows: Number of Shares Weighted Average Grant Price Unvested as of December 31, 2020 545,466 $ 16.53 Granted 23,375 23.88 Forfeited (8,011 ) 18.39 Vested (94,045 ) 13.37 Unvested as of March 31, 2021 (unaudited) 466,785 $ 17.50 |
Schedule of RSA Activity | The Company’s RSA activity for the three months ended March 31, 2021 was as follows: Number of Shares Weighted Average Grant Price Unvested as of December 31, 2020 - $ - Granted 186 14.75 Vested (186 ) 14.75 Unvested as of March 31, 2021 (unaudited) - $ - |
Summary of the Total Stock-Based Compensation Expense for the Stock Options, PSUs and RSAs Recorded in the Condensed Consolidated Statements of Operations and Comprehensive Loss | The following table summarizes the total stock-based compensation expense for the stock options, PSUs, RSUs and RSAs recorded in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 2020 (unaudited) Cost of products sold $ 144 $ 108 Research and development 417 211 Selling, general and administrative 2,268 1,422 Total stock-based compensation $ 2,829 $ 1,741 |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of the Diluted Net Loss per Common Share | The table below provides potentially dilutive securities not included in the calculation of the diluted net loss per common share because to do so would be anti-dilutive: Three Months Ended March 31, Shares issuable upon: 2021 2020 (unaudited) Conversion of Series A preferred stock — 391,210 Conversion of Series B preferred stock — 3,088,444 Conversion of Series C preferred stock — 4,499,921 Conversion of Series D preferred stock — 8,593,360 Exercise of stock options 3,379,575 2,746,088 Exercise of common stock warrants 824,608 509,562 Exercise of preferred stock warrants — 446,990 Vesting of PSUs and RSUs 466,785 — Total 4,670,968 20,275,575 |
Organization and Description _2
Organization and Description of Business - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Date of incorporation | Mar. 25, 2011 | |
Accumulated deficit | $ 390,196 | $ 361,015 |
Working capital deficit | $ 97,600 | $ 129,500 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | ||
Mar. 31, 2021USD ($)SegmentReportingUnit | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Number of operating segment | Segment | 1 | ||
Other-than-temporary impairments related to marketable securities | $ 0 | $ 0 | |
Cash, FDIC insured amount | 250,000 | ||
Inventory Write-down | 100,000 | 100,000 | |
Allowance for uncollectible accounts | $ 0 | $ 0 | |
Number of reporting unit | ReportingUnit | 1 | ||
Impairment of property and equipment or intangible assets | $ 0 | $ 0 | |
Interest or penalties charged in relation to the unrecognized tax benefits | $ 0 | ||
ASU No. 2019-12 [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Change In Accounting Principle Accounting Standards Update Adopted | true | ||
Change In Accounting Principle Accounting Standards Update Immaterial Effect | true | ||
Minimum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Customers payment period | 30 days | ||
Property and equipment, estimated useful lives | 3 years | ||
Maximum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Customers payment period | 60 days | ||
Contracts with customers, expected duration | 1 year | ||
Property and equipment, estimated useful lives | 5 years | ||
Deferred Equipment Agreements [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Cash, FDIC insured amount | $ 0 | ||
Deferred Equipment Agreements [Member] | Minimum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Contract term | 2 years | ||
Deferred Equipment Agreements [Member] | Maximum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Contract term | 4 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 8,631 | $ 25,234 | ||
Restricted cash | 150 | 150 | ||
Total cash, cash equivalents and restricted cash | $ 8,781 | $ 25,384 | $ 21,150 | $ 9,602 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | |||
Total revenue | $ 3,591 | $ 1,583 | $ 1,583 |
Distribution Agreements [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total revenue | 1,160 | 36 | |
Acutus Direct Revenue [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total revenue | 2,431 | 1,547 | $ 1,547 |
Acutus Direct Revenue [Member] | Disposables [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total revenue | 1,783 | 1,017 | |
Acutus Direct Revenue [Member] | Systems [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total revenue | 613 | 520 | |
Acutus Direct Revenue [Member] | Product and Service, Other [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total revenue | $ 35 | $ 10 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Revenue from External Customers by Geographic Areas (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | $ 3,591 | $ 1,583 | $ 1,583 | |
Acutus Direct Revenue [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | $ 2,431 | $ 1,547 | 1,547 | |
Distribution Agreements [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 36 | |||
Scenario Forecast [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | $ 3,591 | |||
Scenario Forecast [Member] | Acutus Direct Revenue [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 2,431 | |||
Scenario Forecast [Member] | Distribution Agreements [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 1,160 | |||
United States [Member] | Acutus Direct Revenue [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 770 | |||
United States [Member] | Scenario Forecast [Member] | Acutus Direct Revenue [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 1,468 | |||
United States [Member] | Scenario Forecast [Member] | Distribution Agreements [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 113 | |||
Europe [Member] | Acutus Direct Revenue [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 777 | |||
Europe [Member] | Distribution Agreements [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | $ 36 | |||
Europe [Member] | Scenario Forecast [Member] | Acutus Direct Revenue [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | 963 | |||
Europe [Member] | Scenario Forecast [Member] | Distribution Agreements [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total revenue | $ 1,047 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Summary of Fair Value, Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Total Assets Fair Value | $ 105,682 | $ 133,635 |
Liabilities | ||
Total Liabilities Fair Value | 5,600 | 9,300 |
Contingent Consideration [Member] | ||
Liabilities | ||
Total Liabilities Fair Value | 5,600 | 9,300 |
Money Market Securities [Member] | ||
Assets | ||
Money market securities | 7,569 | 19,070 |
Corporate Debt Securities [Member] | ||
Assets | ||
Marketable securities | 34,359 | 31,353 |
US Treasury Securities [Member] | ||
Assets | ||
Marketable securities | 20,354 | 20,531 |
Commercial Paper [Member] | ||
Assets | ||
Marketable securities | 32,175 | 53,955 |
Asset-backed Securities [Member] | ||
Assets | ||
Marketable securities | 11,225 | 8,726 |
Fair Value, Inputs, Level 1 [Member] | ||
Assets | ||
Total Assets Fair Value | 7,569 | 19,070 |
Fair Value, Inputs, Level 1 [Member] | Money Market Securities [Member] | ||
Assets | ||
Money market securities | 7,569 | 19,070 |
Fair Value, Inputs, Level 2 [Member] | ||
Assets | ||
Total Assets Fair Value | 98,113 | 114,565 |
Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ||
Assets | ||
Marketable securities | 34,359 | 31,353 |
Fair Value, Inputs, Level 2 [Member] | US Treasury Securities [Member] | ||
Assets | ||
Marketable securities | 20,354 | 20,531 |
Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ||
Assets | ||
Marketable securities | 32,175 | 53,955 |
Fair Value, Inputs, Level 2 [Member] | Asset-backed Securities [Member] | ||
Assets | ||
Marketable securities | 11,225 | 8,726 |
Fair Value, Inputs, Level 3 [Member] | ||
Liabilities | ||
Total Liabilities Fair Value | 5,600 | 9,300 |
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member] | ||
Liabilities | ||
Total Liabilities Fair Value | $ 5,600 | $ 9,300 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Summary of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | ||
Change in fair value of contingent consideration | $ (1,153) | $ (2,219) |
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Balance, December 31, 2020 | 9,300 | |
Payment of contingent consideration | (2,547) | |
Change in fair value of contingent consideration | (1,153) | |
Balance, March 31, 2021 (unaudited) | $ 5,600 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Summary of Weighted Average Fair Value Assumptions on Contingent Consideration (Detail) - Fair Value, Inputs, Level 3 [Member] - Rhythm Xience [Member] | Mar. 31, 2021 | Dec. 31, 2020 |
Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Contingent consideration from the acquisition, Fair value inputs | 0.0030 | 0.0020 |
Measurement Input, Maturity [Member] | Minimum [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Contingent consideration from the acquisition, Fair value inputs | 0.010 | 0.010 |
Measurement Input, Maturity [Member] | Maximum [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Contingent consideration from the acquisition, Fair value inputs | 0.020 | 0.020 |
Measurement Input, Price Volatility [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Contingent consideration from the acquisition, Fair value inputs | 0.206 | 0.172 |
Asset Acquisition and Busines_2
Asset Acquisition and Business Combination - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 18, 2019 | Feb. 29, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Research and development expense | $ 9,370 | $ 7,973 | ||||
Payments for contingent consideration | 2,547 | 2,584 | ||||
Business combination, acquisition costs | 0 | 0 | ||||
Biotronik Asset Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration paid in cash | $ 10,000 | |||||
Equity interests issued and issuable | $ 5,000 | |||||
Consideration transferred | 15,000 | |||||
Payments for contingent consideration | 2,000 | |||||
Contingent milestone and royalty payments | 8,000 | $ 8,000 | ||||
Potential milestone payments capitalized | 2,000 | |||||
Biotronik Asset Acquisition [Member] | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Potential milestone payments payable | 10,000 | |||||
Biotronik Asset Acquisition [Member] | Intellectual Property [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Research and development expense | 15,000 | |||||
Rhythm Xience [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration paid in cash | $ 3,000 | |||||
Payments for contingent consideration | 2,500 | $ 2,500 | ||||
Date of business acquisition | Jun. 18, 2019 | |||||
Contingent consideration liability | $ 13,400 | 5,600 | ||||
Business combination contingent consideration liability change in amount | $ 1,200 | $ 2,200 | ||||
Rhythm Xience [Member] | Earnout Consideration [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Potential milestone payments payable | $ 17,000 | |||||
Series D Convertible Preferred Stock [Member] | Biotronik Asset Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business consideration, number of equity interests issued and issuable | 273,070 | |||||
Equity interests issued and issuable | $ 5,000 | |||||
Series D Convertible Preferred Stock [Member] | Rhythm Xience [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business consideration, number of equity interests issued and issuable | 119,993 | |||||
Series D Convertible Preferred Stock [Member] | Rhythm Xience [Member] | Earnout Consideration [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Equity interests issued and issuable | $ 2,200 |
Marketable Securities - Summary
Marketable Securities - Summary of Marketable Securities (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | $ 98,115 | $ 114,573 |
Gross Unrealized Gains | 5 | |
Gross Unrealized Losses | (7) | (8) |
Fair Value | 98,113 | 114,565 |
Short-term debt [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 86,891 | 105,847 |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | (7) | (8) |
Fair Value | 86,888 | 105,839 |
Corporate Debt Securities [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 34,366 | 31,359 |
Gross Unrealized Losses | (7) | (6) |
Fair Value | 34,359 | 31,353 |
US Treasury Securities [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 20,350 | 20,533 |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | (2) | |
Fair Value | 20,354 | 20,531 |
Commercial Paper [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 32,175 | 53,955 |
Fair Value | 32,175 | 53,955 |
Asset-backed Securities [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 11,224 | 8,726 |
Gross Unrealized Gains | 1 | |
Fair Value | $ 11,225 | $ 8,726 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Schedule Of Available For Sale Securities [Line Items] | ||
Available-for-sale Securities | $ 98,113 | $ 114,565 |
Short-term debt [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Available-for-sale Securities | $ 86,888 | $ 105,839 |
Debt securities, available-for-sale, maturity | 1 year | 1 year |
Long-term debt [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Available-for-sale Securities | $ 11,200 | $ 8,700 |
Debt securities, available-for-sale, maturity | 2 years | 2 years |
Inventory - Summary of Inventor
Inventory - Summary of Inventory (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 7,114 | $ 7,960 |
Work in process | 2,362 | 1,267 |
Finished goods | 4,361 | 3,731 |
Total inventory | $ 13,837 | $ 12,958 |
Lessor Sales-Type Leases - Addi
Lessor Sales-Type Leases - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Lessor Lease Description [Line Items] | |||
Lease revenue | $ 900,000 | $ 0 | |
Sales-type Lease, Income, Comprehensive Income [Extensible List] | Revenue | ||
Prepaid Expenses and Other Current Assets [Member] | |||
Lessor Lease Description [Line Items] | |||
Lease receivable | $ 400,000 | $ 400,000 | |
Other Assets [Member] | |||
Lessor Lease Description [Line Items] | |||
Lease receivable | $ 500,000 | $ 400,000 |
Lessor Sales-Type Leases - Esti
Lessor Sales-Type Leases - Estimated Future Maturities of Sales-Type Lease Receivables (Detail) $ in Thousands | Mar. 31, 2021USD ($) |
Leases [Abstract] | |
Nine months ending December 31, 2021 | $ 304 |
Year ending December 31, 2022 | 378 |
Year ending December 31, 2023 | 149 |
Year ending December 31, 2024 | 72 |
Year ending December 31, 2025 | 22 |
Lease receivable | $ 925 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary Of Property And Equipment, Net (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 23,108 | $ 19,589 |
Less: accumulated depreciation | (8,460) | (7,233) |
Property and equipment, net | 14,648 | 12,356 |
Medical diagnostic equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 15,360 | 13,242 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 426 | 388 |
Office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,494 | 1,392 |
Laboratory equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 3,699 | 3,491 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 661 | 608 |
Construction in process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,468 | $ 468 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property Plant And Equipment [Abstract] | ||
Depreciation | $ 1,241 | $ 429 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary Of Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill, Beginning Balance | $ 12,026 | |
Goodwill, Ending Balance | 12,026 | |
Intangible Assets, Beginning Balance | 5,653 | |
Amortization expense | (160) | $ (110) |
Intangible Assets, Ending Balance | $ 5,493 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Finite and Indefinite Lived Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite Intangible Assets, Gross | $ 6,300 | $ 6,300 |
Finite Intangible Assets, Accumulated Amortization | (807) | (647) |
Finite Intangible Assets | $ 5,493 | $ 5,653 |
Developed Technology [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in Years) | 10 years | 10 years |
Weighted Average Remaining Life (in Years) | 8 years 3 months 18 days | 8 years 7 months 6 days |
Finite Intangible Assets, Gross | $ 4,200 | $ 4,200 |
Finite Intangible Assets, Accumulated Amortization | (705) | (600) |
Finite Intangible Assets | $ 3,495 | $ 3,600 |
Customer-Related Intangible [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in Years) | 5 years | 5 years |
Weighted Average Remaining Life (in Years) | 3 years 3 months 18 days | 3 years 6 months |
Finite Intangible Assets, Gross | $ 100 | $ 100 |
Finite Intangible Assets, Accumulated Amortization | (35) | (30) |
Finite Intangible Assets | $ 65 | $ 70 |
Licensed Intangibles [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in Years) | 10 years | 10 years |
Weighted Average Remaining Life (in Years) | 9 years 8 months 12 days | 9 years 10 months 24 days |
Finite Intangible Assets, Gross | $ 2,000 | $ 2,000 |
Finite Intangible Assets, Accumulated Amortization | (67) | (17) |
Finite Intangible Assets | $ 1,933 | $ 1,983 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 160 | $ 110 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Summary of remaining amortization expense associated with amortizable intangible assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Finite Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2021 | $ 480 | |
Year ending December 31, 2022 | 640 | |
Year ending December 31, 2023 | 640 | |
Year ending December 31, 2024 | 630 | |
Year ending December 31, 2025 | 620 | |
Thereafter | 2,483 | |
Finite Intangible Assets | 5,493 | $ 5,653 |
Developed Technology [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2021 | 315 | |
Year ending December 31, 2022 | 420 | |
Year ending December 31, 2023 | 420 | |
Year ending December 31, 2024 | 420 | |
Year ending December 31, 2025 | 420 | |
Thereafter | 1,500 | |
Finite Intangible Assets | 3,495 | 3,600 |
Customer-Related Intangible [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2021 | 15 | |
Year ending December 31, 2022 | 20 | |
Year ending December 31, 2023 | 20 | |
Year ending December 31, 2024 | 10 | |
Finite Intangible Assets | 65 | 70 |
Licensed Intangibles [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Nine months ending December 31, 2021 | 150 | |
Year ending December 31, 2022 | 200 | |
Year ending December 31, 2023 | 200 | |
Year ending December 31, 2024 | 200 | |
Year ending December 31, 2025 | 200 | |
Thereafter | 983 | |
Finite Intangible Assets | $ 1,933 | $ 1,983 |
Accrued Liabilities - Summary O
Accrued Liabilities - Summary Of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Compensation and related expenses | $ 6,957 | $ 6,250 |
Professional fees | 304 | 120 |
Deferred revenue | 479 | 301 |
Sales and use tax | 206 | 169 |
Other | 862 | 468 |
Total accrued liabilities | $ 8,808 | $ 7,308 |
Debt - Summary of Outstanding D
Debt - Summary of Outstanding Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 44,550 | $ 44,550 |
Less: Unamortized debt discount and fees | (5,211) | (5,539) |
Total long-term debt | 39,339 | 39,011 |
Two Thousand And Nineteen Convertible Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 44,550 | $ 44,550 |
Debt - Summary of Outstanding_2
Debt - Summary of Outstanding Debt (Parenthetical) (Detail) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Two Thousand And Nineteen Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, fee amount | $ 4.6 | $ 4.6 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 20, 2019 | Mar. 31, 2021 | Dec. 31, 2020 |
Two Thousand And Nineteen Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate | 7.75% | ||
Debt instrument, fee amount | $ 4,600 | $ 4,600 | |
Warrants liability fair value | $ 900 | ||
Class of warrants number of securities called by the warrants or rights | 419,992 | ||
Debt instrument, direct fees | $ 1,200 | ||
Two Thousand And Nineteen Credit Agreement [Member] | Series C Convertible Preferred Stock [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate term | 7.75% plus LIBOR | ||
Class of warrants, exercise price | $ 16.67 | ||
Two Thousand And Nineteen Credit Agreement [Member] | Series D Convertible Preferred Stock [Member] | |||
Debt Instrument [Line Items] | |||
Class of warrants, exercise price | $ 16.67 | ||
Two Thousand And Nineteen Credit Agreement [Member] | Senior Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 70,000 | ||
Proceeds from senior term loan | 40,000 | ||
Debt instrument, remaining amount | 30,000 | ||
Debt instrument unused borrowing capacity | $ 0 | ||
Debt instrument, fee amount | $ 4,600 | ||
Long-term debt, maturity date | May 20, 2024 | ||
Debt instrument, Initial debt discount before inception | $ 6,700 | ||
Default Event [Member] | Senior Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, increase (decrease) | 10.00% |
Operating Leases - Additional I
Operating Leases - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2021ft² | |
Lessee, Lease, Description [Line Items] | |
Office space | 50,800 |
Corporate Office Space and Manufacturing Facility | |
Lessee, Lease, Description [Line Items] | |
Lease expiration date | Dec. 31, 2022 |
Office Space And Manufacturing Facility | |
Lessee, Lease, Description [Line Items] | |
Operating lease option to extend renewal term description | five-year term |
Office Space Zaventem Belgium | |
Lessee, Lease, Description [Line Items] | |
Office space | 3,900 |
Lease expiration date | Dec. 31, 2021 |
Operating lease option to extend renewal term description | three-year term |
Operating Leases - Summary Of Q
Operating Leases - Summary Of Quantitative Information About Operating Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Lessee Disclosure [Abstract] | ||
Operating cash flows from operating leases | $ 261 | $ 253 |
Weighted average remaining lease term – operating leases (in years) | 1 year 4 months 24 days | 1 year 10 months 24 days |
Weighted average discount rate – operating leases | 7.00% | 7.00% |
Operating Leases - Summary Of C
Operating Leases - Summary Of Components Of Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating leases | ||
Operating lease cost | $ 216 | $ 216 |
Variable lease cost | 83 | 73 |
Total rent expense | $ 299 | $ 289 |
Operating Leases - Summary Of F
Operating Leases - Summary Of Future Minimum Payments Under The Non-Cancelable Operating Leases (Detail) $ in Thousands | Mar. 31, 2021USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
Nine months ending December 31, 2021 | $ 791 |
Year ending December 31, 2022 | 1,074 |
Year ending December 31, 2023 | 51 |
Year ending December 31, 2024 | 51 |
Total | 1,967 |
Less: present value discount | (136) |
Operating lease liabilities | $ 1,831 |
Warrants - Schedule of Outstand
Warrants - Schedule of Outstanding Warrants to Purchase the Company's Common Stock (Detail) - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 824,608 | 824,608 |
Common Stock [Member] | Warrants Issued in 2015 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Equity Upon Exercise (After Conversion) | Common stock | |
Exercise Price | $ 5.25 | |
Expiration Date | Jan. 30, 2025 | |
Class of Warrant or Right, Outstanding | 3,808 | 3,808 |
Common Stock [Member] | Warrants Issued with 2018 Convertible Notes [Member] | ||
Class of Warrant or Right [Line Items] | ||
Equity Upon Exercise (After Conversion) | Common stock | |
Exercise Price | $ 0.10 | |
Expiration Date | Jun. 7, 2028 | |
Class of Warrant or Right, Outstanding | 373,810 | 373,810 |
Common Stock [Member] | Warrants Issued with 2018 Term Loan [Member] | ||
Class of Warrant or Right [Line Items] | ||
Equity Upon Exercise (After Conversion) | Common stock | |
Exercise Price | $ 16.67 | |
Expiration Date | Jul. 31, 2028 | |
Class of Warrant or Right, Outstanding | 26,998 | 26,998 |
Common Stock [Member] | Warrants Issued with 2019 Credit Agreement [Member] | ||
Class of Warrant or Right [Line Items] | ||
Equity Upon Exercise (After Conversion) | Common stock | |
Exercise Price | $ 16.67 | |
Expiration Date | May 20, 2029 | |
Class of Warrant or Right, Outstanding | 419,992 | 419,992 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Aug. 10, 2020 | |
Class of Warrant or Right [Line Items] | ||
Weighted average remaining contractual life of warrants | 7 years 2 months 12 days | |
ASC 815 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Common and preferred stock warrant liability | $ 14.5 |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Aug. 10, 2020 | Feb. 29, 2020 | Mar. 31, 2021 |
Firm Underwritten Commitment [Member] | Prospective Event Trgerring Conversion of Temporary Equity into Permanent Equity [Member] | |||
Temporary Equity [Line Items] | |||
Stock issue share price per unit | $ 50 | ||
Firm Underwritten Commitment [Member] | Prospective Event Trgerring Conversion of Temporary Equity into Permanent Equity [Member] | Minimum [Member] | |||
Temporary Equity [Line Items] | |||
Sale of stock consideration received | $ 50 | ||
Redeemable Convertible Series D Preferred Stock [Member] | Non Cumulative Dividends [Member] | |||
Temporary Equity [Line Items] | |||
Temporary equity dividend per share declared | $ 1.36 | ||
Series A Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Conversion of stock shares converted | 391,210 | ||
Series B Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Conversion of stock shares converted | 3,088,444 | ||
Series C Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Conversion of stock shares converted | 4,499,921 | ||
Series D Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Conversion of stock shares converted | 8,593,360 | ||
Redeemable Convertible Series A Preferred Stock [Member] | Non Cumulative Dividends [Member] | |||
Temporary Equity [Line Items] | |||
Temporary equity dividend per share declared | 0.68 | ||
Redeemable Convertible Series B Preferred Stock [Member] | Non Cumulative Dividends [Member] | |||
Temporary Equity [Line Items] | |||
Temporary equity dividend per share declared | 1.07 | ||
Redeemable Convertible Series C Preferred Stock [Member] | Non Cumulative Dividends [Member] | |||
Temporary Equity [Line Items] | |||
Temporary equity dividend per share declared | $ 1.36 | ||
Rhythm xcience acquisition [Member] | Redeemable Convertible Series D Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Business combination contingent consideration shares issued shares | 119,993 | ||
Business combination contingent consideration shares issued value | $ 2.2 | ||
Biotonik Asset Acquisition [Member] | Redeemable Convertible Series D Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Business combination contingent consideration shares issued shares | 273,070 | ||
Business combination contingent consideration shares issued value | $ 5 |
Convertible Preferred Stock - S
Convertible Preferred Stock - Schedule of Initial Conversion Price Per Share for each Series of Convertible Preferred Stock (Detail) | Mar. 31, 2021$ / shares |
Redeemable Convertible Series A Preferred Stock [Member] | |
Temporary Equity [Line Items] | |
Temporary equity initial conversion price per share | $ 8.295 |
Redeemable Convertible Series B Preferred Stock [Member] | |
Temporary Equity [Line Items] | |
Temporary equity initial conversion price per share | 13.370 |
Redeemable Convertible Series C Preferred Stock [Member] | |
Temporary Equity [Line Items] | |
Temporary equity initial conversion price per share | 16.667 |
Redeemable Convertible Series D Preferred Stock [Member] | |
Temporary Equity [Line Items] | |
Temporary equity initial conversion price per share | $ 16.667 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Aug. 10, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||||
Common stock shares authorized | 260,000,000 | 260,000,000 | 260,000,000 | |
Convertible preferred stock, shares authorized | 5,000,000 | |||
Proceeds from stock options exercises | $ 169 | |||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Stock option exercises, shares | 27,509 | 0 | ||
IPO [Member] | ||||
Class of Stock [Line Items] | ||||
Number of shares issued during the period | 10,147,058 | |||
Gross proceeds from IPO | $ 182,600 | |||
Proceeds from issuance of common stock upon IPO, net of issuance costs | $ 166,300 | |||
Over-Allotment Option [Member] | ||||
Class of Stock [Line Items] | ||||
Number of shares issued during the period | 1,323,529 | |||
IPO and Over Allotment [Member] | ||||
Class of Stock [Line Items] | ||||
Price per share | $ 18 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Aug. 10, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Fair value exercise price to calculate aggregate intrinsic value of options | $ 13.37 | $ 28.81 | |||
Share based compensation by share based payment arrangement weighted-average grant date fair value per share of stock option grants | $ 13.89 | ||||
Unrecognized compensation related to stock options not vested | $ 25,700,000 | ||||
Share based compensation non vested award period for recognition | 2 years 7 months 6 days | ||||
Total stock-based compensation | $ 2,829,000 | $ 1,741,000 | |||
Performance Based Restricted Stock Units [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment arrangement instruments other than options granted | 567,509 | 23,375 | |||
Share based compensation by share based payment arrangement instruments other than options granted weighted average grant date fair value | $ 13.37 | $ 23.88 | |||
2020 Equity Incentive Plan [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based payment arrangement, shares authorized for issuance | 3,313,017 | ||||
Share based payment arrangement number of shares available for issuance | 2,132,646 | ||||
2011 Plan [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based payment arrangement, shares authorized for issuance | 2,636,188 | ||||
Share based payment arrangement number of shares available for issuance | 0 | ||||
Share based compensation by share based payment arrangement stock options vesting term | 4 years | ||||
Share based compensation by share based payment arrangement stock options contractual term | 10 years | ||||
2020 ESPP [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based payment arrangement, shares authorized for issuance | 387,063 | ||||
Total stock-based compensation | $ 100,000 | $ 0 | |||
2020 ESPP [Member] | Maximum [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Participants purchase price of common stock, percent | 85.00% |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Estimate of the Fair Value of Stock Option (Detail) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Risk-free interest rate | 0.90% | |
Risk-free interest rate, minimum | 0.76% | |
Risk-free interest rate, maximum | 1.28% | |
Expected term in years | 7 years | 7 years |
Expected volatility | 70.00% | |
Expected volatility, minimum | 60.00% | |
Expected volatility, maximum | 75.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock options outstanding as of December 31, 2020 | 3,403,607 | |
Options granted | 32,749 | |
Options exercised | (27,509) | |
Options forfeited | (29,272) | |
Stock options outstanding as of March 31, 2021 | 3,379,575 | 3,403,607 |
Stock options vested and exercisable as of March 31, 2021 (unaudited) | 1,564,993 | |
Weighted average exercise price outstanding as of December 31, 2020 | $ 13.32 | |
Options granted | 23.02 | |
Options exercised | 6.15 | |
Options forfeited | 17.03 | |
Weighted average exercise price outstanding as of March 31, 2021 | 13.45 | $ 13.32 |
Weighted average exercise price of options vested and exercisable as of March 31, 2021 (unaudited) | $ 10.19 | |
Weighted average remaining contractual life outstanding | 7 years 10 months 24 days | 8 years 1 month 6 days |
Weighted average remaining contractual life of options vested and exercisable as of March 31, 2021 (unaudited) | 6 years 8 months 12 days | |
Aggregate intrinsic value outstanding beginning balance | $ 52,866 | |
Aggregate intrinsic value, options exercised | 323 | |
Aggregate intrinsic value outstanding ending balance | 6,252 | $ 52,866 |
Aggregate intrinsic value options vested and exercisable as of March 31, 2021 (unaudited) | $ 5,672 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of PSU and RSA Activity (Detail) - Performance Based Restricted Stock Units [Member] - $ / shares | 1 Months Ended | 3 Months Ended |
Jun. 30, 2019 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of Shares Unvested as of December 31, 2020 | 545,466 | |
Granted | 567,509 | 23,375 |
Forfeited | (8,011) | |
Vested | (94,045) | |
Number of shares Unvested as of March 31, 2021 (unaudited) | 466,785 | |
Weighted Average Grant Price Unvested as of December 31, 2020 | $ 16.53 | |
Granted | $ 13.37 | 23.88 |
Forfeited | 18.39 | |
Vested | 13.37 | |
Weighted Average Grant Price Unvested as of March 31, 2021 (unaudited) | $ 17.50 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of RSA Activity (Detail) - Restricted Stock [Member] | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares, Granted | shares | 186 |
Number of shares, Vested | shares | (186) |
Weighted average grant price, Granted | $ / shares | $ 14.75 |
Weighted average grant price, Vested | $ / shares | $ 14.75 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of the Total Stock-Based Compensation Expense for the Stock Options, PSUs and RSAs Recorded in the Condensed Consolidated Statements of Operations and Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 2,829 | $ 1,741 |
Cost of Sales [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 144 | 108 |
Research and Development Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 417 | 211 |
SG&A Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 2,268 | $ 1,422 |
Net Loss Per Common Share - Sum
Net Loss Per Common Share - Summary of Calculation of the Diluted Net Loss per Common Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 4,670,968 | 20,275,575 |
Conversion of Series A Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 391,210 | |
Conversion of Series B Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 3,088,444 | |
Conversion of Series C Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 4,499,921 | |
Conversion of Series D Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 8,593,360 | |
Exercise of Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 3,379,575 | 2,746,088 |
Exercise of Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 824,608 | 509,562 |
Exercise of Preferred Stock Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 446,990 | |
Vesting of PSUs and RSUs [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares issuable | 466,785 |
401(k) Retirement Plan - Additi
401(k) Retirement Plan - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Four Zero One K Retirement Plan [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Employer contribution to defined benefit plan | $ 0 | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Former Director and Shareholder [Member] | Patent Rights from Former Director and Shareholder [Member] | Maximum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Royalty expense | $ 100,000 | |||
Former Director and Shareholder [Member] | Patent Rights from Former Director and Shareholder [Member] | Royalty Expenses [Member] | ||||
Related Party Transaction [Line Items] | ||||
Royalty expense as a percentage of net sales | 3.00% | |||
Beneficial Customer [Member] | Sales [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue from related parties | 300,000 | |||
Director and the Chairman [Member] | Consulting Agreement [Member] | SG&A Expense [Member] | Maximum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consulting fees incurred for related party | $ 100,000 | 100,000 | ||
Orbimed Royalty Oppurtunities Two LP and Deerfield Private Design Fund LP [Member] | 2019 Credit Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Line of credit maximum borrowing capacity | $ 70,000,000 | |||
Line of credit cumulative drawdowns till date | 40,000,000 | $ 40,000,000 | ||
Interest expenses related party | $ 1,400,000 | $ 1,300,000 |