Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 27, 2022 | |
Document And Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Registrant Name | Talis Biomedical Corporation | |
Entity Central Index Key | 0001584751 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Entity File Number | 001-40047 | |
Entity Tax Identification Number | 46-3122255 | |
Entity Address, Address Line One | 3400 Bridge Parkway | |
Entity Address, City or Town | Redwood City | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94065 | |
City Area Code | 650 | |
Local Phone Number | 433-3000 | |
Entity Incorporation State Country Code | DE | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | TLIS | |
Security Exchange Name | NASDAQ | |
Entity Stock, Shares Outstanding | 56,482,894 | |
Former Address | ||
Document And Entity Information [Line Items] | ||
Entity Address, Address Line One | 230 Constitution Drive | |
Entity Address, City or Town | Menlo Park | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94025 | |
Common Stock | ||
Document And Entity Information [Line Items] | ||
Entity Stock, Shares Outstanding | 26,619,220 | |
Series 1 Convertible Preferred Stock | ||
Document And Entity Information [Line Items] | ||
Entity Stock, Shares Outstanding | 29,863,674 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 165,373 | $ 232,545 |
Accounts receivable, net | 636 | 183 |
Inventory | 2,219 | 0 |
Prepaid expenses and other current assets | 5,738 | 3,387 |
Total current assets | 173,966 | 236,115 |
Property and equipment, net | 10,157 | 10,528 |
Operating lease right-of-use-assets | 35,791 | 12,907 |
Other long-term assets | 1,776 | 6,278 |
Total assets | 221,690 | 265,828 |
Current liabilities: | ||
Accounts payable | 3,978 | 5,122 |
Accrued compensation | 5,052 | 6,369 |
Accrued liabilities | 2,539 | 6,383 |
Operating lease liabilities, current portion | 2,334 | 1,232 |
Total current liabilities | 13,903 | 19,106 |
Operating lease liabilities, long-term portion | 30,768 | 12,745 |
Total liabilities | 44,671 | 31,851 |
Commitments and contingencies (Note 6) | ||
Stockholders equity: | ||
Common stock, $0.0001 par value; 200,000,000 shares authorized as of June 30, 2022 and December 31, 2021; 26,618,920 and 26,408,031 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively | 3 | 3 |
Additional paid-in capital | 602,017 | 598,913 |
Accumulated deficit | (425,004) | (364,942) |
Total stockholders' equity | 177,019 | 233,977 |
Total liabilities and stockholders equity | 221,690 | 265,828 |
Series 1 Convertible Preferred Stock | ||
Stockholders equity: | ||
Series 1 convertible preferred stock, $0.0001 par value - 60,000,000 shares authorized and 29,863,674 shares issued and outstanding as of June 30, 2022 and December 31, 2021; aggregate liquidation preference of $3 as of June 30, 2022 and December 31, 2021 | $ 3 | $ 3 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares, issued | 26,618,920 | 26,408,031 |
Common stock, shares, outstanding | 26,618,920 | 26,408,031 |
Series 1 Convertible Preferred Stock | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, shares authorized | 60,000,000 | 60,000,000 |
Convertible preferred stock, shares issued | 29,863,674 | 29,863,674 |
Convertible preferred stock, shares outstanding | 29,863,674 | 29,863,674 |
Convertible preferred stock, aggregate liquidation preference | $ 3 | $ 3 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Total revenue, net | $ 572 | $ 117 | $ 3,759 | $ 7,117 |
Cost of product sold | 1,302 | 0 | 4,823 | 0 |
Gross profit (loss) | (730) | 117 | (1,064) | 7,117 |
Operating expenses: | ||||
Research and development | 17,365 | 54,495 | 38,068 | 114,688 |
Selling, general and administrative | 9,178 | 9,983 | 21,108 | 17,310 |
Total operating expenses | 26,543 | 64,478 | 59,176 | 131,998 |
Loss from operations | (27,273) | (64,361) | (60,240) | (124,881) |
Other income (expense), net | 262 | (111) | 178 | (83) |
Net loss and comprehensive loss | $ (27,011) | $ (64,472) | $ (60,062) | $ (124,964) |
Net loss per share, basic and diluted | $ (1.01) | $ (2.51) | $ (2.26) | $ (6.44) |
Weighted average shares used in the calculation of net loss per share, basic and diluted | 26,618,920 | 25,648,151 | 26,544,375 | 19,414,066 |
Grant [Member] | ||||
Revenue | $ 70 | $ 117 | $ 944 | $ 7,117 |
Product revenue, net | ||||
Revenue | $ 502 | $ 0 | $ 2,815 | $ 0 |
Condensed Statements of Convert
Condensed Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Convertible Preferred Stock | Series 1 Convertible Preferred Stock | Preferred Stock Series 1 Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Balance at Dec. 31, 2020 | $ (108,571) | $ 64,335 | $ (172,906) | ||||
Temporary Equity Balance, Shares at Dec. 31, 2020 | 53,509,351 | ||||||
Temporary Equity Balance at Dec. 31, 2020 | $ 290,945 | ||||||
Balance, Shares at Dec. 31, 2020 | 2,126,254 | ||||||
Issuance of Common Stock upon exercise of stock options | 131 | 131 | |||||
Issuance of Common Stock upon exercise of stock options, Shares | 85,895 | ||||||
Issuance of Common Stock upon initial public offering, net of issuance costs of $21,349 | 232,548 | $ 2 | 232,546 | ||||
Issuance of Common Stock upon initial public offering, net of issuance costs, Shares | 15,870,000 | ||||||
Conversion of convertible preferred stock into common stock and Series 1 convertible preferred stock upon initial public offering | 290,945 | $ (290,945) | $ 3 | 290,942 | |||
Temporary Equity, Conversion of convertible preferred stock into common stock and Series 1 convertible preferred stock upon initial public offering, Shares | (53,509,351) | 29,863,674 | 7,555,432 | ||||
Stock-based compensation expense | 1,772 | 1,772 | |||||
Net loss | (60,492) | (60,492) | |||||
Balance at Mar. 31, 2021 | 356,333 | $ 3 | $ 2 | 589,726 | (233,398) | ||
Balance, Shares at Mar. 31, 2021 | 25,637,581 | ||||||
Balance, Shares at Mar. 31, 2021 | 29,863,674 | ||||||
Balance at Dec. 31, 2020 | (108,571) | 64,335 | (172,906) | ||||
Temporary Equity Balance, Shares at Dec. 31, 2020 | 53,509,351 | ||||||
Temporary Equity Balance at Dec. 31, 2020 | $ 290,945 | ||||||
Balance, Shares at Dec. 31, 2020 | 2,126,254 | ||||||
Net loss | (124,964) | ||||||
Balance at Jun. 30, 2021 | 293,732 | $ 3 | $ 2 | 591,597 | (297,870) | ||
Balance, Shares at Jun. 30, 2021 | 25,690,373 | ||||||
Balance, Shares at Jun. 30, 2021 | 29,863,674 | ||||||
Balance at Mar. 31, 2021 | 356,333 | $ 3 | $ 2 | 589,726 | (233,398) | ||
Balance, Shares at Mar. 31, 2021 | 29,863,674 | ||||||
Balance, Shares at Mar. 31, 2021 | 25,637,581 | ||||||
Issuance of Common Stock upon exercise of stock options | 80 | 80 | |||||
Issuance of Common Stock upon exercise of stock options, Shares | 52,792 | ||||||
Stock-based compensation expense | 1,791 | 1,791 | |||||
Net loss | (64,472) | (64,472) | |||||
Balance at Jun. 30, 2021 | 293,732 | $ 3 | $ 2 | 591,597 | (297,870) | ||
Balance, Shares at Jun. 30, 2021 | 25,690,373 | ||||||
Balance, Shares at Jun. 30, 2021 | 29,863,674 | ||||||
Balance at Dec. 31, 2021 | $ 233,977 | $ 3 | $ 3 | 598,913 | (364,942) | ||
Balance, Shares at Dec. 31, 2021 | 29,863,674 | 29,863,674 | |||||
Balance, Shares at Dec. 31, 2021 | 26,408,031 | 26,408,031 | |||||
Issuance of Common Stock upon exercise of stock options | $ 98 | 98 | |||||
Issuance of Common Stock upon exercise of stock options, Shares | 65,862 | ||||||
Issuance of Common Stock pursuant to employee stock purchase plan | 216 | 216 | |||||
Issuance of Common Stock pursuant to employee stock purchase plan, Shares | 145,027 | ||||||
Stock-based compensation expense | 1,545 | 1,545 | |||||
Net loss | (33,051) | (33,051) | |||||
Balance at Mar. 31, 2022 | 202,785 | $ 3 | $ 3 | 600,772 | (397,993) | ||
Balance, Shares at Mar. 31, 2022 | 26,618,920 | ||||||
Balance, Shares at Mar. 31, 2022 | 29,863,674 | ||||||
Balance at Dec. 31, 2021 | $ 233,977 | $ 3 | $ 3 | 598,913 | (364,942) | ||
Balance, Shares at Dec. 31, 2021 | 29,863,674 | 29,863,674 | |||||
Balance, Shares at Dec. 31, 2021 | 26,408,031 | 26,408,031 | |||||
Issuance of Common Stock upon exercise of stock options, Shares | 65,862 | ||||||
Net loss | $ (60,062) | ||||||
Balance at Jun. 30, 2022 | $ 177,019 | $ 3 | $ 3 | 602,017 | (425,004) | ||
Balance, Shares at Jun. 30, 2022 | 26,618,920 | 26,618,920 | |||||
Balance, Shares at Jun. 30, 2022 | 29,863,674 | 29,863,674 | |||||
Balance at Mar. 31, 2022 | $ 202,785 | $ 3 | $ 3 | 600,772 | (397,993) | ||
Balance, Shares at Mar. 31, 2022 | 29,863,674 | ||||||
Balance, Shares at Mar. 31, 2022 | 26,618,920 | ||||||
Stock-based compensation expense | 1,245 | 1,245 | |||||
Net loss | (27,011) | (27,011) | |||||
Balance at Jun. 30, 2022 | $ 177,019 | $ 3 | $ 3 | $ 602,017 | $ (425,004) | ||
Balance, Shares at Jun. 30, 2022 | 26,618,920 | 26,618,920 | |||||
Balance, Shares at Jun. 30, 2022 | 29,863,674 | 29,863,674 |
Condensed Statements of Conve_2
Condensed Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) (Unaudited) $ in Thousands | 3 Months Ended |
Mar. 31, 2021 USD ($) | |
Common Stock | |
Common stock, net of issuance costs | $ 21,349 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities | ||
Net loss | $ (60,062) | $ (124,964) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 2,790 | 3,563 |
Depreciation and amortization | 1,343 | 410 |
Non-cash lease expense | 1,008 | 528 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (453) | 354 |
Inventory | (2,219) | 0 |
Prepaid expenses and other current assets | (2,350) | (103) |
Prepaid research and development | 0 | 9,583 |
Other long-term assets | 980 | (981) |
Accounts payable | (1,144) | 6,633 |
Accrued expenses and other liabilities | (5,429) | 49,428 |
Lease liabilities | (235) | (346) |
Net cash used in operating activities | (65,771) | (55,895) |
Investing activities | ||
Purchase of property and equipment | (706) | (1,120) |
Net cash used in investing activities | (706) | (1,120) |
Financing activities | ||
Proceeds from initial public offering, net of issuance costs | 0 | 232,546 |
Proceeds from stock option exercises | 98 | 211 |
Proceeds from stock issuances pursuant to employee stock purchase plan | 216 | 0 |
Net cash provided by financing activities | 314 | 232,757 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (66,163) | 175,742 |
Cash, cash equivalents and restricted cash at beginning of period | 233,312 | 173,133 |
Cash, cash equivalents and restricted cash at end of period | 167,149 | 348,875 |
Supplemental disclosure of noncash investing and financing activities | ||
Right-of-use assets obtained in exchange for lease liability | 19,245 | 13,499 |
Property and equipment purchases included in accounts payable and accrued expenses | 265 | 354 |
Remeasurement of operating lease right-of-use asset for lease modification | $ 0 | $ 208 |
Condensed Statements of Cash _2
Condensed Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Statement Of Cash Flows [Abstract] | ||
Cash and cash equivalents | $ 165,373 | $ 313,458 |
Restricted cash | 0 | 34,650 |
Restricted cash – other long-term assets | 1,776 | 767 |
Total cash, cash equivalents and restricted cash | $ 167,149 | $ 348,875 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Nature of Business | 1. Organization and nature of business Talis Biomedical Corporation (the Company) is a molecular diagnostic company focused on advancing health equity and outcomes through the delivery of accurate infectious disease testing in the moment of need, at the point of care. The Company plans to develop and commercialize innovative products on its sample-to-answer Talis One system to enable accurate, low cost, and rapid molecular testing. In November 2021, the U.S. Food and Drug Administration (FDA) granted Emergency Use Authorization (EUA) for use of the stand-alone Talis One COVID-19 assay in a variety of healthcare settings, and on May 12, 2022, we received the CE Mark certification under the European In-Vitro Diagnostic Devices Directive (IVDD) for the stand-alone Talis One COVID-19 assay. In January 2022, the Company began to act as an authorized distributor for third-party COVID-19 antigen tests (Antigen Tests). Upon selling its limited remaining Antigen Tests, the Company intends to conclude this program. The Company was incorporated in 2013 under the general laws of the State of Delaware and is based in Redwood City, California (CA) and Chicago, Illinois (IL). Initial Public Offering In February 2021, the Company completed an initial public offering (IPO) in which the Company issued and sold 13,800,000 shares of common stock at a public offering price of $ 16.00 per share, with an additional 2,070,000 shares sold pursuant to the underwriters' full exercise of their option to purchase additional shares. The aggregate proceeds received by the Company from the IPO was $ 232.5 million after deducting underwriting discounts, commissions and offering expenses of approximately $ 21.3 million. Upon the closing of the IPO, affiliated preferred shares with a carrying value of $ 225.4 million were converted into 29,863,674 Series 1 convertible preferred stock. The remaining outstanding convertible preferred shares were converted into 7,555,432 shares of common stock. Liquidity The Company has incurred significant losses and negative cash flows since inception, including a net loss of $ 60.1 million for the six months ended June 30, 2022. As of June 30, 2022, the Company had unrestricted cash and cash equivalents of $ 165.4 million and $ 1.8 million of restricted cash held within other long-term assets on the condensed balance sheet. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of the Company’s research and development activities and commercialization of the Talis One system. The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to continue to operationalize the Company’s current technology and to advance the development of its products. The Company expects its existing unrestricted cash and cash equivalents as of June 30, 2022 will be sufficient to fund its operations through at least one year from the date these condensed financial statements are issued. The Company expects to finance its future operations with its existing unrestricted cash and cash equivalents and through strategic financing opportunities that could include, but are not limited to, future offerings of its equity, grant agreements, or the incurrence of debt. However, there is no guarantee that any of these strategic or financing opportunities will be executed or realized on favorable terms, if at all, and some could be dilutive to existing stockholders. The Company’s ability to raise additional capital through either the issuance of equity or debt, is dependent on a number of factors including, but not limited to, the demand for the Company, which itself is subject to a number of development and business risks and uncertainties, as well as the uncertainty that the Company would be able to raise such additional capital at a price or on terms that are favorable to the Company. In March 2022, we implemented a reduction in force designed to reduce our operating expenses, preserve cash and align our remaining resources to focus on, among other things, developing internal manufacturing expertise to support the commercial launch of the Talis One system. We incurred $ 1.0 million of expenses during the six months ended June 30, 2022 related to the reduction in force, substantially all of which consisted of charges related to the staff reduction, including cash expenditures and other costs. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of significant accounting policies Basis of presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial reporting. Accordingly, these unaudited condensed financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. These unaudited condensed financial statements include all adjustments necessary to fairly state the financial position and the results of our operations and cash flows for interim periods in accordance with GAAP. All such adjustments are of a normal, recurring nature. The results for any interim period are not necessarily indicative of the results that may be expected for the year ending December 31, 2022 or for any future period. The condensed balance sheets presented as of December 31, 2021 has been derived from the audited financial statements as of that date. The condensed financial statements and notes as presented do not contain all information that is included in the annual financial statements and notes thereto of the Company. The condensed financial statements and notes included in this Quarterly Report should be read in conjunction with the financial statements and notes included in the Company’s 2021 Annual Report on Form 10-K (Annual Report) filed with the SEC. The significant accounting policies used in preparation of these condensed financial statements for the six months ended June 30, 2022 are consistent with those described in our Annual Report. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates and judgments on historical experience and on various other assumptions, including knowledge about current events and expectations about actions the Company may take in the future, that the Company believes are reasonable under the circumstances. Significant estimates include, but are not limited to, recoverability of long-lived assets, accrued research and development costs, inventory valuation reserves, estimation of variable consideration, stock-based compensation expense, the measurement of right-of-use assets and lease liabilities, allowance for doubtful accounts, and uncertain tax positions. Actual results could vary fro m the amounts derived from management’s estimates and assumptions. Reclassifications The accompanying condensed statements of cash flows for the six month period ended June 30, 2021 and the accompanying condensed balance sheets for the year ended December 31, 2021 reflects the Company's reclassification of grants receivables and unbilled grants receivables to accounts receivable, to conform to the presentation of the current period. Accounts receivable, net Accounts receivable include trade receivables, unbilled receivables and grant receivables. The allowance for doubtful accounts reflects the current estimate of credit losses expected to be incurred over the life of the accounts receivable. The Company considers various factors in establishing, monitoring, and adjusting its allowance for doubtful accounts, including the aging of the accounts and aging trends and specific exposures related to particular customers. Accounts receivable are charged off after all reasonable means to collect the full amount have been exhausted. The Company has an immaterial allowance for doubtful accounts as of June 30, 2022 . Concentration of credit risk and other risks and uncertainties Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, and accounts receivables. The Company’s cash is deposited in accounts at large financial institutions and its cash equivalents are primarily held in prime and U.S. government money market funds. The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the cash and cash equivalents are held. The Company is subject to risks common to companies in the diagnostics industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, and protection of intellectual property rights. The COVID-19 pandemic continues to drive volatility in global economic conditions as governments around the world implement various measures to slow and control the ongoing spread of the virus. Resurgences in COVID-19 infections or new strains of the virus may affect our operations. We continue to evaluate the potential impact of the COVID-19 pandemic on our current and future business and operations, including our expenses and clinical trials, as well as on our industry and the healthcare system. The Company is dependent on key suppliers for certain manufacturing and research and development activities. An interruption in the supply of these materials could temporarily impact the Company’s ability to commercialize, manufacture inventory and perform research and development, testing and clinical trials related to its products. The Company is also dependent on its manufacturing partners and third party logistic partner that are critical to its ability to supply product to its end customers. Inventory Inventory, which consists of finished goods, is valued at the lower of cost or net realizable value. The Company determines the cost of inventory using the first-in, first-out method. Lower of cost or net realizable value is evaluated by considering obsolescence, excessive levels of inventory, deterioration and other factors. In order to assess the ultimate realization of inventories, the Company is required to make judgments as to future demand requirements compared to current or committed inventory levels. The Company periodically reviews its inventories for shelf life, excess or obsolescence and writes-down obsolete or otherwise unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than the carrying value, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. Amounts written-down due to inventory are recorded in cost of product sold and a new lower-cost basis for the inventory is established. Excess and obsolete inventory is primarily based on estimated forecasted sales, usage levels, and expiration dates. Revenue Recognition Product revenue, net The Company generates revenues from its sales of third-party Antigen Tests. The Company obtains control of the product and assumes inventory risk before it is transferred to the customer and therefore reports revenue on the gross amount billed to the customer. The Company has recognized sales from two primary customer types: (i) direct customers including hospitals, urgent care centers, physician, public health and retail clinics, and (ii) sub-distributors. The Company recognizes revenue under Accounting Standards Codification Topic 606 (ASC 606), Revenue from Contracts with Customers, when a customer obtains control of promised goods or services, with a transaction price that reflects the consideration which the entity expects to receive in exchange for those goods or services. Transaction price does not include amounts subject to uncertainties unless it is probable that there will be no significant reversal of revenue when the uncertainty is resolved. If necessary, revenue is recorded net of variable consideration based on the amounts the Company expects to be earned or to be claimed on the related sales. The Company estimates the amount of its product sales that may result in returns or in price adjustments and records this estimate as a reduction of revenue in the period the related product revenue is recognized. The returned assets cannot be re-sold and have no value to the Company. The Company identifies the contract with a customer and determines the performance obligations and the contract price. The contract price is allocated to the distinct performance obligations in the contract and revenue is recognized when the performance obligations have been satisfied. A performance obligation is considered to be satisfied once the control of a product is transferred to the customer or the service is provided to the customer, meaning the customer has the ability to use and obtain the benefit of the goods or service, generally at product shipment. The Company recognizes receivables in an amount expected to be collected in a transaction. The Company’s payment terms are generally net 30 days of billing. Contracts do not contain significant financing components based on the typical period of time between delivery of products and collection of contract consideration. Certain types of customers may pay in advance of product delivery. In those instances, payment and delivery typically occur in the same month. The Company invoices its customers upon shipment of product and records its sales upon shipment in accordance with its standard terms and conditions, unless underlying customer contracts specify otherwise. When necessary, the Company invoices and collects sales tax from its customers for sales of products. The Company has elected to exclude sales tax from the measurement of the transaction price. Contract balances A receivable is recognized in the period the Company delivers goods or provides services or when the Company’s right to consideration is unconditional. The Company usually does not record contract assets because the Company has an unconditional right to payment upon satisfaction of the performance obligation, and therefore, a receivable is more commonly recorded than a contract asset. Receivables from contracts with customers are included within accounts receivable, net on the condensed balance sheets. Contract liabilities include payments received in advance of performance under a contract and are satisfied as the associated revenue is recognized. When performance obligations are not transferred to a customer at the end of a reporting period, cash received associated with the amount allocated to those performance obligations is reflected as contract liabilities on the condensed balance sheets and is deferred until control of these performance obligations is transferred to the customer. There are no contract liabilities as of June 30, 2022. Contract costs Under ASC 606, the Company is required to capitalize incremental costs to obtain customer contracts if the costs relate directly to a contract that can be specifically identified and expect to be recovered. These costs are required to be amortized to expense consistent with the transfer of the goods or services to the customer to which the asset relates. As a practical expedient, the Company recognizes any incremental costs to obtain a contract as an expense when incurred if the amortization period of the asset is one year or less. The Company did not have any capitalized contract costs for the six months ended June 30, 2022 . Costs of product sold Costs of product sold include material costs, direct labor, provisions for inventory write-downs and shipping and handling costs incurred. The Company reports product shipment costs within cost of products sold in the accompanying statements of operations. New accounting pronouncements Recently adopted accounting standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses to require the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The Company early adopted ASU 2016-13 on January 1, 2022 with no impact on its accumulated deficit, current financial position, results of operations and comprehensive loss or cash flows. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 3. Fair value measurement The following table summarizes the Company's financial assets carried at fair value and measured on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market funds) $ 155,371 $ — $ — $ 155,371 Total assets measured at fair value $ 155,371 $ — $ — $ 155,371 December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market funds) $ 205,071 $ — $ — $ 205,071 Total assets measured at fair value $ 205,071 $ — $ — $ 205,071 |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2022 | |
Accrued Liabilities Current [Abstract] | |
Balance Sheet Components | 4. Balance sheet components Accrued liabilities Accrued liabilities consisted of the following (in thousands): June 30, December 31, 2022 2021 Accrued research and development costs $ 1,540 $ 5,303 Other liabilities 999 1,080 $ 2,539 $ 6,383 |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 5. Revenue Product revenue, net The Company currently operates in one reportable segment. There were no sales to customers outside of the United States during the six months ended June 30, 2022 . The Company had two customers that each individually comprised over 10 % of product revenues, net for the six months ended June 30, 2022. Grant revenue and receivables NIH grant In May 2018, the Company was awarded a grant from the NIH for the Diagnostics via Rapid Enrichment, Identification, and Phenotypic Antibiotic Susceptibility Testing of Pathogens from Blood project. In April 2022, the Company exercised its fourth one-year option under the grant, extending the term through April 2023 with $ 1.0 million in additional funding available under the extension. During each of the three months ended June 30, 2022 and 2021, the Company recognized $ 0.1 million of revenue related to this grant. During the six months ended June 30, 2022 and 2021, the Company recognized $ 0.3 million and $ 0.1 million of revenue related to this grant, respectively. NIH Rapid Acceleration of Diagnostics - RADx Initiative contracts In July 2020, the Company was awarded a subaward grant from the University of Massachusetts Medical School for Phase 1 of the NIH’s RADx initiative and a contract from the NIH directly for Phase 2 of the RADx initiative. The RADx initiative aims to speed the development, validation, and commercialization of innovative, rapid tests that can directly detect COVID-19. In 2021, the Company and the NIH amended the contract for the completion of the RADx initiative, extending the term of the contract to January 30, 2022 and decreased the potential milestone payment from $ 4.0 million to $ 2.0 million. The contract expired on January 30, 2022. During each of the three months ended June 30, 2022 and 2021, the Company did no t recognize revenue related to this grant. During the six months ended June 30, 2022 and 2021, the Company recognized revenue of $ 0.7 million and $ 7.0 million related to the RADx initiative, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and contingencies Operating leases In January 2021, the Company entered an operating lease for laboratory and office space in Chicago, IL. The Company received access to the premises and the lease commenced in May 2021. The lease is classified as an operating lease and will continue for an initial term of 11 years, with options to extend the term for two successive five-year periods after the initial expiration date. The Company’s minimum commitment under the lease is approximately $ 1.7 million annually with fixed escalations of 2.5 % per annum. In January 2021, the Company entered an operating lease for laboratory and office space in Redwood City, CA. The Company received access to the premises and the lease commenced in June 2022. As of June 30, 2022, the Company recorded a right-of-use asset of $ 23.9 million on the Company's condensed balance sheet, including $ 4.7 million for a prepayment made to the landlord in 2021. The lease is classified as an operating lease and will continue for an initial term of 10.5 years, with options to extend the term for two successive five-year periods after the initial expiration date. The Company’s minimum commitment under the lease is approximately $ 2.6 million annually with fixed escalations of 3.0 % per annum. The components of the lease costs and supplemental cash flow information relating to the Company's leases were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, Lease Costs 2022 2021 2022 2021 Operating lease costs $ 913 $ 478 $ 1,592 $ 648 Variable lease costs 160 35 195 52 Total operating lease costs $ 1,073 $ 513 $ 1,787 $ 700 Cash Flows Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used for operating leases $ 322 $ 261 $ 611 $ 466 June 30, 2022 2021 Weighted-average remaining lease term 10.3 years 10.4 years Weighted-average discount rate 6.9 % 5.1 % The undiscounted future lease payments for operating leases as of June 30, 2022 were as follows (in thousands): (in thousands) Operating 2022 (remainder) 750 2023 3,782 2024 4,374 2025 4,496 2026 4,621 2027 and thereafter 29,698 Total future minimum lease payments 47,721 Less: imputed interest ( 14,619 ) Present value of operating lease liabilities 33,102 Less: current portion of lease liabilities ( 2,334 ) Noncurrent portion of lease liabilities $ 30,768 Standby letter of credit In January 2022, in conjunction with the Company’s Redwood City, CA operating lease, the Company entered into a standby letter of credit (LOC) in the amount of $ 1.0 million to secure the lease through its expiration. The Company is required to maintain a cash balance of $ 1.0 million as collateral for the LOC, which has been classified in other long-term assets on the balance sheet. In exchange, $ 1.0 million in funds held with the landlord as a long-term deposit in other long-term assets on the balance sheets as of December 31, 2021, was released. Indemnification agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, customers and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. The Company also provides indemnifications to directors and officers of the Company to the maximum extent permitted under applicable Delaware law. The maximum potential amount of future payments that the Company could be required to make under these indemnification agreements is, in many cases, unlimited. As of June 30, 2022, the Company has not incurred any material costs as a result of such indemnifications and is not currently aware of any indemnification claims. Unconditional purchase obligations In the normal course of business, the Company enters into various firm purchase commitments. As of June 30, 2022 , these commitments totaled approximately $ 8.8 million, all of which are expected to be incurred in 2022. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stockholders' equity | 7. Stockholders’ equity Convertible preferred stock Upon the closing of the IPO, 42,705,056 affiliated convertible preferred stock with a carrying value of $ 225.4 million were converted into 29,863,674 Series 1 convertible preferred stock. The remaining 10,804,295 outstanding historical convertible preferred stock were converted into 7,555,432 shares of common stock. As of June 30, 2022 and December 31, 2021 , there were no shares of Series 2 non-voting convertible preferred stock outstanding. The Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock authorized and outstanding have various rights, privileges and features. The Company determined that none of the features required bifurcation from the underlying shares, either because they are clearly and closely related to the underlying shares or because they do not meet the definition of a derivative. The rights, preferences, and privileges of the Company’s Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock are as follows: Voting The holders of our Series 1 convertible preferred stock are entitled to one vote per share. Holders of shares of our common stock and Series 1 convertible preferred stock will vote together as a single class on all matters (including the election of directors) submitted to a vote of stockholders. The Series 1 convertible preferred stock does not have cumulative voting rights. Holders of our Series 2 non-voting convertible preferred stock have no voting rights except as required by law or as set forth in our amended and restated certificate of incorporation. Conversion The Series 1 convertible preferred stock is convertible, at the election of the holder, into Series 2 non-voting convertible preferred stock on a one -for-one basis at any time following the third anniversary of the closing of the IPO. Shares of Series 1 convertible preferred stock automatically convert to common stock on a one -for-one basis at any time at the discretion of the holder, or upon any sale or transfer of such shares of Series 1 convertible preferred stock. Conversion of the Series 2 non-voting convertible preferred stock into common stock is prohibited if the holder exceeds a specified threshold of voting security ownership. The Series 2 non-voting convertible preferred stock is convertible into common stock on a one -for-one basis, subject to adjustment for events such as stock splits, combinations and the like; provided that such holder shall not be entitled to convert the Series 2 non-voting convertible preferred in excess of that number of convertible preferred stock which upon giving effect or immediately prior to such conversion would cause the holder to exceed 4.99 % ownership or voting power individually or in aggregate with its affiliated holders. The 4.99% can be increased to up to 19.99 % by the holders of such shares with 61 days’ notice to the Company. Shares of Series 2 non-voting convertible preferred stock automatically convert to common stock on a one-for-one basis upon any sale or transfer of such shares of Series 2 non-voting convertible preferred stock. Dividends The Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock have the right to receive dividends first or simultaneously with payment of dividends on common stock. As of June 30, 2022 , no such dividends had been declared or accrued . Liquidation preference In the event of any liquidation or dissolution of the Company, holders of the Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock are entitled to receive $ 0.0001 per share prior to the payment of any amount to any holders of our capital stock ranking junior to the Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock and thereafter shall participate on an as-if-converted-to-common-stock basis. Protective provisions Consent of the holders of a majority of the voting rights of the outstanding Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock is required for any amendment or change of the rights, preferences, privileges, or powers of, or the restrictions provided for the benefit of, the Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock, respectively. Redemption rights No shares of Series 1 convertible preferred stock and Series 2 non-voting convertible preferred stock are unilaterally redeemable by either the stockholders or the Company; however, the Company’s amended and restated certificate of incorporation provides that upon any liquidation event such shares shall be entitled to receive the applicable liquidation preference. Registration rights In March 2021, the Company entered into a registration rights agreement (the Registration Rights Agreement) with Baker Brothers Life Sciences, L.P. and 667, L.P. (the Baker Funds), holders of the Company’s Series 1 convertible preferred stock and related parties. The obligations of the Company regarding such registration rights include, but are not limited to, file a registration statement with the SEC for the registration of registrable securities, reasonable efforts to cause such registration statement to become effective, keep such registration statement effective for up to 30 days, prepare and file amendments and supplements to such registration statement and the prospectus used in connection with such registration statement, and notify each selling holder, promptly after the Company receives notice thereof, of the time when such registration statement has been declared effective or a supplement to any prospectus forming a part of such registration statement has been filed. The terms of the registration rights provide for the payment of certain expenses related to the registration of the shares, including a capped reimbursement of legal fees of a single special counsel for the holders of the shares, but do not impose any obligations for the Company to pay additional consideration to the holders in case a registration statement is not declared effective. Under the Registration Rights Agreement, the Baker Funds also have the right to one underwritten offering per calendar year, but no more than two underwritten offerings or block trades in any twelve month period, to effect the sale or distribution of their registrable securities, subject to specified exceptions, conditions and limitations. The Registration Rights Agreement also includes customary indemnification obligations in connection with registrations conducted pursuant to the Registration Rights Agreement. Common stock The Company’s February 2021 amended and restated certificate of incorporation authorized the issuance of up 200,000,000 shares of common stock, each having a par value of $ 0.0001 and entitled to one vote per share . No dividends have been declared or paid during the six months ended June 30, 2022 . |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 8. Stock-based compensation 2013 Equity Incentive Plan The 2013 Equity Incentive Plan (2013 Plan) provides the Board of Directors the discretion to grant stock options and other equity-based awards to employees, directors, and consultants of the Company. The Board of Directors administers the 2013 Plan and has discretion to delegate some or all of the administration of the 2013 Plan to a committee or committees or an officer. To date, the Company has only granted Incentive Stock Options (ISOs) and Non-statutory Stock Options (NSOs) to employees, consultants, and directors. Following the completion of the Company’s IPO no additional shares have been granted under the 2013 Plan. However, the 2013 Plan will continue to govern outstanding equity awards granted thereunder. To the extent outstanding options granted under the 2013 Plan are cancelled, forfeited or otherwise terminated without being exercised and would otherwise have been returned to the share reserve under the 2013 Plan, the number of shares underlying such awards will be available for future grant under the 2021 Equity Incentive Plan. 2021 Equity Incentive Plan In February 2021, the Board of Directors adopted the 2021 Equity Incentive Plan (2021 Plan), and our stockholders approved the 2021 Plan. The 2021 Plan is a successor to and continuation of the 2013 Plan. To date, the Company has only granted ISOs, NSOs and Restricted Stock Units (RSUs) to employees and directors. Therefore, the below discussion is limited to the terms applicable to ISOs and NSOs (collectively, stock options or options), and RSUs. 2021 Employee Stock Purchase Plan (ESPP) In February 2021, the Company’s Board of Directors adopted the ESPP, and our stockholders approved the ESPP. The price at which stock is purchased under the ESPP is equal to 85 % of the fair market value of the Company's common stock on the first or the last day of the offering period, whichever is lower. Generally, each offering under the ESPP will be for a period of six months as determined by the Company's Board of Directors. Employees may invest up to 15 % of their qualifying gross compensation through payroll deductions. In no event may an employee purchase more than 4,750 shares of common stock during any six-month offering period. As of June 30, 2022 , there were 212,147 shares issued under the ESPP. The ESPP is a compensatory plan as defined by the authoritative guidance for stock compensation. Stock-based compensation expense of $ 0.2 million and $ 0.3 million related to the ESPP has been recorded for the six months ended June 30, 2022 and 2021, respectively. 2021 Inducement Plan In November 2021, the Company's Board of Directors adopted the 2021 Inducement Plan (Inducement Plan). The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4). Under the Inducement Plan, the Company may grant nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other awards to individuals not previously employees or non-employee directors of the Company, as an inducement toward entering into employment with the Company. The maximum number of shares of common stock that may be issued under the Inducement Plan is 3,000,000 shares . Stock options A summary of stock option activity during the six months ended June 30, 2022 is as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2021 8,590,411 $ 5.48 8.8 $ 6,196 Granted 4,347,646 $ 1.08 Exercised ( 65,862 ) $ 1.50 Forfeited ( 2,200,917 ) $ 5.30 Expired ( 422,657 ) $ 4.51 Outstanding at June 30, 2022 10,248,621 $ 3.72 9.0 $ — Exercisable at June 30, 2022 2,804,018 $ 5.33 8.1 $ — Nonvested at June 30, 2022 7,444,603 $ 3.11 9.4 $ — As of June 30, 2022 , the total unrecognized stock-based compensation related to stock options was $ 14.2 million, which is expected be recognized over a weighted-average period of approximately 3 years. As of June 30, 2022, the Company has granted service-based stock option awards which may accelerate vesting upon performance-based or market-based conditions. For awards that vest based on multiple conditions, the Company estimates the fair value on its grant date using the Black-Scholes option valuation model or the Monte Carlo Simulation valuation model, depending on the terms and conditions of the particular award. For awards where vesting occurs based on a service condition only, the Company recognizes compensation expense using the straight line method over the requisite service period. For awards where vesting occurs based on either a service condition or a performance condition, the Company recognizes stock-based compensation over the requisite service period using the accelerated attribution method for awards with a performance condition if the performance condition is deemed probable of being met. For awards where vesting occurs based on either a service condition or a market condition, compensation expense is recognized over the requisite service period. If the market condition is satisfied prior to the completion of the requisite service period, any remaining unrecognized compensation expense will be accelerated at that time. Restricted stock units A summary of RSU activity during the six months ended June 30, 2022 is as follows: Number of Units Weighted Average Grant Date Outstanding at December 31, 2021 407,720 $ 5.72 Granted 324,300 $ 1.24 Vested — $ — Forfeited ( 132,105 ) $ 5.51 Outstanding at June 30, 2022 599,915 $ 3.35 As of June 30, 2022 , the total unrecognized stock-based compensation related to RSUs was $ 1.7 million, which is expected to be recognized over a weighted average period of approximately 3 years. Stock-based compensation expense The following table summarizes the components of stock-based compensation expense recorded in the Company’s statement of operations and comprehensive loss (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Research and development $ 234 $ 558 $ 809 $ 1,181 Selling, general and administrative 1,011 1,233 1,981 2,382 Total stock-based compensation $ 1,245 $ 1,791 $ 2,790 $ 3,563 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 9. Related-party transactions Financing activity During the six months ended June 30, 2021, the Company received proceeds of $ 106.2 million from the issuance of common stock to related parties as part of the Company’s IPO, including the Company’s majority shareholder, the Baker Funds, six officers and two members of the Board of Directors. Registration rights In March 2021, the Company entered into the Registration Rights Agreement with the Baker Funds, holders of Series 1 convertible preferred stock and related parties (see Note 7). |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 10. Net loss per share Net loss per share The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except for share and per share data): Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Numerator: Net loss - basic and diluted $ ( 27,011 ) $ ( 64,472 ) $ ( 60,062 ) $ ( 124,964 ) Denominator: Weighted-average number of shares of 26,618,920 25,648,151 26,544,375 19,414,066 Net loss per share - basic and diluted $ ( 1.01 ) $ ( 2.51 ) $ ( 2.26 ) $ ( 6.44 ) Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares outstanding would have been anti-dilutive. The Company’s Series 1 convertible preferred stock are participating securities but, because they do not have the obligation to share in the loss of the Company, they are excluded from the calculation of basic net loss per share. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: As of June 30, 2022 2021 Series 1 convertible preferred stock 29,863,674 29,863,674 Options to purchase common stock 10,248,621 7,874,134 Shares estimated to be purchased under 2021 ESPP 455,305 77,727 Unvested RSUs 599,915 — Total 41,167,515 37,815,535 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11. Subsequent events On August 1, 2022, the Company announced a reduction in force in connection with our refocus on the women's health and STI markets and will be implementing further spending reductions to preserve cash given the uncertainty in timing of gross profit contributions or future financings. The Company expects to recognize $ 1.5 million of expense related to these reductions during the three months ended September 30, 2022. On July 27, 2022, the Company received a notice (the “Notice”) from the Nasdaq Stock Market (“Nasdaq”) that the Company is not in compliance with Nasdaq Listing Rule 5450(a)(1), as the minimum bid price of the Company’s common stock had been below $ 1.00 per share for thirty-one (31) consecutive business days as of the date of the Notice. The Notice has no immediate effect on the listing of the Company’s common stock, which will continue to trade at this time on the Nasdaq Global Market under the symbol “TLIS.” |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial reporting. Accordingly, these unaudited condensed financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. These unaudited condensed financial statements include all adjustments necessary to fairly state the financial position and the results of our operations and cash flows for interim periods in accordance with GAAP. All such adjustments are of a normal, recurring nature. The results for any interim period are not necessarily indicative of the results that may be expected for the year ending December 31, 2022 or for any future period. The condensed balance sheets presented as of December 31, 2021 has been derived from the audited financial statements as of that date. The condensed financial statements and notes as presented do not contain all information that is included in the annual financial statements and notes thereto of the Company. The condensed financial statements and notes included in this Quarterly Report should be read in conjunction with the financial statements and notes included in the Company’s 2021 Annual Report on Form 10-K (Annual Report) filed with the SEC. The significant accounting policies used in preparation of these condensed financial statements for the six months ended June 30, 2022 are consistent with those described in our Annual Report. |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates and judgments on historical experience and on various other assumptions, including knowledge about current events and expectations about actions the Company may take in the future, that the Company believes are reasonable under the circumstances. Significant estimates include, but are not limited to, recoverability of long-lived assets, accrued research and development costs, inventory valuation reserves, estimation of variable consideration, stock-based compensation expense, the measurement of right-of-use assets and lease liabilities, allowance for doubtful accounts, and uncertain tax positions. Actual results could vary fro m the amounts derived from management’s estimates and assumptions. |
Reclassifications | Reclassifications The accompanying condensed statements of cash flows for the six month period ended June 30, 2021 and the accompanying condensed balance sheets for the year ended December 31, 2021 reflects the Company's reclassification of grants receivables and unbilled grants receivables to accounts receivable, to conform to the presentation of the current period. |
Allowance receivable, net | Accounts receivable, net Accounts receivable include trade receivables, unbilled receivables and grant receivables. The allowance for doubtful accounts reflects the current estimate of credit losses expected to be incurred over the life of the accounts receivable. The Company considers various factors in establishing, monitoring, and adjusting its allowance for doubtful accounts, including the aging of the accounts and aging trends and specific exposures related to particular customers. Accounts receivable are charged off after all reasonable means to collect the full amount have been exhausted. The Company has an immaterial allowance for doubtful accounts as of June 30, 2022 . |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of credit risk and other risks and uncertainties Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, and accounts receivables. The Company’s cash is deposited in accounts at large financial institutions and its cash equivalents are primarily held in prime and U.S. government money market funds. The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the cash and cash equivalents are held. The Company is subject to risks common to companies in the diagnostics industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, and protection of intellectual property rights. The COVID-19 pandemic continues to drive volatility in global economic conditions as governments around the world implement various measures to slow and control the ongoing spread of the virus. Resurgences in COVID-19 infections or new strains of the virus may affect our operations. We continue to evaluate the potential impact of the COVID-19 pandemic on our current and future business and operations, including our expenses and clinical trials, as well as on our industry and the healthcare system. The Company is dependent on key suppliers for certain manufacturing and research and development activities. An interruption in the supply of these materials could temporarily impact the Company’s ability to commercialize, manufacture inventory and perform research and development, testing and clinical trials related to its products. The Company is also dependent on its manufacturing partners and third party logistic partner that are critical to its ability to supply product to its end customers. |
Inventory | Inventory Inventory, which consists of finished goods, is valued at the lower of cost or net realizable value. The Company determines the cost of inventory using the first-in, first-out method. Lower of cost or net realizable value is evaluated by considering obsolescence, excessive levels of inventory, deterioration and other factors. In order to assess the ultimate realization of inventories, the Company is required to make judgments as to future demand requirements compared to current or committed inventory levels. The Company periodically reviews its inventories for shelf life, excess or obsolescence and writes-down obsolete or otherwise unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than the carrying value, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. Amounts written-down due to inventory are recorded in cost of product sold and a new lower-cost basis for the inventory is established. Excess and obsolete inventory is primarily based on estimated forecasted sales, usage levels, and expiration dates. |
Revenue Recognition | Revenue Recognition Product revenue, net The Company generates revenues from its sales of third-party Antigen Tests. The Company obtains control of the product and assumes inventory risk before it is transferred to the customer and therefore reports revenue on the gross amount billed to the customer. The Company has recognized sales from two primary customer types: (i) direct customers including hospitals, urgent care centers, physician, public health and retail clinics, and (ii) sub-distributors. The Company recognizes revenue under Accounting Standards Codification Topic 606 (ASC 606), Revenue from Contracts with Customers, when a customer obtains control of promised goods or services, with a transaction price that reflects the consideration which the entity expects to receive in exchange for those goods or services. Transaction price does not include amounts subject to uncertainties unless it is probable that there will be no significant reversal of revenue when the uncertainty is resolved. If necessary, revenue is recorded net of variable consideration based on the amounts the Company expects to be earned or to be claimed on the related sales. The Company estimates the amount of its product sales that may result in returns or in price adjustments and records this estimate as a reduction of revenue in the period the related product revenue is recognized. The returned assets cannot be re-sold and have no value to the Company. The Company identifies the contract with a customer and determines the performance obligations and the contract price. The contract price is allocated to the distinct performance obligations in the contract and revenue is recognized when the performance obligations have been satisfied. A performance obligation is considered to be satisfied once the control of a product is transferred to the customer or the service is provided to the customer, meaning the customer has the ability to use and obtain the benefit of the goods or service, generally at product shipment. The Company recognizes receivables in an amount expected to be collected in a transaction. The Company’s payment terms are generally net 30 days of billing. Contracts do not contain significant financing components based on the typical period of time between delivery of products and collection of contract consideration. Certain types of customers may pay in advance of product delivery. In those instances, payment and delivery typically occur in the same month. The Company invoices its customers upon shipment of product and records its sales upon shipment in accordance with its standard terms and conditions, unless underlying customer contracts specify otherwise. When necessary, the Company invoices and collects sales tax from its customers for sales of products. The Company has elected to exclude sales tax from the measurement of the transaction price. Contract balances A receivable is recognized in the period the Company delivers goods or provides services or when the Company’s right to consideration is unconditional. The Company usually does not record contract assets because the Company has an unconditional right to payment upon satisfaction of the performance obligation, and therefore, a receivable is more commonly recorded than a contract asset. Receivables from contracts with customers are included within accounts receivable, net on the condensed balance sheets. Contract liabilities include payments received in advance of performance under a contract and are satisfied as the associated revenue is recognized. When performance obligations are not transferred to a customer at the end of a reporting period, cash received associated with the amount allocated to those performance obligations is reflected as contract liabilities on the condensed balance sheets and is deferred until control of these performance obligations is transferred to the customer. There are no contract liabilities as of June 30, 2022. Contract costs Under ASC 606, the Company is required to capitalize incremental costs to obtain customer contracts if the costs relate directly to a contract that can be specifically identified and expect to be recovered. These costs are required to be amortized to expense consistent with the transfer of the goods or services to the customer to which the asset relates. As a practical expedient, the Company recognizes any incremental costs to obtain a contract as an expense when incurred if the amortization period of the asset is one year or less. The Company did not have any capitalized contract costs for the six months ended June 30, 2022 . |
Costs of product sold | Costs of product sold Costs of product sold include material costs, direct labor, provisions for inventory write-downs and shipping and handling costs incurred. The Company reports product shipment costs within cost of products sold in the accompanying statements of operations. |
New Accounting Pronouncements | New accounting pronouncements Recently adopted accounting standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses to require the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The Company early adopted ASU 2016-13 on January 1, 2022 with no impact on its accumulated deficit, current financial position, results of operations and comprehensive loss or cash flows. |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Carried at Fair Value and Measured on Recurring Basis | The following table summarizes the Company's financial assets carried at fair value and measured on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market funds) $ 155,371 $ — $ — $ 155,371 Total assets measured at fair value $ 155,371 $ — $ — $ 155,371 December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market funds) $ 205,071 $ — $ — $ 205,071 Total assets measured at fair value $ 205,071 $ — $ — $ 205,071 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accrued Liabilities Current [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities Accrued liabilities consisted of the following (in thousands): June 30, December 31, 2022 2021 Accrued research and development costs $ 1,540 $ 5,303 Other liabilities 999 1,080 $ 2,539 $ 6,383 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Lease Costs and Supplemental Cash Flow Information | The components of the lease costs and supplemental cash flow information relating to the Company's leases were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, Lease Costs 2022 2021 2022 2021 Operating lease costs $ 913 $ 478 $ 1,592 $ 648 Variable lease costs 160 35 195 52 Total operating lease costs $ 1,073 $ 513 $ 1,787 $ 700 Cash Flows Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used for operating leases $ 322 $ 261 $ 611 $ 466 |
Summary of Weighted Average Remaining Lease Terms and Discount Rates | June 30, 2022 2021 Weighted-average remaining lease term 10.3 years 10.4 years Weighted-average discount rate 6.9 % 5.1 % |
Schedule of Undiscounted Future Lease Payments | The undiscounted future lease payments for operating leases as of June 30, 2022 were as follows (in thousands): (in thousands) Operating 2022 (remainder) 750 2023 3,782 2024 4,374 2025 4,496 2026 4,621 2027 and thereafter 29,698 Total future minimum lease payments 47,721 Less: imputed interest ( 14,619 ) Present value of operating lease liabilities 33,102 Less: current portion of lease liabilities ( 2,334 ) Noncurrent portion of lease liabilities $ 30,768 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity during the six months ended June 30, 2022 is as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2021 8,590,411 $ 5.48 8.8 $ 6,196 Granted 4,347,646 $ 1.08 Exercised ( 65,862 ) $ 1.50 Forfeited ( 2,200,917 ) $ 5.30 Expired ( 422,657 ) $ 4.51 Outstanding at June 30, 2022 10,248,621 $ 3.72 9.0 $ — Exercisable at June 30, 2022 2,804,018 $ 5.33 8.1 $ — Nonvested at June 30, 2022 7,444,603 $ 3.11 9.4 $ — |
Summary of Restricted Stock Unit Activity | A summary of RSU activity during the six months ended June 30, 2022 is as follows: Number of Units Weighted Average Grant Date Outstanding at December 31, 2021 407,720 $ 5.72 Granted 324,300 $ 1.24 Vested — $ — Forfeited ( 132,105 ) $ 5.51 Outstanding at June 30, 2022 599,915 $ 3.35 |
Components of Stock-based Compensation Expense | The following table summarizes the components of stock-based compensation expense recorded in the Company’s statement of operations and comprehensive loss (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Research and development $ 234 $ 558 $ 809 $ 1,181 Selling, general and administrative 1,011 1,233 1,981 2,382 Total stock-based compensation $ 1,245 $ 1,791 $ 2,790 $ 3,563 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except for share and per share data): Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Numerator: Net loss - basic and diluted $ ( 27,011 ) $ ( 64,472 ) $ ( 60,062 ) $ ( 124,964 ) Denominator: Weighted-average number of shares of 26,618,920 25,648,151 26,544,375 19,414,066 Net loss per share - basic and diluted $ ( 1.01 ) $ ( 2.51 ) $ ( 2.26 ) $ ( 6.44 ) |
Schedule of Potentially Dilutive Securities Not Included in Diluted Per Share Calculations | Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares outstanding would have been anti-dilutive. The Company’s Series 1 convertible preferred stock are participating securities but, because they do not have the obligation to share in the loss of the Company, they are excluded from the calculation of basic net loss per share. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: As of June 30, 2022 2021 Series 1 convertible preferred stock 29,863,674 29,863,674 Options to purchase common stock 10,248,621 7,874,134 Shares estimated to be purchased under 2021 ESPP 455,305 77,727 Unvested RSUs 599,915 — Total 41,167,515 37,815,535 |
Organization and Nature of Bu_2
Organization and Nature of Business - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Feb. 17, 2021 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Organization And Nature Of Business [Line Items] | ||||||||
Net losses | $ 27,011 | $ 33,051 | $ 64,472 | $ 60,492 | $ 60,062 | $ 124,964 | ||
Cash and cash equivalents | 165,373 | $ 313,458 | 165,373 | $ 313,458 | $ 232,545 | |||
Restricted cash | $ 1,800 | 1,800 | ||||||
Expense related to reduction in force | 1,000 | |||||||
Convertible Preferred Stock [Member] | ||||||||
Organization And Nature Of Business [Line Items] | ||||||||
Conversion of Stock, Amount Converted | $ 225,400 | $ 225,400 | ||||||
IPO | Series 1 Convertible Preferred Stock | ||||||||
Organization And Nature Of Business [Line Items] | ||||||||
Preferred shares converted | 29,863,674 | |||||||
Common Stock | ||||||||
Organization And Nature Of Business [Line Items] | ||||||||
Common stock issued and sold | 15,870,000 | |||||||
Proceeds received from IPO | $ 232,500 | |||||||
Common stock, net of issuance costs | $ 21,349 | |||||||
Common Stock | IPO | ||||||||
Organization And Nature Of Business [Line Items] | ||||||||
Common stock issued and sold | 13,800,000 | |||||||
Shares issued, price per share | $ 16 | |||||||
Common stock, net of issuance costs | $ 21,300 | |||||||
Preferred shares converted | 7,555,432 | |||||||
Common Stock | Underwriter's Option | ||||||||
Organization And Nature Of Business [Line Items] | ||||||||
Common stock issued and sold | 2,070,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Summary Of Significant Accounting Policies [Line Items] | |
Net revenues collection period | 30 days |
ASU 2020-06 | |
Summary Of Significant Accounting Policies [Line Items] | |
Change in accounting principle, accounting standards update, early adoption | true |
Change in accounting principle, accounting standards update, adopted | true |
Change in accounting principle, accounting standards update, adoption date | Jan. 01, 2022 |
Change in accounting principle, accounting standards update, immaterial effect | true |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Financial Assets Carried at Fair Value and Measured on Recurring Basis (Details) - Fair Value Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Total assets measured at fair value | $ 155,371 | $ 205,071 |
Level 1 | ||
Assets: | ||
Total assets measured at fair value | 155,371 | 205,071 |
Money Market Funds | ||
Assets: | ||
Cash equivalents | 155,371 | 205,071 |
Money Market Funds | Level 1 | ||
Assets: | ||
Cash equivalents | $ 155,371 | $ 205,071 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accrued Liabilities Current [Abstract] | ||
Accrued research and development costs | $ 1,540 | $ 5,303 |
Other liabilities | 999 | 1,080 |
Total accrued liabilities | $ 2,539 | $ 6,383 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Oct. 31, 2021 USD ($) | Jul. 31, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) Segment | Jun. 30, 2021 USD ($) | Apr. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Disaggregation Of Revenue [Line Items] | ||||||||
Number of reportable segments | Segment | 1 | |||||||
Revenues | $ 0 | |||||||
Net accounts receivable from customers | $ 636 | 636 | $ 183 | |||||
RADx Initiative | ||||||||
Disaggregation Of Revenue [Line Items] | ||||||||
Revenue received in completion of second stage | 0 | $ 0 | 700 | $ 7,000 | ||||
Potential milestone payment | $ 2,000 | $ 4,000 | ||||||
Term of contract | Jan. 30, 2022 | |||||||
NIH | ||||||||
Disaggregation Of Revenue [Line Items] | ||||||||
Additional funding available under extension | $ 1,000 | |||||||
Grant revenue recognized | $ 100 | $ 100 | $ 300 | $ 100 | ||||
Minimum | ||||||||
Disaggregation Of Revenue [Line Items] | ||||||||
Percentage of product revenue | 10% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 USD ($) Option | Jun. 30, 2022 USD ($) Option | Jan. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jan. 31, 2021 USD ($) | |
Commitments And Contingencies [Line Items] | |||||
Operating lease right-of-use-assets | $ 35,791 | $ 35,791 | $ 12,907 | ||
Operating lease liability | 33,102 | 33,102 | |||
Unconditional purchase obligation | 8,800 | 8,800 | |||
Standby Letters of Credit | |||||
Commitments And Contingencies [Line Items] | |||||
LineOfCredit | $ 1,000 | ||||
Letter of Credit | |||||
Commitments And Contingencies [Line Items] | |||||
Cash collateral for line of credit facility | $ 1,000 | ||||
Redwood City, CA | Letter of Credit | |||||
Commitments And Contingencies [Line Items] | |||||
letter of credit facility | $ 1,000 | ||||
Laboratory and Office Space | Chicago, IL | |||||
Commitments And Contingencies [Line Items] | |||||
Renewal term | 11 years | ||||
Annual minimum commitment | $ 1,700 | ||||
Fixed escalations percentage per annum | 2.50% | ||||
Laboratory and Office Space | Redwood City, CA | |||||
Commitments And Contingencies [Line Items] | |||||
Operating lease right-of-use-assets | 23,900 | $ 23,900 | |||
Payment to Landlord | $ 4,700 | ||||
Initial term of operating lease | 10 years 6 months | 10 years 6 months | |||
Existence of option to extend operating lease | true | ||||
Renewal term | 5 years | 5 years | |||
Annual minimum commitment | $ 2,600 | $ 2,600 | |||
Fixed escalations percentage per annum | 3% | 3% | |||
Number of options to extend Lease term | Option | 2 | 2 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Lease Costs and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lease Costs | ||||
Operating lease costs | $ 913 | $ 478 | $ 1,592 | $ 648 |
Variable lease costs | 160 | 35 | 195 | 52 |
Total operating lease costs | 1,073 | 513 | 1,787 | 700 |
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Operating cash flows used for operating leases | $ 322 | $ 261 | $ 611 | $ 466 |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Weighted-Average Remaining Lease Terms and Discount Rates (Details) | Jun. 30, 2022 | Jun. 30, 2021 |
Commitments And Contingencies Disclosure [Abstract] | ||
Weighted-average remaining lease term | 10 years 3 months 18 days | 10 years 4 months 24 days |
Weighted-average discount rate | 6.90% | 5.10% |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Undiscounted Future Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Commitments And Contingencies Disclosure [Abstract] | ||
2022(reminder) | $ 750 | |
2023 | 3,782 | |
2024 | 4,374 | |
2025 | 4,496 | |
2026 | 4,621 | |
2027 and thereafter | 29,698 | |
Total future minimum lease payments | 47,721 | |
Less: imputed interest | (14,619) | |
Present value of operating lease liabilities | 33,102 | |
Less: current portion of lease liabilities | (2,334) | $ (1,232) |
Operating lease liabilities, long-term portion | $ 30,768 | $ 12,745 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Feb. 17, 2021 USD ($) shares | Feb. 28, 2021 $ / shares shares | Mar. 31, 2021 shares | Jun. 30, 2022 USD ($) $ / shares shares | Jul. 27, 2022 $ / shares | Dec. 31, 2021 $ / shares shares | Dec. 31, 2020 shares | |
Class Of Stock [Line Items] | |||||||
Preferred stock dividend declared or accrued | $ | $ 0 | ||||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | ||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 1 | $ 0.0001 | |||
Common stock, voting rights | one vote per share | ||||||
Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Shares issued on conversion of convertible preferred shares | 7,555,432 | ||||||
Preferred stock dividend declared or accrued | $ | $ 0 | ||||||
Common stock issued and sold | 15,870,000 | ||||||
Proceeds received from IPO | $ | $ 232,500 | ||||||
Common Stock | IPO | |||||||
Class Of Stock [Line Items] | |||||||
Common stock issued and sold | 13,800,000 | ||||||
Common Stock | Underwriter's Option | |||||||
Class Of Stock [Line Items] | |||||||
Common stock issued and sold | 2,070,000 | ||||||
Series 1 Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Convertible preferred stock, shares authorized | 60,000,000 | 60,000,000 | |||||
Shares issued on conversion of convertible preferred shares | 29,863,674 | ||||||
Convertible preferred stock outstanding | 29,863,674 | 29,863,674 | |||||
Liquidation preference of convertible preferred stock | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Series 1 Convertible Preferred Stock | Conversion Into Series2 Non-voting Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Conversion ratio | 1 | ||||||
Series 1 Convertible Preferred Stock | Conversion Into Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Conversion ratio | 1 | ||||||
Series 2 Non-voting Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Convertible preferred stock outstanding | 0 | 0 | |||||
Conversion ratio | 1 | ||||||
Notice period | 61 days | ||||||
Liquidation preference of convertible preferred stock | $ / shares | $ 0.0001 | ||||||
Series 2 Non-voting Convertible Preferred Stock | Maximum | |||||||
Class Of Stock [Line Items] | |||||||
Percentage of number of issued and outstanding shares of common stock beneficially owned by holder | 4.99% | ||||||
Increase in percentage of number of issued and outstanding shares of common stock beneficially owned by holder | 19.99% | ||||||
Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Convertible preferred stock outstanding | 53,509,351 | ||||||
Shares issued on conversion of convertible preferred shares | 10,804,295 | ||||||
Convertible preferred shares carrying value, converted | $ | $ 225,400 | $ 225,400 | |||||
Convertible Preferred Stock | IPO | |||||||
Class Of Stock [Line Items] | |||||||
Shares issued on conversion of convertible preferred shares | 42,705,056 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Nov. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 1,245 | $ 1,791 | $ 2,790 | $ 3,563 | |
Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense related to stock option | 14,200 | $ 14,200 | |||
Expected weighted-average period for recognition of compensation expense related | 3 years | ||||
Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense related to stock option | $ 1,700 | $ 1,700 | |||
Expected weighted-average period for recognition of compensation expense related | 3 years | ||||
2021 Employee Stock Purchase Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Purchase price of common stock, as a percentage of fair market value | 85% | ||||
Maximum percentage of gross compensation to be invested by employees through payroll deductions | 15% | 15% | |||
Maximum number of shares an employee may purchase | 4,750 | ||||
Number of shares issued | 212,147 | ||||
Stock-based compensation expense | $ 200 | $ 300 | |||
2021 Inducement Plan [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common Stock Capital Shares Reserved For Future Issuance | 3,000,000 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Units Outstanding, Beginning Balance | 8,590,411 | |
Number of Units, Granted | 4,347,646 | |
Number of Units, Exercised | (65,862) | |
Number of Units, Forfeited | (2,200,917) | |
Number of Units, Expired | (422,657) | |
Number of Units Outstanding, Ending Balance | 10,248,621 | 8,590,411 |
Number of Units, Exercisable | 2,804,018 | |
Number of Units, Nonvested | 7,444,603 | |
Number of Units Outstanding, Weighted Average Strike Price per Unit, Beginning Balance | $ 5.48 | |
Number of Units, Granted, Weighted Average Strike Price per Unit | 1.08 | |
Number of Units, Exercised, Weighted Average Strike Price per Unit | 1.50 | |
Number of Units, Forfeited, Weighted Average Exercise Price per Unit | 5.30 | |
Number of Units, Expired, Weighted Average Exercise Price per Unit | 4.51 | |
Number of Units Outstanding, Weighted Average Strike Price per Unit, Ending Balance | 3.72 | $ 5.48 |
Number of Units, Exercisable, Weighted Average Strike Price per Unit | 5.33 | |
Number of Units, Nonvested, Weighted Average Strike Price per Unit | $ 3.11 | |
Number of Units Outstanding, Weighted Average Remaining Contractual Term (in years) | 9 years | 8 years 9 months 18 days |
Number of Units, Exercisable, Weighted Average Remaining Contractual Term (in years) | 8 years 1 month 6 days | |
Number of Units, Nonvested, Weighted Average Remaining Contractual Term (in years) | 9 years 4 months 24 days | |
Number of Units Outstanding, Aggregate Intrinsic Value | $ 0 | $ 6,196 |
Number of Units, Exercisable, Aggregate Intrinsic Value | 0 | |
Number of Units, Nonvested, Aggregate Intrinsic Value | $ 0 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding at December 31, 2021 | shares | 407,720 |
Granted | shares | 324,300 |
Forfeited | shares | (132,105) |
Outstanding at June 30, 2022 | shares | 599,915 |
Outstanding at December 31, 2021 | $ / shares | $ 5.72 |
Granted | $ / shares | 1.24 |
Forfeited | $ / shares | 5.51 |
Outstanding at June 30, 2022 | $ / shares | $ 3.35 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Components of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 1,245 | $ 1,791 | $ 2,790 | $ 3,563 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 234 | 558 | 809 | 1,181 |
Selling, General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 1,011 | $ 1,233 | $ 1,981 | $ 2,382 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Majority Shareholder, The Baker Funds, Six Officers and Two Members of the Board of Directors | |
Related Party Transaction [Line Items] | |
Proceeds from related parties in initial public offering | $ 106.2 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: | ||||||
Net loss | $ (27,011) | $ (33,051) | $ (64,472) | $ (60,492) | $ (60,062) | $ (124,964) |
Denominator: | ||||||
Weighted average shares used in the calculation of net loss per share, basic and diluted | 26,618,920 | 25,648,151 | 26,544,375 | 19,414,066 | ||
Net loss per share, basic and diluted | $ (1.01) | $ (2.51) | $ (2.26) | $ (6.44) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Potentially Dilutive Securities Not Included in Diluted Per Share Calculations (Details) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 41,167,515 | 37,815,535 |
Series 1 Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 29,863,674 | 29,863,674 |
Options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 10,248,621 | 7,874,134 |
Unvested RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 599,915 | |
Shares Estimated to be Purchased Under 2021 ESPP | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 455,305 | 77,727 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2022 | Jun. 30, 2022 | Jul. 27, 2022 | Dec. 31, 2021 | Feb. 28, 2021 | |
Subsequent Event [Line Items] | |||||
Expense related to reduction in force | $ 1 | ||||
Common stock, par value | $ 0.0001 | $ 1 | $ 0.0001 | $ 0.0001 | |
Forecast | |||||
Subsequent Event [Line Items] | |||||
Expense related to reduction in force | $ 1.5 |