Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | May 14, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40354 | |
Entity Registrant Name | Zymergen Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-2942439 | |
Entity Address, Address Line One | 5980 Horton Street | |
Entity Address, Address Line Two | Suite 105 | |
Entity Address, City or Town | Emeryville | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94608 | |
City Area Code | 415 | |
Local Phone Number | 801-8073 | |
Title of 12(b) Security | Common stock, $0.001 par value per share | |
Trading Symbol | ZY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 100,324,768 | |
Entity Central Index Key | 0001645842 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | [1] |
Current assets: | |||
Cash and cash equivalents | $ 121,035 | $ 210,205 | |
Accounts receivable | 2,422 | 2,516 | |
Accounts receivable, unbilled | 1,694 | 1,659 | |
Prepaid expenses | 5,987 | 7,024 | |
Inventories | 5,683 | 4,969 | |
Restricted cash, current | 20 | 0 | |
Other current assets | 2,889 | 2,201 | |
Total current assets | 139,730 | 228,574 | |
Restricted cash | 10,777 | 9,605 | |
Property and equipment, net | 55,462 | 48,718 | |
Goodwill | 11,604 | 11,604 | |
Intangible assets, net | 4,443 | 4,790 | |
Deferred offering cost | 4,098 | 509 | |
Deposits | 1,118 | 1,121 | |
Total assets | 227,232 | 304,921 | |
Current liabilities: | |||
Accounts payable | 16,578 | 12,097 | |
Accrued and other liabilities | 20,942 | 26,888 | |
Short-term debt, net | 0 | 79,331 | |
Short-term deferred rent | 688 | 494 | |
Deferred revenue | 2,102 | 2,648 | |
Total current liabilities | 40,310 | 121,458 | |
Long-term debt, net | 79,615 | 0 | |
Long-term deferred rent | 12,866 | 9,916 | |
Warrant liabilities | 11,952 | 14,231 | |
Other long-term liabilities | 2,624 | 2,254 | |
Total liabilities | 147,367 | 147,859 | |
Commitments and contingencies | |||
Convertible preferred stock, $0.001 par value, 214,181,024 shares authorized as of March 31, 2021 and December 31, 2020, respectively; 68,093,280 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 900,798 | 900,798 | |
Stockholders' deficit | |||
Common stock, $0.001 par value, 286,477,669 shares authorized as of March 31, 2021 and December 31, 2020, respectively; 13,473,832 and 12,812,109 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 13 | 13 | |
Additional paid-in capital | 37,379 | 29,991 | |
Accumulated deficit | (858,325) | (773,740) | |
Total stockholders' deficit | (820,933) | (743,736) | |
Total liabilities and convertible preferred stock and stockholders' deficit | $ 227,232 | $ 304,921 | |
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Convertible preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Convertible preferred stock, authorized (in shares) | 214,181,024 | 214,181,024 |
Convertible preferred stock, issued (in shares) | 68,093,280 | 68,093,280 |
Convertible preferred stock, outstanding (in shares) | 68,093,280 | 68,093,280 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 286,477,669 | 286,477,669 |
Common stock, issued (in shares) | 13,473,832 | 12,812,109 |
Common stock, outstanding (in shares) | 13,473,832 | 12,812,109 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenues from research and development service agreements | $ 2,614 | $ 1,904 |
Revenue from Contract with Customer, Product and Service [Extensible Enumeration] | zy:ResearchAndDevelopmentServiceAgreementsMember | zy:ResearchAndDevelopmentServiceAgreementsMember |
Collaboration revenue | $ 1,121 | $ 1,050 |
Total revenues | 3,735 | 2,954 |
Cost and operating expenses: | ||
Cost of service revenue | 21,130 | 24,576 |
Research and development | 39,811 | 21,802 |
Sales and marketing | 6,872 | 5,541 |
General and administrative | 19,331 | 13,693 |
Total cost and operating expenses | 87,144 | 65,612 |
Operating loss | (83,409) | (62,658) |
Other income (expense): | ||
Interest income | 43 | 377 |
Interest expense | (2,727) | (2,684) |
Gain (loss) on change in fair value of warrant liabilities | 2,279 | (450) |
Other expense, net | (763) | (32) |
Total other expense | (1,168) | (2,789) |
Loss before income taxes | (84,577) | (65,447) |
(Provision for) benefit from income taxes | (8) | 107 |
Net loss and comprehensive loss | (84,585) | (65,340) |
Net loss and comprehensive loss | $ (84,585) | $ (65,340) |
Net loss per share attributable to common stockholders, basic (in USD per share) | $ (6.51) | $ (5.77) |
Net loss per share attributable to common stockholders, diluted (in USD per share) | $ (6.51) | $ (5.77) |
Weighted-average shares used in computing net loss per share to common stockholders, basic (in shares) | 12,996,344 | 11,322,626 |
Weighted-average shares used in computing net loss per share to common stockholders, diluted (in shares) | 13,340,457 | 11,322,626 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' DEFICIT (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | ||
Shares outstanding, beginning balance (in shares) at Dec. 31, 2019 | 11,030,816 | |||||
Stockholders equity, beginning balance at Dec. 31, 2019 | $ (499,578) | $ 11 | $ 11,957 | $ (511,546) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock in business acquisition (in shares) | 1,082,747 | |||||
Issuance of common stock in business acquisition | 10,395 | $ 1 | 10,394 | |||
Vesting of restricted common stock (in shares) | 16,810 | |||||
Issuance of common stock upon exercise of options (in shares) | 40,868 | |||||
Issuance of common stock upon exercise of options | 172 | 172 | ||||
Stock-based compensation expense | 1,042 | 1,042 | ||||
Net loss | (65,340) | (65,340) | ||||
Shares outstanding, ending balance (in shares) at Mar. 31, 2020 | 12,171,241 | |||||
Stockholders equity, ending balance at Mar. 31, 2020 | (553,309) | $ 12 | 23,565 | (576,886) | ||
Temporary equity, beginning balance at Dec. 31, 2019 | $ 607,763 | |||||
Shares outstanding, beginning balance (in shares) at Dec. 31, 2019 | 54,834,169 | |||||
Temporary equity, ending balance at Mar. 31, 2020 | $ 607,763 | |||||
Shares outstanding, ending balance (in shares) at Mar. 31, 2020 | 54,834,169 | |||||
Shares outstanding, beginning balance (in shares) at Dec. 31, 2020 | 12,812,109 | 12,812,109 | ||||
Stockholders equity, beginning balance at Dec. 31, 2020 | $ (743,736) | [1] | $ 13 | 29,991 | (773,740) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Vesting of restricted common stock (in shares) | 16,810 | |||||
Issuance of common stock upon exercise of options (in shares) | 711,963 | |||||
Issuance of common stock upon exercise of options | 3,189 | 3,189 | ||||
Stock-based compensation expense | 2,253 | 2,253 | ||||
Share settlement of non-recourse loan to employees (in shares) | (67,050) | |||||
Cash settlement of non-recourse loan to employee | 1,946 | 1,946 | ||||
Net loss | $ (84,585) | (84,585) | ||||
Shares outstanding, ending balance (in shares) at Mar. 31, 2021 | 13,473,832 | 13,473,832 | ||||
Stockholders equity, ending balance at Mar. 31, 2021 | $ (820,933) | $ 13 | $ 37,379 | $ (858,325) | ||
Temporary equity, beginning balance at Dec. 31, 2020 | [1] | $ 900,798 | ||||
Shares outstanding, beginning balance (in shares) at Dec. 31, 2020 | 68,093,280 | |||||
Temporary equity, ending balance at Mar. 31, 2021 | $ 900,798 | |||||
Shares outstanding, ending balance (in shares) at Mar. 31, 2021 | 68,093,280 | |||||
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating activities | ||
Net loss | $ (84,585) | $ (65,340) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 4,412 | 4,564 |
Stock-based compensation expense | 2,253 | 1,042 |
Non-cash interest expense | 283 | 213 |
Gain (loss) on change in fair value of warrant liabilities | (2,279) | 450 |
Unrealized foreign exchange loss | 661 | 0 |
Benefit from income tax | 0 | (107) |
Other | (2) | (52) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 94 | 2,368 |
Accounts receivable, unbilled | (35) | (1,313) |
Prepaid expenses | 1,037 | 230 |
Inventories | (714) | (451) |
Other current assets | (685) | (253) |
Deposits | 3 | 0 |
Accounts payable | 1,223 | (1,969) |
Accrued and other liabilities | (7,682) | (2,849) |
Deferred revenue | (348) | (65) |
Deferred rent | 3,144 | 565 |
Other long-term liabilities | 172 | 40 |
Net cash used in operating activities | (83,048) | (62,927) |
Investing activities | ||
Purchases of property and equipment | (8,639) | (6,176) |
Proceeds from sale of property and equipment | 0 | 13 |
Business acquisition, net of cash acquired | 0 | 80 |
Net cash used in investing activities | (8,639) | (6,083) |
Financing activities | ||
Proceeds from exercise of common stock options, net of repurchases | 3,189 | 172 |
Proceeds from repayment of non-recourse loan to employee | 1,946 | 0 |
Payment of deferred offering costs | (806) | (6) |
Net cash provided by financing activities | 4,329 | 166 |
Effect of exchange rate changes on cash | (620) | 0 |
Change in cash and cash equivalents | (87,978) | (68,844) |
Cash, cash equivalents, and restricted cash at beginning of the period | 219,810 | 163,042 |
Cash, cash equivalents, and restricted cash at end of the period | 131,832 | 94,198 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | 131,832 | 94,198 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest, net of interest capitalized | 3,285 | 1,982 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Acquisitions of property and equipment under accounts payable and accrued and other liabilities | 6,095 | 6,022 |
Issuance of common stock in business combination | 0 | 10,395 |
Deferred offering cost under accounts payable and accrued and other liabilities | $ 2,843 | $ 0 |
Nature of Operations
Nature of Operations | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Zymergen (the “Company”) integrates computational and manufacturing technologies to design, develop, and commercialize bio-based breakthrough products in a broad range of industries, including electronics, consumer care and agriculture. The Company has developed a platform that treats the genome as a search space, utilizing proprietary machine learning algorithms and advanced automation to identify genetic changes that improve the economics for its customers’ bio-based products. In addition, Zymergen's platform is used to discover novel molecules used to enable unique material properties. The Company was incorporated in Delaware on April 24, 2013. Initial Public Offering In April 2021, the Company completed the initial public offering ("IPO") of its common stock. The Company sold an aggregate of 18,549,500 shares of its common stock (inclusive of 2,419,500 shares pursuant to the underwriters’ option to purchase additional shares) at a price of $31.00 per share for aggregate cash proceeds of approximately $530.1 million, net of underwriting discounts, commissions, and estimated offering costs. The sale of 16,130,000 shares in the IPO and the sale of 2,419,500 shares pursuant to the underwriters’ option closed on April 26, 2021. On April 26, 2021, immediately prior to the closing of the IPO, all outstanding shares of convertible preferred stock converted into 68,115,459 shares of common stock. On April 26, 2021, immediately prior to the closing of the IPO, all warrants to purchase preferred stock were exercised and converted into 883,332 shares of common stock. Need for Additional Capital The Company has sustained operating losses and expects to continue to generate operating losses for the foreseeable future. The Company had unrestricted cash and cash equivalents of $121.0 million as of March 31, 2021 and the Company obtained net cash proceeds of approximately $530.1 million from the Company’s IPO, which closed on April 26, 2021. Since inception through March 31, 2021, the Company has incurred cumulative net losses of $858.3 million. While the Company has signed a number of initial customer contracts, revenues have been insufficient to fund operations. Accordingly, the Company has funded the portion of operating costs exceeding revenues through a combination of proceeds raised from equity and debt issuances. The Company’s operating costs include the cost of developing and commercializing products as well as providing research and development services. As a consequence, the Company may need to raise additional equity and debt financing that may not be available, if at all, at terms acceptable to the Company to fund future operations. The Company expects that its cash and cash equivalents, including the funds obtained from the IPO in April 2021, will be sufficient to fund its operations for a period of at least one year from the date the accompanying unaudited Condensed Consolidated Financial Statements are filed with the Securities and Exchange Commission ("SEC"). The Company cannot at this time predict the specific extent, duration, or full impact that the ongoing COVID-19 pandemic will have on its financial condition and operations. The impact of the COVID-19 pandemic on the financial performance of the Company will depend on future developments, including the duration and spread of the pandemic and related governmental advisories and restrictions. These developments and the impact of the COVID-19 pandemic on the financial markets and the overall economy are highly uncertain. If business conditions, financial markets and/or the overall economy are impacted for an extended period, the Company’s results may be adversely affected. Reverse Split In April 2021, the Company's Board of Directors approved a 3-for-1 reverse split (“Reverse Split”) of its common stock and convertible preferred stock. This became effective on April 13, 2021 with the filing of the Company’s amended and restated certificate of incorporation. The par value of the common stock and convertible preferred stock was not adjusted as the result of the Reverse Split. All share and per share information has been retroactively adjusted to reflect the Reverse Split for all periods presented. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies There were no significant changes to the accounting policies during the three months ended March 31, 2021, from the significant accounting policies described in Note 2 of the “Notes to Consolidated Financial Statements” in the Prospectus dated April 21, 2021, filed with the SEC on April 23, 2021 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the "Prospectus") . Basis of Preparation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2020 has been derived from audited financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of our financial information. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any other interim period or for any other future year. The accompanying unaudited Condensed Consolidated Financial Statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020 included in our Prospectus. Principles of Consolidation These Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. Fiscal Year The Company’s fiscal year ends on December 31. References to fiscal 2021, for example, refer to the fiscal year ended December 31, 2021. The period end for the Company covered by this report is March 31, 2021. Use of Estimates The presentation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. These estimates include, but are not limited to, standalone selling price ("SSP") of performance obligations for contracts with multiple performance obligations, estimate of variable consideration from revenue contracts, the average period of benefit associated with costs capitalized to obtain revenue contracts, useful life of property and equipment, allowance for doubtful accounts, net realizable value of inventories, the valuation of goodwill and intangible assets, the valuation of common and preferred stock used in the valuation of options to purchase common stock and warrants to purchase common stock or preferred stock and the settlement of certain vendor costs in preferred stock. Actual results could differ from those estimates. Segment Information Operating segments are identified as components of an enterprise about which discrete financial information is available for evaluation by the chief operating decision-maker (“CODM”) in deciding resource allocation and assessing performance. The Company’s Chief Executive Officer is its CODM. The Company’s CODM reviews financial information presented on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. Consequently, the Company has determined it operates and manages its business in one operating and one reportable segment. Foreign Currency For the Company and its subsidiaries, the functional currency has been determined to be the U.S. Dollar (USD). Assets and liabilities denominated in foreign currency are remeasured at period-end exchange rates for monetary assets. Non-monetary assets and liabilities denominated in foreign currencies are remeasured at historical rates. Foreign currency transaction gains and losses resulting from remeasurement are recognized in Other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Loss. CARES Act On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief and Economic Security (CARES) Act which, among other things, permits the deferral of the employer’s portion of social security tax payments between March 27, 2020 and December 31, 2020. As of March 31, 2021 and December 31, 2020, respectively, approximately $3.7 million of employer payroll tax payments were deferred with 50% due by December 31, 2021 and the remaining 50% by December 31, 2022. Accounting Pronouncements Adopted In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , an amendment to the accounting guidance on cloud computing service arrangements that changes the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. The update aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance also requires an entity to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. This guidance is effective for the Company for fiscal years beginning after December 15, 2020, and interim periods within annual periods beginning after December 14, 2021. The Company adopted the new standard effective January 1, 2021 using a prospective transition method. The adoptions did not have a material impact on the Condensed Consolidated Financial Statements. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808) , which discusses the interaction between Topic 808, Collaborative Arrangements and Topic 606, Revenue from Contracts with Customers, including clarification around certain transactions between collaborative arrangement participants, adding unit-of-account guidance to Topic 808 and require that transactions in a collaborative arrangement where the participant is not a customer not be presented together with revenue recognized under Topic 606. This standard is effective for the Company for annual periods beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted but an entity may not adopt the amendments earlier than its adoption date of Topic 606. The Company adopted the new standard effective January 1, 2021 using a retrospective transition method. The adoptions did not have a material impact on the Condensed Consolidated Financial Statements. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , (“ASU 2016-02”). Under ASU 2016-02, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. ASU 2016-02 will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The Company is required to adopt the new standard for 2022 and is currently evaluating the effect that Topic 842 will have on its financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Credit losses (Topic 326) , subsequently amended by ASU 2019- 10, which sets forth a “current expected credit loss” model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. The standard will become effective for the Company for fiscal years beginning after December 15, 2022. Early adoption is permitted. The Company is currently evaluating the impact the adoption of this standard will have on its financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and clarifies and amends existing guidance to improve consistent application. This pronouncement is effective for the Company for fiscal years beginning after December 15, 2021, and for interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company is evaluating the effect of adopting this new accounting guidance but does not expect adoption will have a material impact on its financial statements and related disclosures. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The amendments of ASU 2020-04 are effective for all entities as of March 12, 2020 through December 31, 2022 and do not apply to contract modifications made after December 31, 2022. The Company is evaluating the effect of this guidance and has not yet determined the impact to its financial statements and related disclosures In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40):Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This standard amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity’s own equity and improves and amends the related earnings per share EPS guidance for both subtopics. This standard will be effective for annual reporting periods beginning after December 15, 2023 and interim periods within those annual periods, and early adoption is permitted in annual reporting periods ending after December 15, 2020. The Company is currently evaluating the impact of this standard on the Company’s financial statements and related disclosures, but does not expect the adoption of ASU 2020-06 to be material. |
Business Combination
Business Combination | 3 Months Ended |
Mar. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | Business Combination On March 10, 2020, the Company completed an acquisition of 100% of the equity of enEvolv, Inc., which has developed an enzyme and strain development platform that is built on diverse strain libraries and ultra-high throughput screening that utilizes molecular sensor systems. The acquisition was accounted for as a business combination. The purchase price for the acquisition was $10.7 million, of which $10.6 million was non-cash consideration. The non-cash consideration primarily consisted of 1,082,747 shares of the Company’s common stock. The intangible assets acquired consisted primarily of $7.9 million of goodwill and enEvolv’s developed technology of $2.6 million. Goodwill recognized is primarily a measure of the expected synergies from combining the operations of enEvolv and the Company’s developed technologies. The following table represents the allocation of the purchase consideration, including the non-cash consideration, based on fair value (in thousands): Cash and cash equivalents $ 141 Accounts receivable 589 Other current assets 195 Property, plant and equipment 292 Other non-current assets 150 Developed technology 2,600 Customer relationship intangible asset 600 Total identifiable assets acquired $ 4,567 Accounts payable and accrued expenses $ 1,021 Other current liabilities 653 Deferred tax liability 107 Total liabilities assumed $ 1,781 Net identifiable assets acquired $ 2,786 Goodwill 7,871 Net assets acquired $ 10,657 As a result of the business combination the Company incurred $0.4 million of acquisition related costs for its benefit and were not accounted for as part of consideration transferred. Acquisition related costs related primarily to legal services, accounting, tax, valuation, due diligence, and escrow fees and are recognized in general and administrative expenses on the statements of operations. Prior to the close of the transaction, the Company and enEvolv were unrelated parties that entered into a Research Agreement, whereby enEvolv provided services to the Company. As of the transaction date, the Company had $0.2 million prepaid services which were effectively settled through the business combination. Pro forma results of operations have not been presented because the effects of this acquisition were not material to the Company's Condensed Consolidated Financial Statements under applicable SEC rules. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The following table summarizes the net book value of the finite-lived intangible assets as of March 31, 2021 and December 31, 2020 (in thousands): Cost Accumulated Intangible Assets, Net March 31, December 31, March 31, December 31, March 31, December 31, Developed technology $ 6,900 $ 6,900 $ (2,732) $ (2,460) $ 4,168 $ 4,440 Customer relationships 980 980 (705) (630) 275 350 Net carrying value $ 7,880 $ 7,880 $ (3,437) $ (3,090) $ 4,443 $ 4,790 |
Fair Value Measurements of Fina
Fair Value Measurements of Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements of Financial Instruments | Fair Value Measurements of Financial Instruments GAAP defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements. GAAP permits an entity to choose to measure many financial instruments and certain other items at fair value and contains financial statement presentation and disclosure requirements for assets and liabilities for which the fair value option is elected. The hierarchy of fair value valuation techniques under GAAP provides for three levels: Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing assets and liabilities under GAAP’s fair value measurement requirements are as follows: Level 1 – Fair value of the asset or liability is determined using unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 – Fair value of the asset or liability is determined using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3 – Fair value of the asset or liability is determined using unobservable inputs that are significant to the fair value measurement and reflect management’s own assumptions regarding the applicable asset or liability. There were no transfers between the levels during the periods presented. As of March 31, 2021 and December 31, 2020, the Company’s financial assets and financial liabilities measured at fair value on a recurring basis were classified within the fair value hierarchy as follows (in thousands): Level 1 Level 2 Level 3 Balance as of March 31, 2021 Financial Assets Cash equivalents $ 107,032 $ — $ — $ 107,032 Total financial assets $ 107,032 $ — $ — $ 107,032 Financial Liabilities Warrant derivative liability $ — $ — $ 11,952 $ 11,952 Total financial liabilities $ — $ — $ 11,952 $ 11,952 Level 1 Level 2 Level 3 Balance as of December 31, 2020 Financial Assets Cash equivalents $ 205,873 $ — $ — $ 205,873 Total financial assets $ 205,873 $ — $ — $ 205,873 Financial Liabilities Warrant derivative liability $ — $ — $ 14,231 $ 14,231 Total financial liabilities $ — $ — $ 14,231 $ 14,231 Financial instruments consist principally of cash equivalents, trade receivables, accounts payable, accrued liabilities, debt, and warrant derivative liability. The estimated fair value of trade receivables, accounts payable, and accrued liabilities approximates their carrying value due to the short period of time to their maturities. The following table provides a reconciliation of the beginning and ending balances for the warrant derivative liability measured at fair value using significant unobservable inputs (Level 3) (in thousands): Balance at January 1, 2021 $ 14,231 Change in fair value (2,279) Balance at March 31, 2021 $ 11,952 The warrant derivative liability represents the fair value of the warrants issued in conjunction with the term loan agreement entered into in 2019 (Note 7). The following methods and assumptions were used by the Company in estimating the fair value of financial instruments: Accounts receivable, accounts payable, and accrued expenses: The amounts reported in the accompanying balance sheets approximate fair value due to the short maturity of these instruments. Debt : The gross amounts reported approximate fair value due to the debt being a variable interest rate debt and its relatively short-term maturity. Warrant derivative liability: The Company estimated the fair value of outstanding warrants using a weighted average between the value derived from a Black-Scholes (BSM) option model with a term consistent with the time to the expected IPO date as of March 31, 2021 based on the expectation that the warrant would be exercised at the IPO and the value derived from the option pricing model with a term consistent with the remaining term until a future liquidity event, other than the IPO scenario discussed above. The weighted average BSM model's inputs reflect assumptions that a market participant would use in pricing the instrument in a current period transaction and included the following as of March 31, 2021 and December 31, 2020: March 31, December 31, Value per Series C Preferred share (fully-diluted) $ 31.29 $ 35.46 Exercise price $ 16.98 $ 16.98 Expected volatility 82.0 % 77.0 % Risk-free rate 0.01 % 0.79 % Time to liquidity (years) 0.04 8.97 |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Property and equipment consist of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, Machinery and equipment $ 57,853 $ 54,999 Leasehold improvements 26,763 24,192 Furniture and office equipment 2,737 2,743 Computers and software 2,693 2,677 90,046 84,611 Less accumulated depreciation and amortization (52,000) (47,977) 38,046 36,634 Construction in progress 17,416 12,084 Total property and equipment, net $ 55,462 $ 48,718 Depreciation and amortization expense was $4.1 million and $4.3 million for the periods ended March 31, 2021 and 2020, respectively. Accrued and other current liabilities consist of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, Accrued compensation cost $ 7,975 $ 15,211 Other accrued operating expenses 9,087 9,616 Accrued offering costs 2,790 — Accrued legal service fees 1,009 1,105 Accrued interest — 842 Accrued tax liabilities 81 114 Accrued and other current liabilities $ 20,942 $ 26,888 |
Term Loans
Term Loans | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Term Loans | Term Loans The debt consists of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, Senior secured delayed draw term loan facility bearing interest equal to 11.5% as of March 31, 2021 and December 31, 2020; final maturity December 19, 2024 $ 85,000 $ 85,000 Unamortized discount and offering cost (5,385) (5,669) Senior secured delayed draw term loan facility, net 79,615 79,331 Less current portion — 79,331 Long-term debt, net $ 79,615 $ — Except as described below, the Company’s debt is described in Note 9 of the “Notes to Consolidated Financial Statements” in the Prospectus. As of the date of issuance of the Company's audited annual financial statements, due to the substantial doubt about the Company's ability to continue operating as a going concern and the material adverse change clause in the senior secured delayed draw term loan facility agreement with our lender, the amounts outstanding as of December 31, 2020 were classified as current. The lender did not invoke the material adverse change clause. The Company was in compliance with all covenants of the senior secured delayed draw term loan facility as of March 31, 2021. Interest expense on the Company’s term loan consisted of the following (in thousands): Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Coupon interest $ 2,444 $ 2,471 Amortization of debt discount and offering costs 283 213 Total interest expense on term loan $ 2,727 $ 2,684 Warrants Related to Prior Loan Agreement In November 2014, the Company entered into a loan and security agreement for a term note which was subsequently amended and extinguished. In connection with the loan and security agreement and its amendments, the Company issued warrants to purchase the Company's common stock. As of March 31, 2021, the following common stock warrants were outstanding: Number of Warrants as of March 31, 2021 Exercise Expiry Date Weighted Average Remaining 25,000 $0.35 November 17, 2024 3.63 90,000 $1.70 August 5, 2025 4.35 90,146 $4.47 November 14, 2027 6.63 37,176 $4.95 April 30, 2028 7.09 242,322 5.54 |
Convertible Preferred Stock
Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
Convertible Preferred Stock | Convertible Preferred Stock Except as described below, the Company’s convertible preferred stock is described in Note 10 of the “Notes to Consolidated Financial Statements” in the Prospectus. As of March 31, 2021 and December 31, 2020, the Company's convertible preferred stock consisted of the following: Authorized and Designated Outstanding Liquidation Preference (per share) Liquidation Preference (in thousands) Series A redeemable convertible preferred stock 21,998,250 7,332,750 $ 4.9893 $ 36,585 Series A-1 redeemable convertible preferred stock 26,158,833 8,719,611 $ 0.7599 6,626 Series B redeemable convertible preferred stock 42,244,588 14,081,522 $ 10.1091 142,352 Series C redeemable convertible preferred stock 76,750,881 24,700,286 $ 16.9836 419,500 Series D redeemable convertible preferred stock 47,028,472 13,259,111 $ 22.3269 296,035 214,181,024 68,093,280 $ 901,098 |
Equity
Equity | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Equity | Equity Stock Option Plan In July 2014, the Company adopted the 2014 Stock Plan (the “2014 Plan”) for employees and non-employees pursuant to which the Board of Directors granted share-based awards, including stock options, to officers, employees, and non-employees. As of March 31, 2021, there were 2,376,979 shares of common stock available for grant, under the 2014 Plan. Virtually all stock options have ten-year terms and vest over four years, inclusive of a one-year cliff vesting period. Under the 2014 Stock Plan, as amended, employees, directors, and consultants of the Company are able to participate in the Company’s future performance through awards of nonqualified stock options, incentive stock options, and stock bonuses at the discretion of management and the Board of Directors. Incentive and non-statutory stock options may be granted with exercise prices not less than 100% of the estimated fair value of the common stock on the date of grant, as determined by the Board of Directors. Options granted to individuals owning over 10% of the total combined voting power of all classes of stock are exercisable up to five years from the date of grant. The exercise price of any option granted to a 10% stockholder may not be less than 110% of the estimated fair value of the common stock on the date of grant, as determined by the Board of Directors. Options granted under the 2014 Plan expire no later than ten years from the date of grant. Options granted under the 2014 Plan vest over periods determined by the Board of Directors, generally over periods of four years. The following table summarizes option activity under the 2014 Plan as of March 31, 2021: Number of Weighted Weighted Aggregate (in thousands) Outstanding - December 31, 2020 5,498,490 $6.65 7.75 $79,756 Options granted 1,694,043 $27.02 Options exercised (711,963) $4.48 Options cancelled (50,960) $13.92 Outstanding - March 31, 2021 6,429,610 $12.20 8.24 $110,640 Unvested - March 31, 2021 3,789,820 $17.10 9.34 $46,652 Exercisable - March 31, 2021 2,639,790 $5.16 6.67 $63,988 The weighted-average grant-date fair value of options granted during the three months ended March 31, 2021, and 2020, was $17.42 per share and $4.91 per share, respectively. During the three months ended March 31, 2021, and 2020, the aggregate intrinsic value of stock option awards exercised was $17.8 million and $0.2 million, determined at the date of option exercise. The aggregate intrinsic value was calculated as the difference between the exercise prices of the underlying stock option awards and the estimated fair value of the Company’s common stock on the date of exercise. Valuation of Stock Option Grants Stock-based compensation expense for stock options is estimated at the grant date based on the fair-value using the Black-Scholes option pricing model. The fair value of employee stock options is being amortized on a straight- line basis over the requisite service period of the awards. The fair value of employee stock options was estimated using the following assumptions: Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Expected dividend yield — % — % Risk-free interest rate 0.77% - 1.04% 0.68% - 1.41% Expected term (in years) 6.08 6.08 Expected volatility 73.43% - 74.67% 50.43% - 50.85% As of March 31, 2021, and 2020, the Company has employee stock-based compensation expense of $37.5 million and $8.6 million, respectively, related to unvested stock awards not yet recognized, which is expected to be recognized over an estimated weighted-average period of approximately 3.51 years and 2.70 years, respectively. Non-vested Stock As part of the acquisition of Radiant Genomics, Inc. ("Radiant") on December 29, 2017, the Company issued shares to the founders of Radiant. Half of the shares were subject to vesting based on the continued service of the founders with the Company post-acquisition over a four-year period. The shares are forfeited if the founders of Radiant do not complete the required service period and therefore represent compensation for post combination services. The following table summarizes activity of the non-vested stock with service-based vesting granted as part of the Radiant acquisition (in thousands, except share and per share amounts and term): Shares Weighted Average Weighted Average Aggregate Non-vested stock as of December 31, 2020 67,240 $4.95 1.0 $1,089 Granted — Vested (16,810) $4.95 Forfeited — Non-vested stock as of March 31, 2021 50,430 $4.95 0.75 $1,233 The total intrinsic value of non-vested stock that vested and were released in the periods ended March 31, 2021, and 2020 was $0.4 million and $0.1 million, respectively. The Company recorded $0.1 million of compensation costs related to non-vested stock units for the periods ended March 31, 2021, and 2020, respectively. As of March 31, 2021, and 2020, there was $0.2 million and $0.6 million, respectively, of total unrecognized compensation cost related to non-vested stock. These costs are expected to be recognized over a weighted average period of 0.75 years and 1.75 years for the periods ended March 31, 2021, and 2020, respectively. Compensation Expense Compensation expense related to stock-based awards was included in the following categories in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Loss in accordance with the accounting guidance for share-based payments for the periods ended March 31 (in thousands): 2021 2020 Cost of revenue $ 424 $ 271 Research and development 753 318 Sales and marketing 195 156 General and administrative 881 297 Total stock-based compensation $ 2,253 $ 1,042 Non-recourse Loans to Employees On October 5, 2017, the Company entered into promissory notes with two separate employees in the aggregate amount of $3.6 million. The notes bore interest at 3.0% per annum and were due on the earlier of October 18, 2027 or the date two weeks prior to the Company’s good faith estimate of the date of initial filing of a Form S-1 to sell shares of Company common stock in an initial public offering. Interest was payable annually in arrears and could be added to the principal amount at the borrower’s option. Both employees opted to add the interest in the aggregate amount of $0.1 million to be added to the principal for the interest payment due in October 2019 and October 2020, respectively. The outstanding principal and interest payment added to the principal were included in Additional Paid-In Capital on the Condensed Consolidated Balance Sheets. On March 5, 2021, the principal and all unpaid interest in an amount of $4.0 million were settled by the receipt of a $2.0 million payment and the return of 67,050 shares of common stock to the Company. The 67,050 shares of common stock were immediately retired upon return to the Company. Adoption of 2021 Incentive Award Plan In April 2021, the 2021 Incentive Award Plan (the "2021 Plan") became effective. The 2021 Plan serves as a successor to the 2014 Plan. The 2021 Plan permits the award of stock options, restricted stock awards, stock appreciation rights, restricted stock units, performance awards, cash awards and stock bonuses. The Company reserved 10,770,034 shares of common stock for issuance under the 2021 Plan, which includes the remaining reserved and unissued shares under the 2014 plan on the effective date of the 2021 Plan. The number of shares reserved for issuance under the 2021 Plan will increase automatically on January 1 of each calendar year continuing through the tenth calendar year during the term of the 2021 Plan by the number of shares equal to 5.0% of the total outstanding shares of our common stock as of the immediately preceding December 31 or such lesser number as determined by our Board of Directors. Adoption of 2021 Employee Stock Purchase Plan In April 2021, the 2021 Employee Stock Purchase Plan (the "2021 ESPP") was adopted. The 2021 ESPP was adopted in order to enable eligible employees to purchase shares of the Company’s common stock at a discount. Purchases will be accomplished through participation in discrete offering periods. The Company initially reserved 2,154,006 shares of common stock for issuance under the 2021 ESPP. The number of shares reserved for issuance under the 2021 ESPP will increase automatically on January 1 of each calendar year beginning after the first offering date and continuing through the first ten calendar years by the number of shares equal to 1.0% of the total outstanding shares of our common stock as of the immediately preceding December 31 or such lesser number as determined by our Board of Directors. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is determined by dividing net loss by the weighted-average shares outstanding for the period. The Company analyzes the potential dilutive effect of stock options, non-vested stock and warrants under the treasury stock method (as applicable), during periods of income, or during periods in which income is recognized related to changes in fair value of its liability-classified securities. The following table presents the calculation of basic and diluted net loss per share (in thousands, except share and per share data) applicable to common stockholders for the periods ended March 31: 2021 2020 Numerator: Net loss, basic $ (84,585) $ (65,340) Less: Gain on change in fair value of warrant liabilities 2,279 — Net loss, diluted $ (86,864) $ (65,340) Denominator: Weighted-average shares used in calculating net loss per share, basic 12,996,344 11,322,626 Effect of dilutive securities: Warrants to purchase Series C convertible preferred stock 344,113 — Weighted-average shares used in calculating net loss per share, diluted 13,340,457 11,322,626 Net loss per share, basic $ (6.51) $ (5.77) Net loss per share, diluted $ (6.51) $ (5.77) The following potentially dilutive shares as of the periods ended March 31, 2021, and 2020, were excluded from the calculation of diluted net loss per share applicable to common stockholders because their effect would have been anti-dilutive for the periods presented: 2021 2020 Shares issuable under convertible preferred stock 68,115,459 54,856,348 Warrants to purchase Series C convertible preferred stock — 883,332 Options to purchase common stock 6,429,610 5,199,789 Non-vested stock 50,430 117,670 Warrants to purchase common stock 242,322 242,322 Total 74,837,821 61,299,461 |
Revenue, Credit Concentrations
Revenue, Credit Concentrations and Geographic Information | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, Credit Concentrations and Geographic Information | Revenue, Credit Concentrations and Geographic Information The Company has primarily earned revenue by engaging in R&D service contracts to help its customers improve the economics of their bio-based products. The Company also earns revenue through collaborative arrangements with partners to develop novel materials to be commercialized by the collaborative partner and the Company. The Company’s R&D service contracts generally consist of fixed-fee multi-phase research terms with concurrent value-share and/or performance bonus payments based on developing an improved microbial strain. The research term of the contracts typically spans several quarters and the contract term for revenue recognition purposes is determined based on the customer’s rights to terminate the contract for convenience. Other payment types, typically consisting of performance bonuses or value share payments, are constrained until those payments become probable or are earned. For the period ended March 31, 2021, the Company recognized $0.3 million in performance bonuses. For the period ended March 31, 2020, performance bonuses the Company recognized were insignificant. For the periods ended March 31, 2021, and 2020, the Company has not recognized any royalty or value share payments. When acceptance clauses are present in an agreement, the Company recognizes the R&D service revenue at a point in time when the R&D services provided have been accepted by the customer and the Company has a present right for payment and no refunds are permitted. The Company has recognized $0.8 million of revenue at a point in time due to customer acceptance clauses for the period ended March 31, 2021. For the period ended March 31, 2020, revenue recognized at a point in time due to customer acceptance clauses were insignificant. The following table represents changes in the balances of our contract assets and liabilities during the periods ended March 31, 2021, and 2020 (in thousands): December 31, 2020 Additions Deletions March 31, 2021 Contract liabilities: Deferred revenue $ 3,014 $ 1,256 $ (1,604) $ 2,666 December 31, 2019 Additions Deletions March 31, 2020 Contract liabilities: Deferred revenue $ 1,760 $ 2,228 $ (1,640) $ 2,348 Additions to contract liabilities during the period ended March 31, 2020 include $0.6 million of deferred revenue through the acquisition of enEvolv Inc. (Note 3). Long-term deferred revenue is included in Other long-term liabilities on the Condensed Consolidated Balance Sheets. Transaction price allocated to the remaining performance obligation represents contracted revenue that has not yet been recognized, which includes unearned revenue and unbilled amounts that will be recognized as revenue in future periods. Remaining performance obligations consisted of the following (in thousands): Current Noncurrent Total As of March 31, 2021 $ 4,311 $ 2,513 $ 6,824 The Company’s noncurrent remaining performance obligation is expected to be recognized in the next one Customers representing 10% or greater of revenue were as follows for the periods ended March 31: 2021 2020 Customer A 30 % 52 % Customer B 18 % — % Customer C 16 % 20 % Customer D 11 % 14 % Customers representing 10% or greater of billed accounts receivable were as follows as of March 31, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Customer A 37 % 37 % Customer D 25 % 23 % Customer E 24 % 23 % Customer F 12 % — % Customer G — % 17 % The Company's revenues by geographic region are presented in the table below for the periods ended March 31 (in thousands): 2021 2020 United States of America $ 1,232 $ 1,111 Asia 1,421 1,338 Europe 1,082 505 Total revenue $ 3,735 $ 2,954 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesOperating Lease Commitments The Company leases certain facilities and recognizes rent expense on a straight-line basis, net of sublease income, over the non-cancellable lease term and records the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. Rent expense under operating leases was $6.3 million and $3.7 million for the periods ended March 31, 2021 and 2020, respectively. On February 3, 2021, the Company entered into an operating lease agreement to rent 27,185 square feet of office and laboratory space with rent payments starting at the commencement date of February 24, 2021. The lease agreement terminates on August 31, 2022 and the Company will be paying up approximately $1.7 million for base rent. In accordance with the agreement, the Company entered into a letter of credit in the amount of $0.2 million, naming the Company's landlord as beneficiary. On February 19, 2021, the Company entered into an amendment to an existing lease to extend the premises leased for an additional 9,337 square feet. The lease expiry date of the original premises was also extended to January 31, 2033, which coincides with the lease expiry date of the additional premises. The Company will pay approximately $5.9 million of additional rent for the extended premises and up to an additional $19.1 million of base rent for the extended term of the previously occupied premises over the new lease term. The Company was also required to increase its letter of credit amount by $1.0 million. Total future minimum rental commitments under long-term leases, net of sublease income, with an initial term of more than one year are estimated as follows (in thousands): Remainder of 2021 $ 12,750 2022 27,239 2023 34,003 2024 33,431 2025 33,844 Thereafter 240,810 $ 382,077 Contingencies The Company is subject to various litigation and arbitration claims that arise in the ordinary course of business, including but not limited to those related to employee matters. While it is the opinion of management, after consultation with legal counsel, that the ultimate liability with respect to these actions will not materially affect the Company’s financial position or results of operations, it is not reasonably possible to estimate any potential losses. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In addition to the completion of the IPO, Reverse Split, and the adoption of the 2021 Plan and 2021 ESPP, which have been disclosed in the footnotes above, the following events have occurred subsequent to March 31, 2021. • In April 2021, the Company granted options to purchase 2,099,999 shares of common stock to the Company's founders, effective as of the closing of the IPO and adoption of the 2021 Plan, with an exercise price equal to the initial public offering price. The options are divided into five tranches with each tranche vesting when specific market capitalization and minimum price per share milestones are met. • On April 1, 2021, the holders of the Company's Series C Preferred Stock Warrants elected to exercise their warrants. The exercise was conditioned upon the consummation of a public offering of the Company's common stock on or prior to June 30, 2021. The exercise became effective with the Company's IPO on April 21, 2021, with aggregate exercise proceeds of $15.0 million. • On April 28, 2021, all warrants to purchase the Company's common stock, issued in connection with the Company's prior loan agreement, were exercised at the option of the holder. An aggregate of 226,880 shares were issued in connection with the cashless exercise. • On May 16, 2021, the Company completed an acquisition of 100% of the equity of Lodo Therapeutics, Inc., which uses its proprietary bacterial metagenomics discovery platform to develop novel therapeutics from nature. The purchase price for the acquisition was primarily comprised of non-cash consideration of approximately 800,000 shares and 100,000 restricted stock units of the Company’s common stock. As of the date these financial statements are issued, the Company has not yet finalized the accounting for the business |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2020 has been derived from audited financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of our financial information. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any other interim period or for any other future year. The accompanying unaudited Condensed Consolidated Financial Statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020 included in our Prospectus. |
Principles of Consolidation | Principles of Consolidation These Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on December 31. References to fiscal 2021, for example, refer to the fiscal year ended December 31, 2021. The period end for the Company covered by this report is March 31, 2021. |
Use of Estimates | Use of Estimates The presentation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. These estimates include, but are not limited to, standalone selling price ("SSP") of performance obligations for contracts with multiple performance obligations, estimate of variable consideration from revenue contracts, the average period of benefit associated with costs capitalized to obtain revenue contracts, useful life of property and equipment, allowance for doubtful accounts, net realizable value of inventories, the valuation of goodwill and intangible assets, the valuation of common and preferred stock used in the valuation of options to purchase common stock and warrants to purchase common stock or preferred stock and the settlement of certain vendor costs in preferred stock. Actual results could differ from those estimates. |
Segment Information | Segment Information Operating segments are identified as components of an enterprise about which discrete financial information is available for evaluation by the chief operating decision-maker (“CODM”) in deciding resource allocation and assessing performance. The Company’s Chief Executive Officer is its CODM. The Company’s CODM reviews financial information presented on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. Consequently, the Company has determined it operates and manages its business in one operating and one reportable segment. |
Foreign Currency | Foreign Currency For the Company and its subsidiaries, the functional currency has been determined to be the U.S. Dollar (USD). Assets and liabilities denominated in foreign currency are remeasured at period-end exchange rates for monetary assets. Non-monetary assets and liabilities denominated in foreign currencies are remeasured at historical rates. Foreign currency transaction gains and losses resulting from remeasurement are recognized in Other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Loss. |
Accounting Pronouncements Adopted and Recent Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Adopted In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , an amendment to the accounting guidance on cloud computing service arrangements that changes the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. The update aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance also requires an entity to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. This guidance is effective for the Company for fiscal years beginning after December 15, 2020, and interim periods within annual periods beginning after December 14, 2021. The Company adopted the new standard effective January 1, 2021 using a prospective transition method. The adoptions did not have a material impact on the Condensed Consolidated Financial Statements. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808) , which discusses the interaction between Topic 808, Collaborative Arrangements and Topic 606, Revenue from Contracts with Customers, including clarification around certain transactions between collaborative arrangement participants, adding unit-of-account guidance to Topic 808 and require that transactions in a collaborative arrangement where the participant is not a customer not be presented together with revenue recognized under Topic 606. This standard is effective for the Company for annual periods beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted but an entity may not adopt the amendments earlier than its adoption date of Topic 606. The Company adopted the new standard effective January 1, 2021 using a retrospective transition method. The adoptions did not have a material impact on the Condensed Consolidated Financial Statements. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , (“ASU 2016-02”). Under ASU 2016-02, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. ASU 2016-02 will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The Company is required to adopt the new standard for 2022 and is currently evaluating the effect that Topic 842 will have on its financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Credit losses (Topic 326) , subsequently amended by ASU 2019- 10, which sets forth a “current expected credit loss” model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. The standard will become effective for the Company for fiscal years beginning after December 15, 2022. Early adoption is permitted. The Company is currently evaluating the impact the adoption of this standard will have on its financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and clarifies and amends existing guidance to improve consistent application. This pronouncement is effective for the Company for fiscal years beginning after December 15, 2021, and for interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company is evaluating the effect of adopting this new accounting guidance but does not expect adoption will have a material impact on its financial statements and related disclosures. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The amendments of ASU 2020-04 are effective for all entities as of March 12, 2020 through December 31, 2022 and do not apply to contract modifications made after December 31, 2022. The Company is evaluating the effect of this guidance and has not yet determined the impact to its financial statements and related disclosures In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40):Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This standard amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity’s own equity and improves and amends the related earnings per share EPS guidance for both subtopics. This standard will be effective for annual reporting periods beginning after December 15, 2023 and interim periods within those annual periods, and early adoption is permitted in annual reporting periods ending after December 15, 2020. The Company is currently evaluating the impact of this standard on the Company’s financial statements and related disclosures, but does not expect the adoption of ASU 2020-06 to be material. |
Business Combination (Tables)
Business Combination (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Allocation of Purchase Consideration, Including Non-Cash Consideration | The following table represents the allocation of the purchase consideration, including the non-cash consideration, based on fair value (in thousands): Cash and cash equivalents $ 141 Accounts receivable 589 Other current assets 195 Property, plant and equipment 292 Other non-current assets 150 Developed technology 2,600 Customer relationship intangible asset 600 Total identifiable assets acquired $ 4,567 Accounts payable and accrued expenses $ 1,021 Other current liabilities 653 Deferred tax liability 107 Total liabilities assumed $ 1,781 Net identifiable assets acquired $ 2,786 Goodwill 7,871 Net assets acquired $ 10,657 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Finite-Lived Intangible Assets | The following table summarizes the net book value of the finite-lived intangible assets as of March 31, 2021 and December 31, 2020 (in thousands): Cost Accumulated Intangible Assets, Net March 31, December 31, March 31, December 31, March 31, December 31, Developed technology $ 6,900 $ 6,900 $ (2,732) $ (2,460) $ 4,168 $ 4,440 Customer relationships 980 980 (705) (630) 275 350 Net carrying value $ 7,880 $ 7,880 $ (3,437) $ (3,090) $ 4,443 $ 4,790 |
Fair Value Measurements of Fi_2
Fair Value Measurements of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | As of March 31, 2021 and December 31, 2020, the Company’s financial assets and financial liabilities measured at fair value on a recurring basis were classified within the fair value hierarchy as follows (in thousands): Level 1 Level 2 Level 3 Balance as of March 31, 2021 Financial Assets Cash equivalents $ 107,032 $ — $ — $ 107,032 Total financial assets $ 107,032 $ — $ — $ 107,032 Financial Liabilities Warrant derivative liability $ — $ — $ 11,952 $ 11,952 Total financial liabilities $ — $ — $ 11,952 $ 11,952 Level 1 Level 2 Level 3 Balance as of December 31, 2020 Financial Assets Cash equivalents $ 205,873 $ — $ — $ 205,873 Total financial assets $ 205,873 $ — $ — $ 205,873 Financial Liabilities Warrant derivative liability $ — $ — $ 14,231 $ 14,231 Total financial liabilities $ — $ — $ 14,231 $ 14,231 |
Reconciliation of Fair Value Liabilities Measured on Recurring Basis | The following table provides a reconciliation of the beginning and ending balances for the warrant derivative liability measured at fair value using significant unobservable inputs (Level 3) (in thousands): Balance at January 1, 2021 $ 14,231 Change in fair value (2,279) Balance at March 31, 2021 $ 11,952 |
Fair Value Measurement Inputs and Valuation Techniques | The weighted average BSM model's inputs reflect assumptions that a market participant would use in pricing the instrument in a current period transaction and included the following as of March 31, 2021 and December 31, 2020: March 31, December 31, Value per Series C Preferred share (fully-diluted) $ 31.29 $ 35.46 Exercise price $ 16.98 $ 16.98 Expected volatility 82.0 % 77.0 % Risk-free rate 0.01 % 0.79 % Time to liquidity (years) 0.04 8.97 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property, Plant and Equipment | Property and equipment consist of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, Machinery and equipment $ 57,853 $ 54,999 Leasehold improvements 26,763 24,192 Furniture and office equipment 2,737 2,743 Computers and software 2,693 2,677 90,046 84,611 Less accumulated depreciation and amortization (52,000) (47,977) 38,046 36,634 Construction in progress 17,416 12,084 Total property and equipment, net $ 55,462 $ 48,718 |
Schedule of Accrued Liabilities | Accrued and other current liabilities consist of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, Accrued compensation cost $ 7,975 $ 15,211 Other accrued operating expenses 9,087 9,616 Accrued offering costs 2,790 — Accrued legal service fees 1,009 1,105 Accrued interest — 842 Accrued tax liabilities 81 114 Accrued and other current liabilities $ 20,942 $ 26,888 |
Term Loans (Tables)
Term Loans (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt, Net | The debt consists of the following as of March 31, 2021 and December 31, 2020 (in thousands): March 31, December 31, Senior secured delayed draw term loan facility bearing interest equal to 11.5% as of March 31, 2021 and December 31, 2020; final maturity December 19, 2024 $ 85,000 $ 85,000 Unamortized discount and offering cost (5,385) (5,669) Senior secured delayed draw term loan facility, net 79,615 79,331 Less current portion — 79,331 Long-term debt, net $ 79,615 $ — |
Interest Expense | Interest expense on the Company’s term loan consisted of the following (in thousands): Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Coupon interest $ 2,444 $ 2,471 Amortization of debt discount and offering costs 283 213 Total interest expense on term loan $ 2,727 $ 2,684 |
Common Stock Warrants Outstanding | As of March 31, 2021, the following common stock warrants were outstanding: Number of Warrants as of March 31, 2021 Exercise Expiry Date Weighted Average Remaining 25,000 $0.35 November 17, 2024 3.63 90,000 $1.70 August 5, 2025 4.35 90,146 $4.47 November 14, 2027 6.63 37,176 $4.95 April 30, 2028 7.09 242,322 5.54 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
Convertible Preferred Stock | As of March 31, 2021 and December 31, 2020, the Company's convertible preferred stock consisted of the following: Authorized and Designated Outstanding Liquidation Preference (per share) Liquidation Preference (in thousands) Series A redeemable convertible preferred stock 21,998,250 7,332,750 $ 4.9893 $ 36,585 Series A-1 redeemable convertible preferred stock 26,158,833 8,719,611 $ 0.7599 6,626 Series B redeemable convertible preferred stock 42,244,588 14,081,522 $ 10.1091 142,352 Series C redeemable convertible preferred stock 76,750,881 24,700,286 $ 16.9836 419,500 Series D redeemable convertible preferred stock 47,028,472 13,259,111 $ 22.3269 296,035 214,181,024 68,093,280 $ 901,098 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Payment Arrangement, Option Activity | The following table summarizes option activity under the 2014 Plan as of March 31, 2021: Number of Weighted Weighted Aggregate (in thousands) Outstanding - December 31, 2020 5,498,490 $6.65 7.75 $79,756 Options granted 1,694,043 $27.02 Options exercised (711,963) $4.48 Options cancelled (50,960) $13.92 Outstanding - March 31, 2021 6,429,610 $12.20 8.24 $110,640 Unvested - March 31, 2021 3,789,820 $17.10 9.34 $46,652 Exercisable - March 31, 2021 2,639,790 $5.16 6.67 $63,988 |
Valuation Assumptions for Fair Value of Employee Stock Options | The fair value of employee stock options was estimated using the following assumptions: Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Expected dividend yield — % — % Risk-free interest rate 0.77% - 1.04% 0.68% - 1.41% Expected term (in years) 6.08 6.08 Expected volatility 73.43% - 74.67% 50.43% - 50.85% |
Non-Vested Stock Activity Granted as part of Radiant Acquisition | The following table summarizes activity of the non-vested stock with service-based vesting granted as part of the Radiant acquisition (in thousands, except share and per share amounts and term): Shares Weighted Average Weighted Average Aggregate Non-vested stock as of December 31, 2020 67,240 $4.95 1.0 $1,089 Granted — Vested (16,810) $4.95 Forfeited — Non-vested stock as of March 31, 2021 50,430 $4.95 0.75 $1,233 |
Compensation Expense Related to Stock-Based Awards Included in Categories of Statement of Operations | Compensation expense related to stock-based awards was included in the following categories in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Loss in accordance with the accounting guidance for share-based payments for the periods ended March 31 (in thousands): 2021 2020 Cost of revenue $ 424 $ 271 Research and development 753 318 Sales and marketing 195 156 General and administrative 881 297 Total stock-based compensation $ 2,253 $ 1,042 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Basic and Diluted | The following table presents the calculation of basic and diluted net loss per share (in thousands, except share and per share data) applicable to common stockholders for the periods ended March 31: 2021 2020 Numerator: Net loss, basic $ (84,585) $ (65,340) Less: Gain on change in fair value of warrant liabilities 2,279 — Net loss, diluted $ (86,864) $ (65,340) Denominator: Weighted-average shares used in calculating net loss per share, basic 12,996,344 11,322,626 Effect of dilutive securities: Warrants to purchase Series C convertible preferred stock 344,113 — Weighted-average shares used in calculating net loss per share, diluted 13,340,457 11,322,626 Net loss per share, basic $ (6.51) $ (5.77) Net loss per share, diluted $ (6.51) $ (5.77) |
Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive shares as of the periods ended March 31, 2021, and 2020, were excluded from the calculation of diluted net loss per share applicable to common stockholders because their effect would have been anti-dilutive for the periods presented: 2021 2020 Shares issuable under convertible preferred stock 68,115,459 54,856,348 Warrants to purchase Series C convertible preferred stock — 883,332 Options to purchase common stock 6,429,610 5,199,789 Non-vested stock 50,430 117,670 Warrants to purchase common stock 242,322 242,322 Total 74,837,821 61,299,461 |
Revenue, Credit Concentration_2
Revenue, Credit Concentrations and Geographic Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Changes in the Balances of Contract Assets and Liabilities | The following table represents changes in the balances of our contract assets and liabilities during the periods ended March 31, 2021, and 2020 (in thousands): December 31, 2020 Additions Deletions March 31, 2021 Contract liabilities: Deferred revenue $ 3,014 $ 1,256 $ (1,604) $ 2,666 December 31, 2019 Additions Deletions March 31, 2020 Contract liabilities: Deferred revenue $ 1,760 $ 2,228 $ (1,640) $ 2,348 |
Revenue, Remaining Performance Obligation | Remaining performance obligations consisted of the following (in thousands): Current Noncurrent Total As of March 31, 2021 $ 4,311 $ 2,513 $ 6,824 |
Concentration of Risk, by Risk Factor | Customers representing 10% or greater of revenue were as follows for the periods ended March 31: 2021 2020 Customer A 30 % 52 % Customer B 18 % — % Customer C 16 % 20 % Customer D 11 % 14 % Customers representing 10% or greater of billed accounts receivable were as follows as of March 31, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Customer A 37 % 37 % Customer D 25 % 23 % Customer E 24 % 23 % Customer F 12 % — % Customer G — % 17 % |
Revenue, Geographic Region | The Company's revenues by geographic region are presented in the table below for the periods ended March 31 (in thousands): 2021 2020 United States of America $ 1,232 $ 1,111 Asia 1,421 1,338 Europe 1,082 505 Total revenue $ 3,735 $ 2,954 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Rental Commitments Under Long-Term Leases | Total future minimum rental commitments under long-term leases, net of sublease income, with an initial term of more than one year are estimated as follows (in thousands): Remainder of 2021 $ 12,750 2022 27,239 2023 34,003 2024 33,431 2025 33,844 Thereafter 240,810 $ 382,077 |
Nature of Operations (Details)
Nature of Operations (Details) $ / shares in Units, $ in Thousands | Apr. 26, 2021USD ($)$ / sharesshares | Apr. 30, 2021 | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | [1] | Mar. 31, 2020USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||||
Unrestricted cash and cash equivalents | $ | $ 121,035 | $ 210,205 | $ 78,899 | |||
Cumulative net losses | $ | $ 858,325 | $ 773,740 | ||||
Subsequent Event | Convertible Preferred Stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Conversion of stock (in shares) | 68,115,459 | |||||
Stock split ratio | 0.3333 | |||||
Subsequent Event | Common Stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Stock split ratio | 0.3333 | |||||
Subsequent Event | Warrants To Purchase Temporary Equity | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Conversion of stock (in shares) | 883,332 | |||||
Initial Public Offering, Including Over-Allotment Option | Subsequent Event | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares sold in initial stock offering | 18,549,500 | |||||
Initial stock offering price (in dollars per share) | $ / shares | $ 31 | |||||
Aggregate net proceeds from initial stock offering | $ | $ 530,100 | |||||
IPO | Subsequent Event | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares sold in initial stock offering | 16,130,000 | |||||
Over-Allotment Option | Subsequent Event | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares sold in initial stock offering | 2,419,500 | |||||
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | |
Accounting Policies [Abstract] | ||
Number of operating segments | 1 | |
Number of reportable segments | 1 | |
Employer payroll tax payments deferred, CARES Act | $ | $ 3.7 | $ 3.7 |
Business Combination - Narrativ
Business Combination - Narrative (Details) - USD ($) $ in Thousands | Mar. 10, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | [1] |
Business Acquisition [Line Items] | ||||
Goodwill | $ 11,604 | $ 11,604 | ||
enEvolv, Inc. | ||||
Business Acquisition [Line Items] | ||||
Prepaid services | $ 200 | |||
enEvolv, Inc. | ||||
Business Acquisition [Line Items] | ||||
Percentage of business acquired | 100.00% | |||
Purchase price for business combination | $ 10,700 | |||
Non-cash consideration transferred for business combination | $ 10,600 | |||
Non-cash consideration transferred for business combination (in shares) | 1,082,747 | |||
Goodwill | $ 7,871 | |||
Business combination related costs | 400 | |||
enEvolv, Inc. | Developed technology | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | $ 2,600 | |||
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Business Combination - Allocati
Business Combination - Allocation of Purchase Consideration, Including Non-Cash Consideration (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | [1] | Mar. 10, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 11,604 | $ 11,604 | ||
enEvolv, Inc. | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 141 | |||
Accounts receivable | 589 | |||
Other current assets | 195 | |||
Property, plant and equipment | 292 | |||
Other non-current assets | 150 | |||
Total identifiable assets acquired | 4,567 | |||
Accounts payable and accrued expenses | 1,021 | |||
Other current liabilities | 653 | |||
Deferred tax liability | 107 | |||
Total liabilities assumed | 1,781 | |||
Net identifiable assets acquired | 2,786 | |||
Goodwill | 7,871 | |||
Net assets acquired | 10,657 | |||
enEvolv, Inc. | Developed technology | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | 2,600 | |||
enEvolv, Inc. | Customer relationship intangible asset | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | $ 600 | |||
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Cost | $ 7,880 | $ 7,880 | |
Accumulated Amortization | (3,437) | (3,090) | |
Intangible Assets, Net | 4,443 | 4,790 | [1] |
Developed technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 6,900 | 6,900 | |
Accumulated Amortization | (2,732) | (2,460) | |
Intangible Assets, Net | 4,168 | 4,440 | |
Customer relationship intangible asset | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 980 | 980 | |
Accumulated Amortization | (705) | (630) | |
Intangible Assets, Net | $ 275 | $ 350 | |
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Fair Value Measurements of Fi_3
Fair Value Measurements of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
Financial Liabilities | |||
Warrant derivative liability | $ 11,952 | $ 14,231 | [1] |
Recurring | |||
Financial Assets | |||
Cash equivalents | 107,032 | 205,873 | |
Total financial assets | 107,032 | 205,873 | |
Financial Liabilities | |||
Warrant derivative liability | 11,952 | 14,231 | |
Total financial liabilities | 11,952 | 14,231 | |
Recurring | Level 1 | |||
Financial Assets | |||
Cash equivalents | 107,032 | 205,873 | |
Total financial assets | 107,032 | 205,873 | |
Financial Liabilities | |||
Warrant derivative liability | 0 | 0 | |
Total financial liabilities | 0 | 0 | |
Recurring | Level 2 | |||
Financial Assets | |||
Cash equivalents | 0 | 0 | |
Total financial assets | 0 | 0 | |
Financial Liabilities | |||
Warrant derivative liability | 0 | 0 | |
Total financial liabilities | 0 | 0 | |
Recurring | Level 3 | |||
Financial Assets | |||
Cash equivalents | 0 | 0 | |
Total financial assets | 0 | 0 | |
Financial Liabilities | |||
Warrant derivative liability | 11,952 | 14,231 | |
Total financial liabilities | $ 11,952 | $ 14,231 | |
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Fair Value Measurements of Fi_4
Fair Value Measurements of Financial Instruments - Reconciliation of Fair Value Liabilities Measured on Recurring Basis (Details) - Warrant $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 14,231 |
Change in fair value | (2,279) |
Ending balance | $ 11,952 |
Fair Value Measurements of Fi_5
Fair Value Measurements of Financial Instruments - Fair Value Measurement Inputs and Valuation Techniques (Details) - Level 3 - Valuation Technique, Option Pricing Model | Mar. 31, 2021$ / shares | Dec. 31, 2020$ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Time to liquidity (years) | 14 days | 8 years 11 months 19 days |
Value per Series C Preferred share (fully-diluted) (in dollars per share) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants, measurement input | 31.29 | 35.46 |
Exercise price (in dollars per share) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants, measurement input | 16.98 | 16.98 |
Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants, measurement input | 0.820 | 0.770 |
Risk-free rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants, measurement input | 0.0001 | 0.0079 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | ||
Property, Plant and Equipment [Line Items] | ||||
Less accumulated depreciation and amortization | $ (52,000) | $ (47,977) | ||
Total property and equipment, net | 55,462 | 48,718 | [1] | |
Depreciation | 4,100 | $ 4,300 | ||
Depreciable property, plant and equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | 90,046 | 84,611 | ||
Total property and equipment, net | 38,046 | 36,634 | ||
Machinery and equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | 57,853 | 54,999 | ||
Leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | 26,763 | 24,192 | ||
Furniture and office equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | 2,737 | 2,743 | ||
Computers and software | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | 2,693 | 2,677 | ||
Construction in progress | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | $ 17,416 | $ 12,084 | ||
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accrued compensation cost | $ 7,975 | $ 15,211 | |
Other accrued operating expenses | 9,087 | 9,616 | |
Accrued offering costs | 2,790 | 0 | |
Accrued legal service fees | 1,009 | 1,105 | |
Accrued interest | 0 | 842 | |
Accrued tax liabilities | 81 | 114 | |
Accrued and other current liabilities | $ 20,942 | $ 26,888 | [1] |
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Term Loans - Long-Term Debt, Ne
Term Loans - Long-Term Debt, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||
Less current portion | $ 0 | $ 79,331 | [1] |
Long-term debt, net | 79,615 | 0 | [1] |
2019 Loan Facility | Secured Debt | |||
Debt Instrument [Line Items] | |||
Senior secured delayed draw term loan facility bearing interest equal to 11.5% as of March 31, 2021 and December 31, 2020; final maturity December 19, 2024 | 85,000 | 85,000 | |
Unamortized discount and offering cost | (5,385) | (5,669) | |
Senior secured delayed draw term loan facility, net | $ 79,615 | $ 79,331 | |
Interest rate | 11.50% | 11.50% | |
[1] | The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date. |
Term Loans - Interest Expense (
Term Loans - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Coupon interest | $ 2,444 | $ 2,471 |
Amortization of debt discount and offering costs | 283 | 213 |
Total interest expense on term loan | $ 2,727 | $ 2,684 |
Term Loans - Common Stock Warra
Term Loans - Common Stock Warrants Outstanding (Details) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Common Stock Warrant | |
Class of Warrant or Right [Line Items] | |
Number of warrants, at period end (in shares) | 242,322 |
Weighted Average Remaining Contractual Life | 5 years 6 months 14 days |
Common Stock Warrant, Expiry Date, November 2024 | |
Class of Warrant or Right [Line Items] | |
Number of warrants, at period end (in shares) | 25,000 |
Exercise price (in dollars per share) | $ / shares | $ 0.35 |
Weighted Average Remaining Contractual Life | 3 years 7 months 17 days |
Common Stock Warrant, Expiry Date, August 2025 | |
Class of Warrant or Right [Line Items] | |
Number of warrants, at period end (in shares) | 90,000 |
Exercise price (in dollars per share) | $ / shares | $ 1.70 |
Weighted Average Remaining Contractual Life | 4 years 4 months 6 days |
Common Stock Warrant, Expiry Date, November 2027 | |
Class of Warrant or Right [Line Items] | |
Number of warrants, at period end (in shares) | 90,146 |
Exercise price (in dollars per share) | $ / shares | $ 4.47 |
Weighted Average Remaining Contractual Life | 6 years 7 months 17 days |
Common Stock Warrant, Expiry Date, April 2028 | |
Class of Warrant or Right [Line Items] | |
Number of warrants, at period end (in shares) | 37,176 |
Exercise price (in dollars per share) | $ / shares | $ 4.95 |
Weighted Average Remaining Contractual Life | 7 years 1 month 2 days |
Term Loans - Narrative (Details
Term Loans - Narrative (Details) | Mar. 31, 2021shares |
2019 Warrants | |
Class of Warrant or Right [Line Items] | |
Warrants outstanding (in shares) | 883,332 |
Convertible Preferred Stock (De
Convertible Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Temporary Equity [Line Items] | ||||
Authorized and Designated | 214,181,024 | 214,181,024 | ||
Outstanding | 68,093,280 | 68,093,280 | 54,834,169 | 54,834,169 |
Liquidation Preference (in dollars) | $ 901,098 | $ 901,098 | ||
Series A redeemable convertible preferred stock | ||||
Temporary Equity [Line Items] | ||||
Authorized and Designated | 21,998,250 | 21,998,250 | ||
Outstanding | 7,332,750 | 7,332,750 | ||
Liquidation Preference (in dollars per share) | $ 4.9893 | $ 4.9893 | ||
Liquidation Preference (in dollars) | $ 36,585 | $ 36,585 | ||
Series A-1 redeemable convertible preferred stock | ||||
Temporary Equity [Line Items] | ||||
Authorized and Designated | 26,158,833 | 26,158,833 | ||
Outstanding | 8,719,611 | 8,719,611 | ||
Liquidation Preference (in dollars per share) | $ 0.7599 | $ 0.7599 | ||
Liquidation Preference (in dollars) | $ 6,626 | $ 6,626 | ||
Series B redeemable convertible preferred stock | ||||
Temporary Equity [Line Items] | ||||
Authorized and Designated | 42,244,588 | 42,244,588 | ||
Outstanding | 14,081,522 | 14,081,522 | ||
Liquidation Preference (in dollars per share) | $ 10.1091 | $ 10.1091 | ||
Liquidation Preference (in dollars) | $ 142,352 | $ 142,352 | ||
Series C redeemable convertible preferred stock | ||||
Temporary Equity [Line Items] | ||||
Authorized and Designated | 76,750,881 | 76,750,881 | ||
Outstanding | 24,700,286 | 24,700,286 | ||
Liquidation Preference (in dollars per share) | $ 16.9836 | $ 16.9836 | ||
Liquidation Preference (in dollars) | $ 419,500 | $ 419,500 | ||
Series D redeemable convertible preferred stock | ||||
Temporary Equity [Line Items] | ||||
Authorized and Designated | 47,028,472 | 47,028,472 | ||
Outstanding | 13,259,111 | 13,259,111 | ||
Liquidation Preference (in dollars per share) | $ 22.3269 | $ 22.3269 | ||
Liquidation Preference (in dollars) | $ 296,035 | $ 296,035 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 05, 2021 | Oct. 05, 2017 | Apr. 30, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2021 | Mar. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized stock-based compensation expense, options | $ 37,500 | $ 8,600 | |||||
Stock-based compensation | 2,253 | 1,042 | |||||
Proceeds from repayment of non-recourse loan to employee | $ 1,946 | $ 0 | |||||
Affiliated Entity | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Non-recourse loans to employees | $ 4,000 | $ 3,600 | |||||
Non-recourse loans to employees interest rate | 3.00% | ||||||
Related party interest income | $ 100 | $ 100 | |||||
Proceeds from repayment of non-recourse loan to employee | $ 2,000 | ||||||
Settlement of non-recourse loan to employees (in shares) | 67,050 | ||||||
Share-based Payment Arrangement, Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized stock-based compensation expense, weighted average period of recognition | 3 years 6 months 3 days | 2 years 8 months 12 days | |||||
Non-vested stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 4 years | ||||||
Unrecognized stock-based compensation expense, weighted average period of recognition | 9 months | 1 year 9 months | |||||
Awards subject to vesting | 50.00% | ||||||
Total intrinsic value of non-vested stock that vested | $ 400 | $ 100 | |||||
Stock-based compensation | 100 | 100 | |||||
Unrecognized stock-based compensation expense, excluding option | $ 200 | $ 600 | |||||
2014 Stock Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for grant | 2,376,979 | ||||||
Award contractual term | 10 years | ||||||
Award vesting period | 4 years | ||||||
2014 Stock Plan | Share-based Payment Arrangement, Tranche One | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 1 year | ||||||
2014 Stock Plan, Amended | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award contractual term | 10 years | ||||||
Award vesting period | 4 years | ||||||
Weighted average grant date fair value of options granted (in dollars per share) | $ 17.42 | $ 4.91 | |||||
Total intrinsic value of options exercised | $ 17,800 | $ 200 | |||||
2014 Stock Plan, Amended | Individuals With Voting Interest Over Threshold | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grant exercise price, percentage of estimated fair value of common stock on date of grant (not less than) | 110.00% | ||||||
Combined voting power on all classes of stock threshold | 10.00% | ||||||
Award exercise period | 5 years | ||||||
2014 Stock Plan, Amended | Individuals With Voting Interest At Threshold Or Less | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grant exercise price, percentage of estimated fair value of common stock on date of grant (not less than) | 100.00% | ||||||
2021 Incentive Award Plan | Subsequent Event | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock reserved for issuance (in shares) | 10,770,034 | ||||||
Common stock reserved for issuance, annual increase through tenth calendar year | 5.00% | ||||||
2021 Employee Stock Purchase Plan | Subsequent Event | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock reserved for issuance (in shares) | 2,154,006 | ||||||
Common stock reserved for issuance, annual increase through tenth calendar year | 1.00% |
Equity - Option Activity (Detai
Equity - Option Activity (Details) - 2014 Stock Plan, Amended - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Number of Shares Available for Grant | ||
Beginning balance, outstanding (in shares) | 5,498,490 | |
Options granted (in shares) | 1,694,043 | |
Options exercised (in shares) | (711,963) | |
Options cancelled (in shares) | (50,960) | |
Ending balance, outstanding (in shares) | 6,429,610 | 5,498,490 |
Unvested, at end period (in shares) | 3,789,820 | |
Exercisable, at end of period (in shares) | 2,639,790 | |
Weighted Average Exercise Price | ||
Beginning balance, outstanding (in dollars per share) | $ 6.65 | |
Options granted (in dollars per share) | 27.02 | |
Options exercised (in dollars per share) | 4.48 | |
Options cancelled (in dollars per share) | 13.92 | |
Ending balance, outstanding (in dollars per share) | 12.20 | $ 6.65 |
Weighted average exercise price, unvested at period end (in dollars per share) | 17.10 | |
Weighted average exercise price, exercisable at period end (in dollars per share) | $ 5.16 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Weighted average remaining contractual life, outstanding | 8 years 2 months 26 days | 7 years 9 months |
Weighted average remaining contractual life, unvested at period end | 9 years 4 months 2 days | |
Weighted average remaining contractual life, exercisable at period end | 6 years 8 months 1 day | |
Aggregate intrinsic value, outstanding | $ 110,640 | $ 79,756 |
Aggregate intrinsic value, unvested at period end | 46,652 | |
Aggregate intrinsic value, exercisable at period end | $ 63,988 |
Equity - Valuation Assumptions
Equity - Valuation Assumptions for Fair Value of Employee Stock Options (Details) - Share-based Payment Arrangement, Option | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected dividend yield | 0.00% | 0.00% |
Risk free interest rate, minimum | 0.77% | 0.68% |
Risk free interest rate, maximum | 1.04% | 1.41% |
Expected term (in years) | 6 years 29 days | 6 years 29 days |
Expected volatility, minimum | 73.43% | 50.43% |
Expected volatility, maximum | 74.67% | 50.85% |
Equity - Non-Vested Stock Activ
Equity - Non-Vested Stock Activity Granted as part of Radiant Acquisition (Details) - Non-vested stock - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Shares | ||
Beginning balance, non-vested stock (in shares) | 67,240 | |
Granted (in shares) | 0 | |
Vested (in shares) | (16,810) | |
Forfeited (in shares) | 0 | |
Ending balance, non-vested stock (in shares) | 50,430 | 67,240 |
Weighted Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 4.95 | |
Vested (in dollars per share) | 4.95 | |
Ending balance (in dollars per share) | $ 4.95 | $ 4.95 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||
Weighted average remaining years, outstanding | 9 months | 1 year |
Aggregate intrinsic value, outstanding | $ 1,233 | $ 1,089 |
Equity - Compensation Expense R
Equity - Compensation Expense Related to Stock-Based Awards Included in Categories of Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation | $ 2,253 | $ 1,042 |
Cost of revenue | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation | 424 | 271 |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation | 753 | 318 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation | 195 | 156 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation | $ 881 | $ 297 |
Net Loss Per Share - Basic and
Net Loss Per Share - Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net loss, basic | $ (84,585) | $ (65,340) |
Less: Gain on change in fair value of warrant liabilities | 2,279 | 0 |
Net loss, diluted | $ (86,864) | $ (65,340) |
Denominator: | ||
Weighted-average shares used in calculating net loss per share, basic (in shares) | 12,996,344 | 11,322,626 |
Warrants to purchase Series C convertible preferred stock (in shares) | 344,113 | 0 |
Weighted-average shares used in calculating net loss per share, diluted (in shares) | 13,340,457 | 11,322,626 |
Net loss per share, basic (in USD per share) | $ (6.51) | $ (5.77) |
Net loss per share, diluted (in USD per share) | $ (6.51) | $ (5.77) |
Net Loss Per Share - Anti-dilut
Net Loss Per Share - Anti-dilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 74,837,821 | 61,299,461 |
Series C redeemable convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 68,115,459 | 54,856,348 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 6,429,610 | 5,199,789 |
Non-vested stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 50,430 | 117,670 |
Convertible Preferred Stock | Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 883,332 |
Common Stock | Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 242,322 | 242,322 |
Revenue, Credit Concentration_3
Revenue, Credit Concentrations and Geographic Information - Changes in the Balances of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Contract liabilities: | ||
Beginning balance | $ 3,014 | $ 1,760 |
Additions | 1,256 | 2,228 |
Deletions | (1,604) | (1,640) |
Ending balance | $ 2,666 | $ 2,348 |
Revenue, Credit Concentration_4
Revenue, Credit Concentrations and Geographic Information - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenues from research and development service agreements | $ 2,614 | $ 1,904 |
Additions to contract liabilities | 1,256 | 2,228 |
enEvolv, Inc. | ||
Disaggregation of Revenue [Line Items] | ||
Additions to contract liabilities | 600 | |
Research And Development Revenue, Performance Bonuses | ||
Disaggregation of Revenue [Line Items] | ||
Revenues from research and development service agreements | 300 | 0 |
Research And Development Service Revenue, Customer Acceptance Clauses | ||
Disaggregation of Revenue [Line Items] | ||
Revenues from research and development service agreements | $ 800 | $ 0 |
Revenue, Credit Concentration_5
Revenue, Credit Concentrations and Geographic Information - Revenue, Remaining Performance Obligation (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 6,824 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 4,311 |
Revenue, remaining performance obligation, amount, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 2,513 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | Minimum | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount, period | 1 year 30 days |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | Maximum | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount, period | 3 years |
Revenue, Credit Concentration_6
Revenue, Credit Concentrations and Geographic Information - Customers Representing 10% or Greater of Revenue (Details) - Customer Concentration Risk | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Revenue Benchmark | Customer A | |||
Concentration Risk [Line Items] | |||
Concentration risk | 30.00% | 52.00% | |
Revenue Benchmark | Customer B | |||
Concentration Risk [Line Items] | |||
Concentration risk | 18.00% | 0.00% | |
Revenue Benchmark | Customer C | |||
Concentration Risk [Line Items] | |||
Concentration risk | 16.00% | 20.00% | |
Revenue Benchmark | Customer D | |||
Concentration Risk [Line Items] | |||
Concentration risk | 11.00% | 14.00% | |
Accounts Receivable | Customer A | |||
Concentration Risk [Line Items] | |||
Concentration risk | 37.00% | 37.00% | |
Accounts Receivable | Customer D | |||
Concentration Risk [Line Items] | |||
Concentration risk | 25.00% | 23.00% | |
Accounts Receivable | Customer E | |||
Concentration Risk [Line Items] | |||
Concentration risk | 24.00% | 23.00% | |
Accounts Receivable | Customer F | |||
Concentration Risk [Line Items] | |||
Concentration risk | 12.00% | 0.00% | |
Accounts Receivable | Customer G | |||
Concentration Risk [Line Items] | |||
Concentration risk | 0.00% | 17.00% |
Revenue, Credit Concentration_7
Revenue, Credit Concentrations and Geographic Information - Revenue, Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 3,735 | $ 2,954 |
United States of America | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 1,232 | 1,111 |
Asia | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 1,421 | 1,338 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 1,082 | $ 505 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Feb. 19, 2021USD ($)ft² | Feb. 03, 2021USD ($)ft² | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) |
Operating Leased Assets [Line Items] | ||||
Rent expense under operating leases | $ 6.3 | $ 3.7 | ||
Operating Lease, Office And Laboratory Space | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, area | ft² | 27,185 | |||
Base rent over lease term (up to) | $ 1.7 | |||
Letters of credit outstanding | $ 0.2 | |||
Operating Lease, Amendment To Existing Lease, Extended Premises | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, area | ft² | 9,337 | |||
Base rent over lease term (up to) | $ 5.9 | |||
Operating Lease, Amendment To Existing Lease, Extended Expiry Date | ||||
Operating Leased Assets [Line Items] | ||||
Base rent over lease term (up to) | 19.1 | |||
Letter of credit outstanding, increase | $ 1 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Minimum Rental Commitments Under Long-Term Leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2021 | $ 12,750 |
2022 | 27,239 |
2023 | 34,003 |
2024 | 33,431 |
2025 | 33,844 |
Thereafter | 240,810 |
Total minimum lease payments | $ 382,077 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event $ in Millions | May 16, 2021shares | Apr. 28, 2021shares | Apr. 21, 2021USD ($) | Apr. 30, 2021trancheshares |
Subsequent Event [Line Items] | ||||
Proceeds from warrant exercises | $ | $ 15 | |||
Shares issued for exercise of warrants (in shares) | 226,880 | |||
Lodo Therapeutics, Inc. | ||||
Subsequent Event [Line Items] | ||||
Percentage of business acquired | 100.00% | |||
Lodo Therapeutics, Inc. | Common Stock | ||||
Subsequent Event [Line Items] | ||||
Non-cash consideration transferred for business combination (in shares) | 800,000 | |||
Lodo Therapeutics, Inc. | Restricted Stock Units (RSUs) | ||||
Subsequent Event [Line Items] | ||||
Non-cash consideration transferred for business combination (in shares) | 100,000 | |||
2021 Incentive Award Plan | ||||
Subsequent Event [Line Items] | ||||
Options granted (in shares) | 2,099,999 | |||
Vesting tranches | tranche | 5 |