Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 03, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38202 | |
Entity Registrant Name | Virgin Galactic Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 98-1366046 | |
Entity Address, Address Line One | 166 North Roadrunner Parkway, Suite 1C | |
Entity Address, City or Town | Las Cruces | |
Entity Address, State or Province | NM | |
Entity Address, Postal Zip Code | 88011 | |
City Area Code | 575 | |
Local Phone Number | 424-2100 | |
Title of 12(b) Security | Common stock, $0.0001 par value per share | |
Trading Symbol | SPCE | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 210,403,856 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001706946 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 359,912 | $ 480,443 |
Restricted cash | 13,266 | 12,278 |
Inventories | 28,605 | 26,817 |
Prepaid expenses and other current assets | 13,859 | 17,133 |
Total current assets | 415,642 | 536,671 |
Property, plant, and equipment, net | 56,027 | 49,333 |
Other non-current assets | 19,307 | 19,542 |
Total assets | 490,976 | 605,546 |
Current liabilities | ||
Accounts payable | 8,228 | 7,038 |
Accrued expenses | 20,810 | 22,277 |
Customer deposits | 81,734 | 83,362 |
Other current liabilities | 2,926 | 3,168 |
Total current liabilities | 113,698 | 115,845 |
Other long-term liabilities | 23,040 | 22,141 |
Total liabilities | 136,738 | 137,986 |
Commitments and contingencies (Note 16) | ||
Stockholders' Equity | ||
Preferred stock, $0.0001 par value; 10,000,000 authorized; none issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value; 700,000,000 shares authorized; 210,403,856 and 196,001,038 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively | 21 | 20 |
Additional paid-in capital | 598,337 | 589,158 |
Accumulated deficit | (244,125) | (121,677) |
Accumulated other comprehensive income | 5 | 59 |
Total stockholders' equity | 354,238 | 467,560 |
Total liabilities and stockholders' equity | $ 490,976 | $ 605,546 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, shares issued (in shares) | 210,403,856 | 196,001,038 |
Common stock, shares outstanding (in shares) | 210,403,856 | 196,001,038 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 0 | $ 638 | $ 238 | $ 2,420 |
Cost of revenue | 0 | 278 | 173 | 1,284 |
Gross profit | 0 | 360 | 65 | 1,136 |
Selling, general, and administrative expenses | 26,047 | 14,610 | 52,802 | 26,905 |
Research and development expenses | 37,150 | 30,167 | 71,432 | 61,591 |
Operating loss | (63,197) | (44,417) | (124,169) | (87,360) |
Interest income | 506 | 397 | 1,683 | 750 |
Interest expense | (8) | (1) | (17) | (2) |
Other income, net | 221 | 14 | 49 | 37 |
Loss before income taxes | (62,478) | (44,007) | (122,454) | (86,575) |
Income tax (benefit) expense | 40 | 61 | (6) | 86 |
Net loss | (62,518) | (44,068) | (122,448) | (86,661) |
Other comprehensive loss: | ||||
Foreign currency translation adjustment | 0 | (31) | (54) | (21) |
Total comprehensive loss | $ (62,518) | $ (44,099) | $ (122,502) | $ (86,682) |
Net loss per share: | ||||
Basic and diluted (in dollars per share) | $ (0.30) | $ (0.23) | $ (0.59) | $ (0.45) |
Weighted-average shares outstanding | ||||
Basic and diluted (in shares) | 211,784,541 | 193,663,150 | 207,097,047 | 193,663,150 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Net Parent Investment | Member's Equity | Preferred Stock | Common Stock | Additional paid-in capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Dec. 31, 2018 | $ 41,559 | $ 41,477 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 82 |
Beginning balance (in shares) at Dec. 31, 2018 | 0 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (42,593) | (42,593) | ||||||
Other comprehensive loss | 10 | 10 | ||||||
Net transfer from Parent Company | 47,445 | 47,445 | ||||||
Ending balance at Mar. 31, 2019 | 46,421 | 46,329 | $ 0 | $ 0 | $ 0 | 0 | 0 | 92 |
Ending balance (in shares) at Mar. 31, 2019 | 0 | 0 | 0 | |||||
Beginning balance at Dec. 31, 2018 | 41,559 | 41,477 | $ 0 | $ 0 | $ 0 | 0 | 0 | 82 |
Beginning balance (in shares) at Dec. 31, 2018 | 0 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (86,661) | |||||||
Ending balance at Jun. 30, 2019 | 56,052 | 55,991 | $ 0 | $ 0 | $ 0 | 0 | 0 | 61 |
Ending balance (in shares) at Jun. 30, 2019 | 0 | 0 | 0 | |||||
Beginning balance at Mar. 31, 2019 | 46,421 | 46,329 | $ 0 | $ 0 | $ 0 | 0 | 0 | 92 |
Beginning balance (in shares) at Mar. 31, 2019 | 0 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (44,068) | (44,068) | ||||||
Other comprehensive loss | (31) | (31) | ||||||
Net transfer from Parent Company | 53,730 | 53,730 | ||||||
Ending balance at Jun. 30, 2019 | 56,052 | 55,991 | $ 0 | $ 0 | $ 0 | 0 | 0 | 61 |
Ending balance (in shares) at Jun. 30, 2019 | 0 | 0 | 0 | |||||
Beginning balance at Dec. 31, 2019 | 467,560 | 0 | $ 0 | $ 0 | $ 20 | 589,158 | (121,677) | 59 |
Beginning balance (in shares) at Dec. 31, 2019 | 0 | 0 | 196,001,038 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (59,930) | (59,930) | ||||||
Other comprehensive loss | (54) | (54) | ||||||
Common stock issued related to warrants exercised (in shares) | 13,239,934 | |||||||
Common stock issued related to warrants exercised | 0 | $ 1 | (1) | |||||
Stock-based compensation | 4,425 | 4,425 | ||||||
Ending balance at Mar. 31, 2020 | 412,001 | 0 | $ 0 | $ 0 | $ 21 | 593,582 | (181,607) | 5 |
Ending balance (in shares) at Mar. 31, 2020 | 0 | 0 | 209,240,972 | |||||
Beginning balance at Dec. 31, 2019 | 467,560 | 0 | $ 0 | $ 0 | $ 20 | 589,158 | (121,677) | 59 |
Beginning balance (in shares) at Dec. 31, 2019 | 0 | 0 | 196,001,038 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (122,448) | |||||||
Transaction costs | (770) | (770) | ||||||
Ending balance at Jun. 30, 2020 | 354,238 | 0 | $ 0 | $ 0 | $ 21 | 598,337 | (244,125) | 5 |
Ending balance (in shares) at Jun. 30, 2020 | 0 | 0 | 210,403,856 | |||||
Beginning balance at Mar. 31, 2020 | 412,001 | 0 | $ 0 | $ 0 | $ 21 | 593,582 | (181,607) | 5 |
Beginning balance (in shares) at Mar. 31, 2020 | 0 | 0 | 209,240,972 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (62,518) | (62,518) | ||||||
Common stock issued related to warrants exercised (in shares) | 1,162,884 | |||||||
Common stock issued related to warrants exercised | 0 | |||||||
Stock-based compensation | 5,525 | 5,525 | ||||||
Ending balance at Jun. 30, 2020 | $ 354,238 | $ 0 | $ 0 | $ 0 | $ 21 | $ 598,337 | $ (244,125) | $ 5 |
Ending balance (in shares) at Jun. 30, 2020 | 0 | 0 | 210,403,856 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (122,448) | $ (86,661) |
Stock-based compensation | 9,950 | 0 |
Depreciation and amortization | 4,720 | 3,206 |
Other operating activities, net | 67 | (246) |
Change in assets and liabilities | ||
Inventories | (1,788) | (4,228) |
Other current and non-current assets | 3,261 | 1,664 |
Accounts payable and accrued expenses | (914) | (2,801) |
Customer deposits | (1,628) | 194 |
Other current and non-current liabilities | 892 | |
Net cash used in operating activities | (107,888) | (88,872) |
Cash flows from investing activity | ||
Capital expenditures | (10,139) | (8,300) |
Cash used in investing activity | (10,139) | (8,300) |
Cash flows from financing activities | ||
Payments of finance lease obligations | (49) | (47) |
Net transfer from Parent Company | 0 | 101,175 |
Transaction costs | (1,467) | 0 |
Net cash provided by financing activities | (1,516) | 101,128 |
Net increase (decrease) in cash and cash equivalents | (119,543) | 3,956 |
Cash, cash equivalents and restricted cash at beginning of period | 492,721 | 81,368 |
Cash, cash equivalents and restricted cash at end of period | 373,178 | 85,324 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Cash, cash equivalents and restricted cash | $ 373,178 | $ 85,324 |
Organization and its wholly own
Organization and its wholly owned subsidiaries ("VGH, Inc.") | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and its wholly owned subsidiaries ("VGH, Inc.") | Organization and its wholly owned subsidiaries ("VGH, Inc.") Virgin Galactic Holdings, Inc. and its wholly owned subsidiaries ("VGH, Inc.") are focused on the development, manufacture and operations of spaceships and related technologies for the purpose of conducting commercial human spaceflight and flying commercial research and development payloads into space. The development and manufacturing activities are located in Mojave, California with plans to operate the commercial spaceflights out of Spaceport America located in New Mexico. VGH, Inc. was originally formed as a Cayman Islands exempted company on May 5, 2017 under the name Social Capital Hedosophia Holdings Corp. (“SCH”). SCH was a public investment vehicle incorporated as a blank check company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. On October 25, 2019, VGH, Inc. domesticated as a Delaware corporation and consummated the merger transactions contemplated by the Agreement and Plan of Merger, dated as of July 29, 2019, as amended on October 2, 2019, by and among VGH, Inc., Vieco USA, Inc. (“Vieco US”), Vieco 10 Limited (“Vieco 10”) , TSC Vehicle Holdings, Inc., (“TSCV”), Virgin Galactic Vehicle Holdings, Inc., (“VGVH”), Virgin Galactic Holdings, LLC (“VGH LLC” and, collectively with TSCV and VGVH, the “VG Companies”), and the other parties thereto (the “Virgin Galactic Business Combination”). The closing of the Virgin Galactic Business Combination occurred on October 25, 2019 and, in connection with the closing, SCH re-domiciled as a Delaware corporation under the name Virgin Galactic Holdings, Inc. Upon closing, the entities comprising the VG Companies became wholly owned subsidiaries of VGH, Inc. and in exchange the VGH, Inc. common stock due to Vieco 10 as consideration was received and directly held by Vieco US. On March 16, 2020, Vieco US distributed its shares of VGH, Inc. to Vieco 10 and, in connection with such distribution, Vieco 10 executed a joinder to the Stockholders' Agreement and the Registration Rights Agreement entered into in connection with the consummation of the Virgin Galactic Business Combination. On July 30, 2020, Vieco 10 subsequently distributed its shares of our common stock to Virgin Investments Limited (“VIL”) and Aabar Space, Inc. (“Aabar”) and, in connection with such distribution, VIL and Aabar executed a joinder to the Stockholders’ Agreement and the Registration Rights Agreement. Throughout the notes to the condensed consolidated financial statements, unless otherwise noted, “we,” “us,” “our,” the "Company" and similar terms refer to the VG Companies prior to the consummation of the Virgin Galactic Business Combination, and VGH, Inc. and its subsidiaries after the Virgin Galactic Business Combination. Prior to the Virgin Galactic Business Combination and prior to the series of Vieco 10 reorganizational steps, Galactic Ventures, LLC ("GV"), a wholly-owned subsidiary of Vieco 10, was the direct parent of VG Companies. Global Pandemic On March 11, 2020, the World Health Organization characterized the outbreak of COVID-19 as a global pandemic and recommended containment and mitigation measures. Since then, extraordinary actions have been taken by international, federal, state, and local public health and governmental authorities to contain and combat the outbreak and spread of COVID-19 in regions throughout the world. These actions include travel bans, quarantines, “stay-at-home” orders, and similar mandates for many individuals to substantially restrict daily activities and for many businesses to curtail or cease normal operations. Consistent with the actions taken by governmental authorities, including California, New Mexico and the United Kingdom, where most of our workforce is located, we have taken appropriately cautious steps to protect our workforce and support community efforts. As part of these efforts, and in accordance with applicable government directives, we initially reduced and then temporarily suspended on-site operations at our facilities in Mojave, California and Spaceport America, New Mexico in late March 2020. Starting late March 2020, approximately two-thirds of our employees and contractors were able to complete their duties from home, which enabled much critical work to continue, including engineering analysis and drawing releases for VSS Unity, VMS Eve and the second SpaceShipTwo vehicle, process documentation updates, as well as workforce training and education. The remaining one-third of our workforce was unable to perform their normal duties from home. In April 2020, in accordance with our classification within the critical infrastructure designation, we resumed limited operations under revised operational and manufacturing plans that conform to the latest COVID-19 health precautions. This includes universal facial covering requirements, rearranging facilities to follow social distancing protocols, conducting active daily temperature checks and undertaking regular and thorough disinfecting of surfaces and tools. We are also testing employees and contractors for COVID-19 on a regular basis. However, the COVID-19 pandemic and the continued precautionary actions taken related to COVID-19 have adversely impacted, and are expected to continue to adversely impact, our operations, including the completion of the development of our spaceflight systems and our scheduled spaceflight test programs. As of the date of this quarterly report on Form 10-Q, most of our employees whose work requires them to be in our facilities are now back on-site, but we have experienced, and expect to continue to experience, reductions in operational efficiency due to illness from COVID-19 and precautionary actions taken related to COVID-19. For the time being, we are encouraging those employees who are able to work from home to continue doing so. The COVID-19 pandemic and the protocols and procedures we have implemented in response to the pandemic have caused some delays in operational and maintenance activities, including delays in our test flight program. The protocols and procedures we have implemented in response to the pandemic have caused some delays in operational and maintenance activities, including delays in our test flight program. The full impact of the COVID-19 pandemic on our business and results of operations subsequent to June 30, 2020 will depend on future developments, such as the ultimate duration and scope of the outbreak and its impact on our operations necessary to complete the development of our spaceflight systems, our scheduled spaceflight test programs and commencement of our commercial flights. In addition to existing travel restrictions, countries may continue to maintain or reimpose closed borders, impose prolonged quarantines, or further restrict travel. We believe our cash and cash equivalents on hand at June 30, 2020 and management's operating plan, will provide sufficient liquidity to fund our operations for at least the next twelve months from the issuance of these financial statements. If we experience a significant delay due to our workforce getting ill or if the pandemic worsens, we may take additional actions, such as further reducing costs. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting PoliciesVirgin Galactic Business Combination and Basis of Presentation The Virgin Galactic Business Combination was accounted for as a reverse recapitalization. Under this method of accounting, SCH has been treated as the acquired company for financial reporting purposes. This determination was primarily based on current shareholders of the VG Companies having a relative majority of the voting power of the combined entity, the operations of the VG Companies prior to the acquisition comprising the only ongoing operations of the combined entity, and senior management of the VG Companies comprising the majority of the senior management of the combined entity. Accordingly, for accounting purposes, the financial statements of the combined entity represent a continuation of the financial statements of the VG Companies with the acquisition being treated as the equivalent of the VG Companies issuing stock for the net assets of SCH, accompanied by a recapitalization. The net assets of SCH were recognized as of the date of the Virgin Galactic Business Combination at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Virgin Galactic Business Combination in these financial statements are those of the VG Companies and the accumulated deficit of VG Companies has been carried forward after the Virgin Galactic Business Combination. Earnings per share calculations for all periods prior to the Virgin Galactic Business Combination have been retrospectively adjusted for the equivalent number of shares outstanding immediately after the Virgin Galactic Business Combination to effect the reverse acquisition. These condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All intercompany transactions and balances between the various legal entities comprising the Company have been eliminated in consolidation. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. Prior to the Virgin Galactic Business Combination, these condensed consolidated financial statements have been derived from the historical condensed consolidated financial statements of Vieco 10 and include assets, liabilities, revenues and expenses directly attributable to our operations and allocations of corporate expenses from the Vieco 10 and GV for providing certain corporate functions, which included, but are not limited to, general corporate expenses related to finance, legal, compliance, facilities, and employee benefits. Following the Virgin Galactic Business Combination, these condensed consolidated financial statements represent the stand-alone activity of the Company. Prior to the Virgin Galactic Business Combination, corporate expenses were allocated to us from Vieco 10 and GV on the basis of direct usage when identifiable or on the basis of headcount. The Company, Vieco 10 and GV each consider the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by the Company. Following the Virgin Galactic Business Combination, the Company expects to incur additional expenses as a stand-alone company. It is not practicable to estimate actual costs that would have been incurred had the Company been a stand-alone company during the periods presented prior to the Virgin Galactic Business Combination. Actual costs that may have been incurred if the Company had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. The historical condensed consolidated financial statements prior to the Virgin Galactic Business Combination do not reflect any attribution of debt or allocation of interest expense. Following the Virgin Galactic Business Combination, we perform these corporate functions using our own resources or purchased services from a related party ( Note 4 ). We have entered into a transition service agreement with Vieco 10 in connection with the separation, many of which are expected to have terms longer than one year. Prior to the Virgin Galactic Business Combination, the Company was historically funded as part of our Vieco 10 and GV’s treasury program. Cash and cash equivalents were managed through bank accounts legally owned by us, Vieco 10 and GV. Accordingly, cash and cash equivalents held by Vieco 10 and GV at the corporate level were not attributable to us for any of the periods presented. Only cash amounts legally owned by entities dedicated to the Company are reflected in the condensed consolidated balance sheets . Transfers of cash, both to and from Vieco 10 and GV’s treasury program by us or related parties, are reflected as a component of net parent investment or membership equity in the condensed consolidated balance sheets and as a financing activity on the accompanying condensed consolidated statements of cash flows . Prior to the Virgin Galactic Business Combination, as the various entities that make up the Company were not historically held by a single legal entity prior to the contribution of the VG Companies into VGH, LLC on July 8, 2019, total net parent investment is shown in lieu of equity in the condensed consolidated financial statements as of the applicable historical periods. Balances between us, Vieco 10 and GV that were not historically cash settled are included in net parent investment. Net parent investment represents Vieco 10’s interest in the recorded assets of us and represents the cumulative investment by Vieco 10 in us through July 8, 2019, inclusive of operating results. Prior to the Virgin Galactic Business Combination, certain of our employees historically participated in Vieco 10’s stock-based compensation plans in the form of options issued pursuant to Vieco 10's plan. The performance conditions set forth in Vieco 10 stock-based compensation plans resulted in no stock- based compensation expense recognized during all periods presented prior to consummation of the Virgin Galactic Business Combination. Prior to the Virgin Galactic Business Combination, the operations of the Company were included in the consolidated U.S. federal, and certain state and local and foreign income tax returns filed by GV, where applicable. Income tax expense and other income tax related information contained in the condensed consolidated financial statements for periods prior to the Virgin Galactic Business Combination are presented on a separate return basis as if the Company had filed its own tax returns. The income taxes of the Company as presented in the condensed consolidated financial statements may not be indicative of the income taxes that the Company will generate in the future. Additionally, certain tax attributes such as net operating losses or credit carryforwards are presented on a separate return basis and have been removed subsequent to the Virgin Galactic Business Combination. In jurisdictions where the Company has been included in the tax returns filed by GV, any income tax receivables resulting from the related income tax provisions have been reflected in the condensed consolidated balance sheets within net parent investment or membership equity, as applicable. Following the Virgin Galactic Business Combination, the Company will file separate standalone tax returns as we effectively became a new and separate tax filer from GV with no historical net operating losses and credit carryforwards. Property, plant, and equipment, net and leasehold improvements are stated at cost, less accumulated depreciation. Depreciation on property, plant, and equipment, net is calculated on the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter period of the estimated life or the lease term. The estimated useful lives of property and equipment are principally as follows: Asset Useful Life Buildings 39 years Leasehold Improvements Shorter of the estimated useful life or lease term Aircraft 20 years Machinery & equipment 5 to 7 years IT software and equipment 3 to 5 years We incur repair and maintenance costs on major equipment, which is expensed as incurred. Other than policies noted within Recent Accounting Pronouncements below, there have been no significant changes from the significant accounting policies disclosed in Note 2 of the “Notes to Consolidated Financial Statements” included in the Annual Report on Form 10-K. The interim financial information is unaudited, but reflects all normal recurring adjustments that are, |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Updates (“ASU”). The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position and results of operations. (a) Issued Accounting Standard Updates In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) , which affects general principles within Topic 740, and are meant to simplify and reduce the cost of accounting for income taxes. It removes certain exceptions to the general principles in Topic 740 and simplifies areas including franchise taxes that are partially based on income, transactions with government that result in a step up in the tax basis of goodwill, the incremental approach for intraperiod tax allocation, interim period income tax accounting for year-to-date losses that exceed anticipated losses and enacted changes in tax laws in interim periods. The changes are effective for annual periods beginning after December 15, 2020. The Company is currently assessing the impact of ASU 2019-12 in its consolidated financial statements. (b) Adopted Accounting Standard Updates Effective January 1, 2020, we adopted ASU 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (Topic 820) , which modified the disclosure requirements on fair value measurements. The adoption of ASU 2018-03 did not have a material impact on the Company’s consolidated financial statements. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company licenses its brand name from certain entities affiliated with Virgin Enterprises Limited (“VEL”), a company incorporated in England. VEL is an affiliate of Vieco 10. Under the trademark license, the Company has the exclusive right to operate under the brand name “Virgin Galactic” worldwide. Royalty payables, excluding sponsorship royalties, for the use of license are the greater of 1% of revenue or $0.04 million per quarter, prior to the commercial launch date. Sponsorship royalties payable are 25% of revenue. We paid license and royalty fees of $0.04 million and $0.02 million for the three months ended June 30, 2020 and 2019, respectively. We paid license and royalty fees of $0.10 million and $0.04 million for the six months ended June 30, 2020 and 2019, respectively. As a result of the Virgin Galactic Business Combination, the Company entered into a Transition Services Agreement ("TSA") with Virgin Orbit, LLC ("VO") and GV on October 25, 2019. Prior to the Virgin Galactic Business Combination, the VG Companies historically performed certain services for VO, Vieco 10 and GV. The Company is allocated corporate expenses from Vieco 10 and GV for corporate-related functions based on an allocation methodology that considers our headcount, unless directly attributable to the business. General corporate overhead expense allocations include tax, accounting and auditing professional fees, and certain employee benefits. For the three and six months ended June 30, 2020, there was no corporate expense allocated to us from Vieco 10 and Vieco US. For the three and six months period ended June 30, 2019, we were allocated $0.2 million and $0.2 million corporate expenses, net, from Vieco 10 and GV, respectively. Corporate expense are included within selling, general and administrative expenses in the accompanying condensed consolidated statements of operation s and comprehensive los s . |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory As of June 30, 2020 and December 31, 2019, inventory is comprised of the following: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Raw Materials $ 24,923 $ 22,578 Work in-progress 3,682 4,239 Total inventory $ 28,605 $ 26,817 For the three months ended June 30, 2020, we wrote off $0.1 million of inventory due to excess and obsolescence. For the six months ended June 30, 2020, we wrote off $1.1 million of inventory due to excess and obsolescence. There were no write-downs of inventories to net realizable value for the three and six months ended June 30, 2019. |
Property, Plant, and Equipment,
Property, Plant, and Equipment, net | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property, Plant, and Equipment, net As of June 30, 2020 and December 31, 2019, property, plant, and equipment, net consists of the following : As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Buildings $ 9,142 $ 9,142 Leasehold improvements 23,930 20,048 Aircraft 195 320 Machinery and equipment 35,918 33,608 IT software and equipment 20,002 17,151 Construction in progress 6,057 3,674 95,244 83,943 Less accumulated depreciation and amortization (39,217) (34,610) Property, plant, and equipment, net $ 56,027 $ 49,333 Total depreciation and amortization for the three months ended June 30, 2020 and 2019 was $2.6 million and $1.6 million, respectively, of which $1.2 million and $1.0 million was recorded in research and development expense, respectively. Total depreciation and amortization for the six months ended June 30, 2020 and 2019 was $4.7 million and $3.2 million, respectively, of which $2.1 million and $1.3 million was recorded in research and development expense, respectively. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases The Company's leases are more fully described in Note 8 of the "Notes to Consolidated Financial Statements" in the 2019 Annual Report on Form 10-K. The components of lease expense related to leases for the period are as follows: Three Months Ended June 30, 2020 2019 (Unaudited and in thousands) Lease Cost: Operating lease expense $ 1,010 $ 835 Short-term lease expense 26 35 Finance Lease Cost: Amortization of right-of-use assets 28 26 Interest on lease liabilities 8 6 Total finance lease cost 36 32 Variable lease cost 427 175 Total lease cost $ 1,499 $ 1,077 Six Months Ended June 30, 2020 2019 (Unaudited and in thousands) Lease Cost: Operating lease expense $ 2,162 $ 1,815 Short-term lease expense 123 93 Finance Lease Cost: Amortization of right-of-use assets 55 56 Interest on lease liabilities 17 10 Total finance lease cost 72 66 Variable lease cost 775 264 Total lease cost $ 3,132 $ 2,238 The components of supplemental cash flow information related to leases for the period are as follows: Six Months Ended June 30, 2020 2019 (In thousands, except term and rate data) Cash flow information: Operating cash flows for operating leases $ 2,545 $ 2,197 Operating cash flows for finance leases $ 18 $ 7 Financing cash flows for finance leases $ 49 $ 47 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations Operating leases $ 34 $ 16,746 Finance Leases $ 48 $ 358 Other Information: Weighted average remaining lease term: Operating leases (in years) 13.20 13.96 Finance leases (in years) 3.47 4.63 Weighted average discount rates: Operating leases 11.77 % 11.79 % Finance leases 8.92 % 10.70 % The supplemental balance sheet information related to leases for the period is as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Operating leases Long-term right-of-use assets $ 16,120 $ 16,632 Short-term operating lease liabilities $ 2,049 $ 2,354 Long-term operating lease liabilities 20,968 21,867 Total operating lease liabilities $ 23,017 $ 24,221 Lease expense for the three months ended June 30, 2020 and June 30, 2019 was $1.5 million and $1.1 million, respectively. Lease expense for the six months ended June 30, 2020 and June 30, 2019 was $3.1 million and $2.2 million, respectively. Commitments The Company has certain noncancelable operating leases primarily for its premises. These leases generally contain renewal options for periods ranging from 3 to 20 years and require the Company to pay all executory costs, such as maintenance and insurance. Certain lease arrangements have rent free periods or escalating payment provisions, and we recognize rent expense of such arrangements on a straight line basis. Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) and future minimum finance lease payments as of June 30, 2020 are as follows: Operating Leases Finance (In thousands) 2020 (for the remaining period) $ 2,474 $ 73 2021 4,105 133 2022 3,282 118 2023 3,227 90 2024 3,226 34 Thereafter 29,737 — Total lease payments $ 46,051 $ 448 Less: Imputed interest/present value discount (23,034) $ (60) Present value of lease liabilities $ 23,017 $ 388 |
Leases | Leases The Company's leases are more fully described in Note 8 of the "Notes to Consolidated Financial Statements" in the 2019 Annual Report on Form 10-K. The components of lease expense related to leases for the period are as follows: Three Months Ended June 30, 2020 2019 (Unaudited and in thousands) Lease Cost: Operating lease expense $ 1,010 $ 835 Short-term lease expense 26 35 Finance Lease Cost: Amortization of right-of-use assets 28 26 Interest on lease liabilities 8 6 Total finance lease cost 36 32 Variable lease cost 427 175 Total lease cost $ 1,499 $ 1,077 Six Months Ended June 30, 2020 2019 (Unaudited and in thousands) Lease Cost: Operating lease expense $ 2,162 $ 1,815 Short-term lease expense 123 93 Finance Lease Cost: Amortization of right-of-use assets 55 56 Interest on lease liabilities 17 10 Total finance lease cost 72 66 Variable lease cost 775 264 Total lease cost $ 3,132 $ 2,238 The components of supplemental cash flow information related to leases for the period are as follows: Six Months Ended June 30, 2020 2019 (In thousands, except term and rate data) Cash flow information: Operating cash flows for operating leases $ 2,545 $ 2,197 Operating cash flows for finance leases $ 18 $ 7 Financing cash flows for finance leases $ 49 $ 47 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations Operating leases $ 34 $ 16,746 Finance Leases $ 48 $ 358 Other Information: Weighted average remaining lease term: Operating leases (in years) 13.20 13.96 Finance leases (in years) 3.47 4.63 Weighted average discount rates: Operating leases 11.77 % 11.79 % Finance leases 8.92 % 10.70 % The supplemental balance sheet information related to leases for the period is as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Operating leases Long-term right-of-use assets $ 16,120 $ 16,632 Short-term operating lease liabilities $ 2,049 $ 2,354 Long-term operating lease liabilities 20,968 21,867 Total operating lease liabilities $ 23,017 $ 24,221 Lease expense for the three months ended June 30, 2020 and June 30, 2019 was $1.5 million and $1.1 million, respectively. Lease expense for the six months ended June 30, 2020 and June 30, 2019 was $3.1 million and $2.2 million, respectively. Commitments The Company has certain noncancelable operating leases primarily for its premises. These leases generally contain renewal options for periods ranging from 3 to 20 years and require the Company to pay all executory costs, such as maintenance and insurance. Certain lease arrangements have rent free periods or escalating payment provisions, and we recognize rent expense of such arrangements on a straight line basis. Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) and future minimum finance lease payments as of June 30, 2020 are as follows: Operating Leases Finance (In thousands) 2020 (for the remaining period) $ 2,474 $ 73 2021 4,105 133 2022 3,282 118 2023 3,227 90 2024 3,226 34 Thereafter 29,737 — Total lease payments $ 46,051 $ 448 Less: Imputed interest/present value discount (23,034) $ (60) Present value of lease liabilities $ 23,017 $ 388 |
Other Current and Non-Current A
Other Current and Non-Current Assets | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current and Non-Current Assets | Other Current and Non-current Assets A summary of the components of other assets are as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Prepaid expense $ 13,082 $ 16,672 Accounts receivable 777 461 Total other current assets $ 13,859 $ 17,133 Right-of-use assets $ 16,120 $ 16,927 Other non-current assets 3,187 2,615 Total other non-current assets $ 19,307 $ 19,542 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses A summary of the components of accrued liabilities are as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Accrued payroll $ 3,864 $ 2,027 Accrued vacation 3,705 2,797 Accrued bonus 3,730 6,502 Other accrued expenses 9,511 10,951 Total accrued expenses $ 20,810 $ 22,277 |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Commercial loan $ 930 $ — 930 — Less: Current portion (310) — Non-current portion $ 620 $ — Aggregate maturities of long-term debt as of June 30, 2020 are as follows: (In thousands) 2020 (for the remaining period) $ 310 2021 310 2022 310 $ 930 On June 18, 2020, we financed the purchase of software licenses through a loan totaling approximately $0.9 million. The loan amortized in three equal annual installment of approximately $0.3 million with the final payment due on October 1, 2022 with 0% interest rate. The loan is secured by a standby letter of credit issued from our financial institution and restricted cash has been recorded for the corresponding outstanding balance. The imputed interest of this loan was immaterial. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes As of October 25, 2019 and for the period from January 1, 2019 through October 25, 2019, we adopted the separate return approach for the purpose of presenting the condensed consolidated financial statements, including the income tax provisions and the related deferred tax assets and liabilities. The historic operating results for the periods prior to the Virgin Galactic Business Combination reflect a separate return approach for each jurisdiction in which we had a presence and GV will file tax returns for the period from January 1, 2019 through October 25, 2019. As of December 31, 2019 and for the period from October 26, 2019 through December 31, 2019, we will file separate standalone tax returns. Income tax (benefit) expense was $0.04 million and $0.06 million for the three months ended June 30, 2020 and 2019, respectively. Income tax (benefit) expense was $(0.01) million and $0.09 million for the six months ended June 30, 2020 and 2019, respectively. The effective income tax rate was nil for three months ended June 30, 2020 and 2019. The effective income tax rate was nil for six months ended June 30, 2020 and 2019. Our effective tax rate differs from the U.S. statutory rate primarily due to a substantially full valuation allowance against our net deferred tax assets where it is more likely than not that some or all of the deferred tax assets will not be realized. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity There have been no significant changes from the Stockholders' Equity disclosed in Note 11 of the “Stockholders Equity” included in the Annual Report on Form 10-K other than redemption of warrants noted below. Warrants and Warrant Redemption As of April 30, 2020, there were no warrants outstanding. As of December 31, 2019, there were 22,999,977 warrants outstanding that had initially been issued as part of our initial public offering in 2017 (the “public warrants”), which included warrants that were part of the Company’s then-outstanding units. As of both June 30, 2020 and December 31, 2019, there were also 8,000,000 warrants outstanding that were issued in a private placement simultaneously with the Company’s initial public offering (the “private placement warrants”). Under the terms of the warrant agreement (the “Warrant Agreement”) between us and Continental Stock Transfer & Trust Company, as warrant agent, the public warrants became exercisable on a cashless basis on January 27, 2020, based on the exchange ratio as calculated under the Warrant Agreement at the time of the exercise. On March 13, 2020 and pursuant to the terms of the Warrant Agreement, we announced that all public warrants that remained unexercised immediately after 5:00 p.m. New York City time on April 13, 2020 (the “Redemption Date”) would be redeemed for $0.01 per warrant. Warrant holders could exercise their public warrants at any time from March 13, 2020 and prior to the Redemption Date on a cashless basis, and receive 0.5073 shares of common stock per public warrant surrendered for exercise. Immediately after the Redemption Date, 295,305 public warrants remained unexercised and were redeemed at a redemption price of $0.01 per public warrant in accordance with the terms of the Warrant Agreement. The private placement warrants were not subject to the redemption and remain outstanding. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings per Share The following table presents net loss per share and related information: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (In thousands, except for share and per share data) Basic and diluted: Net loss $ (62,518) $ (44,068) $ (122,448) $ (86,661) Weighted average shares of common stock outstanding 211,784,541 193,663,150 207,097,047 193,663,150 Basic and diluted net loss per share $ (0.30) $ (0.23) $ (0.59) $ (0.45) Earnings per share calculations for the three and six months ended June 30, 2019 have been retrospectively adjusted for the equivalent number of shares outstanding immediately after the Virgin Galactic Business Combination to effect the reverse recapitalization less issuance of 1,924,402 shares to Boeing, the issuance of 413,486 shares to settle transaction costs and the common stock equivalent of the vested 1,500,000 Director RSU Awards granted in connection to the Virgin Galactic Business Combination that remain unsettled as of June 30, 2020. As of June 30, 2020, December 31, 2019 and June 30, 2019, the Company has excluded the potential effect of warrants to purchase shares of common stock totaling 8,000,000, 30,999,977 and 30,999,977, respectively, shares and the dilutive effect of outstanding stock options and unvested restricted stock units, as described in Note 12 of the “Notes to Consolidated Financial Statements” included in the 2019 Annual Report on Form 10-K, in the calculation of diluted loss per share, as the effect would be anti-dilutive due to losses incurred. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based CompensationThe Company's 2019 Incentive Award Plan ("2019 Plan") is more fully described in Note 13 of the "Notes to Consolidated Financial Statements" in the 2019 Annual Report on Form 10-K. Under the 2019 Plan, the Company has the ability to grant incentive stock options, non-qualified stock options and restricted stock units ("RSUs") to employees, directors and other service providers. Twenty five percent of such stock options cliff vest at the grant dates first anniversary and will ratably vest monthly over the next three years, subject to continued employment on each vesting date. Vested options will be exercisable at any time until ten years from the grant date, subject to earlier expiration under certain terminations of service and other conditions. The stock options granted have an exercise price equal to the closing stock price of our common stock on the grant date. The following table sets forth the summary of options activity under the 2019 Plan (dollars in thousands except per share data): Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) Options outstanding at December 31, 2018 — $ — 0 — Granted 6,212,609 11.58 Exercised — — Forfeited options (90,565) 11.79 Options outstanding at December 31, 2019 6,122,044 $ 11.58 9.83 — Granted 334,894 13.87 Exercised — — Forfeited options (171,830) 11.79 Options outstanding at June 30, 2020 6,285,108 $ 11.69 9.31 $ 29,225,752 Options exercisable at June 30, 2020 — $ — 9.31 — __________________ (1) Aggregate intrinsic value is calculated based on the difference between our closing stock price at period end and the exercise price, multiplied by the number of in-the-money options and represents the pre-tax amount that would have been received by the option holders, had they all exercised all their options on the period end date. The following table sets forth the summary of RSUs activity under the 2019 Plan (dollars in thousands except per share data): Shares Weighted Average Fair Value Outstanding at January 1, 2019 — $ — Granted 1,795,209 7.11 Vested — — Forfeited (27,495) 7.11 Outstanding at December 31, 2019 1,767,714 $ 7.11 Granted 531,458 14.11 Vested — — Forfeited (63,472) 8.05 Outstanding at June 30, 2020 2,235,700 $ 17.42 Stock options and RSUs expenses are included in selling, general and administrative and research and development expense in the condensed consolidated statements of operations and comprehensive loss , related to stock options and RSUs is as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Stock option expense Selling, General & Administrative $ 1,880 $ — $ 3,944 $ — Research & Development 1,017 — 2,056 — Total stock option expense 2,897 — 6,000 — RSU expense Selling, General & Administrative 1,666 — 2,473 — Research & Development 962 — 1,477 — Total RSU expense 2,628 — 3,950 — Total stock-based compensation expense $ 5,525 $ — $ 9,950 $ — At June 30, 2020, the unrecognized stock-based compensation related to these options was $40.7 million and is expected to be recognized over a weighted-average period of 3.3 years. At June 30, 2020, the unrecognized stock-based compensation related to RSUs was $45.7 million and is expected to be recognized over a weighted-average period of 3.4 years. The weighted average assumptions used to value the option grants are as follows: As of June 30, 2020 December 31, 2019 Expected life (in years) 6.0 6.0 Volatility 75.3 % 75.0 % Risk free interest rate 1.2 % 1.7 % Dividend yield — % — % The weighted average fair value per option at the grant date for options issued during the six months ended June 30, 2020 and for the year ended December 31, 2019 was $7.73 and $7.63, respectively. Award Modification On March 10, 2020, we modified the RSU grants made in connection with the closing of the Virgin Galactic Business Combination by removing one of the vesting criteria requiring our share price value to be greater than $10 per share at the time RSUs vest. No other terms of the awards were modified. Stock-based compensation expense related to the modification was calculated by taking the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award. Given the RSUs were unvested at the time of modification, the incremental stock-based compensation expense will prospectively be expensed over the remaining vesting period. Total incremental stock-based compensation expense recorded as a result of the modification was $0.6 million for the three months ended June 30, 2020. Total incremental stock-based compensation expense recorded as a result of the modification was $1.1 million for the six months ended June 30, 2020. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. We estimate fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which is categorized in one of the following levels: • Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date; • Level 2 inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability; and • Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The carrying amounts included in the condensed consolidated balance sheets under current assets and current liabilities approximate fair value because of the short maturity of these instruments. The following tables summarize the fair value of assets that are recorded in the Company’s condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019 at fair value on a recurring basis: Fair Value Measurements as of June 30, 2020 Level 1 Level 2 Level 3 (In thousands) Assets Money Market $ 70,103 $ — $ — Certificate of Deposit 44,367 — — Cash Equivalents 230,446 — — Total assets at fair value $ 344,916 $ — $ — Fair Value Measurements as of December 31, 2019 Level 1 Level 2 Level 3 (In thousands) Assets Money Market $ 423,149 $ — $ — Certificate of Deposit 42,630 — — Total asset at fair value $ 465,779 $ — $ — |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings From time to time, the Company is a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. The Company applies accounting for contingencies to determine when and how much to accrue for and disclose related to legal and other contingencies. Accordingly, the Company discloses contingencies deemed to be reasonably possible and accrues loss contingencies when, in consultation with legal advisors, it is concluded that a loss is probable and reasonably estimable. Although the ultimate aggregate amount of monetary liability or financial impact with respect to these matters is subject to many uncertainties and is therefore not predictable with assurance, management believes that any monetary liability or financial impact to the Company from these matters, individually and in the aggregate, beyond that provided at June 30, 2020, would not be material to the Company’s financial position, results of operations or cash flows. However, there can be no assurance with respect to such result, and monetary liability or financial impact to the Company from legal proceedings, lawsuits and other claims could differ materially from those projected. In September 2018, a former contractor employed through a third party staffing agency, alleged on behalf of himself and other aggrieved employees that the Company and the staffing agency, purportedly violated California state wage and hour laws. In March 2020, the Company agreed to settle this matter for $1.9 million. For the three and six months ended June 30, 2020, the Company recorded an additional legal settlement expense of $0 and $0.2 million, respectively, and was recorded in selling, general and administrative expenses in the condensed consolidated statements of operation s and comprehensive los s . |
Employee Benefit Plan
Employee Benefit Plan | 6 Months Ended |
Jun. 30, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan The Company has defined contribution plans, under which the Company pays fixed contributions into a separate entity, and additional contributions to the plans are based upon a percentage of the employees’ elected contributions. The Company will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution plans are recognized within selling, general, and administrative expenses and research and development in the condensed consolidated statements of operations and comprehensive loss , as incurred. Defined contributions were $1.0 million and $0.8 million for the three months ended June 30, 2020 and 2019, respectively. Defined contributions were $2.0 million and $1.7 million for the six months ended June 30, 2020 and 2019, respectively. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Six Months Ended June 30, 2020 2019 (in thousands) Supplemental disclosure Cash payments for: Income tax paid $ 34 $ 86 $ 34 $ 86 Schedule for noncash investing activities Unpaid property, plant, and equipment received $ 1,287 $ 1,147 $ 1,287 $ 1,147 Schedule for noncash financing activities Issuance of common stocks through "cashless" warrants exercised $ 360,742 $ — Long-term debt 930 — Unpaid deferred transaction costs — 1,217 $ 361,672 $ 1,217 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Virgin Galactic Business Combination and Basis of Presentation | Virgin Galactic Business Combination and Basis of Presentation The Virgin Galactic Business Combination was accounted for as a reverse recapitalization. Under this method of accounting, SCH has been treated as the acquired company for financial reporting purposes. This determination was primarily based on current shareholders of the VG Companies having a relative majority of the voting power of the combined entity, the operations of the VG Companies prior to the acquisition comprising the only ongoing operations of the combined entity, and senior management of the VG Companies comprising the majority of the senior management of the combined entity. Accordingly, for accounting purposes, the financial statements of the combined entity represent a continuation of the financial statements of the VG Companies with the acquisition being treated as the equivalent of the VG Companies issuing stock for the net assets of SCH, accompanied by a recapitalization. The net assets of SCH were recognized as of the date of the Virgin Galactic Business Combination at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Virgin Galactic Business Combination in these financial statements are those of the VG Companies and the accumulated deficit of VG Companies has been carried forward after the Virgin Galactic Business Combination. Earnings per share calculations for all periods prior to the Virgin Galactic Business Combination have been retrospectively adjusted for the equivalent number of shares outstanding immediately after the Virgin Galactic Business Combination to effect the reverse acquisition. These condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All intercompany transactions and balances between the various legal entities comprising the Company have been eliminated in consolidation. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. Prior to the Virgin Galactic Business Combination, these condensed consolidated financial statements have been derived from the historical condensed consolidated financial statements of Vieco 10 and include assets, liabilities, revenues and expenses directly attributable to our operations and allocations of corporate expenses from the Vieco 10 and GV for providing certain corporate functions, which included, but are not limited to, general corporate expenses related to finance, legal, compliance, facilities, and employee benefits. Following the Virgin Galactic Business Combination, these condensed consolidated financial statements represent the stand-alone activity of the Company. Prior to the Virgin Galactic Business Combination, corporate expenses were allocated to us from Vieco 10 and GV on the basis of direct usage when identifiable or on the basis of headcount. The Company, Vieco 10 and GV each consider the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by the Company. Following the Virgin Galactic Business Combination, the Company expects to incur additional expenses as a stand-alone company. It is not practicable to estimate actual costs that would have been incurred had the Company been a stand-alone company during the periods presented prior to the Virgin Galactic Business Combination. Actual costs that may have been incurred if the Company had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. The historical condensed consolidated financial statements prior to the Virgin Galactic Business Combination do not reflect any attribution of debt or allocation of interest expense. Following the Virgin Galactic Business Combination, we perform these corporate functions using our own resources or purchased services from a related party ( Note 4 ). We have entered into a transition service agreement with Vieco 10 in connection with the separation, many of which are expected to have terms longer than one year. Prior to the Virgin Galactic Business Combination, the Company was historically funded as part of our Vieco 10 and GV’s treasury program. Cash and cash equivalents were managed through bank accounts legally owned by us, Vieco 10 and GV. Accordingly, cash and cash equivalents held by Vieco 10 and GV at the corporate level were not attributable to us for any of the periods presented. Only cash amounts legally owned by entities dedicated to the Company are reflected in the condensed consolidated balance sheets . Transfers of cash, both to and from Vieco 10 and GV’s treasury program by us or related parties, are reflected as a component of net parent investment or membership equity in the condensed consolidated balance sheets and as a financing activity on the accompanying condensed consolidated statements of cash flows . Prior to the Virgin Galactic Business Combination, as the various entities that make up the Company were not historically held by a single legal entity prior to the contribution of the VG Companies into VGH, LLC on July 8, 2019, total net parent investment is shown in lieu of equity in the condensed consolidated financial statements as of the applicable historical periods. Balances between us, Vieco 10 and GV that were not historically cash settled are included in net parent investment. Net parent investment represents Vieco 10’s interest in the recorded assets of us and represents the cumulative investment by Vieco 10 in us through July 8, 2019, inclusive of operating results. Prior to the Virgin Galactic Business Combination, certain of our employees historically participated in Vieco 10’s stock-based compensation plans in the form of options issued pursuant to Vieco 10's plan. The performance conditions set forth in Vieco 10 stock-based compensation plans resulted in no stock- based compensation expense recognized during all periods presented prior to consummation of the Virgin Galactic Business Combination. Prior to the Virgin Galactic Business Combination, the operations of the Company were included in the consolidated U.S. federal, and certain state and local and foreign income tax returns filed by GV, where applicable. Income tax expense and other income tax related information contained in the condensed consolidated financial statements for periods prior to the Virgin Galactic Business Combination are presented on a separate return basis as if the Company had filed its own tax returns. The income taxes of the Company as presented in the condensed consolidated financial statements may not be indicative of the income taxes that the Company will generate in the future. Additionally, certain tax attributes such as net operating losses or credit carryforwards are presented on a separate return basis and have been removed subsequent to the Virgin Galactic Business Combination. In jurisdictions where the Company has been included in the tax returns filed by GV, any income tax receivables resulting from the related income tax provisions have been reflected in the condensed consolidated balance sheets within net parent investment or membership equity, as applicable. Following the Virgin Galactic Business Combination, the Company will file separate standalone tax returns as we effectively became a new and separate tax filer from GV with no historical net operating losses and credit carryforwards. |
Use of Estimates | Use of EstimatesThe preparation of the condensed consolidated financial statements in conformity with GAAP required us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. We base these estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from these estimates. Significant estimates inherent in the preparation of the consolidated financial statements include, but are not limited to, accounting for cost of revenue, useful lives of property, plant and equipment, net, accrued liabilities, income taxes including deferred tax assets and liabilities and impairment valuation, stock-based awards and contingencies. |
Property, Plant, and Equipment, net | Property, Plant, and Equipment, net Property, plant, and equipment, net and leasehold improvements are stated at cost, less accumulated depreciation. Depreciation on property, plant, and equipment, net is calculated on the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter period of the estimated life or the lease term. The estimated useful lives of property and equipment are principally as follows: Asset Useful Life Buildings 39 years Leasehold Improvements Shorter of the estimated useful life or lease term Aircraft 20 years Machinery & equipment 5 to 7 years IT software and equipment 3 to 5 years We incur repair and maintenance costs on major equipment, which is expensed as incurred. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Updates (“ASU”). The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position and results of operations. (a) Issued Accounting Standard Updates In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) , which affects general principles within Topic 740, and are meant to simplify and reduce the cost of accounting for income taxes. It removes certain exceptions to the general principles in Topic 740 and simplifies areas including franchise taxes that are partially based on income, transactions with government that result in a step up in the tax basis of goodwill, the incremental approach for intraperiod tax allocation, interim period income tax accounting for year-to-date losses that exceed anticipated losses and enacted changes in tax laws in interim periods. The changes are effective for annual periods beginning after December 15, 2020. The Company is currently assessing the impact of ASU 2019-12 in its consolidated financial statements. (b) Adopted Accounting Standard Updates Effective January 1, 2020, we adopted ASU 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (Topic 820) , which modified the disclosure requirements on fair value measurements. The adoption of ASU 2018-03 did not have a material impact on the Company’s consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Property, Plant, and Equipment | The estimated useful lives of property and equipment are principally as follows: Asset Useful Life Buildings 39 years Leasehold Improvements Shorter of the estimated useful life or lease term Aircraft 20 years Machinery & equipment 5 to 7 years IT software and equipment 3 to 5 years As of June 30, 2020 and December 31, 2019, property, plant, and equipment, net consists of the following : As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Buildings $ 9,142 $ 9,142 Leasehold improvements 23,930 20,048 Aircraft 195 320 Machinery and equipment 35,918 33,608 IT software and equipment 20,002 17,151 Construction in progress 6,057 3,674 95,244 83,943 Less accumulated depreciation and amortization (39,217) (34,610) Property, plant, and equipment, net $ 56,027 $ 49,333 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | As of June 30, 2020 and December 31, 2019, inventory is comprised of the following: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Raw Materials $ 24,923 $ 22,578 Work in-progress 3,682 4,239 Total inventory $ 28,605 $ 26,817 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | The estimated useful lives of property and equipment are principally as follows: Asset Useful Life Buildings 39 years Leasehold Improvements Shorter of the estimated useful life or lease term Aircraft 20 years Machinery & equipment 5 to 7 years IT software and equipment 3 to 5 years As of June 30, 2020 and December 31, 2019, property, plant, and equipment, net consists of the following : As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Buildings $ 9,142 $ 9,142 Leasehold improvements 23,930 20,048 Aircraft 195 320 Machinery and equipment 35,918 33,608 IT software and equipment 20,002 17,151 Construction in progress 6,057 3,674 95,244 83,943 Less accumulated depreciation and amortization (39,217) (34,610) Property, plant, and equipment, net $ 56,027 $ 49,333 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Summary of Lease Expense and Cash Flow Information | The components of lease expense related to leases for the period are as follows: Three Months Ended June 30, 2020 2019 (Unaudited and in thousands) Lease Cost: Operating lease expense $ 1,010 $ 835 Short-term lease expense 26 35 Finance Lease Cost: Amortization of right-of-use assets 28 26 Interest on lease liabilities 8 6 Total finance lease cost 36 32 Variable lease cost 427 175 Total lease cost $ 1,499 $ 1,077 Six Months Ended June 30, 2020 2019 (Unaudited and in thousands) Lease Cost: Operating lease expense $ 2,162 $ 1,815 Short-term lease expense 123 93 Finance Lease Cost: Amortization of right-of-use assets 55 56 Interest on lease liabilities 17 10 Total finance lease cost 72 66 Variable lease cost 775 264 Total lease cost $ 3,132 $ 2,238 The components of supplemental cash flow information related to leases for the period are as follows: Six Months Ended June 30, 2020 2019 (In thousands, except term and rate data) Cash flow information: Operating cash flows for operating leases $ 2,545 $ 2,197 Operating cash flows for finance leases $ 18 $ 7 Financing cash flows for finance leases $ 49 $ 47 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations Operating leases $ 34 $ 16,746 Finance Leases $ 48 $ 358 Other Information: Weighted average remaining lease term: Operating leases (in years) 13.20 13.96 Finance leases (in years) 3.47 4.63 Weighted average discount rates: Operating leases 11.77 % 11.79 % Finance leases 8.92 % 10.70 % |
Summary of Balance Sheet Information | The supplemental balance sheet information related to leases for the period is as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Operating leases Long-term right-of-use assets $ 16,120 $ 16,632 Short-term operating lease liabilities $ 2,049 $ 2,354 Long-term operating lease liabilities 20,968 21,867 Total operating lease liabilities $ 23,017 $ 24,221 |
Summary of Operating Lease Maturities | Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) and future minimum finance lease payments as of June 30, 2020 are as follows: Operating Leases Finance (In thousands) 2020 (for the remaining period) $ 2,474 $ 73 2021 4,105 133 2022 3,282 118 2023 3,227 90 2024 3,226 34 Thereafter 29,737 — Total lease payments $ 46,051 $ 448 Less: Imputed interest/present value discount (23,034) $ (60) Present value of lease liabilities $ 23,017 $ 388 |
Summary of Finance Lease Maturities | Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) and future minimum finance lease payments as of June 30, 2020 are as follows: Operating Leases Finance (In thousands) 2020 (for the remaining period) $ 2,474 $ 73 2021 4,105 133 2022 3,282 118 2023 3,227 90 2024 3,226 34 Thereafter 29,737 — Total lease payments $ 46,051 $ 448 Less: Imputed interest/present value discount (23,034) $ (60) Present value of lease liabilities $ 23,017 $ 388 |
Other Current and Non-Current_2
Other Current and Non-Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Current and Non-Current Assets | A summary of the components of other assets are as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Prepaid expense $ 13,082 $ 16,672 Accounts receivable 777 461 Total other current assets $ 13,859 $ 17,133 Right-of-use assets $ 16,120 $ 16,927 Other non-current assets 3,187 2,615 Total other non-current assets $ 19,307 $ 19,542 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | A summary of the components of accrued liabilities are as follows: As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Accrued payroll $ 3,864 $ 2,027 Accrued vacation 3,705 2,797 Accrued bonus 3,730 6,502 Other accrued expenses 9,511 10,951 Total accrued expenses $ 20,810 $ 22,277 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | As of June 30, 2020 December 31, 2019 (Unaudited) (In thousands) Commercial loan $ 930 $ — 930 — Less: Current portion (310) — Non-current portion $ 620 $ — |
Schedule of Maturities of Long-term Debt | Aggregate maturities of long-term debt as of June 30, 2020 are as follows: (In thousands) 2020 (for the remaining period) $ 310 2021 310 2022 310 $ 930 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table presents net loss per share and related information: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (In thousands, except for share and per share data) Basic and diluted: Net loss $ (62,518) $ (44,068) $ (122,448) $ (86,661) Weighted average shares of common stock outstanding 211,784,541 193,663,150 207,097,047 193,663,150 Basic and diluted net loss per share $ (0.30) $ (0.23) $ (0.59) $ (0.45) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Options Outstanding | The following table sets forth the summary of options activity under the 2019 Plan (dollars in thousands except per share data): Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) Options outstanding at December 31, 2018 — $ — 0 — Granted 6,212,609 11.58 Exercised — — Forfeited options (90,565) 11.79 Options outstanding at December 31, 2019 6,122,044 $ 11.58 9.83 — Granted 334,894 13.87 Exercised — — Forfeited options (171,830) 11.79 Options outstanding at June 30, 2020 6,285,108 $ 11.69 9.31 $ 29,225,752 Options exercisable at June 30, 2020 — $ — 9.31 — __________________ (1) Aggregate intrinsic value is calculated based on the difference between our closing stock price at period end and the exercise price, multiplied by the number of in-the-money options and represents the pre-tax amount that would have been received by the option holders, had they all exercised all their options on the period end date. |
Schedule of Restricted Stock Units Activity | The following table sets forth the summary of RSUs activity under the 2019 Plan (dollars in thousands except per share data): Shares Weighted Average Fair Value Outstanding at January 1, 2019 — $ — Granted 1,795,209 7.11 Vested — — Forfeited (27,495) 7.11 Outstanding at December 31, 2019 1,767,714 $ 7.11 Granted 531,458 14.11 Vested — — Forfeited (63,472) 8.05 Outstanding at June 30, 2020 2,235,700 $ 17.42 |
Summary of Stock Option and RSU Expense | Stock options and RSUs expenses are included in selling, general and administrative and research and development expense in the condensed consolidated statements of operations and comprehensive loss , related to stock options and RSUs is as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Stock option expense Selling, General & Administrative $ 1,880 $ — $ 3,944 $ — Research & Development 1,017 — 2,056 — Total stock option expense 2,897 — 6,000 — RSU expense Selling, General & Administrative 1,666 — 2,473 — Research & Development 962 — 1,477 — Total RSU expense 2,628 — 3,950 — Total stock-based compensation expense $ 5,525 $ — $ 9,950 $ — |
Schedule of Weighted Average Assumptions | The weighted average assumptions used to value the option grants are as follows: As of June 30, 2020 December 31, 2019 Expected life (in years) 6.0 6.0 Volatility 75.3 % 75.0 % Risk free interest rate 1.2 % 1.7 % Dividend yield — % — % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets Measured on Recurring Basis | The following tables summarize the fair value of assets that are recorded in the Company’s condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019 at fair value on a recurring basis: Fair Value Measurements as of June 30, 2020 Level 1 Level 2 Level 3 (In thousands) Assets Money Market $ 70,103 $ — $ — Certificate of Deposit 44,367 — — Cash Equivalents 230,446 — — Total assets at fair value $ 344,916 $ — $ — Fair Value Measurements as of December 31, 2019 Level 1 Level 2 Level 3 (In thousands) Assets Money Market $ 423,149 $ — $ — Certificate of Deposit 42,630 — — Total asset at fair value $ 465,779 $ — $ — |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | Six Months Ended June 30, 2020 2019 (in thousands) Supplemental disclosure Cash payments for: Income tax paid $ 34 $ 86 $ 34 $ 86 Schedule for noncash investing activities Unpaid property, plant, and equipment received $ 1,287 $ 1,147 $ 1,287 $ 1,147 Schedule for noncash financing activities Issuance of common stocks through "cashless" warrants exercised $ 360,742 $ — Long-term debt 930 — Unpaid deferred transaction costs — 1,217 $ 361,672 $ 1,217 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Schedule of Useful Lives of Property and Equipment) (Details) | 6 Months Ended |
Jun. 30, 2020 | |
Buildings | |
Property, Plant and Equipment [Line Items] | |
Useful life | 39 years |
Aircraft | |
Property, Plant and Equipment [Line Items] | |
Useful life | 20 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
IT software and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
IT software and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||||
Royalty payable, as a percentage of revenue | 1.00% | 1.00% | |||
Royalty payable, quarterly amount | $ 40,000 | $ 40,000 | |||
Sponsorship royalties payable, as a percentage of revenue | 25.00% | 25.00% | |||
Affiliated Entity | License and royalty fees | |||||
Related Party Transaction [Line Items] | |||||
Expenses from related party | $ 40,000 | $ 20,000 | $ 100,000 | $ 40,000 | |
Parent Company | Allocation of corporate expenses | |||||
Related Party Transaction [Line Items] | |||||
Expenses from related party | 0 | 200,000 | 0 | 200,000 | |
Subsidiary of Common Parent | |||||
Related Party Transaction [Line Items] | |||||
Related party (payable) receivable | 100,000 | 100,000 | $ (800,000) | ||
Subsidiary of Common Parent | Allocation of operating income (expense) | |||||
Related Party Transaction [Line Items] | |||||
Transaction amounts from related party | $ 100,000 | $ 100,000 | $ 200,000 | $ 100,000 |
Inventory (Schedule of Inventor
Inventory (Schedule of Inventory) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw Materials | $ 24,923 | $ 22,578 |
Work in-progress | 3,682 | 4,239 |
Inventories | $ 28,605 | $ 26,817 |
Inventory (Narrative) (Details)
Inventory (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | ||||
Inventory write-down | $ 0.1 | $ 0 | $ 1.1 | $ 0 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment, net (Schedule of Property, Plant, and Equipment) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | $ 95,244 | $ 83,943 |
Less accumulated depreciation and amortization | (39,217) | (34,610) |
Property, plant, and equipment, net | 56,027 | 49,333 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 9,142 | 9,142 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 23,930 | 20,048 |
Aircraft | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 195 | 320 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 35,918 | 33,608 |
IT software and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 20,002 | 17,151 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | $ 6,057 | $ 3,674 |
Property, Plant, and Equipmen_4
Property, Plant, and Equipment, net (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 2,600 | $ 1,600 | $ 4,720 | $ 3,206 |
Research & Development | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 1,200 | $ 1,000 | $ 2,100 | $ 1,300 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Lessee, Lease, Description [Line Items] | ||||
Operating lease expense | $ 1.5 | $ 1.1 | $ 3.1 | $ 2.2 |
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease, renewal term | 3 years | 3 years | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease, renewal term | 20 years | 20 years |
Leases (Lease Cost) (Details)
Leases (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease expense | $ 1,010 | $ 835 | $ 2,162 | $ 1,815 |
Short-term lease expense | 26 | 35 | 123 | 93 |
Finance Lease Cost: | ||||
Amortization of right-of-use assets | 28 | 26 | 55 | 56 |
Interest on lease liabilities | 8 | 6 | 17 | 10 |
Total finance lease cost | 36 | 32 | 72 | 66 |
Variable lease cost | 427 | 175 | 775 | 264 |
Total lease cost | $ 1,499 | $ 1,077 | $ 3,132 | $ 2,238 |
Leases (Cash Flow Information)
Leases (Cash Flow Information) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash Flow, Operating Activities, Lessee [Abstract] | ||
Operating cash flows for operating leases | $ 2,545 | $ 2,197 |
Operating cash flows for finance leases | 18 | 7 |
Financing cash flows for finance leases | 49 | 47 |
Right-of-use assets obtained in exchange for lease obligations | ||
Operating leases | 34 | 16,746 |
Finance Leases | $ 48 | $ 358 |
Weighted average remaining lease term: | ||
Operating leases (in years) | 13 years 2 months 12 days | 13 years 11 months 15 days |
Finance leases (in years) | 3 years 5 months 19 days | 4 years 7 months 17 days |
Weighted average discount rates: | ||
Operating leases | 11.77% | 11.79% |
Finance leases | 8.92% | 10.70% |
Leases (Supplemental Balance Sh
Leases (Supplemental Balance Sheet) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Long-term right-of-use assets | $ 16,120 | $ 16,632 |
Short-term operating lease liabilities | 2,049 | 2,354 |
Long-term operating lease liabilities | 20,968 | 21,867 |
Total operating lease liabilities | $ 23,017 | $ 24,221 |
Leases (Lease Maturities) (Deta
Leases (Lease Maturities) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2020 (for the remaining period) | $ 2,474 | |
2021 | 4,105 | |
2022 | 3,282 | |
2023 | 3,227 | |
2024 | 3,226 | |
Thereafter | 29,737 | |
Total lease payments | 46,051 | |
Imputed interest/present value discount | (23,034) | |
Present value of lease liabilities | 23,017 | $ 24,221 |
Finance Leases | ||
2020 (for the remaining period) | 73 | |
2021 | 133 | |
2022 | 118 | |
2023 | 90 | |
2024 | 34 | |
Thereafter | 0 | |
Total lease payments | 448 | |
Imputed interest/present value discount | (60) | |
Present value of lease liabilities | $ 388 |
Other Current and Non-Current_3
Other Current and Non-Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expense | $ 13,082 | $ 16,672 |
Accounts receivable | 777 | 461 |
Total other current assets | 13,859 | 17,133 |
Right-of-use assets | 16,120 | 16,927 |
Other non-current assets | 3,187 | 2,615 |
Total other non-current assets | $ 19,307 | $ 19,542 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued payroll | $ 3,864 | $ 2,027 |
Accrued vacation | 3,705 | 2,797 |
Accrued bonus | 3,730 | 6,502 |
Other accrued expenses | 9,511 | 10,951 |
Accrued liabilities | $ 20,810 | $ 22,277 |
Long-term Debt (Schedule of Deb
Long-term Debt (Schedule of Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Total debt | $ 930 | $ 0 |
Less: Current portion | (310) | 0 |
Non-current portion | 620 | 0 |
Commercial loan | Commercial loan | ||
Debt Instrument [Line Items] | ||
Total debt | $ 930 | $ 0 |
Long-term Debt (Schedule of Mat
Long-term Debt (Schedule of Maturities) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
2020 (for the remaining period) | $ 310 | |
2021 | 310 | |
2022 | 310 | |
Total debt | $ 930 | $ 0 |
Long-term Debt (Narrative) (Det
Long-term Debt (Narrative) (Details) - Commercial loan - Commercial loan $ in Millions | 27 Months Ended | |
Oct. 01, 2022USD ($) | Jun. 18, 2020USD ($)installment | |
Debt Instrument [Line Items] | ||
Loans payable | $ 0.9 | |
Number of installments | installment | 3 | |
Interest rate | 0.00% | |
Forecast | ||
Debt Instrument [Line Items] | ||
Annual payment | $ 0.3 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) expense | $ 40 | $ 61 | $ (6) | $ 86 |
Effective income tax rate | 0.00% | 0.00% | 0.00% | 0.00% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | Mar. 13, 2020 | Jun. 30, 2020 | Apr. 30, 2020 | Dec. 31, 2019 |
Class of Warrant or Right [Line Items] | ||||
Outstanding warrants (in shares) | 0 | 22,999,977 | ||
Redemption price per warrant (in dollars per share) | $ 0.01 | $ 0.01 | ||
Number of shares acquired by each warrant (in shares) | 0.5073 | |||
Warrants redeemed (in shares) | 295,305 | |||
Private Placement | ||||
Class of Warrant or Right [Line Items] | ||||
Outstanding warrants (in shares) | 8,000,000 | 8,000,000 |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Basic and diluted: | ||||
Net loss | $ (62,518) | $ (44,068) | $ (122,448) | $ (86,661) |
Weighted average shares of common stock outstanding (in shares) | 211,784,541 | 193,663,150 | 207,097,047 | 193,663,150 |
Basic and diluted net loss per share (in dollars per share) | $ (0.30) | $ (0.23) | $ (0.59) | $ (0.45) |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares | Oct. 25, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Vested (in shares) | 0 | 0 | ||
Boeing | Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock sold (in shares) | 1,924,402 | |||
Merger Agreement | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Transaction costs, settled with stock, shares (in shares) | 413,486 | |||
Director | Restricted stock units | Merger Agreement | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Vested (in shares) | 1,500,000 | |||
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potential effect of warrants to purchase stock | 8,000,000 | 30,999,977 | 30,999,977 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 10, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average fair value, shares issued (in dollars per share) | $ 7.73 | $ 7.63 | ||
Plan modification, compensation cost | $ 0.6 | $ 1.1 | ||
Stock option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Unrecognized stock-based compensation expense | 40.7 | $ 40.7 | ||
Unrecognized compensation cost, period for recognition | 3 years 3 months 18 days | |||
Stock option | 2019 Stock Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Expiration period | 10 years | |||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost, period for recognition | 3 years 4 months 24 days | |||
Unrecognized stock-based compensation expense, excluding options | $ 45.7 | $ 45.7 | ||
Share price (more than) (in dollars per share) | $ 10 |
Stock-Based Compensation (2019
Stock-Based Compensation (2019 Stock Plan Activity) (Details) - 2019 Stock Plan - USD ($) | Dec. 31, 2019 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Number of Shares | ||||
Beginning balance (in shares) | 6,122,044 | 0 | ||
Granted (in shares) | 334,894 | 6,212,609 | ||
Exercised (in shares) | 0 | 0 | ||
Forfeited options (in shares) | (171,830) | (90,565) | ||
Ending balance (in shares) | 6,122,044 | 6,285,108 | 6,122,044 | 0 |
Options exercisable at June 30, 2020 (in shares) | 0 | |||
Weighted Average Exercise Price | ||||
Weighted-average exercise price, beginning (in dollars per share) | $ 11.58 | $ 0 | ||
Granted (in dollars per share) | 13.87 | 11.58 | ||
Exercised (in dollars per share) | 0 | 0 | ||
Forfeited options (in dollars per share) | 11.79 | 11.79 | ||
Weighted-average exercise price, ending (in dollars per share) | $ 11.58 | 11.69 | $ 11.58 | $ 0 |
Options exercisable at March 31, 2020 (in dollars per share) | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Options outstanding, weighted average contractual term | 9 years 9 months 29 days | 9 years 3 months 21 days | 0 years | |
Options exercisable, weighted average contractual term | 9 years 3 months 21 days | |||
Options outstanding, aggregate intrinsic value | $ 0 | $ 29,225,752 | $ 0 | $ 0 |
Options exercisable, aggregate intrinsic value | $ 0 |
Stock-Based Compensation (RSU A
Stock-Based Compensation (RSU Activity) (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Shares | ||
Outstanding, beginning balance (in shares) | 1,767,714 | 0 |
Granted (in shares) | 531,458 | 1,795,209 |
Vested (in shares) | 0 | 0 |
Forfeited (in shares) | (63,472) | (27,495) |
Outstanding, ending balance (in shares) | 2,235,700 | 1,767,714 |
Weighted Average Fair Value | ||
Outstanding, beginning balance (in dollars per share) | $ 7.11 | $ 0 |
Granted (in dollars per share) | 14.11 | 7.11 |
Vested (in dollars per share) | 0 | 0 |
Forfeited (in dollars per share) | 8.05 | 7.11 |
Outstanding, ending balance (in dollars per share) | $ 17.42 | $ 7.11 |
Stock-Based Compensation (Compe
Stock-Based Compensation (Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 5,525 | $ 0 | $ 9,950 | $ 0 |
Stock option | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 2,897 | 0 | 6,000 | 0 |
Stock option | Selling, General & Administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 1,880 | 0 | 3,944 | 0 |
Stock option | Research & Development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 1,017 | 0 | 2,056 | 0 |
Restricted stock units | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 2,628 | 0 | 3,950 | 0 |
Restricted stock units | Selling, General & Administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 1,666 | 0 | 2,473 | 0 |
Restricted stock units | Research & Development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 962 | $ 0 | $ 1,477 | $ 0 |
Stock-Based Compensation (Valua
Stock-Based Compensation (Valuation Assumptions) (Details) - Stock option | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life (in years) | 6 years | 6 years |
Volatility | 75.30% | 75.00% |
Risk free interest rate | 1.20% | 1.70% |
Dividend yield | 0.00% | 0.00% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value | $ 344,916 | $ 465,779 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value | 0 | 0 |
Money Market | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 70,103 | 423,149 |
Money Market | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Money Market | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Certificate of Deposit | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 44,367 | 42,630 |
Certificate of Deposit | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Certificate of Deposit | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | $ 0 |
Cash Equivalents | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 230,446 | |
Cash Equivalents | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | |
Cash Equivalents | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended |
Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Settlement amount awarded to other party | $ 1,900,000 | ||
Settlement expense | $ 0 | $ 200,000 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Retirement Benefits [Abstract] | ||||
Defined contributions | $ 1 | $ 0.8 | $ 2 | $ 1.7 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash payments for: | ||
Income tax paid | $ 34 | $ 86 |
Schedule for noncash investing activities | ||
Unpaid property, plant, and equipment received | 1,287 | 1,147 |
Schedule for noncash financing activities | ||
Issuance of common stocks through "cashless" warrants exercised | 360,742 | 0 |
Long-term debt | 930 | 0 |
Unpaid deferred transaction costs | 0 | 1,217 |
Noncash financing activities | $ 361,672 | $ 1,217 |