Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 09, 2021 | |
Document Information [Line Items] | ||
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39426 | |
Entity Central Index Key | 0001814329 | |
Entity Registrant Name | ASTRA SPACE, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 1900 Skyhawk Street | |
Entity Address, City or Town | Alameda | |
Entity Address, State or Province | CA | |
Entity Tax Identification Number | 14-1916687 | |
Entity Address, Postal Zip Code | 94501 | |
City Area Code | 866 | |
Local Phone Number | 278-7217 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Document Fiscal Period Focus | Q2 | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | |
Trading Symbol | ASTR | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 200,876,916 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 56,239,189 | |
Warrants to Purchase [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase one share of common Stock, each at an exercise price of $11.50 | |
Trading Symbol | ASTRW | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 447,456 | $ 10,611 |
Restricted cash | 4,931 | 0 |
Inventories | 1,832 | 649 |
Prepaid and other current assets | 5,377 | 485 |
Total current assets | 459,596 | 11,745 |
Non-current assets: | ||
Property, plant and equipment, net | 29,326 | 24,069 |
Right-of-use asset | 9,603 | 0 |
Trademark | 3,200 | 0 |
Other non-current assets | 76 | 77 |
Total assets | 501,801 | 35,891 |
Current liabilities: | ||
Accounts payable | 6,180 | 2,474 |
Operating lease obligation, current portion | 1,649 | 0 |
Accrued expenses and other current liabilities | 5,505 | 4,390 |
Long-term debt, current portion | 4,850 | 41,132 |
Long-term debt, current portion due to related parties | 0 | 10,503 |
Total current liabilities | 18,184 | 58,499 |
Non-current liabilities: | ||
Long-term debt | 0 | 7,286 |
Warrant liabilities | 56,786 | 0 |
Operating lease obligation, net of current portion | 7,681 | 0 |
Other non-current liabilities | 2,136 | 1,685 |
Total liabilities | 84,787 | 67,470 |
Commitments and Contingencies (Note 11) | ||
STOCKHOLDERS’ DEFICIT | ||
Additional paid in capital | 797,263 | 50,282 |
Accumulated deficit | (380,275) | (190,697) |
Total stockholders’ deficit | 417,014 | (140,408) |
Total liabilities, temporary equity and stockholders’ deficit | 501,801 | 35,891 |
Series A Convertible Preferred Stock [Member] | ||
TEMPORARY EQUITY | ||
Convertible preferred stock value | 0 | 15,922 |
Series B Convertible Preferred Stock [Member] | ||
TEMPORARY EQUITY | ||
Convertible preferred stock value | 0 | 92,907 |
Convertible Preferred Stock [Member] | ||
TEMPORARY EQUITY | ||
Convertible preferred stock value | 0 | 108,829 |
STOCKHOLDERS’ DEFICIT | ||
Founders convertible preferred stock, $0.0001 par value; none authorized, issued and outstanding as of June 30, 2021; 12,302,500 shares authorized and 12,302,500 shares issued and outstanding as of December 31, 2020 | 0 | 1 |
Common Class A [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Common stock Value | 20 | 2 |
Total stockholders’ deficit | 20 | |
Common Class B [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Common stock Value | 6 | $ 4 |
Total stockholders’ deficit | $ 6 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Common stock, shares authorized | 466,000,000 | |
Series A Convertible Preferred Stock [Member] | ||
Temporary equity, par value | $ 0.0001 | $ 0.0001 |
Temporary equity, shares authorized | 0 | 44,017,454 |
Temporary equity, shares issued | 0 | 43,744,059 |
Temporary equity, shares outstanding | 0 | 43,744,059 |
Series B Convertible Preferred Stock [Member] | ||
Temporary equity, par value | $ 0.0001 | $ 0.0001 |
Temporary equity, shares authorized | 0 | 47,406,862 |
Temporary equity, shares issued | 0 | 47,024,227 |
Temporary equity, shares outstanding | 0 | 47,024,227 |
Convertible Preferred Stock [Member] | ||
Temporary equity, shares outstanding | 90,768,286 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 0 | 12,302,500 |
Preferred stock, shares issued | 0 | 12,302,500 |
Preferred stock, shares outstanding | 0 | 12,302,500 |
Common Class A [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 400,000,000 | 176,225,000 |
Common stock, shares issued | 198,090,903 | 15,679,758 |
Common stock, shares outstanding | 198,090,903 | 15,679,758 |
Common Class B [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 65,000,000 | 61,512,500 |
Common stock, shares issued | 56,239,189 | 47,281,500 |
Common stock, shares outstanding | 56,239,189 | 47,281,500 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Operating expenses: | ||||
Research and development | $ 10,458 | $ 7,221 | $ 22,435 | $ 15,532 |
Sales and marketing | 1,125 | 0 | 1,189 | 0 |
General and administrative | 18,318 | 3,861 | 30,931 | 6,983 |
Total operating loss | (29,901) | (11,082) | (54,555) | (22,515) |
Interest expense, net | (678) | (1,253) | (1,213) | (2,252) |
Other (expense) income, net | (718) | 3,510 | (718) | 3,961 |
Loss on extinguishment of convertible notes | 0 | 0 | (131,908) | 0 |
Loss on extinguishment of convertible notes attributable to related parties | 0 | 0 | (1,875) | 0 |
Loss before taxes | (31,297) | (8,825) | (190,269) | (20,806) |
Income tax expense | 0 | 0 | 0 | 0 |
Net loss | $ (31,297) | $ (8,825) | $ (190,269) | $ (20,806) |
Common Class A [Member] | ||||
Net loss per share: | ||||
Weighted average number of shares – basic and diluted | 20,035,183 | 6,352,724 | 18,131,574 | 6,317,466 |
Net loss per share – basic and diluted | $ (0.47) | $ (0.16) | $ (2.93) | $ (0.38) |
Common Class B [Member] | ||||
Net loss per share: | ||||
Weighted average number of shares – basic and diluted | 46,722,244 | 48,897,804 | 46,783,559 | 48,474,826 |
Net loss per share – basic and diluted | $ (0.47) | $ (0.16) | $ (2.93) | $ (0.38) |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Temporary Equity and Stockholders' Deficit (Unaudited) - USD ($) $ in Thousands | Total | Cumulative Effect Adjustment Due To Adoption of ASU 2020-06 [Member] | Previously Reported [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member]Previously Reported [Member] | Convertible Preferred Stock [Member]Retroactive Application of Recapitalization [Member] | Common Class A [Member] | Common Class B [Member] | Founders Preferred Stock [Member] | Founders Preferred Stock [Member]Previously Reported [Member] | Founders Preferred Stock [Member]Retroactive Application of Recapitalization [Member] | Common Stock [Member] | Common Stock [Member]Previously Reported [Member] | Common Stock [Member]Retroactive Application of Recapitalization [Member] | Additional Paid in Capital [Member] | Additional Paid in Capital [Member]Cumulative Effect Adjustment Due To Adoption of ASU 2020-06 [Member] | Additional Paid in Capital [Member]Previously Reported [Member] | Additional Paid in Capital [Member]Retroactive Application of Recapitalization [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]Cumulative Effect Adjustment Due To Adoption of ASU 2020-06 [Member] | Accumulated Deficit [Member]Previously Reported [Member] |
Beginning Balance at Dec. 31, 2019 | $ (114,914) | $ (114,914) | $ 1 | $ 1 | $ 5 | $ 5 | $ 7,484 | $ 7,490 | $ (6) | $ (122,404) | $ (122,404) | ||||||||||
Beginning Balance (in shares) at Dec. 31, 2019 | 12,302,500 | 18,500,000 | 6,197,500 | 53,396,109 | 80,294,900 | 26,898,791 | |||||||||||||||
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2019 | 90,768,286 | 136,493,663 | 45,725,377 | ||||||||||||||||||
Temporary Equity, Beginning Balance at Dec. 31, 2019 | $ 108,829 | $ 108,829 | |||||||||||||||||||
Stock-based compensation | 372 | 372 | |||||||||||||||||||
Stock-based compensation (in shares) | 1,508,720 | ||||||||||||||||||||
Exercise of options | 19 | 19 | |||||||||||||||||||
Exercise of options (in shares) | 173,729 | ||||||||||||||||||||
Net loss | (11,981) | (11,981) | |||||||||||||||||||
Temporary Equity, Ending Balance (in shares) at Mar. 31, 2020 | 90,768,286 | ||||||||||||||||||||
Temporary Equity, Ending Balance at Mar. 31, 2020 | $ 108,829 | ||||||||||||||||||||
Ending Balance (in shares) at Mar. 31, 2020 | 12,302,500 | 55,078,558 | |||||||||||||||||||
Ending Balance at Mar. 31, 2020 | (126,504) | $ 1 | $ 5 | 7,875 | (134,385) | ||||||||||||||||
Beginning Balance at Dec. 31, 2019 | (114,914) | (114,914) | $ 1 | $ 1 | $ 5 | $ 5 | 7,484 | 7,490 | (6) | (122,404) | (122,404) | ||||||||||
Beginning Balance (in shares) at Dec. 31, 2019 | 12,302,500 | 18,500,000 | 6,197,500 | 53,396,109 | 80,294,900 | 26,898,791 | |||||||||||||||
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2019 | 90,768,286 | 136,493,663 | 45,725,377 | ||||||||||||||||||
Temporary Equity, Beginning Balance at Dec. 31, 2019 | $ 108,829 | $ 108,829 | |||||||||||||||||||
Net loss | (20,806) | ||||||||||||||||||||
Temporary Equity, Ending Balance (in shares) at Jun. 30, 2020 | 90,768,286 | ||||||||||||||||||||
Temporary Equity, Ending Balance at Jun. 30, 2020 | $ 108,829 | ||||||||||||||||||||
Ending Balance (in shares) at Jun. 30, 2020 | 12,302,500 | 55,089,198 | |||||||||||||||||||
Ending Balance at Jun. 30, 2020 | (135,183) | $ 1 | $ 5 | 8,021 | (143,210) | ||||||||||||||||
Beginning Balance at Mar. 31, 2020 | (126,504) | $ 1 | $ 5 | 7,875 | (134,385) | ||||||||||||||||
Beginning Balance (in shares) at Mar. 31, 2020 | 12,302,500 | 55,078,558 | |||||||||||||||||||
Temporary Equity, Beginning Balance (in shares) at Mar. 31, 2020 | 90,768,286 | ||||||||||||||||||||
Temporary Equity, Beginning Balance at Mar. 31, 2020 | $ 108,829 | ||||||||||||||||||||
Stock-based compensation | 141 | 141 | |||||||||||||||||||
Exercise of options | 5 | 5 | |||||||||||||||||||
Exercise of options (in shares) | 10,640 | ||||||||||||||||||||
Net loss | (8,825) | (8,825) | |||||||||||||||||||
Temporary Equity, Ending Balance (in shares) at Jun. 30, 2020 | 90,768,286 | ||||||||||||||||||||
Temporary Equity, Ending Balance at Jun. 30, 2020 | $ 108,829 | ||||||||||||||||||||
Ending Balance (in shares) at Jun. 30, 2020 | 12,302,500 | 55,089,198 | |||||||||||||||||||
Ending Balance at Jun. 30, 2020 | (135,183) | $ 1 | $ 5 | 8,021 | (143,210) | ||||||||||||||||
Beginning Balance at Dec. 31, 2020 | (140,408) | $ (9,028) | (140,408) | $ 1 | $ 1 | $ 6 | $ 6 | 50,282 | $ (9,719) | 50,289 | (7) | (190,697) | $ 691 | (190,697) | |||||||
Beginning Balance (in shares) at Dec. 31, 2020 | 12,302,500 | 18,500,000 | 6,197,500 | 62,961,258 | 94,678,583 | ||||||||||||||||
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2020 | 90,768,286 | 136,493,663 | 45,725,377 | 31,717,325 | |||||||||||||||||
Temporary Equity, Beginning Balance at Dec. 31, 2020 | $ 108,829 | $ 108,829 | |||||||||||||||||||
Stock-based compensation | 2,177 | 2,177 | |||||||||||||||||||
Exercise of options | 228 | 228 | |||||||||||||||||||
Exercise of options (in shares) | 498,807 | ||||||||||||||||||||
Issuance of Series C Convertible Preferred Stock, net of issuance costs | $ 221,943 | ||||||||||||||||||||
Issuance of Series C Convertible Preferred Stock, net of issuance costs (in shares) | 28,498,141 | ||||||||||||||||||||
Conversion of Founders Convertible Preferred Stock to Series C Convertible Preferred Stock, issued | 8,156 | 8,156 | |||||||||||||||||||
Conversion of Founders Convertible Preferred Stock to Series C Convertible Preferred Stock, issued (in shares) | 5,073,576 | (5,073,576) | |||||||||||||||||||
Adjustment to redemption value on Convertible Preferred Stock | (1,011,726) | $ 1,011,726 | (51,131) | (960,595) | |||||||||||||||||
Net loss | (158,972) | (158,972) | |||||||||||||||||||
Temporary Equity, Ending Balance (in shares) at Mar. 31, 2021 | 124,340,003 | ||||||||||||||||||||
Temporary Equity, Ending Balance at Mar. 31, 2021 | $ 1,342,498 | ||||||||||||||||||||
Ending Balance (in shares) at Mar. 31, 2021 | 7,228,924 | 63,460,065 | |||||||||||||||||||
Ending Balance at Mar. 31, 2021 | 1,309,573 | $ 1 | $ 6 | 7 | 1,309,573 | ||||||||||||||||
Beginning Balance at Dec. 31, 2020 | $ (140,408) | $ (9,028) | $ (140,408) | $ 1 | $ 1 | $ 6 | $ 6 | 50,282 | $ (9,719) | $ 50,289 | $ (7) | (190,697) | $ 691 | $ (190,697) | |||||||
Beginning Balance (in shares) at Dec. 31, 2020 | 12,302,500 | 18,500,000 | 6,197,500 | 62,961,258 | 94,678,583 | ||||||||||||||||
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2020 | 90,768,286 | 136,493,663 | 45,725,377 | 31,717,325 | |||||||||||||||||
Temporary Equity, Beginning Balance at Dec. 31, 2020 | $ 108,829 | $ 108,829 | |||||||||||||||||||
Exercise of options (in shares) | 2,310,888 | ||||||||||||||||||||
Net loss | $ (190,269) | ||||||||||||||||||||
Temporary Equity, Ending Balance at Jun. 30, 2021 | $ 0 | ||||||||||||||||||||
Ending Balance (in shares) at Jun. 30, 2021 | 198,090,903 | 56,239,189 | |||||||||||||||||||
Ending Balance at Jun. 30, 2021 | 417,014 | $ 20 | $ 6 | 797,263 | (380,275) | ||||||||||||||||
Beginning Balance at Mar. 31, 2021 | 1,309,573 | $ 1 | $ 6 | 7 | 1,309,573 | ||||||||||||||||
Beginning Balance (in shares) at Mar. 31, 2021 | 7,228,924 | 63,460,065 | |||||||||||||||||||
Temporary Equity, Beginning Balance (in shares) at Mar. 31, 2021 | 124,340,003 | ||||||||||||||||||||
Temporary Equity, Beginning Balance at Mar. 31, 2021 | $ 1,342,498 | ||||||||||||||||||||
Stock-based compensation | 7,444 | 7,444 | |||||||||||||||||||
Exercise of options | 1,081 | 1,081 | |||||||||||||||||||
Exercise of options (in shares) | 1,812,081 | ||||||||||||||||||||
Adjustment to redemption value on Convertible Preferred Stock | 1,011,726 | (1,011,726) | 51,131 | 960,595 | |||||||||||||||||
Merger recapitalization- Class A | 330,763 | $ (330,772) | $ 14 | $ (2) | 330,751 | ||||||||||||||||
Merger recapitalization- Class A (in shares) | (124,340,003) | 140,601,884 | (16,261,881) | ||||||||||||||||||
Merger recapitalization- Class B | 1 | $ 6 | $ (1) | $ (4) | |||||||||||||||||
Merger recapitalization- Class B (in shares) | 56,239,189 | (7,228,924) | (49,010,265) | ||||||||||||||||||
Private offering and merger financing, net of redemptions and equity issuance cost | 406,869 | $ 6 | 406,863 | ||||||||||||||||||
Issuance of preferred stock | 57,489,019 | ||||||||||||||||||||
Net loss | (31,297) | (31,297) | |||||||||||||||||||
Temporary Equity, Ending Balance at Jun. 30, 2021 | $ 0 | ||||||||||||||||||||
Ending Balance (in shares) at Jun. 30, 2021 | 198,090,903 | 56,239,189 | |||||||||||||||||||
Ending Balance at Jun. 30, 2021 | $ 417,014 | $ 20 | $ 6 | $ 797,263 | $ (380,275) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Temporary Equity and Stockholders' Deficit (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Statement Of Stockholders Equity [Abstract] | ||
Redemption and equity issuance costs | $ 23,337 | $ 23,337 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (190,269) | $ (20,806) |
Adjustments to reconcile net loss to cash flows used in operating activities | ||
Loss on extinguishment of convertible notes | 131,908 | 0 |
Loss on extinguishment of convertible notes attributable to related parties | 1,875 | 0 |
Non-cash lease expense | 426 | 0 |
Stock-based compensation | 17,777 | 513 |
Depreciation | 1,918 | 1,664 |
Amortization of convertible note discounts | 315 | 1,391 |
Amortization of convertible note discounts attributable to related parties | 55 | 307 |
Gain on mark to market derivatives | 0 | 2,484 |
Gain on mark to market derivatives attributable to related parties | 0 | (334) |
Changes in operating assets and liabilities: | ||
Inventories | (1,182) | 0 |
Prepaid and other current assets | (4,893) | (625) |
Other non-current assets | 0 | 61 |
Accounts payable | 3,617 | (908) |
Change in lease liabilities | (547) | 0 |
Accrued expenses and other current liabilities | 2,334 | 1,028 |
Other non-current liabilities | 2,011 | 415 |
Net cash used in operating activities | (34,655) | (19,778) |
Cash flows from investing activities: | ||
Acquisition of trademark | (3,200) | 0 |
Purchases of property, plant and equipment | (8,647) | (465) |
Investment made in leasehold improvements | (149) | (989) |
Net cash used in investing activities | (11,996) | (1,454) |
Cash flows from financing activities: | ||
Proceeds from business combination and private offering | 463,648 | 0 |
Borrowings on Pendrell bridge loan | 10,000 | 0 |
Repayment on Pendrell bridge loan | (10,000) | 0 |
Proceeds from issuance of Series C preferred stock | 30,000 | 0 |
Issuance cost of Series C preferred stock | (94) | 0 |
Proceeds from issuance of convertible notes | 0 | 17,900 |
Repayments on term loans | (2,800) | 0 |
Repayments on equipment advances | (3,636) | (933) |
Borrowings on economic injury disaster loan | 0 | 500 |
Borrowings on paycheck protection program loan | 0 | 4,850 |
Proceeds from stock issued under equity plans | 1,309 | 24 |
Net cash provided by financing activities | 488,427 | 22,341 |
Net increase in cash, cash equivalents and restricted cash | 441,776 | 1,109 |
Cash, cash equivalents and restricted cash at beginning of period | 10,611 | 10,519 |
Cash, cash equivalents and restricted cash at end of period | 452,387 | 11,628 |
Non-cash activities: | ||
Conversion of Series A, Series B, Series C, and Founders' convertible preferred into Class A common stock | 330,764 | 0 |
Assets acquired included in accounts payable | 537 | 449 |
Public and private placement of warrants acquired as part of merger | 56,786 | 0 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | $ 691 | $ 217 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Statement Of Cash Flows [Abstract] | ||
Redemption and equity issuance costs | $ 23,337 | $ 23,337 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | Note 1 — Description of Business Astra Space Operations, Inc. (formerly Astra Space, Inc., and herein “Astra Space Operations”) is a launch vehicle company which designs, tests, manufactures and operates next generation space services that will enable a new generation of global communications, earth observation, precision weather monitoring, navigation, and surveillance capabilities. Astra Space Operations’ goal is to improve life on our planet through greater connectivity and more regular observation and to enable a wave of innovation in low Earth orbit by offering smaller more frequent launches. Holicity Inc. (“Holicity”) was originally incorporated in Delaware and was established as a special purpose acquisition company, which completed its initial public offering in August 2020. On June 30, 2021 (the “Closing Date”), Holicity consummated a business combination (the “Business Combination”) pursuant to the Business Combination Agreement dated as of February 2, 2021 (the “BCA”), by and among Holicity, Holicity Merger Sub Inc., a wholly owned subsidiary of Holicity (“Merger Sub”), and Astra Space Operations (“pre-combination Astra”). Immediately upon the consummation of the Business Combination, Merger Sub merged with and into Astra Space Operations with Astra Space Operations surviving the merger as a wholly owned subsidiary of Holicity. Holicity changed its name to “Astra Space, Inc.”, and pre-combination Astra changed its name to “Astra Space Operations, Inc”. Unless the context otherwise requires, “we”, “us”, “our”, “Astra” and the “Company” refers to Astra Space, Inc., the combined company and its subsidiaries following the Business Combination. Refer to Note 3 for further discussion of the Business Combination. The Company’s Class A common stock and warrants to purchase Class A common stock are now listed on the Nasdaq under the symbols “ASTR” and “ASTRW”. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 2 — Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) as determined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the audited financial statements and accompanying notes for the years ended December 31, 2020 and 2019. The Condensed Consolidated Balance Sheet as of December 31, 2020, included herein, was derived from the audited financial statements of the Company as of that date. The unaudited condensed consolidated interim financial statements, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our financial position, our results of operations, cash flows and stockholders’ deficit for the periods presented. The results are not necessarily indicative of the results of operations to be anticipated for any future annual or interim period. The Business Combination is accounted for as a reverse recapitalization as pre-combination Astra was determined to be the accounting acquirer under FASB’s ASC Topic 805, Business Combination ("ASC 805"). The determination is primarily based on the evaluation of the following facts and circumstances: the equity holders of pre-combination Astra hold the majority of voting rights in the Company; the board of directors of pre-combination Astra represent a majority of the members of the board of directors of the Company; the senior management of pre-combination Astra became the senior management of the Company; and the operations of pre-combination Astra comprise the ongoing operations of the Company. In connection with the Business Combination, outstanding common stock and preferred convertible stock of the pre-combination Astra was converted into common stock of the Company, par value of $ 0.0001 per share, representing a recapitalization, and the net assets of the Company were acquired and recorded at historical cost, with no goodwill or intangible assets recorded. Pre-combination Astra was deemed to be the predecessor and the consolidated assets and liabilities and results of operations prior to the Closing Date are those of pre-combination Astra. Reported shares and earnings per share available to common stockholders, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the BCA. The number of shares of preferred stock was also retroactively restated based on the exchange ratio. Principles of Consolidation and Liquidity The condensed consolidated financial statements include the accounts for the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company has historically funded its operations primarily by equity financings and convertible promissory notes prior to the Business Combination. As of June 30, 2021, the Company’s existing sources of liquidity included cash and cash equivalents of $ 447.5 million. The Company has a limited history of operations and has incurred negative cash flows from operating activities and loss from operations in the past as reflected in the accumulated deficit of $ 380.3 million as of June 30, 2021. The Company expects to continue to incur operating losses due to the investments it intends to make in its business, including the development of products. Upon completion of the Business Combination, the Company obtained adequate cash proceeds as part of the reverse recapitalization that will be sufficient to fund operating and capital expenditure requirements and mitigate the relevant conditions that raise substantial doubt about the Company’s ability to continue as a going concern through at least 12 months from the date of issuance of these financial statements. Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised, and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed consolidated financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Risks and Uncertainties The Company is subject to those risks common in the technology industry and also those risks common to early stage companies including, but not limited to, the possibility of not being able to successfully develop or market its products or services, competition, dependence on key personnel and key external alliances, the successful protection of its proprietary technologies, compliance with government regulations, and the possibility of not being able to obtain additional financing when needed. On March 11, 2020 the World Health Organization declared the novel strain of coronavirus (“COVID-19”) a global pandemic and recommended containment and mitigation measures worldwide. The COVID-19 pandemic has disrupted everyday life and markets worldwide, leading to significant business and supply-chain disruption, as well as broad-based changes in supply and demand. Many of the Company’s customers worldwide were impacted by COVID-19 and temporarily closed their facilities which impacted the speed of research and development. Additionally, we implemented cost-cutting measures in response to the anticipated impact of the COVID-19 pandemic in early 2020, including employee layoffs and temporary furloughs. Further, the Company’s fund raising was negatively impacted in the first half of 2020 as a result of a number of factors surrounding the COVID-19 pandemic. As the global outbreak of COVID-19 continues to rapidly evolve, future impacts on the Company’s business depend on future developments, which remain highly uncertain and cannot be predicted with confidence. This includes factors such as the ultimate geographic spread of the disease, the duration of the outbreak, travel restrictions and social distancing in the United States and other countries, business closures or business disruptions, and the effectiveness of actions taken in the United States and other countries to contain and treat the disease. While the masking, social distancing and other regulatory measures instituted or recommended in response to COVID-19 are expected to be temporary, the duration of the business disruptions, and related financial impact on the Company, cannot be estimated at this time. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the condensed consolidated financial statements and accompanying notes. The Company bases these estimates on historical experience and on various other assumptions that it believes 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 could differ significantly from those estimates. Significant items subject to such estimates and assumptions include the valuation of stock-based compensation, common stock, derivatives and warrants, useful lives of fixed assets, deferred tax assets, income tax uncertainties and other contingencies. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents. The Company maintains cash and cash equivalent balances in bank accounts with one bank. All cash accounts are located in the United States and insured by the Federal Deposit Insurance Corporation (“FDIC”). Although balances may exceed amounts insured by the FDIC, the Company believes there is no exposure to any significant credit risks related to its cash or cash equivalents and has not experienced any losses in such accounts. Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker (“CODM”) in making decisions regarding resource allocation and assessing performance. All of the Company’s assets are maintained in the United States. The Company has determined that it operates in one operating segment and one reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources and evaluating financial performance. Restricted Cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal due to legal agreements. The Company determines current or non-current classification of restricted cash based on the expected duration of the restriction. As of June 30, 2021, in accordance with the Coronavirus Aid, Relief and Economic Security Act and the BCA, cash of $ 4.9 million was deposited to a third-party escrow account as the Company’s Paycheck Protection Program note was outstanding and not forgiven prior to Closing Date. Revenue Recognition In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers ( Topic 606 ) (“ASU 2014-09”). ASU 2014-09, combined with all subsequent amendments, which is collectively Accounting Standards Codification Topic 606 (“ASC 606”), Revenue from Contracts with Customers, provides guidance outlining a single five-step comprehensive revenue model in accounting for revenue from contracts with customers which supersedes all existing revenue recognition guidance, including industry-specific guidance. ASC 606 also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfill a contract. The Company adopted the new accounting guidance and related amendments (collectively, the “new revenue accounting standard”) on January 1, 2020 using the modified retrospective method. As the Company did not have any revenue from contracts with any customers prior to the Company’s adoption date, there was no accounting impact upon adoption. Under ASC 606, the Company will recognize revenue to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Through its current and anticipated offerings, the Company expects to generate revenue by providing the following services: Launch Services — To provide rapid, global, and affordable launch services to satellite operators and governments. Spaceport Services — To offer turn-key spaceports with the capability to launch Astra rockets for key government customers. Spaceports will require minimal on-site infrastructure and will leverage Astra’s highly automated launch operations. Satellite Services — To provide modular configurable satellite buses for customers, leveraging both in-house and partner-provided subsystem components and in-house design and integration services. Satellite Services range from operational support of satellites on orbit, to turn-key provision of entire constellations, offering “concept to constellation” in months instead of years. As of June 30, 2021, the Company has only entered into contracts for Launch Services. As of June 30, 2021, the Company has not completely achieved commercial viability of the technology required to perform spaceport services or satellite services. The Company’s contracts provide customers with termination for convenience clauses, which may or may not include termination penalties. In some contracts, the size of the contractual termination penalty increases closer to the scheduled launch date. At each balance sheet date, the Company evaluates each contract’s termination provisions and the impact on the accounting contract term, i.e., the period in which the Company has enforceable rights and obligations. This includes evaluating whether there are termination penalties and if so, whether they are considered substantive. The Company applies judgment in determining whether the termination penalties are substantive. As of June 30, 2021, all contracts include termination for convenience provisions. No revenue has been recognized for the three and six months ended June 30, 2021 and 2020. Revenue for Launch Services is expected to be recognized at a point in time when the Company has delivered the promised services to customers. Although the Company’s contracts are anticipated to last anywhere from 6 to 24 months, depending on the number of launch services and launch dates, the delivery of services leading up to the launch within the contracts is short-term in nature, generally between 30 to 60 days. The timing of revenue recognition may differ from contract billing or payment schedules, resulting in revenues that have been earned but not billed (“unbilled revenue”) or amounts that have been collected, but not earned (“contract liabilities”). Typical Contractual Arrangements The Company expects to provide its services based upon a combination of a Statement of Work ("SOW") and an executed contract detailing the General Terms & Conditions. Services are expected to be provided based on a fixed price per launch service identified in the contract. Performance Obligations and Transaction Price At contract inception, an assessment of the goods and services promised in the contracts with customers is performed and a performance obligation is identified for each distinct promise to transfer to the customer a good or service (or bundle of goods or services). To identify the performance obligations, the Company considers all the goods or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices. A contract generally requires the Company to provide an integrated service for each launch, which includes launch vehicle analysis and design, development and production, payload integration, launch preparation and launch support execution. The intention of contract is to provide a full-service launch to the customer rather than providing separate deliverables of each of the services outlined above, and these services are interdependent and interrelated. The Company believes that each dedicated launch will represent one single performance obligation. The transaction price is defined as the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, which is a fixed price stated in the contract. When a contract involves multiple launches, the Company will account for each launch as a separate performance obligation, because the customer can benefit from each launch on its own or with other readily available resources and the launch is separately identifiable. The transaction price will be allocated to each performance obligation on an estimated relative standalone selling price basis. The Company’s process to estimate standalone selling prices will involve management’s judgment and will consider multiple factors such as prices charged for similar goods and services and the Company’s ongoing pricing strategy and policies. Recognition of Revenue The work performed by the Company in fulfilling the launch performance obligation is not expected to create an asset to the customer since the launch vehicle that is built to deliver the customer’s payload into orbit will not be owned by the customer. As the launch vehicle can have an alternative use by the Company for another customer, the Company expects to recognize revenue upon completion of the performance obligation, which is the launch of the customer’s payload into orbit. Since the Company’s partially successful test launch of Rocket 3.2 in December 2020, the Company expects to begin recognizing revenue in 2021 on contracts with customers when it satisfies its performance obligation of delivering customer payloads into orbit via its Launch Services. Contracts related to research and development activities are recognized as other income. See Other (Expense) Income, net . Other Policies, Judgments and Practical Expedients Contract balances. Contract assets and liabilities represent the differences in the timing of revenue recognition from the receipt of cash from the Company’s customers and billings. Contract assets reflect revenue recognized and performance obligations satisfied in advance of customer billing. Contract liabilities relate to payments received in advance of the satisfaction of performance under the contract. Receivables represent rights to consideration that are unconditional. Such rights are considered unconditional if only the passage of time is required before payment of that consideration is due. The Company had no contract assets as of June 30, 2021 and December 31, 2020. The Company had contract liabilities of $ 2.0 million as of June 30, 2021 and no ne as of December 31, 2020. Payment terms are expected to vary by customer and type of revenue contract. Remaining performance obligations . Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods and does not include contracts where the customer is not committed. Customers are not considered committed when they are able to terminate their contractual obligations to us without payment of a substantive penalty under the contract. Many of the Company’s contracts allow the customer to terminate the contract prior to launch without a substantive penalty, and therefore the enforceable contract is for a period less than the stated contractual term. Further, the Company has elected not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company had unsatisfied performance obligations of $11.9 million as of June 30, 2021, which are expected to be recognized in the last half of 2022. The Company had no unsatisfied performance obligations as of December 31, 2020. Costs to obtain a contract. The Company recognizes an asset for the incremental costs of obtaining a contract with a customer. These costs will be ascribed to or allocated to the underlying performance obligations in the contract and amortized consistent with the recognition timing of the revenue for the underlying performance obligations. During the three months and six months ended June 30, 2021 and 2020, the Company did no t recognize any expenses related to contract costs. The Company had no assets related to costs to obtain contracts as of June 30, 2021 and December 31, 2020. For contract costs related to performance obligations with an amortization period of one year or less, the Company applies the practical expedient to expense these sales commissions when incurred. These costs are recognized as incurred within sales and marketing expenses on the accompanying Condensed Consolidated Statements of Operations. Significant financing component. In certain arrangements, the Company may receive payment from a customer either before or after the performance obligation has been satisfied. Depending on the expected timing difference between the payment and satisfaction of performance obligations, the Company will assess whether a significant financing component exists. For the three and six months ended June 30, 2021 and 2020, the Company has not recognized any revenues with respect to the Company’s core business operations of delivering payloads into low-earth orbit. Contracts with governmental entities involving research and development milestone activities do not represent contracts with customers under ASC 606 and as such, amounts received are recorded in other (expense) income, net in the Condensed Consolidated Statements of Operations. There were no such amounts recorded for the three and six months ended June 30, 2021. The Company recorded $0.7 million and $1.1 million for the three and six months ended June 30, 2020, respectively. Other (Expense) Income, net Other (expense) income, net, primarily consists of changes in fair value of mark to market derivative liabilities of convertible notes, funding received from governmental entities, and one-time charges incurred during the period. The remaining balance is non-recurring charges that are outside of the Company’s operations. The Company recognizes all derivative instruments in the Condensed Consolidated Balance Sheets at their respective fair value at each reporting date, with measurement adjustments recorded in other (expense) income, net within the Company’s Condensed Consolidated Statements of Operations. No gain or loss related to measurement adjustments of mark to market derivatives was recognized for the three months and six months ended June 30, 2021. The Company recorded a gain of $ 2.5 million related to measurement adjustments of mark to market derivatives for the three months ended June 30, 2020 and a gain of $ 2.8 million related to measurement adjustments of mark to market derivatives for the six months ended June 30, 2020. Loss on Extinguishment of Convertible Notes No loss was recognized for the extinguishment of convertible notes for the three months ended June 30, 2021. For the six months ended June 30, 2021, the Company recognized a total loss on extinguishment of convertible notes of $ 133.8 million. On January 28, 2021, the Company settled all convertible notes outstanding as of December 31, 2020 through its Series C financing. Given that certain convertible notes were settled based on negotiated terms between the Company and the note holders, the Company concluded that such settlement should be treated as a privately negotiated debt settlement transaction where debt extinguishment accounting should be applied. Therefore, the Company recognized the loss on extinguishment of convertible notes, which represents the difference between the net carrying amount of the convertible notes at the time of extinguishment and the fair value of Series C convertible preferred stock issued to settle these convertible notes. See Note 7 — Long-Term Debt. Research and Development The Company incurs various direct costs in relation to the research and development of launch vehicles along with costs to build the facility to test such vehicles. Research and development costs consist primarily of production supplies, testing materials, personnel costs (including salaries and benefits), depreciation expense, overhead allocation (consisting of various support and facility costs), stock-based compensation and consulting fees. Research and development costs are expensed as incurred. For the three months ended June 30, 2021 and 2020, the Company expensed research and development costs of $ 10.5 million and $ 7.2 million, respectively. For the six months ended June 30, 2021 and 2020, the Company expensed research and development costs of $ 22.4 million and $ 15.5 million, respectively. Inventories Inventories consist of raw materials expected to be used for customer specific contracts. Inventories are stated at the lower of cost or net realizable value determined by the first-in, first-out method. The Company assesses inventories quarterly for events or changes in circumstances indicating that the utility of our inventories have diminished through damage, deterioration, obsolescence, changes in price or other causes and records write-downs of inventories to cost of sales in the period for which they occur. Trademark As of June 30, 2021, trademark consists of an indefinite-lived intangible trademark asset of $ 3.2 million, which represents the fair value of a trademark acquired during the three months ended March 31, 2021. The Company performs an annual impairment assessment to determine if there are any impairment indicators. Prepaid and Other Current Assets As of June 30, 2021, prepaid and other current assets primarily consist of licensing prepayments of $ 2.1 million with a remaining payment of $ 0.7 million due in July 2021, and deposits on launch-related costs of $ 1.0 million for launches that will occur within twelve months. Leases On January 1, 2021, the Company adopted ASU 2016-02, Leases (Topic 842) ("ASC 842"). Under the adoption of the new lease accounting standard, the Company elected practical expedients that allow entities to not reassess 1) initial direct costs, 2) lease classification for existing or expired leases and 3) lease definition for existing or expired contracts as of the effective date of January 1, 2021. Upon adoption of ASC 842, the Company determines whether a contract is or contains a lease at contract inception by evaluating whether substitution rights exist and whether the Company obtains substantially all of the benefits and directs the use of the identified asset. When the Company determined a lease exists, the Company records a right-of-use asset (“ROU asset”) and corresponding lease liability in the Condensed Consolidated Balance Sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term. Lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are recognized at the commencement date of the lease at the value of the lease liability, adjusted for any prepayments, lease incentives received, and initial direct costs incurred. Lease liabilities are recognized at the commencement date of the lease based on the present value of remaining lease payments over the lease term. As the discount rate implicit in the lease is not readily determinable in most leases, the Company uses its incremental borrowing rate based on the information available at the commencement date of the lease in determining the present value of lease payments. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company does not record lease contracts with a lease term of 12 months or less on its Condensed Consolidated Balance Sheets. Fixed lease costs associated with these short-term contracts are expensed on a straight-line basis over the lease term. The Company recognizes lease expense for operating leases on a straight-line basis over the lease term. For finance leases, the Company recognizes amortization expense on the ROU asset and interest expense on the lease liability over the lease term. The Company has lease agreements with non-lease components that relate to the lease components. The Company accounts for each lease component and any non-lease components associated with that lease component as a single lease component for all underlying asset classes. Accordingly, all costs associated with a contract that is or contains a lease are accounted for as lease costs. Some leasing arrangements require variable payments that are dependent on usage, output, or may vary for other reasons, such as insurance and tax payments. These variable lease costs are recognized as incurred over the lease term. The Company does not include significant restrictions or covenants in lease agreements, and residual value guarantees are generally not included within the Company’s leases. See Note 9 — Leases. Fair Value Measurements The carrying amounts of cash, prepaid expenses, other current assets, accounts payable, accrued liabilities and other current liabilities approximate fair value because of their short-term maturities. The carrying amounts of the 2018 Term Loans and 2018 Equipment Advances (as defined in Note 7 — Long-Term Debt) approximate fair value as the interest rate varies with the Prime Rate. According to ASC 820, Fair Value Measurements and Disclosures, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The fair value hierarchy establishes three tiers, which prioritize the inputs used in measuring fair value as follows: Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities; Level 2 — Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Entities are permitted to choose to measure certain financial instruments and other items at fair value. The Company has not elected the fair value measurement option for any of the assets or liabilities that meet the criteria for this election. Derivative Instruments The Company recognizes all derivative instruments as either assets or liabilities in the Consolidated Balance Sheets at their respective fair values. The Company evaluates its debt and equity issuances to determine if those contracts or embedded components of those contracts qualify as derivatives requiring separate recognition in the Company’s condensed consolidated financial statements. The result of this accounting treatment is that the fair value of the embedded derivative is revalued as of each reporting date and recorded as a liability, and the change in fair value during the reporting period is recorded in other (expense) income, net in the Condensed Consolidated Statements of Operations. The classification of derivative instruments, including whether such instruments should be recorded as assets/liabilities or as equity, is reassessed at the end of each reporting period. Derivative instrument assets and liabilities are classified in the Condensed Consolidated Balance Sheets as current or non-current based on whether or not net-cash settlement of the derivative instrument is expected within twelve months of the Condensed Consolidated Balance Sheets dates. When a derivative instrument is sold, terminated, exercised or expires, the gain or loss is recorded in the Consolidated Statements of Operations. The Company did not have a derivative liability related to the share settlement obligation of the Company’s convertible notes as of June 30, 2021 and December 31, 2020, respectively. See Note 7 — Long-Term Debt. Stock-Based Compensation The Company recognizes compensation expense for all stock-based payment awards made to employees, directors and nonemployees based on the estimated grant date fair value of the awards in accordance with ASC 718, Compensation — Stock Compensation. The Company estimates grant date fair value of options using an option-pricing valuation model and accounts for forfeitures as they occur. The fair value of restricted stock awards is based on the fair value of the u |
Reverse Capitalization
Reverse Capitalization | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Reverse Capitalization | Note 3 — Reverse Capitalization On June 30, 2021, pre-combination Astra Space, Inc. and Holicity Inc. consummated the merger contemplated by the BCA, with Astra Space, Inc. surviving the merger as a wholly owned subsidiary of Holicity. Upon consummation of the merger, Holicity changed its name to Astra Space, Inc., and pre-combination Astra changed its name to Astra Space Operations, Inc. Immediately following the business combination, there were 198,090,903 shares of Class A common stock and 56,239,189 shares of Class B common stock issued and outstanding with a par value of $ 0.0001 . Additionally, there were outstanding options to purchase an aggregate of 5,993,412 share of Class A common stock and outstanding warrants to purchase 15,813,829 shares of Class A common stock. The Business Combination was accounted for as a reverse recapitalization in accordance with GAAP as pre-combination Astra has been determined to be the accounting acquirer. Under this method of accounting, while Holicity was the legal acquirer, it has been be treated as the “acquired” company for financial reporting purposes. Accordingly, the Business Combination was treated as the equivalent of pre-combination Astra issuing stock for the net assets of Holicity, accompanied by a recapitalization. The net assets of Holicity were stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Business Combination are those of pre-combination Astra. Reported shares and earnings per share available to holders of the Company’s common stock, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination ( approximately one pre-combination Astra share to 0.665 of the Company's shares ). The most significant change in the post-combination Company’s reported financial position and results was an increase in cash, net of transactions costs, of $ 463.6 million, including $ 200.0 million in gross proceeds from the private placements (the “PIPE”). In connection with the Business Combination, $ 25.2 million of transaction costs were paid on the Closing Date. Additionally, on the Closing Date, the Company repaid the short-term promissory notes with Pendrell (the “Bridge Loan”) of $ 10.4 million, which included principal of $ 10.0 million and end of term fee of $ 0.4 million as of June 30, 2021. The Company also repaid the outstanding principal and interest of $ 4.6 million for the term loan and equipment advances with Silicon Valley Bank. Refer to Note 7 – Long-term Debt. The Company incurred $ 25.5 million in transaction costs relating to the merger with Holicity, of which $ 23.3 million has been recorded against additional paid-in capital in the Condensed Consolidated Balance Sheets and the remaining amount of $ 2.2 million was recognized as general and administrative expenses on the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021. On the date of the Business Combination, the Company recorded a liability related to the Public and Private Placement Warrants of $ 56.8 million, with an offsetting entry to additional paid-in capital. In relation to the Public and Private Placement Warrants, the Company recognized a portion of pre-combination Astra’s capitalizable transaction costs relating to the merger with Holicity, using the relative fair value method, as general and administrative expenses in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021. Upon closing of the Business Combination, the shareholders of Holicity, including Holicity founders, were issued 37,489,019 shares of Class A common stock. In connection with the Closing, holders of 10,981 shares of common stock of Holicity were redeemed at a price per share of $ 10.00 . In connection with the Closing 20,000,000 shares were issued to PIPE investors at a price per share of $ 10.00 . The number of shares of Class A common stock issued immediately following the consummation of the Business Combination were: Common stock of Holicity 29,989,019 Holicity founder shares 7,500,000 Shares issued in PIPE 20,000,000 Business Combination and PIPE shares 57,489,019 Pre-combination Astra shares 140,601,884 Total shares of Class A common stock immediately after Business Combination 198,090,903 In addition, in connection with the consummation of the Business Combination, 56,239,189 shares of Class B common stock were issued to two executive officers and founders of the Company: Chris Kemp and Adam London in exchange for an aggregate 73,699,647 shares of common stock and an aggregate 10,870,562 shares of Founders Preferred Stock of pre-combination Astra. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Text Block [Abstract] | |
Recently Issued Accounting Pronouncements | Note 4 — Recently Issued Accounting Pronouncements As an emerging growth company (“EGC”), the JOBS Act allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies. The Company elected to use this extended transition period under the JOBS Act until such time the Company is no longer considered to be an EGC. The adoption dates discussed below reflect this election. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The new guidance removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. It also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. This guidance is effective for the Company for fiscal year beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted with simultaneous adoption of all provisions of the new standard. The Company is currently evaluating the impact of adopting this guidance. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This temporary guidance provides optional expedients and exceptions for applying US GAAP to contracts, hedging relationships and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. ASU 2020-04 is effective from March 12, 2020 and may be applied prospectively through December 31, 2022. The Company is currently evaluating the impact of adopting this guidance. Recently Adopted Accounting Guidance In February 2016, the Financial Accounting Standards Board issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"), and since that date has issued subsequent amendments to the initial guidance intended to clarify certain aspects of the guidance and to provide certain practical expedients entities can elect upon adoption. The principle of ASU 2016-02 is that a lessee should recognize assets and liabilities that arise from leases. Lessees will need to recognize a right-of-use asset and a lease liability for all leases (other than leases that meet the definition of a short-term lease). The lease liability will be equal to the present value of lease payments. The right-of-use asset will be based on the liability, with differences related to deferred rent and initial direct costs, etc. For income statement purposes, ASU 2016-02 requires leases to be classified as either operating or finance. Operating leases will result in a straight-line expense pattern while finance leases will result in a front-loaded expense pattern. ASU 2016-02 is effective for the Company beginning January 1, 2022. As of January 1, 2021, the Company early adopted Topic 842 using the modified retrospective approach and as a result will not restate prior periods. The cumulative effect of the changes made to the January 1, 2021 Condensed Consolidated Balance Sheet for the adoption of ASU 2016-02 was the addition of a right-of-use asset of $ 4.6 million and a lease liability of $ 4.7 million. See Note 9 — Leases. In August 2020, the FASB issued ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies the accounting for convertible instruments by removing the separation models for (1) convertible instruments with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature (“BCF”). As a result, a convertible debt instrument can be accounted for as a single liability measured at its amortized cost under certain circumstances. These changes may reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument where the embedded conversion option was separated according to beneficial conversion or cash conversion guidance. ASU 2020-06 also requires the application of the if-converted method for calculating diluted earnings per share for convertible instruments and the treasury stock method will be no longer available. This standard will be effective for the Company’s fiscal years beginning in the first quarter of 2022, with early adoption permitted in 2021. The Company elected to early adopt ASU 2020-06 as of January 1, 2021 using a modified retrospective transition method. In transition, the Company was required to apply the guidance to all impacted financial instruments that were outstanding as of January 1, 2021 with the cumulative effect recognized as an adjustment to the opening balance of accumulated deficit. As a result of early adopting ASU 2020-06, the Company made certain adjustments to its accounting for certain outstanding convertible notes issued in 2020 with separately recognized BCFs. The adoption of ASU 2020-06 resulted in the re-combination of the liability and equity components of these convertible notes into a single liability instrument, which required the Company to record a $ 9.7 million decrease in additional paid in capital from the derecognition of the BCFs, a $ 9.0 million increase in debt from the derecognition of the discount associated with the BCFs, and a $ 0.7 million cumulative effect, net of tax effects, decrease to the opening balance of its accumulated deficit as of January 1, 2021 upon transition. Since the Company had a net loss for the three months and six months ended June 30, 2021, the convertible notes were determined to be anti-dilutive and therefore had no impact to basic or diluted net loss per share for the period as a result of adopting ASU 2020-06. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 5 — Inventories The Company’s inventories included raw materials of $ 1.8 million and $ 0.6 million, as of June 30, 2021 and December 31, 2020, respectively, which are necessary to construct the Company’s launch vehicles for customer-specific contracts. Costs related to the construction of research and development launch vehicles are recorded as research and development expenses when incurred. Under the Company’s business model, launch vehicles are manufactured to deliver customer payloads of various sizes to various locations in low-earth orbit. There were no inventory write downs as of June 30, 2021 and December 31, 2020. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 6 Months Ended |
Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment, Net | Note 6 — Property, Plant and Equipment, Net Presented in the table below are the major classes of property, plant and equipment: in thousands As of As of Construction in progress $ 7,605 $ — Computer and software 2,100 1,440 Leasehold improvements 13,873 13,873 Research and development equipment 5,518 4,903 Production equipment 8,177 8,174 Furniture and fixtures 468 466 Kodiak Spaceport — 2,079 Total property, plant and equipment 37,741 30,935 Less: accumulated depreciation ( 8,415 ) ( 6,866 ) Total property, plant and equipment, net $ 29,326 $ 24,069 Depreciation expense is recorded within operating costs in the Condensed Consolidated Statements of Operations and amounted to $ 1.0 million and $ 0.8 million for the three months ended June 30, 2021 and 2020, respectively, and $ 1.9 million and $ 1.7 million for the six months ended June 30, 2021 and 2020, respectively. No impairment charges were recorded for the three months and six months ended June 30, 2021 and 2020. Kodiak Spaceport On June 19, 2019, the Company entered into an agreement with Alaska Aerospace Corporation (“AAC”) to develop a commercial launch pad site (“Launch Pad”) in Kodiak, Alaska. The Launch Pad development includes construction of the Launch Pad and obtaining Federal Aviation Agency spaceport license approval for launch operations beginning in August 2019. The Launch Pad’s costs were jointly funded by AAC and the Company. Throughout the term of the agreement, the State of Alaska retains ownership of the developed Launch Pad site. The Company’s involvement in the construction of the Launch Pad, inclusive of the land, resulted in the Company being recognized as the owner of the Launch Pad during the lease term. Prior to the adoption of ASC 842, the arrangement was accounted for as a build-to-suit lease under ASC 840 — Leases. The total construction costs of $ 2.1 million were capitalized within property, plant and equipment, net on the Consolidated Balance Sheet, and were depreciated on a straight-line basis over the life of the lease term. AAC’s contributions of $ 0.8 million were recorded as a financing obligation which was included in other non-current liabilities on the Company’s Condensed Consolidated Balance Sheets to be released at the end of the lease term. Upon adoption of ASC 842 on January 1, 2021, the Company derecognized the Kodiak Spaceport asset of $ 2.1 million, the accumulated depreciation of $ 0.4 million, and the financing obligation of $ 0.8 million, with an adjustment to equity for the difference. The Company also recognized a right-of-use asset of $ 0.9 million for the Kodiak Spaceport lease. No lease payments remained to be paid as of the transition date. As such, equity was adjusted against the right-of-use asset. See Note 9 — Leases. |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 7 — Long-Term Debt The Company’s debt obligations consist of the following: As of June 30, 2021 December 31, 2020 in thousands Principal Unamortized Principal Unamortized Term loan $ — $ — $ 2,800 $ — Equipment advances — — 3,636 — Paycheck Protection Program note 4,850 — 4,850 — Convertible notes — — 59,835 12,200 Total debt 4,850 71,121 Less: debt discount — ( 12,200 ) Less: current portion ( 4,850 ) ( 51,635 ) Total long-term debt book value, net $ — $ 7,286 Debt issuance costs were not material for any debt obligations individually, or in the aggregate, for the issuances of the above debt obligations as of June 30, 2021 and December 31, 2020. Therefore, debt issuance costs were expensed upon the issuance of respective debt obligations. The Company is in compliance with all financial covenants required by the loans as of June 30, 2021. Current portion of long-term debt includes those principal balances and unamortized debt discount expected to be repaid within twelve months from June 30, 2021 and December 31, 2020. In connection with the Business Combination, all outstanding debt at the Closing Date with the exception of the Paycheck Protection Program note were settled on June 30, 2021. Refer to Note – 3 Reverse Recapitalization. Term Loan and Equipment Advances On December 25, 2018, the Company entered into a loan agreement (the “2018 Loan Agreement”) with Silicon Valley Bank (“SVB”). Pursuant to the 2018 Loan Agreement, the Company can borrow up to a total of $ 3.0 million term loans (“2018 Term Loans”) and $ 7.0 million equipment loans (“2018 Equipment Advances”) with access period ending on April 30, 2020 for 2018 Term Loans and June 30, 2019 for 2018 Equipment Advances. For the 2018 Term Loans, monthly payments of interest only were required to be made commencing on the first day of the month following the month in which the funding occurs with respect to such term loan, and continuing thereafter on the first day of each successive calendar month, through April 30, 2020. Commencing May 1, 2020 and continuing thereafter on the first day of each successive calendar month through its maturity date, monthly payments of equal principal and accrued interest are required to be remitted. For each equipment advance, commencing on the first day of the month following the month in which the funding date occurs with respect to such equipment advance, and continuing thereafter on the first day of each successive calendar month through its equipment maturity dates, monthly payments of equal principal and accrued interest are required to be remitted. The 2018 Term Loans bear an interest rate equal to the greater of (i) 5.25 % or (ii) 1.5 % above the Prime Rate. The 2018 Equipment Advances bear an interest rate equal to the greater of (i) 5.25 % or (ii) 1.0 % above the Prime Rate. As of June 30, 2021 and December 31, 2020, the interest rate for the 2018 Term Loans and the 2018 Equipment Advances is 5.25 %. The Prime Rate is defined as the rate of interest per annum from time to time published in the money rates section of The Wall Street Journal or any successor publication. Interest is payable monthly and compounded monthly based on a 360-day year. Borrowings under the 2018 Loan Agreement are secured by a security interest in all goods, equipment, inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, general intangibles, accounts, documents, instruments, chattel paper, cash, deposit accounts, fixtures, letters of credit rights, securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located. In connection with the execution of the 2018 Loan Agreement, the Company entered into a 2018 warrant agreement which granted certain warrants to SVB (the “Warrants”). The Warrants were issued in one initial tranche on December 25, 2018 and three subsequent tranches in 2019 each time the Company made an additional debt draw under the 2018 Loan Agreement. Pursuant to the warrant agreement, SVB has the option to purchase an aggregate of 480,520 shares of Class A common stock. The warrants have a weighted average exercise price of $ 0.24 per share and are exercisable for a period of 10 years. The Company accounted for all the Warrants issued as equity instruments since the Warrants are indexed to the Company’s common shares and meet the criteria for classification in stockholders’ equity. The issuances under the 2018 Term Loan and 2018 Equipment Advances are as follows: in thousands Principal Maturity Date Term Loan $ 3,000 April 1, 2023 Equipment Advances – January 31, 2019 Issuance 2,410 January 1, 2022 Equipment Advances – April 29, 2019 Issuance 2,428 April 1, 2022 Equipment Advances – June 27, 2019 Issuance 2,162 June 1, 2022 Total $ 10,000 Paycheck Protection Program Note (“PPP Note”) On April 20, 2020, the Company received loan proceeds of approximately $ 4.9 million under the Paycheck Protection Program (“PPP”), offered by the U.S. Small Business Administration (the “SBA”) pursuant to Title 1 of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The PPP Note proceeds are available to be used to pay for payroll costs, including salaries, commissions, and similar compensation, group health care benefits, and paid leaves, rent and utilities, and mortgage interest payments. The PPP Note is subject to forgiveness to the extent proceeds are used for payroll costs, including payments required to continue group health care benefits, and certain rent, utility, and mortgage interest expenses (collectively, “Qualifying Expenses”), pursuant to the terms and limitations of the PPP Note. The Company used the PPP Note amount intended for Qualifying Expenses. However, no assurance is provided that the Company will obtain forgiveness of the PPP Note in whole or in part. The interest rate on the PPP Note is a fixed rate of 1 % per annum. The PPP Note matures in April 2022 . In the first quarter of the year ended December 31, 2021, the Company submitted a forgiveness application to its lender seeking full forgiveness of the PPP Note. The eligibility requirement of the PPP Note is subjective, and if determined that the Company is ineligible to receive the PPP Note, the Company could be required to pay the PPP Note in its entirety. Convertible Notes Issuance of Convertible Notes From June 2019 through July 2019, the Company issued $ 14.8 million of convertible promissory notes (the “June 2019 Convertible Notes”) to certain investors. The June 2019 Convertible Notes mature on June 10, 2021 and accrue interest at 2.37 % or 2.13 %, compounded annually on basis of 360-days year of twelve 30-day months. Principal and any accrued but unpaid interest are due and payable at maturity. From October 2019 through December 2020, the Company issued $ 45.0 million of convertible promissory notes (the “October 2019 Convertible Notes” and collectively with the June 2019 Convertible Notes, the “Convertible Notes”) to certain investors. The October 2019 Convertible Notes mature on October 1, 2021 and accrue interest at 1.69 %, 1.59 % or 1.85%, compounded annually on basis of 360-days year of twelve 30-day months. Principal and any accrued but unpaid interest are due and payable at maturity. Pursuant to the terms of the Convertible Notes, the Convertible Notes will convert, including outstanding principal and any accrued but unpaid interest, with no fractional shares and proper notice based on the below: Maturity : Upon maturity, convert into the shares issued in the then most recent Preferred Stock financing at the lowest price per share of such shares in such financing at the option of the holders. Next Equity Financing: Upon the Company’s next equity financing yielding at least $ 20 million in a single transaction for the June 2019 Convertible Notes and $ 50 million in a single transaction for the October 2019 Convertible Notes (“Next Equity Financing”), the Convertible Notes shall automatically convert into those equity securities issued at a price lesser of 80 % of the qualified financing price or a per share price reflecting a pre-money, fully-diluted valuation of $ 350 million for the June 2019 Convertible Notes and $ 450 million for the October 2019 Convertible Notes. Change of Control : In the event of a change of control, immediately prior, the note shall convert into cash equal to 1.5 times the outstanding principal and any accrued but unpaid interest or at the option of the holder convert into common stock at a price per share equal to the lesser of 80% of the change of control price per common stock or a per share price reflecting a pre-money, fully-diluted valuation of $ 500 million for the June 2019 Convertible Notes and $ 450 million for the October 2019 Convertible Notes. Upon maturity, the holders of the Convertible Notes have the option to extend the maturity date for another 2 years. The Company determined that the contingent share-settled redemption upon the Next Equity Financing or Change of Control at 80% of the next round price and the contingent redemption upon Change of Control at 1.5 times of the outstanding principal and accrued interest were embedded derivatives (“Redemption Obligation”) that required bifurcation as derivative liabilities as well as upon issuance a reduction in the carrying value of the underlying note. The Company measures the bifurcated compound derivative at fair value based on significant inputs not observable in the market, which causes them to be classified as Level 3 measurements within the fair value hierarchy. Redemption Obligation derivatives are determined to be material at each issuance date. The bifurcated derivative was bifurcated from each note at the amount of the fixed premium, and the expected premium based on likelihood of the Next Equity Financing at different dates which result in differing levels of premium. The bifurcated embedded derivative had a zero fair value as of December 31, 2020 and through the settlement of the Convertible Notes in January 2021. The following tables present changes in fair value of the embedded compound derivative (associated with the Company’s Convertible Notes) for the six months ended June 30, 2021 and 2020: Embedded Derivative in Convertible Notes June 30, in thousands 2021 2020 Balance – December 31 $ — $ 4,698 Additions — 3,261 Measurement adjustments — ( 2,818 ) Balance – June 30 $ — $ 5,141 The measurement adjustments are recognized in other (expense) income, net within the Company’s Condensed Consolidated Statements of Operations. To determine the fair value of the embedded derivatives, the Company used an income approach considering potential future conversion and calibrated a discount rate to be consistent with the price paid at Issuance. The income approach considered assumptions including preferred stock values, volatilities, risk free rates, and discount rates/additional discount factors calibrated to be consistent with the price paid at Issuance. Additionally, other key assumptions included probability and timing of financing or the note remaining outstanding through maturity. The following table sets forth the range of inputs for the significant assumptions utilized to determine the fair value of embedded derivatives at each issuance: At Issuance June 2019 October 2019 Q4 2020 Preferred stock value $ 1.30 $ 1.30 $ 1.98 – 2.32 Risk free rates 1.8 % – 2.0 % 0.9 % – 1.8 % 0.1 % Risk-adjusted discount rate 15.0 % 15.0 % 15.0 % Additional discount factor 0.1 % – 0.9 % 0.9 % – 4.7 % 4.7 % Preferred volatility 15.3 % 15.3 % 20 % Prior to the adoption of ASU 2020-06 on January 1, 2021 and upon issuance of the Convertible Notes, the Company assessed whether an immediate beneficial conversion feature (“BCF”) existed with regards to the non-contingent conversion option upon maturity to convert the Convertible Notes into the shares issued in the most recent Preferred Stock financing (i.e., Series B Preferred Stock) at the issuance of the Convertible Notes. A beneficial conversion feature exists when convertible instruments are issued with an initial “effective conversion price” that is less than the fair value of the underlying stock. The Company determined that there was no BCF associated with such conversion feature upon issuance except for the Convertible Notes issued on October 29, 2020, November 12, 2020, November 16, 2020, November 19, 2020, December 1, 2020 and December 11, 2020 (“Q4 2020 Convertible Notes”). At the commitment dates, the Company determined the conversion feature related to the Q4 2020 Convertible Notes to be beneficial to the investors. The following table summarizes the calculation of the BCFs as of the issuance dates of these Q4 2020 Convertible Notes, which continued to be presented in additional paid in capital as of December 31, 2020: As of Effective Fair Value of Number of Shares upon Conversion (pre-combination) BCF in thousands October 29, 2020 $ 1.33 $ 2.32 1,125,281 $ 1,113 November 12, 2020 1.33 2.32 4,456,114 4,407 November 16, 2020 1.33 2.32 871,378 862 November 19, 2020 1.33 2.32 2,504,466 2,476 December 1, 2020 1.33 2.32 120,030 119 December 11, 2020 1.33 2.32 750,188 742 Total $ 9,719 Prior to the adoption of ASU 2020-06 on January 1, 2021, the Company recorded a total BCF of $ 9.7 million, representing the intrinsic value of the in-the-money portion of the non-contingent conversion option upon maturity, in equity, with an offsetting reduction to the carrying amount of the Q4 2020 Convertible Notes as a debt discount upon issuance. The equity component of $ 9.7 million was not re-measured as long as it continued to meet the conditions for equity classification. The debt discounts resulting from the accounting for a beneficial conversion option and the fair value of embedded derivative at issuance were amortized using the effective interest method over the term of the Q4 2020 Convertible Notes. For all other Convertible Notes, the debt discount resulting from the bifurcation of the embedded derivatives at issuance was amortized into interest expense using the effective interest method over the term of the Convertible Notes. All Convertible Notes were classified as current liabilities as of December 31, 2020. On January 1, 2021, the Company elected to adopt ASU 2020-06 based on a modified retrospective transition method. Under such transition, prior-period information has not been retrospectively adjusted. In accounting for the Q4 2020 Convertible Notes after the adoption of ASU 2020-06, the BCFs and unamortized debt discount associated with the recognition of such BCFs were derecognized from the Condensed Consolidated Balance Sheets as of January 1, 2021, resulting in a $ 9.0 million increase in the carrying amount of the Q4 2020 Convertible Notes, a $ 9.7 million decrease in additional paid in capital, and a $ 0.7 million cumulative decrease to the opening balance of its accumulated deficit as of January 1, 2021, net of tax effects. The issuances under the Convertible Notes are as follows: Maturity Date of June 10, 2021 in thousands Principal Interest Rate June 10, 2019 $ 12,950 2.37 % June 12, 2019 500 2.37 % June 13, 2019 400 2.37 % July 19, 2019 235 2.13 % July 25, 2019 750 2.13 % Total $ 14,835 Maturity Date of October 01, 2021 in thousands Principal Interest Rate October 1, 2019 $ 14,000 1.69 % February 6, 2020 6,000 1.59 % February 12, 2020 5,000 1.59 % February 28, 2020 6,900 1.59 % October 29, 2020 1,500 1.85 % November 12, 2020 5,940 1.85 % November 16, 2020 1,162 1.85 % November 19, 2020 3,338 1.85 % December 1. 2020 160 1.85 % December 11, 2020 1,000 1.85 % Total $ 45,000 Settlement of Convertible Notes On January 28, 2021, the Company entered a stock purchase agreement with certain investors to close the issuance of Series C convertible preferred stock at a cash purchase price of $ 6.62 per share and settle all outstanding Convertible Notes through Series C convertible preferred stock at a conversion price of $ 1.33 or $ 1.71 per share (“Series C Financing”). The Company issued 38,323,292 shares of Series C Convertible Preferred Shares (pre-combination) for conversion of outstanding Convertible Notes of $ 61.0 million. The June 2019 Convertible Notes were settled pursuant to the contractual conversion upon the Next Equity Financing feature with such financing yielding at least $ 20 million in a single transaction. The Company credited the net carrying amount of the June 2019 Convertible Notes of $ 14.5 million, including any unamortized debt discount, to Series C convertible preferred stock with no gain or loss recognized. The October 2019 Convertible Notes were settled based on negotiated terms between the Company and the note holders as the Series C Financing did not meet the definition of Next Equity Financing for the October 2019 Convertible Notes. The Company assessed the economics of the settlement of the October 2019 Convertible Notes and concluded that it should be treated as a privately negotiated debt redemption/settlement transaction where debt extinguishment accounting should be applied. Therefore, the Company derecognized the net carrying amount, including any unamortized debt discount, of the October 2019 Convertible Notes of $ 42.6 million and recognized the Series C convertible preferred stock issued specifically to settle the October 2019 Convertible Notes at fair value as the reacquisition consideration. Accrued and unpaid interest of $ 0.6 million was settled and not paid in cash and therefore it was included in calculating the extinguishment loss. The difference between the net carrying amount of the October 2019 Convertible Notes, plus accrued and unpaid interest, and the reacquisition consideration was recorded as a loss on extinguishment within other (expense) income, net in the Condensed Consolidated Statement of Operations. The Company issued in aggregate 26,727,308 shares of Series C convertible preferred stock (pre-combination) to settle the October 2019 Convertible Notes. The fair value of the Series C convertible preferred stock was determined to be $ 176.9 million using the cash purchase price of $ 6.62 per share on January 28, 2021. These October 2019 Convertible Notes had a carrying amount plus accrued and unpaid interest of $ 43.2 million upon settlement. The difference of $ 133.8 million was recognized as a loss on extinguishment on the Company’s Condensed Consolidated Statement of Operations for the three months and six months ended June 30, 2021. Bridge Loan On May 20, 2021, the Company entered into a short-term promissory note (the “Bridge Loan”) with Pendrell as the lender, pursuant to which Pendrell agreed to make available to the Company up to $ 20.6 million in borrowings. Pendrell is the parent of X-icity Holdings Corporation, the sponsor of Holicity. The interest rate on the Bridge Loan borrowings is a fixed rate of 5.00 % per annum. However, if repaid in full in connection with the closing of the Business Combination, then no interest shall be due and payable. The Company is required to pay an upfront fee in the amount of 1.00 % of the principal amount and an end of term fee in the amount of 2.00 % of the principal amount. The funds drawn on the Bridge Loan may be prepaid by the Company at any time. The Bridge Loan matures upon the earliest of (a) the closing of the Business Combination, (b) 60 days following the abandonment of the Business Combination and (c) the date when the commitment amount is otherwise paid in full or accelerated pursuant to the terms of the Bridge Loan. Under the terms of the Bridge Loan, the Company borrowed $ 10.0 million in June 2021, and subsequently paid off the outstanding principal and end of term fee totaling $ 10.4 million on June 30, 2021. Refer to Note – 3 Reverse Recapitalization. The scheduled principal maturities of the Company’s debt obligations as of June 30, 2021 are as follows: in thousands 2021 (remaining six months) 2022 2023 2024 Thereafter Total PPP note — 4,850 — — — 4,850 $ — $ 4,850 $ — $ — $ — $ 4,850 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8 — Income Taxes There has historically been no federal or state provision for income taxes because the Company has incurred operating losses and maintains a full valuation allowance against its net deferred tax assets. For the three and six months ended June 30, 2021 and 2020, the Company recognized no provision for income taxes. Utilization of net operating loss carryforwards, tax credits and other attributes may be subject to future annual limitations due to the ownership change limitations provided by Section 382 of the Internal Revenue Code and similar state provisions. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases | Note 9 — Leases The Company has operating leases for warehouse, production, and office facilities and equipment. Lease contracts have remaining lease terms of one year to eight years , some of which include options to extend the term by up to 5 years . The Company included renewal options that are reasonably certain to be exercised as part of the lease term. Additionally, some lease contracts include termination options. The Company does not expect to exercise the majority of termination options and generally exclude such options when determining the term of leases. See Note 2 — Basis of Presentation and Summary of Significant Accounting Policies for the Company’s lease accounting policy. The components of lease costs for three and six months ended June 30, 2021 are as follows (in thousands): Three Months Ended Six Months Operating lease costs $ 400 $ 648 Finance lease costs: Amortization of right-of-use assets — — Interest on lease liabilities — — Short-term lease costs — — Variable lease costs — — Sublease income — — Total lease costs $ 400 $ 648 For the three and six months ended June 30, 2020, rent expense recognized under ASC 840 amounted to $ 0.2 million and $ 0.4 million, respectively. There were no losses or gains on sale and leaseback transactions for the three months and six months ended June 30, 2021. The weighted average remaining lease term as of June 30, 2021 is 7.23 years and the weighted average discount rate is 7.43 %. Cash flows arising from lease transactions for the three and six months ended June 30, 2021 were as follows (in thousands): Three Months Six Months Cash paid for amounts included in the measurements of lease liabilities: Operating cash inflows/(outflows) from operating leases $ ( 760 ) $ ( 770 ) Operating cash inflows/(outflows) from finance leases — — Financing cash inflows/(outflows) from finance leases — — Supplemental non-cash information on lease liabilities arising from obtaining — — Operating leases — — Finance leases — — Future minimum lease payments under non-cancellable leases in effect as of June 30, 2021 are as follows (in thousands): Year Ending December 31, Operating Finance 2021 (excluding the six months ended June 30, 2021) $ 874 $ — 2022 1,659 — 2023 1,655 — 2024 1,655 — 2025 1,655 — Thereafter 4,481 — Total future undiscounted minimum lease payments $ 11,979 $ — Less: imputed Interest ( 2,649 ) — Total reported lease liability $ 9,330 $ — The following table summarizes our lease commitments as of December 31, 2020: Year Ending December 31, Minimum Lease (in thousands) 2021 $ 712 2022 766 2023 763 2024 762 2025 762 Thereafter 1,708 Total $ 5,473 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 10 — Fair Value Measurements The Company measured Level 1 financial instruments at fair value based on observable inputs, including unadjusted, quoted prices in active markets for identical assets and liabilities. Financial instruments classified within Level 2 of the fair value hierarchy are valued based on other observable inputs, including broker or dealer quotation, alternative pricing sources or U.S. Government Treasury yield of appropriate term. When quoted prices in active markets for identical assets or liabilities are not available, the Company relies on non-binding quotes from its investment managers, which are based on proprietary valuation models of independent pricing services. These models generally use inputs such as observable market data, quoted market prices for similar instruments, historical pricing trends of a security as relative to its peers. To validate the fair value determination provided by its investment managers, the Company reviews the pricing movement in the context of overall market trends and trading information from its investment managers. The Company performs routine procedures such as comparing prices obtained from independent source to ensure that appropriate fair values are recorded. The Public Warrants of $ 37.0 million are classified as Level 1 instruments as the Public Warrants are actively traded in public markets. The Private Placement Warrants are classified as Level 2 financial instruments. The Company estimated the fair value of the Private Placement Warrants using a Monte Carlo simulation based on observable inputs including implied volatility from short term options, common stock price, Public Warrants price and risk-free rate. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2021 (in thousands): Description Level 1 Level 2 Level 3 Total Liabilities: Public Warrants $ 37,000 $ — $ — $ 37,000 Private Placement Warrants — 19,786 — 19,786 Total warrant liabilities $ 37,000 $ 19,786 $ — $ 56,786 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11 — Commitments and Contingencies Legal Proceedings The Company is party to ordinary and routine litigation incidental to our business. On a case-by-case basis, the Company engages inside and outside counsel to assess the probability of potential liability resulting from such litigation. After making such assessments, the Company makes an accrual for the estimated loss only when the loss is probable, and an amount can be reasonably estimated. As of June 30, 2021, there is no material litigation, arbitration or governmental proceeding currently pending or to Astra’s knowledge, threatened against us or any members of Astra’s management team in their capacity as such that could have a material effect on the Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Operations, or Condensed Consolidated Statements of Cash Flows. Purchase Commitments On May 25, 2021, the Company entered a contract with a supplier to purchase components. The Company is obligated to purchase $ 22.5 million of components over 60 months. The Company may terminate the supply agreement by paying 50 % of the remaining purchase commitment at any point during the contract term. For the three and six months ended June 30, 2021, the Company made total purchases of $ 0.4 million. |
Convertible Preferred Stock
Convertible Preferred Stock | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Convertible Preferred Stock | Note 12 — Convertible Preferred Stock Convertible Preferred Stock From pre-combination Astra’s inception until the consummation of the Business Combination, approximately $ 100.2 million of cash capital contributions was raised, net of issuance costs, through the issuance of three rounds of convertible preferred equity. The three classes of convertible preferred stock of pre-combination Astra are: Series A convertible preferred stock, Series B convertible preferred stock and Series C convertible preferred stock (collectively, the “Convertible Preferred Stock”). Immediately before the consummation of the Business Combination, the Convertible Preferred Stock of pre-combination Astra consisted of: Series Shares Outstanding (pre-combination) Liquidation Conversion Annual A 65,780,540 $ 0.243233 $ 0.243233 $ 0.019459 B 70,713,123 1.333008 1.333008 0.106640 C 50,483,785 6.620970 6.620970 0.529680 Total 186,977,448 Upon the consummation of the Business Combination on June 30, 2021, 186,977,448 shares of Convertible Preferred Stock (pre-combination) converted into 124,340,003 shares of Class A common stock of the Company. The Company no longer had Convertible Preferred Stock authorized, issued or outstanding as of June 30, 2021. The terms and rights of the Convertible Preferred Stock described below represent the terms and rights of the Convertible Preferred Stock prior to the closing of the Business Combination. Voting Rights and Dividends Each holder of the Convertible Preferred Stock is entitled to a number of votes equal to the number of whole shares of Class A common Stock into which such holder’s shares are convertible as defined in the amended and restated certificate of incorporation. The holders of outstanding Convertible Preferred Stock are entitled to receive defined dividends per share, when, if, and as declared by the board of directors. These rights are not cumulative, and no right accrues by reason of the fact that dividends on said shares are not declared in any period, nor any undeclared or unpaid dividend bears or accrues interest. After payment of such dividends, and additional dividends or distributions are distributed to all holders of Common Stock, Founders Convertible Preferred Stock and Convertible Preferred Stock in proportion to the number of shares of common stock what would be held on an “as converted” basis. Through June 30, 2021, no dividends have been declared or paid. Liquidation In the event of a liquidation event (as defined), the holders of the Convertible Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Founders Convertible Preferred Stock and Common Stock, by reason of their ownership, an amount per share equal to the liquidation price per share for each outstanding share of the Convertible Preferred Stock, plus any declared but unpaid dividends thereon to the date fixed for such distribution. If the assets of the Company legally available for distribution are insufficient to permit the payment of the full preferential amounts to the holders of the Convertible Preferred Stock, then the entire assets available for distribution to stockholders are distributed ratably among the holders of the Convertible Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Upon the completion of the distribution to the holders of Series A, Series B and Series C Convertible Preferred Stock, the holders of outstanding shares of Founders Convertible Preferred Stock and Common Stock are entitled to receive all of the remaining assets of the Company pro rata based on the number of shares of Common Stock held by each assuming conversion of all such Founders Convertible Preferred Stock into Common Stock. Each of the Convertible Preferred Stock shares are conditionally puttable by the holders upon Deemed Liquidation events, which includes a change of control or a sale of substantially all the Company’s assets. The Company determined that triggering events that could result in a Deemed Liquidation are not solely within the control of the Company. Therefore, the Convertible Preferred Stock is classified outside of permanent equity (i.e., temporary equity). The Convertible Preferred stock is subject to standard protective provisions, none of which provide creditor rights. As of December 31, 2020, the Company is not required to remeasure the Convertible Preferred Stock to the redemption value as none of the Deemed Liquidation events were probable at the time. On January 28, 2021, concurrent with Series C Financing, the Company amended its certificate of incorporation to add a merger with a special purpose acquisition company (“SPAC Transaction”) as one of the defined Deemed Liquidation events. In addition, upon triggering of the Deemed Liquidation events, the holders of the Convertible Preferred Stock are entitled to receive the greater of their liquidation preference per share and the as converted value per share. As of March 31, 2021, the Company assessed the probability of a SPAC Transaction to be probable and therefore, the Convertible Preferred Stock are considered probable of becoming redeemable. Subsequent measurement of Convertible Preferred Stock is then required for the three months ended March 31, 2021. The Company elected to apply the current redemption value method to measure the redeemable Convertible Preferred Stock. Under this method, changes in the redemption value are recognized immediately as they occur and the carrying value of the Convertible Preferred Stock is adjusted to the redemption value at the end of each reporting date. In the absence of retained earnings, adjustments to redemption value were recorded against additional paid-in capital, if any, and then to accumulated deficit. As of March 31, 2021, adjustments to the carrying amount of the Convertible Preferred Stock of $ 1.1 billion, reflecting the estimated redemption value of $ 7.18 per share as of March 31, 2021, are treated as deemed dividends and are recognized against additional paid-in capital and accumulated deficit on the Condensed Consolidated Balance Sheet as of March 31, 2021. On the Closing Date of the Business Combination, all outstanding Convertible Preferred Stock converted into Class A common stock of the Company, therefore, the redemption value as of June 30, 2021 was reduced to zero. The Company then derecognized the adjustments of $ 1.1 billion previously recognized by debiting the carrying amount of the Convertible Preferred Stock and crediting additional paid-in capital and accumulated deficit as of June 30, 2021. Conversion The holders of the Convertible Preferred Stock shall have conversion rights as follows: Right to Convert : Each of the Company’s Convertible Preferred Stock shall be convertible at the option of the holder thereof into a number of fully paid and nonassessable shares of Class A common Stock as is determined by dividing the liquidation preference by the conversion price for each series, respectively. Automatic Conversion : Each share of the Convertible Preferred Stock shall automatically be converted into fully paid and nonassessable shares of Class A common Stock, at the then-effective conversion rates upon the earlier of (i) the vote or written consent of holders of at least a majority of the voting power represented by the then-outstanding shares of Convertible Preferred Stock, voting as a separate class on an as-converted basis or (ii) the closing of a firm commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, covering the offer and sale of common stock at an offering price of not less than $ 19.9 per share and with aggregate gross proceeds to the Company (prior to deduction of underwriters’ commissions and expenses) of not less than $ 30.0 million. Redemption Convertible Preferred Stock are not mandatorily redeemable. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | Note 13 — Stockholders’ Equity Common and Preferred Stock As of June 30, 2021, the Company had authorized a total of 466,000,000 shares of stock, consisting of (i) 400,000,000 shares of Class A common stock, par value $ 0.0001 per share (“Class A common stock”), (ii) 65,000,000 shares of Class B common stock, par value $ 0.0001 per share (“Class B common stock”), and (iii) 1,000,000 shares of preferred stock, par value $ 0.0001 per share (“Preferred Stock”). As of June 30, 2021, the Company had 198,090,903 and 56,239,189 shares of Class A and Class B common stock issued and outstanding, respectively. There was no share of preferred stock outstanding as of June 30, 2021. Holders of the Class A and Class B common stock have identical rights, except that holders of the Class A common stock are entitled to one vote per share and holders of the Class B common stock are entitled to ten votes per share. Shares of Class B common stock can be converted to shares of Class A common stock at any time at the option of the stockholder and automatically convert upon sale or transfer, except for certain transfers specified in our amended and restated certificate of incorporation. In connection with the Business Combination, the Company’s executive officers and founders, Chris Kemp and Adam London, converted an aggregate 10,870,562 shares of Founders Preferred Stock and an aggregate 3,599,647 shares of Class A common stock of pre-combination Astra, which were entitled to one vote per share, into 9,622,689 shares of Class B common stock of the Company, which are entitled to ten votes per share. Founders Convertible Preferred Stock The Company issued 18,500,000 shares of pre-combination Astra’s Founders Convertible Preferred Stock in 2016. Upon vesting, the compensation expense associated with the Founders Convertible Preferred Stock was recorded as stock-based compensation based on the fair value of the Founders Convertible Preferred Stock on the grant date fair value. Immediately before the closing of the Business Combination, 10,870,562 shares of pre-combination Astra’s Founders Convertible Preferred Stock were outstanding. Upon closing of the Business Combination, the Founders Convertible Preferred Stock were converted into shares of Class B common stock of the Company. Refer to Note 3 – Reverse Capitalization. |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-based Payment Arrangement | Note 14 — Stock-based Compensation The following table summarizes stock-based compensation expense that the Company recorded in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021 and 2020: Three Months Ended Six Months Ended in thousands 2021 2020 2021 2020 Research and development $ 125 $ 53 $ 3,304 $ 205 Sales and marketing 42 — 54 — General and administrative 7,277 88 14,419 308 Stock-based compensation expense $ 7,444 $ 141 $ 17,777 $ 513 Secondary Sales On January 28, 2021 , concurrent with Series C Financing, two executive officers, Chris Kemp, founder and Chief Executive Officer (“CEO”), and Adam London, founder and Chief Technology Officer (“CTO”), entered stock purchase agreements with certain investors including ACME SPV AS, LLC to sell 3,775,879 and 2,265,529 shares, respectively, of Founders Convertible Preferred Stock at purchase prices in excess of the estimated fair value at the time of the transactions (“January 2021 Secondary Sales”) to certain investors. Upon the sale, the Founders Convertible Preferred Stock automatically converted into Series C Convertible Preferred Stock. The Company’s board member, Scott Stanford, is a member of ACME SPV AS, LLC and the Company facilitated the January 2021 Secondary Sales. As a result, for the six months ended June 30, 2021 the Company recorded a total of $ 8.2 million in stock-based compensation expense for the difference between the price paid by these investors and the estimated fair value of the Founders Convertible Preferred Stock on the date of the transaction. On April 23, 2021, four executive officers, Chris Kemp, CEO, Adam London, CTO, Kelyn Brannon, Chief Financial Officer (“CFO”), and Martin Attiq, Chief Business Officer (“CBO”), entered into stock purchase agreements with new investors to sell 2,534,793 , 865,560 , 1,500,000 and 400,000 shares, respectively, of Class A common stock of pre-combination Astra, at a purchase price per share of $ 5.66 (“April 2021 Secondary Sales”). No additional stock-based compensation expense was recognized for the three and six months ended June 30, 2021 as the purchase price was below fair market value of Class A common stock of pre-combination Astra at the time of the sales. 2021 Omnibus Incentive Plan On June 30, 2021, the Board of Directors approved the 2021 Omnibus Incentive Plan (the “2021 Plan”), which reserved 36,765,000 shares of Class A common stock for issuance for awards in accordance with the terms of the 2021 Plan. In addition, the pool will increase on January 1 of each year from 2022 to 2031 by the lesser of (i) 5 % of the sum of number of shares of (x) Class A common stock and (y) Class B common stock outstanding as of the close of business on the immediately preceding December 31 and (ii) the number of shares of Class A common stock as determined by the Board. The purpose of the 2021 Plan is to advance the Company’s interests by providing for the grant to employees, directors, consultants and advisors of stock and stock-based awards. As of June 30, 2021, no awards have been granted under the 2021 Plan. 2021 Employee Stock Purchase Plan On June 30, 2021, the Board of Directors approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”) to reserve 5,000,000 shares of Class A common stock for issuance for awards in accordance with the terms of the ESPP. In addition, the number of shares reserved for issuance will ultimately increase on January 1 of each year from 2022 to 2031 by the lesser of (i) 1 % of the sum of number of shares of (x) Class A common stock and (y) Class B common stock outstanding as of the close of business on the immediately preceding December 31 and (ii) the number of shares of Class A common stock as determined by the Board. The purpose of the ESPP is to enable eligible employees to use payroll deductions to purchase shares of Class A common stock and thereby acquire an interest in the company. As of June 30, 2021, no purchases have been made by eligible employees under the 2021 ESPP 2016 Equity Incentive Plan In 2016, pre-combination Astra adopted the 2016 Equity Incentive Plan (the “2016 Plan”). Under this Plan, the Board of Directors or a committee appointed by the Board of Directors is authorized to provide stock-based compensation in the form of stock options, stock appreciation rights, restricted stock, and other performance or value-based awards within parameters set forth in the Plan to employees, directors, and non-employee consultants. In connection with the Business Combination, the Company assumed the 2016 Plan upon closing. Each outstanding and unexercised option (“Astra Option”) was converted, at the exchange ratio established in the BCA, into an option (“New Astra Option”) to acquire shares of the Company’s Class A common stock with the same terms and conditions as applicable to the Astra Option immediately prior to the Business Combination. Stock Options Certain options under the 2016 Plan vest upon grant and other options have time-based vesting periods vesting over a period of one to four year s and a maximum term of ten year s from the grant date. The following is a summary of stock option activity for time-based options for the six months ended June 30, 2021: No. of Weighted- Average Exercise Price Weighted- Average Aggregate Intrinsic Outstanding – December 31, 2020 8,546,017 $ 0.85 8.6 $ 52,120,105 Granted — — — Exercised ( 2,310,888 ) 0.55 7.6 Forfeited ( 228,417 ) 3.98 — Expired ( 13,300 ) 0.66 — Outstanding – June 30, 2021 5,993,412 $ 0.84 7.7 $ 46,224,786 Unvested – June 30, 2021 3,308,319 Exercisable – June 30, 2021 2,685,093 In February 2021, the Board of Directors approved the acceleration in vesting of 206,250 pre-combination Astra stock options that were issued to one employee on May 15, 2020 . The remaining unvested options were fully vested upon acceleration. The Company recorded a $ 1.4 million stock-based compensation expense related to the modification for the six months ended June 30, 2021. On April 23, 2021, the Board of Directors has approved the acceleration of the vesting of 1,900,000 pre-combination Astra stock options issued to two executive officers: Kelyn Brannon and Martin Attiq, on December 27, 2020. The Company recognized the remaining stock-based compensation expense of $ 7.2 million on its Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021. As of June 30, 2021, the Company had $ 2.6 million of unrecognized stock-based compensation expense related to the stock options. This cost is expected to be recognized over a weighted-average period of 1.13 years. |
Loss per Share
Loss per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Loss per Share | Note 15 — Loss per Share Founders Convertible Preferred Stock, Convertible Preferred Stock, and unvested Restricted Stock Awards (“RSA’s”) are participating securities in periods of income, as the Founders Convertible Preferred Stock, Convertible Preferred Stock, and unvested RSAs participate in undistributed earnings on an as-if-converted or as-vested basis. However, the Founders Convertible Preferred Stock, and Convertible Preferred Stock, do not share in losses. The Company computes earnings per share of Common Stock using the two-class method required for participating securities and does not apply the two-class method in periods of net loss. Basic and diluted earnings per share were the same for the years presented as the inclusion of all potential Common Stock outstanding would have been anti-dilutive. Earnings per share calculations for all periods prior to the Business Combination have been retrospectively restated to the equivalent number of shares reflecting the exchange ratio established in the BCA. Subsequent to the Business Combination, earnings per share was calculated based on weighted average number of shares of common stock then outstanding. The following tables set forth the computation of basic and diluted loss for the three months ended June 30, 2021 and 2020, and the six months ended June 30, 2021 and 2020: Three Months Ended June 30, 2021 2020 (in thousands, except share and per share amounts) Class A Class B Class A Class B Net loss attributed to common stockholders $ ( 9,393 ) $ ( 21,904 ) ( 1,015 ) ( 7,810 ) Basic weighted average common shares outstanding 20,035,183 46,722,244 6,352,724 48,897,804 Dilutive weighted average common shares outstanding 20,035,183 46,722,244 6,352,724 48,897,804 Loss per share attributable to common stockholders: Basic and Diluted loss per share $ ( 0.47 ) $ ( 0.47 ) $ ( 0.16 ) $ ( 0.16 ) Six Months Ended June 30, 2021 2020 (in thousands, except share and per share amounts) Class A Class B Class A Class B Net loss attributed to common stockholders $ ( 53,144 ) $ ( 137,125 ) ( 2,399 ) ( 18,407 ) Basic weighted average common shares outstanding 18,131,574 46,783,559 6,317,466 48,474,826 Dilutive weighted average common shares outstanding 18,131,574 46,783,559 6,317,466 48,474,826 Loss per share attributable to common stockholders: Basic and Diluted loss per share $ ( 2.93 ) $ ( 2.93 ) $ ( 0.38 ) $ ( 0.38 ) There were no preferred dividends declared or accumulated as of June 30, 2021 and December 31, 2020. The following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive: As of June 30, 2021 2020 Class A Class B Class A Class B Stock options 5,993,412 — 11,141,328 — Convertible Preferred Stock — — 103,070,786 — Warrants 15,813,829 — 480,520 — Total 21,807,241 — 114,692,634 — For the Convertible Notes, before settlement, for purposes of diluted earnings (loss) per share, the Company applies the if-converted method. However, because the adjustment to the numerator for interest expense was anti-dilutive, the Convertible Notes were not included in diluted earnings (loss) per share. Refer to Note 7 — Long-Term Debt for the key terms of the Convertible Notes. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 16 — Related Party Transactions In June 2019, the Company issued promissory convertible notes to A/NPC Holdings LLC and Sherpa Ventures Fund, II LP for gross proceeds of $ 10.0 million and $ 0.6 million, respectively. In November 2020, the Company issued promissory convertible notes to Sherpa Ventures Fund II, LP and Eagle Creek Capital LLC, for gross proceeds of $ 0.2 million and $ 0.5 million, respectively. Some of the Company’s board members at that time were or are related parties of these entities. Nomi Bergman, who was serving as our director when the promissory convertible notes were issued, is a principal of A/NPC Holdings LLC and Scott Stanford, who serves as our director, is a principal of Sherpa Ventures Fund II, LP and a member of Eagle Creek Capital, LLC. In all instances the terms of these transactions were the same as third-party investors. On January 28, 2021, the Company settled promissory convertible notes through the issuance of Series C convertible preferred stock. 7,819,887 and 469,193 shares of Series C convertible preferred stock were issued to A/NPC Holdings LLC and Sherpa Ventures Fund II, LP at a per share price of $ 1.33 to settle $ 10.4 million and $ 0.6 million outstanding principal and accrued interest, respectively. Additionally, 264,928 and 115,771 shares of Series C convertible preferred stock were issued to Eagle Creek Capital, LLC and Sherpa Ventures Fund II, LP at a per share price of $ 1.71 to settle $ 0.5 million and $ 0.2 million outstanding principal and accrued interest, respectively. See Note 7 — Long-Term Debt for mechanism of settlement. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 17 — Subsequent Events All subsequent events listed below are non-recognized subsequent events. The Company determined the matters below represent material subsequent events: Apollo Acquisition On July 1, 2021, the Company completed its acquisition of Apollo Fusion, Inc. (“Apollo”), a designer and builder of thruster propulsion systems for satellite programs. The Company provided upfront consideration, subject to final adjustments, of approximately $ 125.0 million consideration, including approximately 2,558,744 shares of the Company’s Class A common stock worth approximately $ 30.0 million, approximately $20.0 million in cash, $ 75.0 million of contingent consideration payable in $ 15.0 million of cash and $ 60.0 million of the Company’s Class A common stock, at a reference price per share equal to the then volume weighted average trading price over a five day trading period prior to the business day prior to issuance, provided certain customer revenue-based milestones are achieved prior to December 31, 2023. In addition, an additional $ 10.0 million of cash and $ 10.0 million of the Company’s Class A common stock, at a reference price per share equal to the then volume weighted average trading price over a five day trading period prior to the business day prior to issuance, will be issued or issuable to employees of Apollo that join Astra, subject to certain performance-based milestones and other vesting provisions. Given the recent date of Apollo acquisition, we have not determined the preliminary purchase price for allocation of the fair value of the assets purchased and liabilities assumed in the transaction. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) as determined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the audited financial statements and accompanying notes for the years ended December 31, 2020 and 2019. The Condensed Consolidated Balance Sheet as of December 31, 2020, included herein, was derived from the audited financial statements of the Company as of that date. The unaudited condensed consolidated interim financial statements, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our financial position, our results of operations, cash flows and stockholders’ deficit for the periods presented. The results are not necessarily indicative of the results of operations to be anticipated for any future annual or interim period. The Business Combination is accounted for as a reverse recapitalization as pre-combination Astra was determined to be the accounting acquirer under FASB’s ASC Topic 805, Business Combination ("ASC 805"). The determination is primarily based on the evaluation of the following facts and circumstances: the equity holders of pre-combination Astra hold the majority of voting rights in the Company; the board of directors of pre-combination Astra represent a majority of the members of the board of directors of the Company; the senior management of pre-combination Astra became the senior management of the Company; and the operations of pre-combination Astra comprise the ongoing operations of the Company. In connection with the Business Combination, outstanding common stock and preferred convertible stock of the pre-combination Astra was converted into common stock of the Company, par value of $ 0.0001 per share, representing a recapitalization, and the net assets of the Company were acquired and recorded at historical cost, with no goodwill or intangible assets recorded. Pre-combination Astra was deemed to be the predecessor and the consolidated assets and liabilities and results of operations prior to the Closing Date are those of pre-combination Astra. Reported shares and earnings per share available to common stockholders, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the BCA. The number of shares of preferred stock was also retroactively restated based on the exchange ratio. |
Principles of Consolidation | Principles of Consolidation and Liquidity The condensed consolidated financial statements include the accounts for the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company has historically funded its operations primarily by equity financings and convertible promissory notes prior to the Business Combination. As of June 30, 2021, the Company’s existing sources of liquidity included cash and cash equivalents of $ 447.5 million. The Company has a limited history of operations and has incurred negative cash flows from operating activities and loss from operations in the past as reflected in the accumulated deficit of $ 380.3 million as of June 30, 2021. The Company expects to continue to incur operating losses due to the investments it intends to make in its business, including the development of products. Upon completion of the Business Combination, the Company obtained adequate cash proceeds as part of the reverse recapitalization that will be sufficient to fund operating and capital expenditure requirements and mitigate the relevant conditions that raise substantial doubt about the Company’s ability to continue as a going concern through at least 12 months from the date of issuance of these financial statements. |
Emerging Growth Company | Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised, and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed consolidated financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. |
Risks and Uncertainties | Risks and Uncertainties The Company is subject to those risks common in the technology industry and also those risks common to early stage companies including, but not limited to, the possibility of not being able to successfully develop or market its products or services, competition, dependence on key personnel and key external alliances, the successful protection of its proprietary technologies, compliance with government regulations, and the possibility of not being able to obtain additional financing when needed. On March 11, 2020 the World Health Organization declared the novel strain of coronavirus (“COVID-19”) a global pandemic and recommended containment and mitigation measures worldwide. The COVID-19 pandemic has disrupted everyday life and markets worldwide, leading to significant business and supply-chain disruption, as well as broad-based changes in supply and demand. Many of the Company’s customers worldwide were impacted by COVID-19 and temporarily closed their facilities which impacted the speed of research and development. Additionally, we implemented cost-cutting measures in response to the anticipated impact of the COVID-19 pandemic in early 2020, including employee layoffs and temporary furloughs. Further, the Company’s fund raising was negatively impacted in the first half of 2020 as a result of a number of factors surrounding the COVID-19 pandemic. As the global outbreak of COVID-19 continues to rapidly evolve, future impacts on the Company’s business depend on future developments, which remain highly uncertain and cannot be predicted with confidence. This includes factors such as the ultimate geographic spread of the disease, the duration of the outbreak, travel restrictions and social distancing in the United States and other countries, business closures or business disruptions, and the effectiveness of actions taken in the United States and other countries to contain and treat the disease. While the masking, social distancing and other regulatory measures instituted or recommended in response to COVID-19 are expected to be temporary, the duration of the business disruptions, and related financial impact on the Company, cannot be estimated at this time. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the condensed consolidated financial statements and accompanying notes. The Company bases these estimates on historical experience and on various other assumptions that it believes 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 could differ significantly from those estimates. Significant items subject to such estimates and assumptions include the valuation of stock-based compensation, common stock, derivatives and warrants, useful lives of fixed assets, deferred tax assets, income tax uncertainties and other contingencies. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents. The Company maintains cash and cash equivalent balances in bank accounts with one bank. All cash accounts are located in the United States and insured by the Federal Deposit Insurance Corporation (“FDIC”). Although balances may exceed amounts insured by the FDIC, the Company believes there is no exposure to any significant credit risks related to its cash or cash equivalents and has not experienced any losses in such accounts. |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker (“CODM”) in making decisions regarding resource allocation and assessing performance. All of the Company’s assets are maintained in the United States. The Company has determined that it operates in one operating segment and one reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources and evaluating financial performance. |
Restricted Cash | Restricted Cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal due to legal agreements. The Company determines current or non-current classification of restricted cash based on the expected duration of the restriction. As of June 30, 2021, in accordance with the Coronavirus Aid, Relief and Economic Security Act and the BCA, cash of $ 4.9 million was deposited to a third-party escrow account as the Company’s Paycheck Protection Program note was outstanding and not forgiven prior to Closing Date. |
Revenue Recognition | Revenue Recognition In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers ( Topic 606 ) (“ASU 2014-09”). ASU 2014-09, combined with all subsequent amendments, which is collectively Accounting Standards Codification Topic 606 (“ASC 606”), Revenue from Contracts with Customers, provides guidance outlining a single five-step comprehensive revenue model in accounting for revenue from contracts with customers which supersedes all existing revenue recognition guidance, including industry-specific guidance. ASC 606 also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfill a contract. The Company adopted the new accounting guidance and related amendments (collectively, the “new revenue accounting standard”) on January 1, 2020 using the modified retrospective method. As the Company did not have any revenue from contracts with any customers prior to the Company’s adoption date, there was no accounting impact upon adoption. Under ASC 606, the Company will recognize revenue to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Through its current and anticipated offerings, the Company expects to generate revenue by providing the following services: Launch Services — To provide rapid, global, and affordable launch services to satellite operators and governments. Spaceport Services — To offer turn-key spaceports with the capability to launch Astra rockets for key government customers. Spaceports will require minimal on-site infrastructure and will leverage Astra’s highly automated launch operations. Satellite Services — To provide modular configurable satellite buses for customers, leveraging both in-house and partner-provided subsystem components and in-house design and integration services. Satellite Services range from operational support of satellites on orbit, to turn-key provision of entire constellations, offering “concept to constellation” in months instead of years. As of June 30, 2021, the Company has only entered into contracts for Launch Services. As of June 30, 2021, the Company has not completely achieved commercial viability of the technology required to perform spaceport services or satellite services. The Company’s contracts provide customers with termination for convenience clauses, which may or may not include termination penalties. In some contracts, the size of the contractual termination penalty increases closer to the scheduled launch date. At each balance sheet date, the Company evaluates each contract’s termination provisions and the impact on the accounting contract term, i.e., the period in which the Company has enforceable rights and obligations. This includes evaluating whether there are termination penalties and if so, whether they are considered substantive. The Company applies judgment in determining whether the termination penalties are substantive. As of June 30, 2021, all contracts include termination for convenience provisions. No revenue has been recognized for the three and six months ended June 30, 2021 and 2020. Revenue for Launch Services is expected to be recognized at a point in time when the Company has delivered the promised services to customers. Although the Company’s contracts are anticipated to last anywhere from 6 to 24 months, depending on the number of launch services and launch dates, the delivery of services leading up to the launch within the contracts is short-term in nature, generally between 30 to 60 days. The timing of revenue recognition may differ from contract billing or payment schedules, resulting in revenues that have been earned but not billed (“unbilled revenue”) or amounts that have been collected, but not earned (“contract liabilities”). Typical Contractual Arrangements The Company expects to provide its services based upon a combination of a Statement of Work ("SOW") and an executed contract detailing the General Terms & Conditions. Services are expected to be provided based on a fixed price per launch service identified in the contract. Performance Obligations and Transaction Price At contract inception, an assessment of the goods and services promised in the contracts with customers is performed and a performance obligation is identified for each distinct promise to transfer to the customer a good or service (or bundle of goods or services). To identify the performance obligations, the Company considers all the goods or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices. A contract generally requires the Company to provide an integrated service for each launch, which includes launch vehicle analysis and design, development and production, payload integration, launch preparation and launch support execution. The intention of contract is to provide a full-service launch to the customer rather than providing separate deliverables of each of the services outlined above, and these services are interdependent and interrelated. The Company believes that each dedicated launch will represent one single performance obligation. The transaction price is defined as the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, which is a fixed price stated in the contract. When a contract involves multiple launches, the Company will account for each launch as a separate performance obligation, because the customer can benefit from each launch on its own or with other readily available resources and the launch is separately identifiable. The transaction price will be allocated to each performance obligation on an estimated relative standalone selling price basis. The Company’s process to estimate standalone selling prices will involve management’s judgment and will consider multiple factors such as prices charged for similar goods and services and the Company’s ongoing pricing strategy and policies. Recognition of Revenue The work performed by the Company in fulfilling the launch performance obligation is not expected to create an asset to the customer since the launch vehicle that is built to deliver the customer’s payload into orbit will not be owned by the customer. As the launch vehicle can have an alternative use by the Company for another customer, the Company expects to recognize revenue upon completion of the performance obligation, which is the launch of the customer’s payload into orbit. Since the Company’s partially successful test launch of Rocket 3.2 in December 2020, the Company expects to begin recognizing revenue in 2021 on contracts with customers when it satisfies its performance obligation of delivering customer payloads into orbit via its Launch Services. Contracts related to research and development activities are recognized as other income. See Other (Expense) Income, net . Other Policies, Judgments and Practical Expedients Contract balances. Contract assets and liabilities represent the differences in the timing of revenue recognition from the receipt of cash from the Company’s customers and billings. Contract assets reflect revenue recognized and performance obligations satisfied in advance of customer billing. Contract liabilities relate to payments received in advance of the satisfaction of performance under the contract. Receivables represent rights to consideration that are unconditional. Such rights are considered unconditional if only the passage of time is required before payment of that consideration is due. The Company had no contract assets as of June 30, 2021 and December 31, 2020. The Company had contract liabilities of $ 2.0 million as of June 30, 2021 and no ne as of December 31, 2020. Payment terms are expected to vary by customer and type of revenue contract. Remaining performance obligations . Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied. It includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods and does not include contracts where the customer is not committed. Customers are not considered committed when they are able to terminate their contractual obligations to us without payment of a substantive penalty under the contract. Many of the Company’s contracts allow the customer to terminate the contract prior to launch without a substantive penalty, and therefore the enforceable contract is for a period less than the stated contractual term. Further, the Company has elected not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company had unsatisfied performance obligations of $11.9 million as of June 30, 2021, which are expected to be recognized in the last half of 2022. The Company had no unsatisfied performance obligations as of December 31, 2020. Costs to obtain a contract. The Company recognizes an asset for the incremental costs of obtaining a contract with a customer. These costs will be ascribed to or allocated to the underlying performance obligations in the contract and amortized consistent with the recognition timing of the revenue for the underlying performance obligations. During the three months and six months ended June 30, 2021 and 2020, the Company did no t recognize any expenses related to contract costs. The Company had no assets related to costs to obtain contracts as of June 30, 2021 and December 31, 2020. For contract costs related to performance obligations with an amortization period of one year or less, the Company applies the practical expedient to expense these sales commissions when incurred. These costs are recognized as incurred within sales and marketing expenses on the accompanying Condensed Consolidated Statements of Operations. Significant financing component. In certain arrangements, the Company may receive payment from a customer either before or after the performance obligation has been satisfied. Depending on the expected timing difference between the payment and satisfaction of performance obligations, the Company will assess whether a significant financing component exists. For the three and six months ended June 30, 2021 and 2020, the Company has not recognized any revenues with respect to the Company’s core business operations of delivering payloads into low-earth orbit. Contracts with governmental entities involving research and development milestone activities do not represent contracts with customers under ASC 606 and as such, amounts received are recorded in other (expense) income, net in the Condensed Consolidated Statements of Operations. There were no such amounts recorded for the three and six months ended June 30, 2021. The Company recorded $0.7 million and $1.1 million for the three and six months ended June 30, 2020, respectively. |
Other (Expense) Income, net | Other (Expense) Income, net Other (expense) income, net, primarily consists of changes in fair value of mark to market derivative liabilities of convertible notes, funding received from governmental entities, and one-time charges incurred during the period. The remaining balance is non-recurring charges that are outside of the Company’s operations. The Company recognizes all derivative instruments in the Condensed Consolidated Balance Sheets at their respective fair value at each reporting date, with measurement adjustments recorded in other (expense) income, net within the Company’s Condensed Consolidated Statements of Operations. No gain or loss related to measurement adjustments of mark to market derivatives was recognized for the three months and six months ended June 30, 2021. The Company recorded a gain of $ 2.5 million related to measurement adjustments of mark to market derivatives for the three months ended June 30, 2020 and a gain of $ 2.8 million related to measurement adjustments of mark to market derivatives for the six months ended June 30, 2020. |
Loss on Extinguishment of Convertible Notes | Loss on Extinguishment of Convertible Notes No loss was recognized for the extinguishment of convertible notes for the three months ended June 30, 2021. For the six months ended June 30, 2021, the Company recognized a total loss on extinguishment of convertible notes of $ 133.8 million. On January 28, 2021, the Company settled all convertible notes outstanding as of December 31, 2020 through its Series C financing. Given that certain convertible notes were settled based on negotiated terms between the Company and the note holders, the Company concluded that such settlement should be treated as a privately negotiated debt settlement transaction where debt extinguishment accounting should be applied. Therefore, the Company recognized the loss on extinguishment of convertible notes, which represents the difference between the net carrying amount of the convertible notes at the time of extinguishment and the fair value of Series C convertible preferred stock issued to settle these convertible notes. See Note 7 — Long-Term Debt. |
Research and Development | Research and Development The Company incurs various direct costs in relation to the research and development of launch vehicles along with costs to build the facility to test such vehicles. Research and development costs consist primarily of production supplies, testing materials, personnel costs (including salaries and benefits), depreciation expense, overhead allocation (consisting of various support and facility costs), stock-based compensation and consulting fees. Research and development costs are expensed as incurred. For the three months ended June 30, 2021 and 2020, the Company expensed research and development costs of $ 10.5 million and $ 7.2 million, respectively. For the six months ended June 30, 2021 and 2020, the Company expensed research and development costs of $ 22.4 million and $ 15.5 million, respectively. |
Inventories | Inventories Inventories consist of raw materials expected to be used for customer specific contracts. Inventories are stated at the lower of cost or net realizable value determined by the first-in, first-out method. The Company assesses inventories quarterly for events or changes in circumstances indicating that the utility of our inventories have diminished through damage, deterioration, obsolescence, changes in price or other causes and records write-downs of inventories to cost of sales in the period for which they occur. |
Trademark | Trademark As of June 30, 2021, trademark consists of an indefinite-lived intangible trademark asset of $ 3.2 million, which represents the fair value of a trademark acquired during the three months ended March 31, 2021. The Company performs an annual impairment assessment to determine if there are any impairment indicators. |
Prepaid and Other Current Assets | Prepaid and Other Current Assets As of June 30, 2021, prepaid and other current assets primarily consist of licensing prepayments of $ 2.1 million with a remaining payment of $ 0.7 million due in July 2021, and deposits on launch-related costs of $ 1.0 million for launches that will occur within twelve months. |
Leases | Leases On January 1, 2021, the Company adopted ASU 2016-02, Leases (Topic 842) ("ASC 842"). Under the adoption of the new lease accounting standard, the Company elected practical expedients that allow entities to not reassess 1) initial direct costs, 2) lease classification for existing or expired leases and 3) lease definition for existing or expired contracts as of the effective date of January 1, 2021. Upon adoption of ASC 842, the Company determines whether a contract is or contains a lease at contract inception by evaluating whether substitution rights exist and whether the Company obtains substantially all of the benefits and directs the use of the identified asset. When the Company determined a lease exists, the Company records a right-of-use asset (“ROU asset”) and corresponding lease liability in the Condensed Consolidated Balance Sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term. Lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are recognized at the commencement date of the lease at the value of the lease liability, adjusted for any prepayments, lease incentives received, and initial direct costs incurred. Lease liabilities are recognized at the commencement date of the lease based on the present value of remaining lease payments over the lease term. As the discount rate implicit in the lease is not readily determinable in most leases, the Company uses its incremental borrowing rate based on the information available at the commencement date of the lease in determining the present value of lease payments. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company does not record lease contracts with a lease term of 12 months or less on its Condensed Consolidated Balance Sheets. Fixed lease costs associated with these short-term contracts are expensed on a straight-line basis over the lease term. The Company recognizes lease expense for operating leases on a straight-line basis over the lease term. For finance leases, the Company recognizes amortization expense on the ROU asset and interest expense on the lease liability over the lease term. The Company has lease agreements with non-lease components that relate to the lease components. The Company accounts for each lease component and any non-lease components associated with that lease component as a single lease component for all underlying asset classes. Accordingly, all costs associated with a contract that is or contains a lease are accounted for as lease costs. Some leasing arrangements require variable payments that are dependent on usage, output, or may vary for other reasons, such as insurance and tax payments. These variable lease costs are recognized as incurred over the lease term. The Company does not include significant restrictions or covenants in lease agreements, and residual value guarantees are generally not included within the Company’s leases. See Note 9 — Leases. |
Fair Value Measurements | Fair Value Measurements The carrying amounts of cash, prepaid expenses, other current assets, accounts payable, accrued liabilities and other current liabilities approximate fair value because of their short-term maturities. The carrying amounts of the 2018 Term Loans and 2018 Equipment Advances (as defined in Note 7 — Long-Term Debt) approximate fair value as the interest rate varies with the Prime Rate. According to ASC 820, Fair Value Measurements and Disclosures, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The fair value hierarchy establishes three tiers, which prioritize the inputs used in measuring fair value as follows: Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities; Level 2 — Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Entities are permitted to choose to measure certain financial instruments and other items at fair value. The Company has not elected the fair value measurement option for any of the assets or liabilities that meet the criteria for this election. |
Derivative Instruments | Derivative Instruments The Company recognizes all derivative instruments as either assets or liabilities in the Consolidated Balance Sheets at their respective fair values. The Company evaluates its debt and equity issuances to determine if those contracts or embedded components of those contracts qualify as derivatives requiring separate recognition in the Company’s condensed consolidated financial statements. The result of this accounting treatment is that the fair value of the embedded derivative is revalued as of each reporting date and recorded as a liability, and the change in fair value during the reporting period is recorded in other (expense) income, net in the Condensed Consolidated Statements of Operations. The classification of derivative instruments, including whether such instruments should be recorded as assets/liabilities or as equity, is reassessed at the end of each reporting period. Derivative instrument assets and liabilities are classified in the Condensed Consolidated Balance Sheets as current or non-current based on whether or not net-cash settlement of the derivative instrument is expected within twelve months of the Condensed Consolidated Balance Sheets dates. When a derivative instrument is sold, terminated, exercised or expires, the gain or loss is recorded in the Consolidated Statements of Operations. The Company did not have a derivative liability related to the share settlement obligation of the Company’s convertible notes as of June 30, 2021 and December 31, 2020, respectively. See Note 7 — Long-Term Debt. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes compensation expense for all stock-based payment awards made to employees, directors and nonemployees based on the estimated grant date fair value of the awards in accordance with ASC 718, Compensation — Stock Compensation. The Company estimates grant date fair value of options using an option-pricing valuation model and accounts for forfeitures as they occur. The fair value of restricted stock awards is based on the fair value of the underlying shares on the date of grant, and is expensed over the requisite service period. The fair value of all stock-based compensation is recognized as an expense on a straight-line basis over the full vesting period of the awards for time-based restricted stock awards. See Note 14 — Stock-Based Compensation. |
Convertible Preferred Stock | Convertible Preferred Stock Series A, B and C Convertible Preferred Stock are classified in temporary equity as they contain terms that could require the Company to redeem them for cash at the option of the holder or the occurrence of other events not solely within the Company’s control. The shares of Series A, B and C Convertible Preferred Stock were converted into Class A common stock upon consummation of the Business Combination. |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities are recognized when events or circumstances have occurred, and amounts are probable and estimable. The Company’s accrued expenses and other current liabilities balances relate to accruals that are recurring in nature to the company's operations and primarily include payments on corporate credit cards used for routine operational and travel related expenses, accrued payroll and other employee related liabilities, and accrued interest related to debt. The Company also recognizes legal accruals in accrued expenses and other current liabilities for material litigation when payments are probable and estimable. The amount recorded in accrued expenses and other current liabilities for these items was $ 5.5 million and $ 4.4 million as of June 30, 2021 and December 31, 2020, respectively. |
Warrant Liabilities | Warrant Liabilities As part of Holicity’s initial public offering ("IPO") in 2020, Holicity issued 9,999,976 warrants to third party investors, and each whole warrant entitles the holder to purchase one share of the Company's Class A common stock at an exercise price of $ 11.50 per share (the “Public Warrants”). Simultaneously with the closing of the IPO, Holicity completed the private sale of 5,333,333 warrants to Holicity’s sponsor (“Private Placement Warrants”) and each Private Placement Warrant allows the sponsor to purchase one share of the Company's Class A common stock at $ 11.50 per share. Subsequent to the Business Combination, all 9,999,976 Public Warrants and 5,333,333 Private Placement Warrants remained outstanding as of June 30, 2021. The Private Placement Warrants and the shares of common stock issuable upon the exercise of the Private Placement Warrants are not transferable, assignable or salable until after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants are exercisable for cash or on a cashless basis, at the holder’s option, and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrant. The Company accounts for Public Warrants and Private Placement Warrants as liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity ("ASC 480") and ASC 815, Derivatives and Hedging ("ASC 815"). Specifically, the exercise of the Public and Private Placement Warrants may be settled in cash upon the occurrence of a tender offer or exchange that involves 50 % or more of the Company’s Class A shareholders. Because not all of the Company’s shareholders need to participate in such tender offer or exchange to trigger the potential cash settlement and the Company does not control the occurrence of such an event, the Company concluded that the Public Warrants and Private Placement Warrants do not meet the conditions to be classified in equity. Since the Public and Private Placement Warrants meet the definition of a derivative under ASC 815, the Company recorded these warrants as liabilities on the balance sheet at fair value upon the closing of the Business Combination, with subsequent changes in their respective fair values recognized in the consolidated statement of operations at each reporting date. |
Income Taxes | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, Income Taxes (ASC 740"). Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. See Note 8 — Income Taxes. |
Earnings (Loss) per Share | Earnings (Loss) per Share Net loss per share is calculated using the two-class method required for participating securities and multiple classes of common stock. The Company considers convertible preferred stock to be participating securities as the holders have the right to participate in dividends with the common stockholders on a pro-rata, as converted basis. Prior to any dividends or earnings distribution to common stock, the holders of the Convertible Preferred Stock have a right to preferential dividends. Thus, losses are allocated to common stock and convertible preferred stock on a pro-rata, as converted basis following distribution of the preferential dividends to convertible preferred stockholders. Since application of the if-converted method results in anti-dilution, the two-class method is not applied to convertible preferred stock in the diluted earnings (loss) per share calculation. The dilutive effect of warrants and stock options is computed using the treasury stock method. Diluted earnings (loss) per share excludes all dilutive potential shares if their effect is anti-dilutive. See Note 15 — Loss per Share. |
Commitments and Contingencies | Commitments and Contingencies The Company accrues for claims and litigation when they are both probable and the amount can be reasonably estimated. Where timing and amounts cannot be reasonably determined, a range is estimated, and the lower end of the range is recorded. Legal costs incurred in the connection with loss contingencies are expensed as incurred. See Note 11 — Commitments and Contingencies. |
Fair Value of Financial Instruments | The Company measured Level 1 financial instruments at fair value based on observable inputs, including unadjusted, quoted prices in active markets for identical assets and liabilities. Financial instruments classified within Level 2 of the fair value hierarchy are valued based on other observable inputs, including broker or dealer quotation, alternative pricing sources or U.S. Government Treasury yield of appropriate term. When quoted prices in active markets for identical assets or liabilities are not available, the Company relies on non-binding quotes from its investment managers, which are based on proprietary valuation models of independent pricing services. These models generally use inputs such as observable market data, quoted market prices for similar instruments, historical pricing trends of a security as relative to its peers. To validate the fair value determination provided by its investment managers, the Company reviews the pricing movement in the context of overall market trends and trading information from its investment managers. The Company performs routine procedures such as comparing prices obtained from independent source to ensure that appropriate fair values are recorded. The Public Warrants of $ 37.0 million are classified as Level 1 instruments as the Public Warrants are actively traded in public markets. |
Recently Adopted Accounting Guidance | Recently Adopted Accounting Guidance In February 2016, the Financial Accounting Standards Board issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"), and since that date has issued subsequent amendments to the initial guidance intended to clarify certain aspects of the guidance and to provide certain practical expedients entities can elect upon adoption. The principle of ASU 2016-02 is that a lessee should recognize assets and liabilities that arise from leases. Lessees will need to recognize a right-of-use asset and a lease liability for all leases (other than leases that meet the definition of a short-term lease). The lease liability will be equal to the present value of lease payments. The right-of-use asset will be based on the liability, with differences related to deferred rent and initial direct costs, etc. For income statement purposes, ASU 2016-02 requires leases to be classified as either operating or finance. Operating leases will result in a straight-line expense pattern while finance leases will result in a front-loaded expense pattern. ASU 2016-02 is effective for the Company beginning January 1, 2022. As of January 1, 2021, the Company early adopted Topic 842 using the modified retrospective approach and as a result will not restate prior periods. The cumulative effect of the changes made to the January 1, 2021 Condensed Consolidated Balance Sheet for the adoption of ASU 2016-02 was the addition of a right-of-use asset of $ 4.6 million and a lease liability of $ 4.7 million. See Note 9 — Leases. In August 2020, the FASB issued ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies the accounting for convertible instruments by removing the separation models for (1) convertible instruments with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature (“BCF”). As a result, a convertible debt instrument can be accounted for as a single liability measured at its amortized cost under certain circumstances. These changes may reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument where the embedded conversion option was separated according to beneficial conversion or cash conversion guidance. ASU 2020-06 also requires the application of the if-converted method for calculating diluted earnings per share for convertible instruments and the treasury stock method will be no longer available. This standard will be effective for the Company’s fiscal years beginning in the first quarter of 2022, with early adoption permitted in 2021. The Company elected to early adopt ASU 2020-06 as of January 1, 2021 using a modified retrospective transition method. In transition, the Company was required to apply the guidance to all impacted financial instruments that were outstanding as of January 1, 2021 with the cumulative effect recognized as an adjustment to the opening balance of accumulated deficit. As a result of early adopting ASU 2020-06, the Company made certain adjustments to its accounting for certain outstanding convertible notes issued in 2020 with separately recognized BCFs. The adoption of ASU 2020-06 resulted in the re-combination of the liability and equity components of these convertible notes into a single liability instrument, which required the Company to record a $ 9.7 million decrease in additional paid in capital from the derecognition of the BCFs, a $ 9.0 million increase in debt from the derecognition of the discount associated with the BCFs, and a $ 0.7 million cumulative effect, net of tax effects, decrease to the opening balance of its accumulated deficit as of January 1, 2021 upon transition. Since the Company had a net loss for the three months and six months ended June 30, 2021, the convertible notes were determined to be anti-dilutive and therefore had no impact to basic or diluted net loss per share for the period as a result of adopting ASU 2020-06. |
Reverse Capitalization (Tables)
Reverse Capitalization (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Schedule of Number of Shares of Class A Common Stock Issued | The number of shares of Class A common stock issued immediately following the consummation of the Business Combination were: Common stock of Holicity 29,989,019 Holicity founder shares 7,500,000 Shares issued in PIPE 20,000,000 Business Combination and PIPE shares 57,489,019 Pre-combination Astra shares 140,601,884 Total shares of Class A common stock immediately after Business Combination 198,090,903 |
Property, Plant and Equipment,N
Property, Plant and Equipment,Net (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment, Net | Presented in the table below are the major classes of property, plant and equipment: in thousands As of As of Construction in progress $ 7,605 $ — Computer and software 2,100 1,440 Leasehold improvements 13,873 13,873 Research and development equipment 5,518 4,903 Production equipment 8,177 8,174 Furniture and fixtures 468 466 Kodiak Spaceport — 2,079 Total property, plant and equipment 37,741 30,935 Less: accumulated depreciation ( 8,415 ) ( 6,866 ) Total property, plant and equipment, net $ 29,326 $ 24,069 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Obligations | The Company’s debt obligations consist of the following: As of June 30, 2021 December 31, 2020 in thousands Principal Unamortized Principal Unamortized Term loan $ — $ — $ 2,800 $ — Equipment advances — — 3,636 — Paycheck Protection Program note 4,850 — 4,850 — Convertible notes — — 59,835 12,200 Total debt 4,850 71,121 Less: debt discount — ( 12,200 ) Less: current portion ( 4,850 ) ( 51,635 ) Total long-term debt book value, net $ — $ 7,286 |
Schedule of Issuances Under Term Loan and Equipment Advances | The issuances under the 2018 Term Loan and 2018 Equipment Advances are as follows: in thousands Principal Maturity Date Term Loan $ 3,000 April 1, 2023 Equipment Advances – January 31, 2019 Issuance 2,410 January 1, 2022 Equipment Advances – April 29, 2019 Issuance 2,428 April 1, 2022 Equipment Advances – June 27, 2019 Issuance 2,162 June 1, 2022 Total $ 10,000 |
Schedule of Changes in Fair Value of Embedded Derivatives | The following tables present changes in fair value of the embedded compound derivative (associated with the Company’s Convertible Notes) for the six months ended June 30, 2021 and 2020: Embedded Derivative in Convertible Notes June 30, in thousands 2021 2020 Balance – December 31 $ — $ 4,698 Additions — 3,261 Measurement adjustments — ( 2,818 ) Balance – June 30 $ — $ 5,141 |
Schedule of Range of Inputs for Significant Assumptions Utilized to Determine Fair Value of Embedded Derivatives | The following table sets forth the range of inputs for the significant assumptions utilized to determine the fair value of embedded derivatives at each issuance: At Issuance June 2019 October 2019 Q4 2020 Preferred stock value $ 1.30 $ 1.30 $ 1.98 – 2.32 Risk free rates 1.8 % – 2.0 % 0.9 % – 1.8 % 0.1 % Risk-adjusted discount rate 15.0 % 15.0 % 15.0 % Additional discount factor 0.1 % – 0.9 % 0.9 % – 4.7 % 4.7 % Preferred volatility 15.3 % 15.3 % 20 % |
Summary of Calculation of Beneficial Conversion Feature | The following table summarizes the calculation of the BCFs as of the issuance dates of these Q4 2020 Convertible Notes, which continued to be presented in additional paid in capital as of December 31, 2020: As of Effective Fair Value of Number of Shares upon Conversion (pre-combination) BCF in thousands October 29, 2020 $ 1.33 $ 2.32 1,125,281 $ 1,113 November 12, 2020 1.33 2.32 4,456,114 4,407 November 16, 2020 1.33 2.32 871,378 862 November 19, 2020 1.33 2.32 2,504,466 2,476 December 1, 2020 1.33 2.32 120,030 119 December 11, 2020 1.33 2.32 750,188 742 Total $ 9,719 |
Schedule of Issuances Under Convertible Notes | The issuances under the Convertible Notes are as follows: Maturity Date of June 10, 2021 in thousands Principal Interest Rate June 10, 2019 $ 12,950 2.37 % June 12, 2019 500 2.37 % June 13, 2019 400 2.37 % July 19, 2019 235 2.13 % July 25, 2019 750 2.13 % Total $ 14,835 Maturity Date of October 01, 2021 in thousands Principal Interest Rate October 1, 2019 $ 14,000 1.69 % February 6, 2020 6,000 1.59 % February 12, 2020 5,000 1.59 % February 28, 2020 6,900 1.59 % October 29, 2020 1,500 1.85 % November 12, 2020 5,940 1.85 % November 16, 2020 1,162 1.85 % November 19, 2020 3,338 1.85 % December 1. 2020 160 1.85 % December 11, 2020 1,000 1.85 % Total $ 45,000 |
Schedule of Principal Maturities of Debt Obligations | The scheduled principal maturities of the Company’s debt obligations as of June 30, 2021 are as follows: in thousands 2021 (remaining six months) 2022 2023 2024 Thereafter Total PPP note — 4,850 — — — 4,850 $ — $ 4,850 $ — $ — $ — $ 4,850 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Components of Lease Costs | The components of lease costs for three and six months ended June 30, 2021 are as follows (in thousands): Three Months Ended Six Months Operating lease costs $ 400 $ 648 Finance lease costs: Amortization of right-of-use assets — — Interest on lease liabilities — — Short-term lease costs — — Variable lease costs — — Sublease income — — Total lease costs $ 400 $ 648 |
Schedule of Supplemental Cash Flow Information | Cash flows arising from lease transactions for the three and six months ended June 30, 2021 were as follows (in thousands): Three Months Six Months Cash paid for amounts included in the measurements of lease liabilities: Operating cash inflows/(outflows) from operating leases $ ( 760 ) $ ( 770 ) Operating cash inflows/(outflows) from finance leases — — Financing cash inflows/(outflows) from finance leases — — Supplemental non-cash information on lease liabilities arising from obtaining — — Operating leases — — Finance leases — — |
Schedule of Future Minimum Lease Payments under Non-cancellable Lease Payments | Future minimum lease payments under non-cancellable leases in effect as of June 30, 2021 are as follows (in thousands): Year Ending December 31, Operating Finance 2021 (excluding the six months ended June 30, 2021) $ 874 $ — 2022 1,659 — 2023 1,655 — 2024 1,655 — 2025 1,655 — Thereafter 4,481 — Total future undiscounted minimum lease payments $ 11,979 $ — Less: imputed Interest ( 2,649 ) — Total reported lease liability $ 9,330 $ — |
Summary of Minimum Lease Commitments | The following table summarizes our lease commitments as of December 31, 2020: Year Ending December 31, Minimum Lease (in thousands) 2021 $ 712 2022 766 2023 763 2024 762 2025 762 Thereafter 1,708 Total $ 5,473 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value hierarchy | The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2021 (in thousands): Description Level 1 Level 2 Level 3 Total Liabilities: Public Warrants $ 37,000 $ — $ — $ 37,000 Private Placement Warrants — 19,786 — 19,786 Total warrant liabilities $ 37,000 $ 19,786 $ — $ 56,786 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Three Classes of Convertible Preferred Stock Before Combination | The three classes of convertible preferred stock of pre-combination Astra are: Series A convertible preferred stock, Series B convertible preferred stock and Series C convertible preferred stock (collectively, the “Convertible Preferred Stock”). Immediately before the consummation of the Business Combination, the Convertible Preferred Stock of pre-combination Astra consisted of: Series Shares Outstanding (pre-combination) Liquidation Conversion Annual A 65,780,540 $ 0.243233 $ 0.243233 $ 0.019459 B 70,713,123 1.333008 1.333008 0.106640 C 50,483,785 6.620970 6.620970 0.529680 Total 186,977,448 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Share-based Compensation | Three Months Ended Six Months Ended in thousands 2021 2020 2021 2020 Research and development $ 125 $ 53 $ 3,304 $ 205 Sales and marketing 42 — 54 — General and administrative 7,277 88 14,419 308 Stock-based compensation expense $ 7,444 $ 141 $ 17,777 $ 513 |
Summary of Stock Option Activity | No. of Weighted- Average Exercise Price Weighted- Average Aggregate Intrinsic Outstanding – December 31, 2020 8,546,017 $ 0.85 8.6 $ 52,120,105 Granted — — — Exercised ( 2,310,888 ) 0.55 7.6 Forfeited ( 228,417 ) 3.98 — Expired ( 13,300 ) 0.66 — Outstanding – June 30, 2021 5,993,412 $ 0.84 7.7 $ 46,224,786 Unvested – June 30, 2021 3,308,319 Exercisable – June 30, 2021 2,685,093 |
Loss per Share (Tables)
Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Loss | The following tables set forth the computation of basic and diluted loss for the three months ended June 30, 2021 and 2020, and the six months ended June 30, 2021 and 2020: Three Months Ended June 30, 2021 2020 (in thousands, except share and per share amounts) Class A Class B Class A Class B Net loss attributed to common stockholders $ ( 9,393 ) $ ( 21,904 ) ( 1,015 ) ( 7,810 ) Basic weighted average common shares outstanding 20,035,183 46,722,244 6,352,724 48,897,804 Dilutive weighted average common shares outstanding 20,035,183 46,722,244 6,352,724 48,897,804 Loss per share attributable to common stockholders: Basic and Diluted loss per share $ ( 0.47 ) $ ( 0.47 ) $ ( 0.16 ) $ ( 0.16 ) Six Months Ended June 30, 2021 2020 (in thousands, except share and per share amounts) Class A Class B Class A Class B Net loss attributed to common stockholders $ ( 53,144 ) $ ( 137,125 ) ( 2,399 ) ( 18,407 ) Basic weighted average common shares outstanding 18,131,574 46,783,559 6,317,466 48,474,826 Dilutive weighted average common shares outstanding 18,131,574 46,783,559 6,317,466 48,474,826 Loss per share attributable to common stockholders: Basic and Diluted loss per share $ ( 2.93 ) $ ( 2.93 ) $ ( 0.38 ) $ ( 0.38 ) |
Schedule of Computation of diluted Shares Outstanding | There were no preferred dividends declared or accumulated as of June 30, 2021 and December 31, 2020. The following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive: As of June 30, 2021 2020 Class A Class B Class A Class B Stock options 5,993,412 — 11,141,328 — Convertible Preferred Stock — — 103,070,786 — Warrants 15,813,829 — 480,520 — Total 21,807,241 — 114,692,634 — |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies - Additional information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Accounting Policy [Line Items] | |||||
Cash and cash equivalents | $ 447,456 | $ 447,456 | $ 10,611 | ||
Accumulated deficit | (380,275) | (380,275) | (190,697) | ||
Restricted cash | 4,931 | 4,931 | 0 | ||
Revenue recognized | 0 | $ 0 | 0 | $ 0 | |
Contract asset | 0 | 0 | |||
Contract liability | 2,000 | $ 2,000 | 0 | ||
Expected length of contract | one year | ||||
Unsatisfied performance obligations | 0 | ||||
Expenses related to contract costs | 0 | 0 | $ 0 | 0 | |
Assets related to costs to obtain contracts | 0 | 0 | |||
Unrealized gain (loss) on derivatives | 0 | (2,484) | |||
Loss on extinguishment of convertible notes | 0 | 0 | (131,908) | 0 | |
Research and development | 10,458 | 7,221 | 22,435 | 15,532 | |
Indefinite-lived trademarks asset | 3,200 | 3,200 | |||
Licensing Prepayments | 2,100 | ||||
Future remaining licensing payment due in July 2021 | 700 | ||||
Launch related costs | 1,000 | ||||
Accrued expenses and other current liabilities | $ 5,500 | $ 5,500 | $ 4,400 | ||
Warrants exercise price per share | $ 11.50 | $ 11.50 | |||
Warrants issued | 5,333,333 | ||||
Percentage of number of shares | 50.00% | 50.00% | |||
Mark to Market Derivatives [Member] | |||||
Accounting Policy [Line Items] | |||||
Unrealized gain (loss) on derivatives | $ 0 | $ 2,500 | $ 0 | $ 2,800 | |
IPO [Member] | |||||
Accounting Policy [Line Items] | |||||
Warrants issued and outstanding | 9,999,976 | ||||
Warrants exercise price per share | $ 11.50 | ||||
Public Warrants [Member] | |||||
Accounting Policy [Line Items] | |||||
Warrants issued and outstanding | 9,999,976 | 9,999,976 | |||
Private Placement Warrants [Member] | |||||
Accounting Policy [Line Items] | |||||
Warrants issued and outstanding | 5,333,333 | 5,333,333 | |||
Convertible Notes Payable | |||||
Accounting Policy [Line Items] | |||||
Loss on extinguishment of convertible notes | $ 0 | $ 133,800 | |||
Exchange of Stock for Stock [Member] | |||||
Accounting Policy [Line Items] | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Reverse Capitalization - Additi
Reverse Capitalization - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 10, 2021 | May 20, 2021 | Dec. 31, 2020 | |
Business Combination Segment Allocation [Line Items] | |||||||
General and administrative expenses | $ 18,318,000 | $ 3,861,000 | $ 30,931,000 | $ 6,983,000 | |||
Maturity of Principal Amount | 4,850,000 | 4,850,000 | $ 14,835,000 | ||||
Principal amount term fee | 678,000 | $ 1,253,000 | 1,213,000 | $ 2,252,000 | |||
Outstanding principal | 4,600,000 | 4,600,000 | |||||
Outstanding interest | 4,600,000 | 4,600,000 | |||||
Transaction cost | 25,200 | 25,200 | |||||
Additional paid in capital | $ 797,263,000 | $ 797,263,000 | $ 50,282,000 | ||||
Business combination share issued | 198,090,903 | ||||||
Private Placement Warrants [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Warrants issued and outstanding | 5,333,333 | 5,333,333 | |||||
Business combination share issued | 20,000,000 | ||||||
Redeemed price per share | $ 10 | $ 10 | |||||
Pendrell | Bridge Loan | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Bridge loan | $ 10,400,000 | $ 10,400,000 | $ 10,400 | ||||
Maturity of Principal Amount | $ 10,000,000 | 10,000,000 | $ 10,000,000 | ||||
Principal amount term fee | $ 400,000 | ||||||
Holicity S Trust | Executive Officer | Common Stock [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Business combination share issued in exchange of number of share | 73,699,647 | ||||||
Holicity S Trust | Founder | Preferred Stock | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Business combination share issued in exchange of number of share | 10,870,562 | ||||||
Holicity Inc | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Business Combination Share Exchange Ratio | approximately one pre-combination Astra share to 0.665 of the Company's shares | ||||||
Cash and Cash Equivalents, Period Increase (Decrease) | $ 463,600,000 | ||||||
Proceeds from Issuance of Private Placement | 200,000,000 | ||||||
General and administrative expenses | 2,200,000 | ||||||
Transaction cost | $ 25,500,000 | 25,500,000 | |||||
Additional paid in capital | $ 23,300,000 | $ 23,300,000 | |||||
Business combination share issued | 29,989,019 | ||||||
Business combination share redeemed | 10,981 | ||||||
Redeemed price per share | $ 10 | $ 10 | |||||
Holicity Inc | Founder | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Business combination share issued | 7,500,000 | ||||||
Holicity Inc | Public and Private Warrants [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Additional paid in capital | $ 56,800,000 | $ 56,800,000 | |||||
Common Class A [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Common stock, shares issued | 198,090,903 | 198,090,903 | 15,679,758 | ||||
Common stock, shares outstanding | 198,090,903 | 198,090,903 | 15,679,758 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common Class A [Member] | Holicity Inc | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Common stock, shares issued | 198,090,903 | 198,090,903 | |||||
Common stock, shares outstanding | 198,090,903 | 198,090,903 | |||||
Aggregate stock option to purchase | 5,993,412 | ||||||
Warrants to purchase common stock | 15,813,829 | 15,813,829 | |||||
Business combination share issued | 37,489,019 | ||||||
Common Class B [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Common stock, shares issued | 56,239,189 | 56,239,189 | 47,281,500 | ||||
Common stock, shares outstanding | 56,239,189 | 56,239,189 | 47,281,500 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Business combination share issued | 56,239,189 | ||||||
Common Class B [Member] | Holicity Inc | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Common stock, shares issued | 56,239,189 | 56,239,189 | |||||
Common stock, shares outstanding | 56,239,189 | 56,239,189 |
Reverse Capitalization - Schedu
Reverse Capitalization - Schedule of Number of Shares of Class A Common Stock Issued (Details) | 6 Months Ended |
Jun. 30, 2021shares | |
Business Combination Segment Allocation [Line Items] | |
Business combination share issued | 198,090,903 |
Private Placement Warrants [Member] | |
Business Combination Segment Allocation [Line Items] | |
Business combination share issued | 20,000,000 |
Private Placement Warrants [Member] | Business Combination [Member] | |
Business Combination Segment Allocation [Line Items] | |
Business combination share issued | 57,489,019 |
Holicity Inc | |
Business Combination Segment Allocation [Line Items] | |
Business combination share issued | 29,989,019 |
Holicity Inc | Founder | |
Business Combination Segment Allocation [Line Items] | |
Business combination share issued | 7,500,000 |
Astra Space Operations Inc | Pre Combination | |
Business Combination Segment Allocation [Line Items] | |
Business combination share issued | 140,601,884 |
Recently Issued Accounting Pr_2
Recently Issued Accounting Pronouncements - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Jun. 30, 2021 | Jan. 01, 2021 | |
Accounting Policies [Abstract] | |||
Right-of-use asset | $ 0 | $ 9,603 | $ 4,600 |
Total reported lease liability | $ 9,330 | $ 4,700 | |
Increase (decrease) in additional paid in capital from derecognition of BCF | 9,700 | ||
Increase (decrease) in debt from derecognition of discount with BCF | 9,000 | ||
Increase (decrease) in accumulated deficit upon transition | $ 700 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Inventories | $ 1,832 | $ 649 |
Inventory write-down | $ 0 | $ 0 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net - Schedule of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 37,741 | $ 30,935 |
Less: accumulated depreciation | (8,415) | (6,866) |
Total property, plant and equipment, net | 29,326 | 24,069 |
Construction in Progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 7,605 | 0 |
Computer and Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 2,100 | 1,440 |
Leasehold Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 13,873 | 13,873 |
Research and Development Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 5,518 | 4,903 |
Production Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 8,177 | 8,174 |
Furniture and Fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 468 | 466 |
Kodiak Spaceport [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 0 | $ 2,079 |
Less: accumulated depreciation | $ (400) |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jan. 01, 2021 | Dec. 31, 2020 | |
Property Plant And Equipment [Line Items] | ||||||
Depreciation | $ 1,000 | $ 800 | $ 1,918 | $ 1,664 | ||
Impairment charges | 0 | $ 0 | 0 | $ 0 | ||
Accumulated depreciation | 8,415 | 8,415 | $ 6,866 | |||
Right-of-use asset | 9,603 | 9,603 | $ 4,600 | $ 0 | ||
Kodiak Spaceport [Member] | ||||||
Property Plant And Equipment [Line Items] | ||||||
Construction costs | 2,100 | 2,100 | ||||
Financing obligation | 800 | 800 | ||||
Derecognized assets | 2,100 | 2,100 | ||||
Accumulated depreciation | 400 | 400 | ||||
Right-of-use asset | $ 900 | 900 | ||||
Operating lease, payments | $ 0 |
Long-Term Debt - Debt Obligatio
Long-Term Debt - Debt Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total Debt | $ 4,850 | $ 71,121 |
Less: debt discount | 0 | (12,200) |
Less: current portion | (4,850) | (51,635) |
Long-term debt | 0 | 7,286 |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total Debt | 0 | 2,800 |
Term loan | 0 | 0 |
Equipment Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total Debt | 0 | 3,636 |
Term loan | 0 | 0 |
Paycheck Protection Program Note [Member] | ||
Debt Instrument [Line Items] | ||
Total Debt | 4,850 | 4,850 |
Term loan | 0 | 0 |
Convertible Notes [Member] | ||
Debt Instrument [Line Items] | ||
Total Debt | 0 | 59,835 |
Term loan | $ 0 | $ 12,200 |
Long Term Debt - Additional Inf
Long Term Debt - Additional Information (Details) - USD ($) | May 20, 2021 | Apr. 23, 2021 | Jan. 28, 2021 | Jan. 01, 2021 | Dec. 25, 2018 | Nov. 30, 2020 | Apr. 20, 2020 | Jun. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 10, 2021 |
Debt Instrument [Line Items] | ||||||||||||||
Warrants exercise price per share | $ 11.50 | $ 11.50 | ||||||||||||
Warrant exercisable period | 10 years | |||||||||||||
Debt Instrument Convertible Beneficial Conversion Feature | $ 9,719,000 | |||||||||||||
Cash Purchase Price Per Share | $ 5.66 | |||||||||||||
Loss on extinguishment of convertible notes | $ 0 | $ 0 | $ (131,908,000) | $ 0 | ||||||||||
Maturity of Principal Amount | $ 4,850,000 | $ 4,850,000 | $ 14,835,000 | |||||||||||
Series C Preferred Stock [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion Of Stock Amount Issued1 | $ 61,000,000 | |||||||||||||
Equity Financing Yield | $ 20,000,000 | |||||||||||||
Cash Purchase Price Per Share | $ 6.62 | |||||||||||||
Conversion of Stock, Shares Issued | 38,323,292 | |||||||||||||
ASU 2020-06 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Increase (Decrease), Net | $ 9,000,000 | |||||||||||||
Adjustments to the carrying amount of the Convertible Preferred Stock | 9,700,000 | |||||||||||||
Fresh-Start Adjustment, Increase (Decrease), Retained Earnings (Deficit) | $ 700,000 | |||||||||||||
Maximum [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 1.71 | $ 1.71 | ||||||||||||
Minimum [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 1.33 | $ 1.33 | ||||||||||||
June 2019 Convertible Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion Of Stock Amount Issued1 | $ 14,800,000 | |||||||||||||
Debt Instrument Maturity Date | Jun. 10, 2021 | |||||||||||||
Diluted Convertible Notes Payable | $ 350,000,000 | |||||||||||||
Convertible Notes Payable | $ 14,500,000 | $ 14,500,000 | ||||||||||||
Option to Extend Maturity Date Period | 2 years | |||||||||||||
June 2019 Convertible Notes [Member] | Revision of Prior Period, Change in Accounting Principle, Adjustment [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Diluted Convertible Notes Payable | $ 500,000,000 | |||||||||||||
June 2019 Convertible Notes [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 2.37% | 2.37% | ||||||||||||
Long Term Debt Percentage Bearing Fixed Interest Rate | 2.37% | 2.37% | ||||||||||||
June 2019 Convertible Notes [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 2.13% | 2.13% | ||||||||||||
Equity Financing Yield | $ 20,000,000 | |||||||||||||
Long Term Debt Percentage Bearing Fixed Interest Rate | 2.13% | 2.13% | ||||||||||||
October 2019 Convertible Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion Of Stock Amount Issued1 | $ 45,000,000 | |||||||||||||
Diluted Convertible Notes Payable | 450,000,000 | |||||||||||||
Cash Purchase Price Per Share | $ 6.62 | |||||||||||||
Convertible Notes Payable | $ 43,200,000 | 43,200,000 | ||||||||||||
Derecognition Of Convertible Notes Payable | $ 42,600,000 | 42,600,000 | ||||||||||||
Loss on extinguishment of convertible notes | $ 600,000 | 133,800,000 | ||||||||||||
October 2019 Convertible Notes [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion Of Stock Amount Issued1 | $ 176,900,000 | |||||||||||||
Conversion of Stock, Shares Issued | 26,727,308 | |||||||||||||
October 2019 Convertible Notes [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 1.69% | 1.69% | ||||||||||||
Debt Instrument, Redemption Price, Percentage | 80.00% | |||||||||||||
Long Term Debt Percentage Bearing Fixed Interest Rate | 1.69% | 1.69% | ||||||||||||
October 2019 Convertible Notes [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 1.59% | 1.59% | ||||||||||||
Equity Financing Yield | $ 50,000,000 | |||||||||||||
Long Term Debt Percentage Bearing Fixed Interest Rate | 1.59% | 1.59% | ||||||||||||
Bridge Loan | Pendrell | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity, amount | $ 20,600,000 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.00% | |||||||||||||
Line Of Credit Facility Maximum Borrowing Capacity | $ 20,600,000 | |||||||||||||
Maturity of Principal Amount | 10,000,000 | $ 10,000,000 | $ 10,000,000 | |||||||||||
Bridge loan | $ 10,400 | 10,400,000 | 10,400,000 | |||||||||||
Long Term Debt Percentage Bearing Fixed Interest Rate | 5.00% | |||||||||||||
Percentage of Upfront Fee of Principal Amount | 1.00% | |||||||||||||
Percentage of Term Fee of Principal Amount | 2.00% | |||||||||||||
Paycheck Protection Program Note [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate, stated percentage | 1.00% | |||||||||||||
Proceeds from loan | $ 4,900,000 | |||||||||||||
Warrants Exercisable Maturity Date | 2022-04 | |||||||||||||
Maturity of Principal Amount | $ 4,850,000 | 4,850,000 | ||||||||||||
Paycheck Protection Program Note [Member] | October 2019 Convertible Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Diluted Convertible Notes Payable | $ 450,000,000 | |||||||||||||
Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Common stock, shares issued | 480,520 | |||||||||||||
Warrants exercise price per share | $ 0.24 | |||||||||||||
2018 Term Loan [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity, amount | $ 3,000,000 | |||||||||||||
Debt instrument, interest rate, stated percentage | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||
Line Of Credit Facility Maximum Borrowing Capacity | $ 3,000,000 | |||||||||||||
2018 Term Loan [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.50% | |||||||||||||
2018 Equipment Advances [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity, amount | $ 7,000,000 | |||||||||||||
Debt instrument, interest rate, stated percentage | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||
Line Of Credit Facility Maximum Borrowing Capacity | $ 7,000,000 | |||||||||||||
2018 Equipment Advances [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.00% | |||||||||||||
Q4 2020 Convertible Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument Convertible Beneficial Conversion Feature | $ 9,700,000 | |||||||||||||
Debt Instrument, Convertible, Carrying Amount of Equity Component | $ 9,700 | $ 9,700 |
Long-Term Debt - Schedule of Is
Long-Term Debt - Schedule of Issuances Under Term Loan and Equipment Advances (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Debt Instrument [Line Items] | |
Term Loan | $ 10,000 |
Equipment Advances - January 31, 2019 Issuance [Member] | |
Debt Instrument [Line Items] | |
Term Loan | $ 2,410 |
Debt Instrument Maturity Date | Jan. 1, 2022 |
Equipment Advances – April 29, 2019 Issuance [Member] | |
Debt Instrument [Line Items] | |
Term Loan | $ 2,428 |
Debt Instrument Maturity Date | Apr. 1, 2022 |
Equipment Advances – June 27, 2019 Issuance [Member] | |
Debt Instrument [Line Items] | |
Term Loan | $ 2,162 |
Debt Instrument Maturity Date | Jun. 1, 2022 |
Term Loan [Member] | |
Debt Instrument [Line Items] | |
Term Loan | $ 3,000 |
Debt Instrument Maturity Date | Apr. 1, 2023 |
Long-Term Debt - Schedule of Ch
Long-Term Debt - Schedule of Changes in Fair Value of Embedded Derivatives (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Debt Disclosure [Abstract] | ||
Balance – beginning of period | $ 0 | $ 4,698 |
Additions | 0 | 3,261 |
Measurement adjustments | 0 | (2,818) |
Balance – end of period | $ 0 | $ 5,141 |
Long-Term Debt - Schedule of Ra
Long-Term Debt - Schedule of Range of Inputs for Significant Assumptions Utilized to Determine Fair Value of Embedded Derivatives (Details) - Valuation, Income Approach [Member] | Jun. 30, 2021Rate$ / shares |
June 2019 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Preferred stock, par value | $ / shares | $ 1.30 |
October 2019 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Preferred stock, par value | $ / shares | 1.30 |
Q4 2020 Convertible Notes [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Preferred stock, par value | $ / shares | 1.98 |
Q4 2020 Convertible Notes [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Preferred stock, par value | $ / shares | $ 2.32 |
Measurement Input, Risk Free Interest Rate [Member] | June 2019 Convertible Notes [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.018 |
Measurement Input, Risk Free Interest Rate [Member] | June 2019 Convertible Notes [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.020 |
Measurement Input, Risk Free Interest Rate [Member] | October 2019 Convertible Notes [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.009 |
Measurement Input, Risk Free Interest Rate [Member] | October 2019 Convertible Notes [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.018 |
Measurement Input, Risk Free Interest Rate [Member] | Q4 2020 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.001 |
Measurement Input, Discount Rate [Member] | June 2019 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.150 |
Measurement Input, Discount Rate [Member] | October 2019 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.150 |
Measurement Input, Discount Rate [Member] | Q4 2020 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.150 |
Measurement Input Additional Discount Factor [Member] | June 2019 Convertible Notes [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.001 |
Measurement Input Additional Discount Factor [Member] | June 2019 Convertible Notes [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.009 |
Measurement Input Additional Discount Factor [Member] | October 2019 Convertible Notes [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.009 |
Measurement Input Additional Discount Factor [Member] | October 2019 Convertible Notes [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.047 |
Measurement Input Additional Discount Factor [Member] | Q4 2020 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.047 |
Measurement Input, Price Volatility [Member] | June 2019 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.153 |
Measurement Input, Price Volatility [Member] | October 2019 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.153 |
Measurement Input, Price Volatility [Member] | Q4 2020 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Range of Inputs | 0.20 |
Long-Term Debt - Summary of Cal
Long-Term Debt - Summary of Calculation of Beneficial Conversion Feature (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Debt Instrument [Line Items] | |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 9,719 |
October 29, 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Convertible, Conversion Price | $ 1.33 |
Debt Conversion, Converted Instrument, Shares Issued | shares | 1,125,281 |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 1,113 |
October 29, 2020 [Member] | Series B Preferred Stock [Member] | |
Debt Instrument [Line Items] | |
Fair Value of Preferred stock | $ 2.32 |
November 12, 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Convertible, Conversion Price | $ 1.33 |
Debt Conversion, Converted Instrument, Shares Issued | shares | 4,456,114 |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 4,407 |
November 12, 2020 [Member] | Series B Preferred Stock [Member] | |
Debt Instrument [Line Items] | |
Fair Value of Preferred stock | $ 2.32 |
November 16, 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Convertible, Conversion Price | $ 1.33 |
Debt Conversion, Converted Instrument, Shares Issued | shares | 871,378 |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 862 |
November 16, 2020 [Member] | Series B Preferred Stock [Member] | |
Debt Instrument [Line Items] | |
Fair Value of Preferred stock | $ 2.32 |
November 19, 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Convertible, Conversion Price | $ 1.33 |
Debt Conversion, Converted Instrument, Shares Issued | shares | 2,504,466 |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 2,476 |
November 19, 2020 [Member] | Series B Preferred Stock [Member] | |
Debt Instrument [Line Items] | |
Fair Value of Preferred stock | $ 2.32 |
December 01, 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Convertible, Conversion Price | $ 1.33 |
Debt Conversion, Converted Instrument, Shares Issued | shares | 120,030 |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 119 |
December 01, 2020 [Member] | Series B Preferred Stock [Member] | |
Debt Instrument [Line Items] | |
Fair Value of Preferred stock | $ 2.32 |
December 11, 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Convertible, Conversion Price | $ 1.33 |
Debt Conversion, Converted Instrument, Shares Issued | shares | 750,188 |
Debt Instrument Convertible Beneficial Conversion Feature | $ | $ 742 |
December 11, 2020 [Member] | Series B Preferred Stock [Member] | |
Debt Instrument [Line Items] | |
Fair Value of Preferred stock | $ 2.32 |
Long-Term Debt - Schedule of _2
Long-Term Debt - Schedule of Issuances Under Convertible Notes (Details) - USD ($) $ in Thousands | Oct. 01, 2021 | Jun. 30, 2021 | Jun. 10, 2021 |
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 4,850 | $ 14,835 | |
Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 45,000 | ||
June 10, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 12,950 | ||
Maturity of Interest Rate Percentage | 2.37% | ||
June 12, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 500 | ||
Maturity of Interest Rate Percentage | 2.37% | ||
June 13, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 400 | ||
Maturity of Interest Rate Percentage | 2.37% | ||
July 19, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 235 | ||
Maturity of Interest Rate Percentage | 2.13% | ||
July 25, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 750 | ||
Maturity of Interest Rate Percentage | 2.13% | ||
October 01, 2019 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 14,000 | ||
Maturity of Interest Rate Percentage | 1.69% | ||
February 06, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 6,000 | ||
Maturity of Interest Rate Percentage | 1.59% | ||
February 12, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 5,000 | ||
Maturity of Interest Rate Percentage | 1.59% | ||
February 28, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 6,900 | ||
Maturity of Interest Rate Percentage | 1.59% | ||
October 29, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 1,500 | ||
Maturity of Interest Rate Percentage | 1.85% | ||
November 12, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 5,940 | ||
Maturity of Interest Rate Percentage | 1.85% | ||
November 16, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 1,162 | ||
Maturity of Interest Rate Percentage | 1.85% | ||
November 19, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 3,338 | ||
Maturity of Interest Rate Percentage | 1.85% | ||
December 01. 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 160 | ||
Maturity of Interest Rate Percentage | 1.85% | ||
December 11, 2020 [Member] | Scenario Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Maturity of Principal Amount | $ 1,000 | ||
Maturity of Interest Rate Percentage | 1.85% |
Long Term Debt - Schedule Of Pr
Long Term Debt - Schedule Of Principal Maturity (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 10, 2021 |
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | $ 4,850 | $ 14,835 |
Remaining six months | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
2022 | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 4,850 | |
2023 | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
2024 | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
Thereafter | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
Paycheck Protection Program Note [Member] | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 4,850 | |
Paycheck Protection Program Note [Member] | Remaining six months | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
Paycheck Protection Program Note [Member] | 2022 | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 4,850 | |
Paycheck Protection Program Note [Member] | 2023 | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
Paycheck Protection Program Note [Member] | 2024 | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | 0 | |
Paycheck Protection Program Note [Member] | Thereafter | ||
Debt Instrument [Line Items] | ||
Maturity of Principal Amount | $ 0 |
Income Taxes Additional Informa
Income Taxes Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lessee Lease Description [Line Items] | |||
Operating lease term, option to extend additional period | 5 years | ||
Lessee, Operating Lease, Description | The Company has operating leases for warehouse, production, and office facilities and equipment. Lease contracts have remaining lease terms of one year to eight years, some of which include options to extend the term by up to 5 years. The Company included renewal options that are reasonably certain to be exercised as part of the lease term. Additionally, some lease contracts include termination options. The Company does not expect to exercise the majority of termination options and generally exclude such options when determining the term of leases. | ||
Rent expense | $ 200,000 | $ 400 | |
Loss and gains on sale and leaseback transactions | $ 0 | ||
Finance Lease, Weighted Average Remaining Lease Term | 7 years 2 months 23 days | ||
Finance Lease, Weighted Average Discount Rate, Percent | 7.43% | ||
Minimum [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating lease,remaining term | 1 year | ||
Maximum [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating lease,remaining term | 8 years |
Leases - Components of Lease Co
Leases - Components of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Leases [Abstract] | ||
Operating lease costs | $ 400 | $ 648 |
Finance lease costs: | ||
Amortization of right-of-use assets | 0 | 0 |
Interest on lease liabilities | 0 | 0 |
Short-term lease costs | 0 | 0 |
Variable lease costs | 0 | 0 |
Sublease income | 0 | 0 |
Total lease costs | $ 400 | $ 648 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Cash paid for amounts included in the measurements of lease liabilities: | ||
Operating cash inflows/(outflows) from operating leases | $ (760) | $ (770) |
Operating cash inflows/(outflows) from finance leases | 0 | 0 |
Financing cash inflows/(outflows) from finance leases | 0 | 0 |
Supplemental non-cash information on lease liabilities arising from obtaining right-of-use assets | 0 | 0 |
Operating leases | 0 | 0 |
Finance leases | $ 0 | $ 0 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments under Non-cancellable Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jan. 01, 2021 |
Leases [Abstract] | ||
2021 (excluding the six months ended June 30, 2021) | $ 874 | |
2021 | 1,659 | |
2022 | 1,655 | |
2023 | 1,655 | |
2024 | 1,655 | |
Thereafter | 4,481 | |
Total future undiscounted minimum lease payments | 11,979 | |
Less: Imputed Interest | (2,649) | |
Total reported lease liability | 9,330 | $ 4,700 |
2021 (excluding the six months ended June 30, 2021) | 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
Thereafter | 0 | |
Total future undiscounted minimum lease payments | 0 | |
Less: imputed Interest | 0 | |
Total reported lease liability | $ 0 |
Leases - Summary of Minimum Lea
Leases - Summary of Minimum Lease Commitments (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Lessee Lease Description [Line Items] | |
2021 | $ 1,659 |
2022 | 1,655 |
2023 | 1,655 |
2024 | 1,655 |
Total future undiscounted minimum lease payments | 11,979 |
Minimum [Member] | |
Lessee Lease Description [Line Items] | |
2021 | 712 |
2022 | 766 |
2023 | 763 |
2024 | 762 |
2025 | 762 |
Thereafter | 1,708 |
Total future undiscounted minimum lease payments | $ 5,473 |
Fair Value Measurements (Additi
Fair Value Measurements (Additional Information) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Fair Value Inputs Level1 [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Public Warrants | $ 37 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of fair value hierarchy (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Liabilities: | |
Total warrant liabilities | $ 56,786 |
Public Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 37,000 |
Private Placement Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 19,786 |
Level 1 [Member] | |
Liabilities: | |
Total warrant liabilities | 37,000 |
Level 1 [Member] | Public Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 37,000 |
Level 1 [Member] | Private Placement Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 0 |
Level 2 [Member] | |
Liabilities: | |
Total warrant liabilities | 19,786 |
Level 2 [Member] | Public Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 0 |
Level 2 [Member] | Private Placement Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 19,786 |
Level 3 [Member] | |
Liabilities: | |
Total warrant liabilities | 0 |
Level 3 [Member] | Public Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | 0 |
Level 3 [Member] | Private Placement Warrants [Member] | |
Liabilities: | |
Total warrant liabilities | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2021 | May 25, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |||
Purchase obligation, to be paid, after year five | $ 22.5 | ||
Payments for purchase of other assets | $ 0.4 | $ 0.4 | |
Percentage of remaining purchase commitment during contract term | 50.00% |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Dividends declared or paid | $ 0 | ||
Sale of common stock, price per share | $ 19.9 | ||
Proceeds from Issuance of Common Stock | $ 30,000,000 | ||
Pre Combination | |||
Preferred stock, shares outstanding | 186,977,448 | ||
Convertible Preferred Stock [Member] | |||
Cash capital contributions since inception | $ 100,200,000 | ||
Preferred stock, shares outstanding | 0 | 12,302,500 | |
Redeemable Noncontrolling Interest, Equity, Preferred, Redemption Value | $ 7,180 | ||
Adjustments to the carrying amount of the Convertible Preferred Stock | $ 1,100,000,000 | $ 1,100,000,000 | |
Convertible Preferred Stock [Member] | Pre Combination | |||
Preferred stock, shares outstanding | 186,977,448 | ||
Common Class A [Member] | |||
Convertible preferred stock, shares issued upon conversion | 124,340,003 |
Convertible Preferred Stock - S
Convertible Preferred Stock - Schedule of Three Classes of Convertible Preferred Stock Before Combination (Details) - Pre Combination | Jun. 30, 2021$ / sharesshares |
Preferred stock, shares outstanding | shares | 186,977,448 |
Series A Preferred Stock [Member] | |
Preferred stock, shares outstanding | shares | 65,780,540 |
Liquidation Price Per Share | $ 0.243233 |
Annual Noncumulative Dividend Rights Per Share | 0.019459 |
Conversion Price Per Share | $ 0.243233 |
Series B Preferred Stock [Member] | |
Preferred stock, shares outstanding | shares | 70,713,123 |
Liquidation Price Per Share | $ 1.333008 |
Annual Noncumulative Dividend Rights Per Share | 0.106640 |
Conversion Price Per Share | $ 1.333008 |
Series C Preferred Stock [Member] | |
Preferred stock, shares outstanding | shares | 50,483,785 |
Liquidation Price Per Share | $ 6.620970 |
Annual Noncumulative Dividend Rights Per Share | 0.529680 |
Conversion Price Per Share | $ 6.620970 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | 6 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2016 | |
Common stock, shares authorized | 466,000,000 | ||
Founders Preferred Stock [Member] | |||
Pre- combination preferred stock, shares outstanding | 10,870,562 | ||
Common Class A [Member] | |||
Common stock, shares authorized | 400,000,000 | 176,225,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares issued | 198,090,903 | 15,679,758 | |
Common stock, shares outstanding | 198,090,903 | 15,679,758 | |
Pre- combination preferred stock, shares outstanding | 3,599,647 | ||
Voting rights per share | one | ||
Common Class B [Member] | |||
Common stock, shares authorized | 65,000,000 | 61,512,500 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares issued | 56,239,189 | 47,281,500 | |
Common stock, shares outstanding | 56,239,189 | 47,281,500 | |
Pre- combination preferred stock, shares outstanding | 9,622,689 | ||
Voting rights per share | ten | ||
Convertible Preferred Stock [Member] | |||
Preference shares authorized | 0 | 12,302,500 | |
Preference shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |
Pre- combination preferred stock, shares outstanding | 0 | 12,302,500 | |
Convertible Preferred Stock [Member] | Astra’s Founders [Member] | |||
Pre- combination preferred stock, shares outstanding | 10,870,562 | 18,500,000 | |
Preferred Stock [Member] | |||
Preference shares authorized | 1,000,000 | ||
Preference shares, par value (in Dollars per share) | $ 0.0001 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 7,444 | $ 141 | $ 17,777 | $ 513 |
Research and Development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 125 | 53 | 3,304 | 205 |
Sales and Marketing [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 42 | 0 | 54 | 0 |
General and Administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 7,277 | $ 88 | $ 14,419 | $ 308 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Details) $ in Thousands | Apr. 23, 2021RelatedPartiesshares | Jan. 28, 2021RelatedPartiesshares | Feb. 28, 2021shares | Jun. 30, 2021USD ($)shares | Jun. 30, 2021USD ($)shares | Jun. 30, 2020USD ($) |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share-based accelerated vesting stock options | 1,900,000 | |||||
Stock-based compensation | $ | $ 17,777 | $ 513 | ||||
Number of related party | RelatedParties | 4 | 2 | ||||
Stock options issuance date | Jan. 28, 2021 | |||||
Unrecognized share-based payment expense | $ | $ 2,600 | $ 2,600 | ||||
Weighted average period expected to be recognized | 1 year 1 month 17 days | |||||
Employee Stock Option [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Vesting periods | 4 years | |||||
Stock-based compensation | $ | $ 7,200 | $ 7,200 | ||||
Employee [Member] | Employee Stock Option [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share-based accelerated vesting stock options | 206,250 | |||||
Stock-based compensation | $ | $ 1,400 | |||||
Number of related party | RelatedParties | 1 | |||||
Stock options issuance date | May 15, 2020 | |||||
Chief Executive Officer [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share-based accelerated vesting stock options | 2,534,793 | 3,775,879 | ||||
Chief Financial Officer [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share-based accelerated vesting stock options | 1,500,000 | |||||
Chief Business Officer [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share-based accelerated vesting stock options | 400,000 | |||||
Chief Technology Officer [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share-based accelerated vesting stock options | 865,560 | 2,265,529 | ||||
Minimum [Member] | Employee Stock Option [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Vesting periods | 1 year | |||||
Maximum [Member] | Employee Stock Option [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Vesting periods | 10 years | |||||
2021 Omnibus Incentive Plan [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Award granted | 0 | |||||
Percentage of Sum of Number of Shares | 5.00% | |||||
2021 Omnibus Incentive Plan [Member] | Common Class A [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Common Stock, Capital Shares Reserved for Future Issuance | 36,765,000 | 36,765,000 | ||||
2021 Omnibus Incentive Plan [Member] | Minimum [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Award Issuance Period | 2022 years | |||||
2021 Omnibus Incentive Plan [Member] | Maximum [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Award Issuance Period | 2031 years | |||||
2021 Employee Stock Purchase Plan [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Percentage of Sum of Number of Shares | 1.00% | |||||
2021 Employee Stock Purchase Plan [Member] | Common Class A [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Common Stock, Capital Shares Reserved for Future Issuance | 5,000,000 | 5,000,000 | ||||
2021 Employee Stock Purchase Plan [Member] | Minimum [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Award Issuance Period | 2022 years | |||||
2021 Employee Stock Purchase Plan [Member] | Maximum [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Award Issuance Period | 2031 years | |||||
Secondary Sales [Member] | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Stock-based compensation | $ | $ 8,200 |
Stock-based Compensation - Su_2
Stock-based Compensation - Summary of stock option activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Options outstanding Beginning balance, Shares | 8,546,017 | |
Exercise of options (in shares) | 2,310,888 | |
Options outstanding, Forfeited | 228,417 | |
Options outstanding, Expired | 13,300 | |
Options Outstanding, Ending balance, Shares | 5,993,412 | 8,546,017 |
Unvested, Ending balance | 3,308,319 | |
Exercisable, Ending balance | 2,685,093 | |
Options outstanding Beginning balance, Shares | $ 0.85 | |
Options outstanding, Granted | 0.66 | |
Options Outstanding, Exercised | 0.55 | |
Options outstanding, Forfeited | 3.98 | |
Options Outstanding, Ending balance, Shares | $ 0.84 | $ 0.85 |
Weighted average remaining term, outstanding | 7 years 8 months 12 days | 8 years 7 months 6 days |
Weighted average remaining term, exercised | 7 years 7 months 6 days | |
Outstanding aggregate intrinsic value, Beginning balance | $ 52,120,105 | |
Outstanding aggregate intrinsic value, Ending balance | $ 46,224,786 | $ 52,120,105 |
Loss per Share - Schedule of Co
Loss per Share - Schedule of Computation of Basic and Diluted Loss (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Common Class A [Member] | ||||
Net loss attributed to common stockholders | $ (9,393) | $ (1,015) | $ (53,144) | $ (2,399) |
Basic weighted average common shares outstanding | 20,035,183 | 6,352,724 | 18,131,574 | 6,317,466 |
Dilutive weighted average common shares outstanding | 20,035,183 | 6,352,724 | 18,131,574 | 6,317,466 |
Net loss per share: | ||||
Basic and Diluted loss per share | $ (0.47) | $ (0.16) | $ (2.93) | $ (0.38) |
Common Class B [Member] | ||||
Net loss attributed to common stockholders | $ (21,904) | $ (7,810) | $ (137,125) | $ (18,407) |
Basic weighted average common shares outstanding | 46,722,244 | 48,897,804 | 46,783,559 | 48,474,826 |
Dilutive weighted average common shares outstanding | 46,722,244 | 48,897,804 | 46,783,559 | 48,474,826 |
Net loss per share: | ||||
Basic and Diluted loss per share | $ (0.47) | $ (0.16) | $ (2.93) | $ (0.38) |
Loss per Share - Additional Inf
Loss per Share - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Preferred dividends declared | $ 0 | $ 0 |
Loss per Share - Schedule of _2
Loss per Share - Schedule of Computation of diluted Shares Outstanding (Details) - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Common Class A [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 21,807,241 | 114,692,634 |
Common Class A [Member] | Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 5,993,412 | 11,141,328 |
Common Class A [Member] | Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 0 | 103,070,786 |
Common Class A [Member] | Warrant [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 15,813,829 | 480,520 |
Common Class B [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 0 | 0 |
Common Class B [Member] | Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 0 | 0 |
Common Class B [Member] | Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 0 | 0 |
Common Class B [Member] | Warrant [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 0 | 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 28, 2021 | Nov. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2021 |
Defined Benefit Plan Disclosure [Line Items] | ||||
Outstanding principal | $ 4.6 | |||
Outstanding interest | $ 4.6 | |||
A/NPC Holdings LLC | Series C Convertible Preferred Stock [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Issuance of preferred stock | 7,819,887 | |||
A/NPC Holdings LLC | Promissory Convertible Notes [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Gross proceeds | $ 10 | |||
Sherpa Venture Fund II LP | Series C Convertible Preferred Stock [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Issuance of preferred stock | 469,193 | 115,771 | ||
Sherpa Venture Fund II LP | Promissory Convertible Notes [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Gross proceeds | $ 0.2 | $ 0.6 | ||
Eagle Creek Capital LLC | Series C Convertible Preferred Stock [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Issuance of preferred stock | 264,928 | |||
Eagle Creek Capital LLC | Promissory Convertible Notes [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Gross proceeds | $ 0.5 | |||
ANPC Holdings LLC and Sherpa Venture Fund LP | Series C Convertible Preferred Stock [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Shares issued price per share | $ 1.33 | |||
Outstanding principal | $ 10.4 | |||
Outstanding interest | $ 0.6 | |||
Eagle Creek Capital LLC and Sherpa Venture Fund LP | Series C Convertible Preferred Stock [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Shares issued price per share | $ 1.71 | |||
Outstanding principal | $ 0.5 | |||
Outstanding interest | $ 0.2 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event [Member] - Apollo Fusion Inc[Member] $ in Millions | Jul. 31, 2021USD ($)shares |
Subsequent Event [Line Items] | |
Upfront consideration | $ 125 |
Acquisition in cash | 30 |
Contingent consideration payable | 75 |
Contingent consideration payable, in cash | 15 |
Performance based milestone in cash | $ 10 |
Common Class A [Member] | |
Subsequent Event [Line Items] | |
Acquisition in common stock issued | shares | 2,558,744 |
Contingent consideration payable, amount of common stock issued | $ 60 |
Performance based milestone in amount of stock issued | $ 10 |