Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 15, 2022 | Jun. 30, 2021 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | IONQ, INC. | ||
Entity Central Index Key | 0001824920 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity File Number | 001-38542 | ||
Entity Tax Identification Number | 85-2992192 | ||
Entity Address, Address Line One | 4505 Campus Drive | ||
Entity Address, City or Town | College Park | ||
Entity Address, State or Province | MD | ||
Entity Address, Postal Zip Code | 20740 | ||
City Area Code | 301 | ||
Local Phone Number | 298-7997 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Shell Company | false | ||
Entity Ex Transition Period | true | ||
Entity Common Stock, Shares Outstanding | 197,671,494 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 312.7 | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Firm ID | 42 | ||
Auditor Location | Tysons, Virginia | ||
Warrant [Member] | |||
Entity Information [Line Items] | |||
Trading Symbol | WS | ||
Title of 12(b) Security | Warrants, each exercisable for one share of common stock for $11.50 per share | ||
Security Exchange Name | NYSE | ||
Common Stock [Member] | |||
Entity Information [Line Items] | |||
Trading Symbol | IONQ | ||
Title of 12(b) Security | Common Stock, $0.0001 par value per share | ||
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 399,025 | $ 36,120 |
Short-term investments | 123,443 | 0 |
Accounts receivable | 707 | 390 |
Prepaid expenses and other current assets | 6,442 | 2,069 |
Total current assets | 529,617 | 38,579 |
Long-term Investments | 80,110 | 0 |
Property and equipment, net | 18,870 | 11,988 |
Operating lease right-of-use assets | 4,032 | 4,296 |
Intangible assets, net | 5,841 | 2,687 |
Other noncurrent assets | 3,558 | 2,928 |
Total Assets | 642,028 | 60,478 |
Current liabilities: | ||
Accounts payable | 1,882 | 538 |
Accrued expenses | 2,647 | 608 |
Current portion of operating lease liabilities | 568 | 495 |
Unearned revenue | 3,430 | 240 |
Current portion of stock option early exercise liabilities | 1,164 | 0 |
Total current liabilities | 9,691 | 1,881 |
Operating lease liabilities, net of current portion | 3,643 | 3,776 |
Unearned revenue, net of current portion | 1,533 | 1,118 |
Stock option early exercise liabilities, net of current portion | 1,969 | 0 |
Warrant liabilities | 33,962 | 0 |
Total liabilities | 50,798 | 6,775 |
Commitments and Contingencies | ||
Stockholders' Equity : | ||
Common stock, value | 19 | 3 |
Additional paid-in capital | 737,150 | 93,305 |
Accumulated deficit | (145,791) | (39,605) |
Accumulated other comprehensive income (loss) | (148) | 0 |
Total stockholders' equity (deficit) | 591,230 | 53,703 |
Total Liabilities, Convertible Redeemable Preferred Stock and Warrants, and Stockholders' Equity | 642,028 | 60,478 |
Series A Convertible Redeemable Preferred Stock [Member] | ||
Convertible Redeemable Preferred Stock and Warrants: | ||
Convertible redeemable preferred stock | 0 | 0 |
Series B Convertible Redeemable Preferred Stock [Member] | ||
Convertible Redeemable Preferred Stock and Warrants: | ||
Convertible redeemable preferred stock | 0 | 0 |
Series B1 Convertible Redeemable Preferred Stock [Member] | ||
Convertible Redeemable Preferred Stock and Warrants: | ||
Convertible redeemable preferred stock | 0 | 0 |
Warrants for Series B-1 convertible redeemable preferred stock [Member] | ||
Convertible Redeemable Preferred Stock and Warrants: | ||
Warrants for Series B-1 convertible redeemable preferred stock | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 160,318,719 |
Common stock, shares issued | 195,630,975 | 118,146,795 |
Common stock, shares outstanding | 195,630,975 | 118,146,795 |
Prepaid expenses and other assets related parties current | $ 612 | $ 1,013 |
Operating lease right of use assets related parties noncurrent | 4,032 | 4,296 |
Other noncurrent assets related parties | 1,845 | 2,365 |
Operating lease liabilities related parties current | 568 | 495 |
Operating lease liabilities related parties noncurrent | $ 3,643 | $ 3,776 |
Warrants for Series B-1 convertible redeemable preferred stock issued | 0 | 0 |
Warrants for Series B-1 convertible redeemable preferred stock outstanding | 0 | 0 |
Unearned Revenue Attributable To Related Parties | $ 2,821 | $ 0 |
Series A Convertible Redeemable Preferred Stock [Member] | ||
Temporary Equity, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 2,000,000 | 2,000,000 |
Temporary Equity, Shares Issued | 0 | 0 |
Temporary Equity, Shares Outstanding | 0 | 0 |
Series B Convertible Redeemable Preferred Stock [Member] | ||
Temporary Equity, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 9,753,798 | 9,753,798 |
Temporary Equity, Shares Issued | 0 | 0 |
Temporary Equity, Shares Outstanding | 0 | 0 |
Series B-1 Convertible Redeemable Preferred Stock [Member] | ||
Temporary Equity, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 13,217,404 | 13,217,404 |
Temporary Equity, Shares Issued | 0 | 0 |
Temporary Equity, Shares Outstanding | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue | $ 2,099 | $ 0 |
Costs and expenses: | ||
Cost of revenue (excluding depreciation and amortization) | 1,040 | 143 |
Research and development | 20,228 | 10,157 |
Sales and marketing | 3,233 | 486 |
General and administrative | 13,737 | 3,547 |
Depreciation and amortization | 2,548 | 1,400 |
Total operating costs and expenses | 40,786 | 15,733 |
Loss from operations | (38,687) | (15,733) |
Other income (expenses): | ||
Change in fair value of warrant liabilities | (63,332) | 0 |
Offering costs associated with warrants | (4,259) | 0 |
Other income (expense), net | 92 | 309 |
Loss before benefit for income taxes | (106,186) | (15,424) |
Benefit for income taxes | 0 | 0 |
Net loss | $ (106,186) | $ (15,424) |
Net loss per share attributable to common stockholders—basic and diluted | $ (0.77) | $ (0.13) |
Weighted average shares used in computing net loss per share attributable to common stockholders – basic and diluted | 137,609,620 | 115,045,097 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||
Net loss | $ (106,186) | $ (15,424) |
Unrealized loss on available-for-sale securities, net | (148) | 0 |
Total other comprehensive loss | (148) | 0 |
Total comprehensive loss | $ (106,334) | $ (15,424) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Convertible Redeemable Preferred Stock, Warrants and Stockholders' Equity - USD ($) $ in Thousands | Total | Stockholders Equity [Member] | Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Stockholders Equity [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member]Stockholders Equity [Member] | Research And Development Services [Member]Amended Option Agreement [Member]Stockholders Equity [Member] | Common Stock [Member]Stockholders Equity [Member] | Common Stock [Member]Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Stockholders Equity [Member] | Common Stock [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Stockholders Equity [Member] | Common Stock [Member]Research And Development Services [Member]Amended Option Agreement [Member]Stockholders Equity [Member] | Additional Paid-In Capital [Member]Stockholders Equity [Member] | Additional Paid-In Capital [Member]Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Stockholders Equity [Member] | Additional Paid-In Capital [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Stockholders Equity [Member] | Additional Paid-In Capital [Member]Research And Development Services [Member]Amended Option Agreement [Member]Stockholders Equity [Member] | Accumulated Deficit [Member]Stockholders Equity [Member] | Accumulated Deficit [Member]Cumulative Effect, Period of Adoption, Adjusted Balance [Member]Stockholders Equity [Member] | Accumulated Deficit [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Stockholders Equity [Member] | Accumulated Other Comprehensive LossStockholders Equity [Member] | Series A Convertible Redeemable Preferred Stock [Member] | Series A Convertible Redeemable Preferred Stock [Member]Convertible Preferred Stock [Member] | Series A Convertible Redeemable Preferred Stock [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Convertible Preferred Stock [Member] | Series B Convertible Redeemable Preferred Stock [Member] | Series B Convertible Redeemable Preferred Stock [Member]Convertible Preferred Stock [Member] | Series B Convertible Redeemable Preferred Stock [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Convertible Preferred Stock [Member] | Series B-1 Convertible Redeemable Preferred Stock [Member] | Series B-1 Convertible Redeemable Preferred Stock [Member]Convertible Preferred Stock [Member] | Series B-1 Convertible Redeemable Preferred Stock [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Convertible Preferred Stock [Member] | ||
Temporary Equity at Dec. 31, 2019 | $ 1,925 | $ (1,925) | $ 21,111 | $ (21,111) | $ 61,867 | $ (61,867) | ||||||||||||||||||||||
Temporary Equity (in shares) at Dec. 31, 2019 | [1] | 2,000,000 | (2,000,000) | 9,753,798 | (9,753,798) | 11,166,941 | (11,166,941) | |||||||||||||||||||||
Balance at Dec. 31, 2019 | $ (20,917) | $ 63,986 | $ 84,903 | $ 1 | $ 3 | $ 2 | $ 3,263 | $ 88,164 | $ 84,901 | $ (24,181) | $ (24,181) | $ 0 | ||||||||||||||||
Balance (in shares) at Dec. 31, 2019 | [1] | 5,098,562 | 113,434,809 | 108,336,247 | ||||||||||||||||||||||||
Net loss | $ (15,424) | (15,424) | $ 0 | 0 | (15,424) | |||||||||||||||||||||||
Equity instruments issued in consideration for intellectual property and research and development arrangements | 2,903 | 2,903 | ||||||||||||||||||||||||||
Equity instruments issued in consideration for intellectual property and research and development arrangements (in shares) | [1] | 1,214,317 | ||||||||||||||||||||||||||
Vesting of warrant issued to a customer | 566 | 566 | ||||||||||||||||||||||||||
Stock Options Exercised | 293 | 293 | ||||||||||||||||||||||||||
Stock Options Exercised (in shares) | 1,726,471 | 1,726,471 | [1] | |||||||||||||||||||||||||
Vesting of Restricted Common Stock | 170 | 170 | ||||||||||||||||||||||||||
Vesting of Restricted Common Stock (in shares) | [1] | 1,771,198 | ||||||||||||||||||||||||||
Stock-based compensation | 1,209 | 1,209 | ||||||||||||||||||||||||||
Balance at Dec. 31, 2020 | $ 53,703 | 53,703 | $ 3 | 93,305 | (39,605) | |||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2020 | [1] | 118,146,795 | ||||||||||||||||||||||||||
Temporary Equity at Dec. 31, 2020 | $ 0 | $ 0 | $ 0 | |||||||||||||||||||||||||
Temporary Equity (in shares) at Dec. 31, 2020 | 0 | 0 | 0 | |||||||||||||||||||||||||
Net loss | $ (106,186) | (106,186) | (106,186) | |||||||||||||||||||||||||
Other comprehensive loss | (148) | $ (148) | ||||||||||||||||||||||||||
Equity instruments issued in consideration for intellectual property and research and development arrangements | $ 2,381 | $ 2,381 | ||||||||||||||||||||||||||
Equity instruments issued in consideration for intellectual property and research and development arrangements (in shares) | 385,797 | |||||||||||||||||||||||||||
Stock Options Exercised | 288 | 288 | ||||||||||||||||||||||||||
Stock Options Exercised (in shares) | 3,378,782 | 1,044,199 | ||||||||||||||||||||||||||
Vesting of Restricted Common Stock | 1,068 | 1,068 | ||||||||||||||||||||||||||
Vesting of Restricted Common Stock (in shares) | 1,259,074 | |||||||||||||||||||||||||||
Merger and PIPE transaction, net of transaction costs | 526,312 | $ 16 | 526,296 | |||||||||||||||||||||||||
Merger and PIPE transaction, net of transaction costs (in shares) | 70,300,768 | |||||||||||||||||||||||||||
Stock-based compensation | 8,023 | 8,023 | ||||||||||||||||||||||||||
Warrants exercised | 105,789 | 105,789 | ||||||||||||||||||||||||||
Warrants exercised (in shares) | 4,494,342 | |||||||||||||||||||||||||||
Balance at Dec. 31, 2021 | $ 591,230 | $ 591,230 | $ 19 | $ 737,150 | $ (145,791) | $ (148) | ||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 195,630,975 | |||||||||||||||||||||||||||
[1] | The shares of the Company’s common and convertible redeemable preferred stock and warrants, prior to the Business Combination (as defined in Note 1) have been retroactively restated to reflect the exchange ratio established in the Business Combination. Legacy IonQ’s convertible redeemable preferred stock and warrants previously classified as mezzanine equity were retroactively adjusted, converted into common stock, and reclassified to permanent equity because of the reverse recapitalization as described in Note 1. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (106,186) | $ (15,424) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 2,548 | 1,400 |
Non-cash research and development arrangements | 1,335 | 0 |
Amortization of customer warrant | 528 | 38 |
Offering costs associated with warrants | 4,259 | 0 |
Stock-based compensation | 7,748 | 1,224 |
Change in fair value of warrant liabilities | 63,332 | 0 |
Other, net | 101 | 77 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (317) | (290) |
Prepaid expenses and other current assets | (3,790) | (699) |
Other noncurrent assets | (1,678) | (11) |
Accounts payable | 763 | 96 |
Accrued expenses | 1,259 | 374 |
Operating lease liabilities | (44) | (150) |
Unearned revenue | 3,605 | 1,358 |
Net cash used in operating activities | (26,537) | (12,007) |
Cash flows from investing activities | ||
Purchases of property and equipment | (7,783) | (10,032) |
Capitalized software development costs | (1,621) | (1,131) |
Purchases of available-for-sale securities | (203,761) | 0 |
Intangible asset acquisition costs | (620) | (513) |
Net cash used in investing activities | (213,785) | (11,676) |
Cash flows from financing activities: | ||
Proceeds from stock options exercised | 5,457 | 276 |
Repurchase of early exercised stock options | (968) | 0 |
Proceeds from public warrants exercised | 26,070 | 0 |
Proceeds from merger and PIPE transaction, net of transaction costs | 572,668 | 0 |
Net cash provided by financing activities | 603,227 | 276 |
Net change in cash and cash equivalents | 362,905 | (23,407) |
Cash and cash equivalents at the beginning of the period | 36,120 | 59,527 |
Cash and cash equivalents at the end of the period | 399,025 | 36,120 |
Supplemental disclosure of noncash activities: | ||
Issuance of common stock for intellectual property | 1,567 | 0 |
Issuance of common stock for research and development arrangement | 814 | 2,903 |
Property and equipment purchases in accounts payable and accrued expenses | 553 | 0 |
Intangible asset purchases in accounts payable and accrued expenses | 83 | 0 |
Noncash reclassification of warrant liabilities to equity upon exercise | 79,719 | 0 |
Vesting of customer warrants | $ 0 | $ 566 |
Description of Organization and
Description of Organization and Business Operations | 12 Months Ended |
Dec. 31, 2021 | |
Description of Organization and Business Operations | 1. DESCRIPTION OF BUSINESS IonQ, Inc. (“IonQ” or “the Company”), formerly known as dMY Technology Group, Inc. III (“dMY”), was incorporated in the state of Delaware in September 2020 and formed as a special purpose acquisition company for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. IonQ Quantum, Inc. (formerly known as IonQ, Inc., and referred to as “Legacy IonQ” herein), was incorporated in the state of Delaware in September 2015 and is headquartered in College Park, Maryland. On March 7, 2021, Legacy IonQ entered into an Agreement and Plan of Merger (the “Merger Agreement”) with dMY and Ion Trap Acquisition Inc. (“Merger Sub”), a direct, wholly owned subsidiary of dMY. Pursuant to the Merger Agreement, on September 30, 2021 (“the Closing Date”), the Merger Sub was merged with and into Legacy IonQ with Legacy IonQ continuing as the surviving corporation following the Merger, becoming a wholly owned subsidiary of dMY and the separate corporate existence of the Merger Sub ceased (the “Business Combination”). Commensurate with the Business Combination, dMY changed its name to IonQ, Inc. and Legacy IonQ changed its name to IonQ Quantum, Inc. After the Business Combination, IonQ’s common stock and public warrants are traded on the New York Stock Exchange (“NYSE”) under the symbols “IONQ” and “IONQ WS,” respectively. Unless otherwise indicated, references in this Annual Report on Form 10-K IonQ is engaged in quantum computing and develops general-purpose quantum computing systems designed to solve the world’s most complex problems, and transform business, society, and the planet for the better. Prior to 2019, the Company built certain quantum computing systems solely for research & development purposes. To operate the quantum computing systems, the Company has developed custom hardware, custom firmware, and an operating system to orchestrate the quantum computers. During 2019, the Company began to commercialize its quantum computing systems and entered into its first significant customer agreements. Currently, the Company permits customers to use the quantum computing systems through a quantum-computing-as-a-service Business Combination While the legal acquirer in the Merger Agreement is dMY, for financial accounting and reporting purposes under accounting principles generally accepted in the United States of America (“U.S. GAAP”), Legacy IonQ is the accounting acquirer and the merger is accounted for as a “reverse recapitalization” (i.e., a capital transaction involving the issuance of stock by dMY for the stock of Legacy IonQ). For accounting purposes, the Business Combination was treated as the equivalent of Legacy IonQ issuing stock for the net assets of dMY, accompanied by a recapitalization. The net assets of dMY are stated at historical cost, and no goodwill or other intangible assets were recorded. Because Legacy IonQ was deemed the accounting acquirer in the Business Combination, the historical financial statements of Legacy IonQ are the historical financial statements of the Company upon the consummation of the Business Combination. As a result, the financial statements included in this report reflect: (i) the historical operating results of Legacy IonQ prior to the Business Combination; (ii) the combined results of dMY and Legacy IonQ following the close of the Business Combination on September 30, 2021; and (iii) the assets and liabilities of Legacy IonQ stated at their historical cost. In accordance with guidance applicable to these circumstances, the equity structure has been retroactively restated in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy IonQ’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy IonQ convertible redeemable preferred stock and warrants and Legacy IonQ common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination. Legacy IonQ’s convertible redeemable preferred stock and warrants previously classified as mezzanine equity were retroactively adjusted, converted into common stock, and reclassified to permanent equity because of the reverse recapitalization. At the Closing Date, the consummation of the Merger provided approximately $636.0 million of gross proceeds, including $345.0 million from the PIPE investment in common stock at $10.00 per share. In connection with the Business Combination, Legacy IonQ and dMY incurred direct and incremental costs of approximately $52 million related to the equity issuance, consisting primarily of banking, legal, accounting, and other professional fees, which were recorded to additional paid-in Sponsor Support Agreement Concurrently with the execution of the Merger Agreement, certain former dMY stockholders entered into a sponsor support agreement. Under the sponsor support agreement, and effective upon the consummation of the Business Combination, 10% of the dMY Class B common stock (or 750,000 shares), which were converted into shares of common stock at the consummation of the Business Combination, were unvested and subject to certain vesting and forfeiture provisions (the “Vesting Shares”). These provisions provide that (i) one-third (ii) one-third (iii) one-third The Vesting Shares are accounted for as equity classified instruments and were included as merger consideration as part of the reverse recapitalization and recorded in additional paid-in Segment Reporting The Company operates as one operating segment as its chief executive officer, who is the chief operating decision maker, reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Preparation The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP as determined by the Financial Accounting Standards Board (“FASB”). Such consolidated financial statements include the accounts of IonQ and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated in consolidation. Emerging Growth Company The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, the Company’s financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. The Company remains an emerging growth company until the earliest of (i) December 31, 2025, (ii) the last day of the fiscal year in which the Company has total annual gross revenue of at least $1.07 billion, (iii) the last day of the fiscal year in which the Company is deemed to be a large accelerated filer, which means the market value of the Company’s common stock that is held by non-affiliates non-convertible Use of Estimates The preparation of financial statements in conformity with U.S. GAAP and regulations of the U.S. Securities and Exchange Commission requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition, capitalization of internally developed software and quantum computing costs, useful lives of long-lived assets, commitments and contingencies, fair value of available-for-sale Fair Value Measurements The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1—Observable inputs, which include quoted prices in active markets; • Level 2—Observable inputs other than the quoted prices in active markets that are observable either directly or indirectly, such as quoted prices in markets that are not active, or other inputs such as broker quotes, benchmark yield curves, credit spreads and market interest rates for similar securities that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; • Level 3—Unobservable inputs that are supported by little or no market activity and that are based on management’s assumptions, including fair value measurements determined using pricing models, discounted cash flow methodologies or similar techniques. The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. For assets that are measured using quoted prices in active markets, the total fair value is the published market price per unit multiplied by the number of units held, without consideration of transaction costs. Assets and liabilities that are measured using significant other observable inputs are primarily valued by reference to quoted prices of similar assets or liabilities in active markets, adjusted for any terms specific to that asset or liability. Assets and liabilities that are measured at fair value on a non-recurring Due to their short-term nature, the carrying amounts reported in the Company’s financial statements approximates the fair value for cash and cash equivalents, accounts receivable, accounts payable and accrued expenses. Cash and Cash Equivalents Cash and cash equivalents include cash in banks, checking deposits and money market funds. The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are non-interest 2021 2020 Billed accounts receivable $ 261 $ 390 Unbilled accounts receivable 446 — Total $ 707 $ 390 On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off. This assessment is based on management’s evaluation of the past due receivables, collectability of specific accounts, historical loss experience and overall economic conditions. The Company did not have any allowance for doubtful accounts as of December 31, 2021 and 2020. Investments Management determines the appropriate classification of investments at the time of purchase based upon management’s intent with regard to such investments. Investments are classified as available-for-sale re-evaluated accumulated other comprehensive income (loss). Realized gains and losses on sales and maturities of investments are determined based on the specific identification method and are recognized in the consolidated statements of operations in other income (expense), net. The Company performs periodic evaluations to determine whether any declines in the fair value of investments below cost are other-than-temporary. The evaluation consists of qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as the Company’s ability and intent to hold the investments until a forecasted recovery occurs. The impairments are considered to be other-than-temporary if they are related to deterioration in credit risk or if it is likely that the underlying securities will be sold prior to a full recovery of their cost basis. Other-than-temporary fair value impairments are determined based on the specific identification method and are reported in other income (expense), net in the consolidated statements of operations. Property and Equipment, Net Property and equipment, net is stated at cost less accumulated depreciation. Historical cost of fixed assets is the cost as of the date acquired. Prior to 2019, the Company built certain quantum computing systems solely for research and development purposes and these quantum computing systems were deemed to have no alternative future use. In 2019, the Company began to commercialize its quantum computing systems via the offering of QCaaS and quantum computing systems built thereafter were determined to provide a probable future economic benefit. As a result, hardware and labor costs associated with the building of such quantum computing systems were capitalized. Costs to maintain quantum computing systems are expensed as incurred. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Useful lives are as follows: Computer equipment and acquired computer software 3 – 5 years Machinery, equipment, furniture and fixtures 5 – 7 years Quantum computing systems 2 years Leasehold improvements Shorter of the lease term or the estimated useful life of the related asset Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use The Company records a ROU asset and lease liability in connection with its operating leases. The Company’s lease portfolio is comprised primarily of a real estate lease, which is accounted for as an operating lease. The Company elected the practical expedient to not separate lease and non-lease ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term. Operating lease ROU assets also include the impact of any lease incentives. Amendments to a lease are assessed to determine if it represents a lease modification or a separate contract. Lease modifications are reassessed as of the effective date of the modification using an incremental borrowing rate based on the information available at the commencement date. For modified leases the Company also reassesses the lease classification as of the effective date of the modification. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The Company’s lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company considers contractual-based factors such as the nature and terms of the renewal or termination, asset-based factors such as physical location of the asset and entity-based factors such as the importance of the leased asset to the Company’s operations to determine the lease term. The Company generally uses the base, non-cancelable, Intangible Assets, Net The Company’s intangible assets include website domain costs, patents, intellectual property and trademarks. Intangible assets with identifiable useful lives such as patents and intellectual property are initially valued at acquisition cost and are amortized over their estimated useful lives using the straight-line method, which is generally 20 years. With respect to patents, acquisition costs include external legal and patent application costs. Intangible assets with indefinite useful lives are assessed for impairment at least annually. Capitalized Internally Developed Software Capitalized internally developed software, which is included in intangible assets, net, consists of costs to purchase and develop internal-use internal-use internal-use Impairment of Long-Lived Assets Long-lived assets, such as property and equipment and other long-term assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. No impairment loss was recognized for the years ended December 31, 2021 or 2020. Early Exercise of Stock Options Stock options granted under the 2015 Equity Incentive Plan provide employee option holders, if approved by the Board, the right to exercise unvested options in exchange for restricted common stock, which is subject to a repurchase right held by the Company at the lower of (i) the fair market value of its common stock on the date of repurchase or (ii) the original purchase price. Early exercises of options are not deemed to be substantive exercises for accounting purposes and accordingly, amounts received for early exercises are recorded as a liability. These amounts are reclassified to common stock and additional paid-in capital as the underlying shares vest. Warrant Liabilities The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued classified as non-current liabilities as Revenue Recognition The Company derives revenue from providing access to its QCaaS and professional services related to co-developing To support this core principle, the Company applies the following five step approach: 1. Identify the contract with the customer 2. Identify the performance obligations 3. Determine the transaction price 4. Allocate the transaction price to the performance obligations 5. Recognize revenue when (or as) the entity satisfies a performance obligation The Company has determined that its QCaaS contracts represent a combined, stand-ready performance obligation to provide access to its quantum computing systems together with related maintenance and support. The transaction price generally includes a variable fee based on usage of its quantum computing systems and may include a fixed fee for a minimum volume of usage to be made available over a defined period of access. Fixed fee arrangements may also include a variable component whereby customers pay an amount for usage over contractual minimums contained in the contracts. For contracts with a fixed transaction price, the fixed fee is recognized as QCaaS subscription-based revenues on a straight-line basis over the access period. For contracts without fixed fees, variable usage fees are billed and recognized during the period of such usage. As of December 31, 2021 and 2020, all of the revenue recognized by the Company was recognized based on transfer of service over time. There were no revenues recognized at a point in time. In arrangements with cloud service providers, the cloud service provider is considered the customer and IonQ does not have any contractual relationships with the cloud service providers’ end users. For these arrangements, revenue is recognized at the amount charged to the cloud service provider and does not reflect any mark-up The Company may enter into multiple contracts with a single counterparty at or near the same time. The Company will combine contracts and account for them as a single contract when one or more of the following criteria are met: (i) the contracts are negotiated as a package with a single commercial objective; (ii) consideration to be paid in one contract depends on the price or performance of the other contract; and (iii) goods or services promised are a single performance obligation. The Company has entered into one revenue arrangement in which it granted warrants to the counterparty. Refer to Note 11—Warrant Transaction Agreement for further information on the customer warrants. Billed and unbilled accounts receivable relate to the Company’s rights to consideration as performance obligations are satisfied when the rights to payment become unconditional but for the passage of time. The variable fees associated with the QCaaS are generally billed a month in arrears. Customers also have the ability to make advance payments. If a contract exists under ASC 606, advance payments are recorded as a contract liability until services are delivered or obligations are met and revenue is earned. Contract liabilities to be recognized in the succeeding 12-month non-current As of December 31, 2021, approximately $22.1 million of revenue is expected to be recognized from remaining performance obligations that are unsatisfied (or partially unsatisfied) for non-cancelable million, $6.7 million and $5.2 million related to these remaining performance obligations in the years ended December 31, 2022, 2023 and 2024, respectively, with the remainder recognized thereafter. The Company has not estimated the timing of revenue recognition for the remaining unsatisfied performance obligations related to usage-based contracts as the timing of customer usage cannot be predicted given the limited historical data. Total deferred revenues, including both current and noncurrent, were $5.0 million and $1.4 million at December 31, 2021 and 2020, respectively. The change in deferred revenue for the year ended December 31, 2021 was primarily due to cash payments received for which the performance obligation was not satisfied prior to the end of the period, partially offset by revenue recognized during the period, of which $0.2 million was included in the deferred revenue balance at December 31, 2020 . For contractual arrangements where consideration is paid up-front, up-front Cost to Obtain a Contract Applying the practical expedient, the Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets is one year or less. For the years ended December 31, 2021 and 2020, the Company has not incurred any material incremental costs of obtaining contracts. Cost of Revenue Cost of revenue primarily consists of expenses related to delivering the Company’s services, including direct labor costs, direct service costs and allocated shared resources. Cost of revenue excludes depreciation and amortization related to the Company’s quantum computing systems and related software. Research and Development Research and development expenses consist of personnel costs, including stock-based compensation expense, and allocated shared resource costs for the Company’s hardware, software and engineering personnel who design and develop the Company’s quantum computing systems and research new quantum computing technologies. Unlike a standard computer, design and development efforts continue throughout the useful life of the Company’s quantum computing systems to ensure proper calibration and optimal functionality. Research and development expenses also include purchased hardware and software costs related to quantum computing Advertising Costs Advertising costs are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations. These costs were $1.1 million and $0.4 million for the years ended December 31, 2021 and 2020, respectively. Stock-Based Compensation The Company measures and records the expense related to stock-based awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grant, generally equal to the vesting period and uses the straight-line method to recognize stock-based compensation. The Company uses the Black-Scholes-Merton (“Black- Scholes”) option-pricing model to determine the fair value of stock awards and the estimated fair value for stock options. The Black-Scholes option- pricing model requires the use of subjective assumptions, which determine the fair value of share-based awards, including the fair value of the Company’s common stock, the option’s expected term, the price volatility of the underlying common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The Company records forfeitures as they occur. The Company obtained third-party valuations to estimate the fair value of its common stock for awards granted prior to the Business Combination, for purposes of measuring stock-based compensation expense. The third-party valuations were prepared using methodologies, approaches, and assumptions consistent with the American Institute of Certified Public Accountants (“AICPA”) Accounting & Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation. expected to be settled or realized. Excess tax benefits or tax deficiencies from stock option exercises are recognized in the income tax provision in the period in which they occur. The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is more-likely-than- not For certain tax positions, the Company uses a more-likely-than-not more-likely-than-not more-likely-than-not Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments, and trade accounts receivable. The Company maintains the majority of its cash, cash equivalents and investments with two financial institutions, both of which management believes to be financially sound and with minimal credit risk. The Company’s deposits periodically exceed amounts guaranteed by the Federal Deposit Insurance Corporation. The Company’s accounts receivable are derived from customers primarily located in the U.S. The Company performs periodic evaluations of its customers’ financial condition and generally does not require its customers to provide collateral or other security to support accounts receivable and maintains an allowance for doubtful accounts. Credit losses historically have not been material. Significant customers are those which represent more than 10% of the Company’s total revenue or gross accounts receivable. The Company’s revenue was primarily from two significant customers for the year ended December 31, 2021. While we generated revenue in 2020, we executed an arrangement with a customer for the issuance of a warrant to purchase shares of Legacy IonQ Series B-1 convertible redeemable preferred stock. The warrant was evaluated and considered to represent consideration provided to a customer and as such, the recognition of the warrant expense is recorded as a reduction in revenue as revenue is earned under the contract. Other than this customer, the Company did not have any other significant customers for the year ended December 31, 2020. The Company’s accounts receivable was from two significant customers as of December 31, 2021 and 2020. Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding for the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted average number of shares of common stock during the period, plus common stock equivalents, outstanding during the period. If the Company reports a net loss, the computation of diluted loss per share excludes the effect of dilutive common stock equivalents, as their effect would be antidilutive. Earnings (loss) per share calculations for all periods have been retroactively restated to reflect the conversion of the Company’s convertible redeemable preferred stock and the equivalent number of shares reflecting the exchange ratio established in the reverse capitalization. The following table sets forth the computation of basic and diluted loss per share attributable to common stockholders (in thousands, except share and per share data): Year Ended December 31, Numerator: 2021 2020 Net loss attributable to common stockholders $ (106,186 ) $ (15,424 ) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted 137,609,620 115,045,097 Net loss per share attributable to common stockholders—basic and diluted $ (0.77 ) $ (0.13 ) Year Ended December 31 2021 2020 Common stock options outstanding 24,206,373 9,033,927 Warrants to purchase common stock 8,301,202 8,301,202 Unvested common stock 1,407,500 553,196 Public and private warrants 2,359,179 — Unvested founders’ shares 129,452 — Total 36,403,706 17,888,325 Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to defer and recognize as an asset. The guidance is effective for annual reporting periods beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. The Company adopted this standard effective January 1, 2021 prospectively to all new implementation costs incurred after adoption. The adoption of this standard had no material impact on the Company’s consolidated financial statements and related disclosures. Recently Issued Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, 2016-13 2020-06, 470-20) 815-40) |
Cash Equivalents and Investment
Cash Equivalents and Investments | 12 Months Ended |
Dec. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Cash Equivalents and Investments | 3. CASH EQUIVALENTS AND INVESTMENTS The following table summarizes the Company’s unrealized gains and losses and estimated fair value of cash equivalents and investments in available-for-sale AS OF DECEMBER 31, 2021 AS OF DECEMBER 31, 2020 Amortized Cost Gross Gains Gross Losses Estimated Fair Value Amortized Gross Gross Estimated Money market funds $ 123,690 $ — $ — $ 123,690 $ 36,120 $ — $ — $ 36,120 Commercial paper $ 203,628 $ — $ (21 ) $ 203,607 $ — $ — $ — $ — Corporate notes and bonds 80,060 2 (109 ) 79,953 — — — — Municipal bonds 2,000 — — 2,000 — — — — US government and agency 193,347 1 (20 ) 193,328 — — — — Total cash equivalents and investments $ 602,725 $ 3 $ (150 ) $ 602,578 $ 36,120 $ — $ — $ 36,120 Unrealized losses related to investments were primarily a result of interest rate fluctuations, and none of the investments held as of December 31, 2021 have been in a continuous unrealized loss position for greater than one year. As of December 31, 2021, the Company did not consider any of its available-for-sale The estimated fair value of the Company’s cash equivalents and investments in available-for-sale 1 Year or Less 1 Year or Greater Total Money market funds $ 123,690 $ — $ 123,690 Commercial paper 203,607 — 203,607 Corporate notes and bonds 14,818 65,135 79,953 Municipal bonds 2,000 — 2,000 US government and agency 178,353 14,975 193,328 Total $ 522,468 $ 80,110 $ 602,578 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Fair Value Measurements | 4. FAIR VALUE MEASUREMENTS The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (in thousands): Fair Value Measured as of Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds (1) $ 123,690 $ — $ — $ 123,690 Commercial paper — 125,335 — 125,335 US government and agency — 150,000 — 150,000 Total cash equivalents 123,690 275,335 399,025 Short-term investments: Commercial paper — 78,272 — 78,272 Corporate notes and bonds — 14,818 — 14,818 Municipal bonds 2,000 2,000 US government and agency — 28,353 — 28,353 Total short-term investments — 123,443 — 123,443 Long-term investments Corporate notes and bonds — 65,135 — 65,135 US government and agency — 14,975 — 14,975 Total long-term investments — 80,110 — 80,110 Total Assets $ 123,690 $ 478,888 — $ 602,578 Liabilities: Public warrants $ 33,962 $ — $ — $ 33,962 Fair Value Measured as of Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents (1) $ 36,120 $ — $ — $ 36,120 (1) Includes money market funds associated with the Company’s overnight investment sweep account. The Company’s warrant liabilities are comprised of the public warrants. The private placement warrants were fully exercised as of December 31, 2021. Refer to Note 12 – Warrant Liabilities for further information. Transfers to/from Levels 1, 2 and 3 are recognized at the beginning of the reporting period. There were no transfers between levels during the period. As of December 31, 2021, the public warrants were publicly traded at $6.49 per warrant. The private placement warrants were marked to fair value on the date of exercise. The fair value of the private placement warrants was determined using Level 3 inputs. Management determined the fair value of the private placement warrants using unobservable inputs in the Black-Scholes valuation model. Inherent in the valuation were assumptions related to expected stock-price volatility, expected term, risk-free interest rate and dividend yield. The Company estimated the volatility of its common stock warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate was based on the U.S. Treasury zero-coupon The expected life of the warrants was assumed to be equivalent to their remaining contractual term. The dividend rate was based on the historical rate, which the Company anticipates remaining at zero. The following table provides quantitative information regarding Level 3 fair value measurement inputs for the private placement warrants as of the date the private placement warrants were exercised. December 3, Exercise price $ 11.50 Stock price $ 18.78 Volatility 74.10 % Term 4.83 Risk-free rate 1.10 % Dividend yield — % The Company did not have any Level 3 assets or liabilities as of December 31, 2021 as the private placement warrants were fully exercised. A rollforward of the fair value of the private placement warrants is as follows (in thousands): Private Fair value as of December 31, 2020 $ — Assumed as part of the Business Combination 24,412 Change in valuation inputs 27,523 Exercise of private placement warrants (51,935 ) Fair Value as of December 31, 2021 $ — |
Property And Equipment, Net
Property And Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property And Equipment, Net | 5. PROPERTY AND EQUIPMENT, NET Property and equipment, net as of December 31, 2021 and 2020, are composed of the following (in thousands): 2021 2020 Computer equipment and acquired computer software $ 840 $ 364 Machinery, equipment, furniture and fixtures 5,497 2,974 Leasehold improvements 827 736 Quantum computing systems 15,151 9,617 Gross property and equipment 22,315 13,691 Less: accumulated depreciation (3,445 ) (1,703 ) Net property and equipment $ 18,870 $ 11,988 Depreciation expense for the years ended December 31, 2021 and 2020 was $1.7 million and $1.1 million, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets, Net | 6. INTANGIBLE ASSETS, NET Intangible assets as of December 31, 2021 and 2020 are composed of the following (in thousands): December 31, 2021 Weighted Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Amount Patents 20 $ 3,555 $ (51 ) $ 3,504 Trademark Indefinite 82 — 82 Website and other 10-20 51 (11 ) 40 Internally developed software 3 3,297 (1,082 ) 2,215 Total $ 6,985 $ (1,144 ) $ 5,841 December 31, 2020 Weighted Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Amount Patents 20 $ 1,307 $ (10 ) $ 1,297 Trademark Indefinite 60 — 60 Website and other 10-20 51 (7 ) 44 Internally developed software 3 1,608 (322 ) 1,286 Total $ 3,026 $ (339 ) $ 2,687 Total amortization expense for intangible assets for the years ended December 31, 2021 and 2020 was $0.8 million and $0.3 million, respectively. As of December 31, 2021, the projected annual amortization expense for the Company’s intangible assets is as follows (in thousands): Year ending December 31, 2022 $ 1,116 2023 885 2024 401 2025 62 2026 63 Thereafter 3,232 Total $ 5,759 |
Agreements With UMD And DUKE
Agreements With UMD And DUKE | 12 Months Ended |
Dec. 31, 2021 | |
Agreement Disclosure [Abstract] | |
Agreements With UMD And DUKE | 7. AGREEMENTS WITH UMD AND DUKE Exclusive License Agreement The Company entered into an exclusive license agreement (“License Agreement”) in 2016 with UMD and Duke. The License Agreement grants to the Company an exclusive, perpetual license (“Initial Patents”) to certain patents, know-how trapped-ion non-exclusive non-profit non-profit On February 1, 2021, the Company and UMD executed two amendments to the License Agreement granting exclusive rights to license additional intellectual property in exchange for a total of 257,198 common shares after giving effect to the recapitalization. Management evaluated the amendments and concluded that the arrangements qualify as equity-classified instruments and recorded an intangible asset and additional paid-in Exclusive Option Agreements The Company also entered into an exclusive option agreement (“Option Agreement”) with each of UMD and Duke in 2016 whereby on the anniversary of the effective date of the License Agreement for a period of 5 years, the Company has the right to acquire additional intellectual property developed by UMD and Duke (the “Additional Patents” and together with the Initial Patents, the “Licensed Patents”) by exercising an annual option and issuing common shares each to Duke and UMD in consideration for the Additional Patents. The amount issued to UMD and Duke pursuant to the option over the 5-year wa In December 2020, the Company amended its option agreement with Duke, and under this amendment, the Company issued 1,214,317 common shares after giving effect to the recapitalization, to Duke in consideration for research and development services through July 15, 2026. Under the terms of the amended Option Agreement, the issuance of shares is a nonrefundable upfront payment in exchange for research and development services by Duke whereby the Company will obtain rights to any potential future intellectual property developed during the term. As such, the fair value of the shares of common stock issued to Duke of $2.9 million was recorded as a prepaid expense and is being amortized over the term of the arrangement as services are received. The Company recognized $0.5 million and $19 thousand of research and development expense related to the agreement with Duke during the years ended December 31, 2021 and 2020 , In February 2021, the Company and UMD amended the UMD Option Agreement pursuant to which the Company issued the remaining 128,599 shares of common stock after giving effect to the recapitalization to UMD as a nonrefundable upfront payment in exchange for research and development services by UMD and rights to any potential future intellectual property developed through July 2021. The fair value of the shares issued to UMD was $0.8 million. The Company recognized $0.8 million of research and development expense associated with the UMD Option Agreement amendment for the year ye a Additionally, under the terms of the License Agreement and Option Agreement, UMD and Duke were provided an exit guarantee if a sale or liquidation of the Company would occur that provides for the following: • acceleration of the issuance of common stock as if exercised through the License Agreement, • additional consideration equal to the consideration which a holder of one-half In December 2020, the Company and Duke amended the Duke Option Agreement to remove the exit guarantee. Additionally, the exit guarantee with UMD lapsed as a result of the Business Combination in September 2021. The useful life of the Licensed Patents derived from the License Agreement and the Option Agreement is the remaining legal life at the time of acquisition. The value of the Licensed Patents is based on the fair value of the common stock given as consideration on the effective date of each agreement and exercise of option. The asset is amortized over the useful life of the Licensed Patents. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | 8. ACCRUED EXPENSES Accrued expenses as of December 31, 2021 and 2020 are composed of the following (in thousands): 2021 2020 Accrued salaries and other payroll liabilities $ 1,025 $ 46 Accrued accounting and tax liabilities 700 115 Accrued expenses - other 922 447 Total accrued expenses $ 2,647 $ 608 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies | 9. COMMITMENTS AND CONTINGENCIES Warranties and Indemnification The Company’s commercial services are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company’s documentation under normal use and circumstances. The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe third- party intellectual property rights. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any liabilities related to such obligations in the accompanying financial statements. Litigation On January 12, 2021, dMY Technology Group, Inc. II, dMY Sponsor II, LLC, dMY, and dMY Sponsor III, LLC (“Sponsor”) accepted service of a lawsuit where they were named as counterclaim defendants in an underlying action by and between GTY Technology Holdings, Inc. (“GTY”), dMY Technology Holdings Inc., dMY Sponsor, LLC, dMY Sponsor II, LLC, dMY Technology Group Inc. II, dMY and Sponsor (collectively “dMY Defendants”) and Carter Glatt (“Glatt”) and Captains Neck Holdings LLC (“Captains Neck”), an entity of which Mr. Glatt is a member. The underlying lawsuit, filed by dMY Technology Group, Inc. and dMY Sponsor, LLC, seeks a declaratory judgment that Glatt and Captains Neck are not entitled to membership units of dMY Sponsor LLC, which was formed by Harry L. You, the co-founder |
Convertible Redeemable Preferre
Convertible Redeemable Preferred Stock And Stockholders' Deficit | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Redeemable Preferred Stock And Stockholders' Deficit [Abstract] | |
Convertible Redeemable Preferred Stock And Stockholders' Deficit | 10. CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY Our second amended and restated certificate of incorporation authorizes us to issue up to 1,000,000,000 shares of common stock, $0.0001 par value per share, and 20,000,000 shares of preferred stock, par value $0.0001 per share. Convertible Redeemable Preferred Stock Legacy IonQ’s convertible redeemable preferred stock previously classified as mezzanine equity was retroactively adjusted, converted into common stock, and reclassified to permanent equity because of the reverse recapitalization as described in Note 1. No shares of Legacy IonQ convertible redeemable preferred stock were issued during the years ended December 31, 2021 and 2020 requiring adjustment as a result of the reverse recapitalization. Preferred Stock Under our second amended and restated certificate of incorporation, our board of directors may, without further action by our stockholders, fix the rights, preferences, privileges and restrictions of up to an aggregate of 20,000,000 shares of preferred stock in one or more series and authorize their issuance. These rights, preferences and privileges could include dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock. Any issuance of preferred stock could adversely affect the voting power of holders of common stock and the likelihood that such holders would receive dividend payments and payments on liquidation. In addition, the issuance of preferred stock could have the effect of delaying, deterring or preventing a change of control or other corporate action. No shares of preferred stock have been issued as of December 31, 2021. Common Stock The terms, rights, preference, and privileges of the common stock are as follows: Voting Rights Except as otherwise required by law or as otherwise provided in any certificate of designation for any series of preferred stock, each holder of common stock possess all voting power for the election of our directors and all other matters requiring stockholder action. Holders of common stock are entitled to one vote per share on matters to be voted on by stockholders. The Company’s second amended and restated certificate of incorporation and bylaws do not provide for cumulative voting rights. Dividends Subject to preferences that may be applicable to any then outstanding preferred stock, the holders of common stock may be entitled to receive dividends out of legally available funds if the board of directors, in its discretion, determines to issue dividends and then only at the times and in the amounts that the board of directors may determine. We do not anticipate paying any cash dividends in the foreseeable future. Liquidation In the event of our voluntary or involuntary liquidation, dissolution, distribution of assets or winding-up, Rights and Preference Holders of the Company’s common stock have no preemptive or other subscription rights, and there are no sinking fund or redemption provisions applicable to the common stock. The rights, preferences, and privileges of the holders of common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of the Company’s preferred stock that may be issued. Currently no preferred stock has been issued as of December 31, 2021. Founders’ Shares Upon incorporation of the Company, the founders of the Company (the “Founders”) purchased an aggregate 16.2 million shares of common stock at a purchase price $0.0006 per share after giving effect to the recapitalization. Subsequently, on July 25, 2016, upon the introduction of a new third-party investor, the , 1/48 of the Restricted Shares shall be released from the repurchase option on each monthly anniversary from July 25, 2016 until all Restricted Shares are released from the repurchase option. All Founders’ Shares were fully vested as of December 31, 2020. See Note 13— Stock Based Compensation for further information. Common Stock Reserved for Issuance The Company’s common stock reserved for future issuances after giving effect to the recapitalization are as follows: As of December 31, 2021 2020 Stock options outstanding 22,133,210 21,863,368 Warrants to acquire common stock 8,301,202 8,301,202 Public warrants outstanding 5,233,018 — Shares available for future grant 31,589,000 7,294,016 Total common stock reserved 67,256,430 37,458,586 |
Warrant Transaction Agreement
Warrant Transaction Agreement | 12 Months Ended |
Dec. 31, 2021 | |
Warrant Transaction Agreement [Abstract] | |
Warrant Transaction Agreement | 11. WARRANT TRANSACTION AGREEMENT In November 2019, contemporaneously with a revenue arrangement, the Company entered into a contract, pursuant to which the Company agreed to issue to a customer a warrant to acquire shares of Legacy IonQ Series B-1 Legacy IonQ Series B-1 preferred stock were Legacy IonQ Series B-1 preferred stock and Super 8-K filed As the Warrant Shares were issued in connection with an existing commercial agreement with a customer, the value of the Warrant Shares was determined to be consideration payable to the customer and consequently is treated as a reduction to revenue recognized under the corresponding revenue arrangement. Approximately 6.5% of the Warrant Shares vested and became immediately exercisable in August 2020. The remaining Warrant Shares will vest and become exercisable upon satisfaction of certain milestones based on revenue generated under the commercial agreement with the customer, to the extent certain prepayments are made by the customer. The exercise price for the Warrant Shares is $1.38 per share and the warrant is exercisable through November 2029. The fair value of the Warrant Shares at the date of issuance was determined to be $8.7 million. During the year ended December 31, 2020, Warrant Shares with a fair value of $0.6 million vested. This fair value of the unamortized warrants is recorded within other noncurrent assets and the Warrant Shares are amortized over time as the related customer revenue is earned. During the years ended December 31, 2021 and 2020, $0.5 million and $0.04 million of the warrant amortization was recorded as a reduction of the related customer revenue. As of December 31, 2021, the contract asset was fully amortized. As discussed further in Note 1, the Warrant Shares were retroactively adjusted, converted to warrants for common stock and are presented in permanent equity as a result of the recapitalization as described in Note 1. |
Warrant Liabilities
Warrant Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Warrant Liabilities | 12. WARRANT LIABILITIES The Company assumed 11,500,000 warrants, comprised of 7,500,000 public warrants and 4,000,000 private placement warrants, on September 30, 2021 as part of the Business Combination. As of December 31, 2021, there were 5,233,018 public warrants to purchase common stock outstanding. There were no private placement warrants outstanding as of December 31, 2021. Each warrant entitles the registered holder to purchase one share of common stock at a price of $11.50 per share. Public warrants The public warrants may be exercised on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering of dMY; provided in each case that the Company has an effective registration statement under the Securities Act covering the shares of common stock issuable upon exercise of the public warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their public warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The public warrants became exercisable on November 17, 202 1 Redemption of warrants when the price per share of common stock equals or exceeds $18.00: Once the warrants become exercisable, the Company may redeem the outstanding warrants for cash: • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the closing price of common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading Redemption of warrants for when the price per share of common stock equals or exceeds $10.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants: • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the fair market value (as defined within the warrant agreement) of the common stock except as otherwise described within the warrant agreement; and upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the closing price of common stock equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the 30-trading No public warrants were redeemed as of December 31, 2021. Private placement warrants The private placement warrants are identical to the public warrants, except that the private placement warrants and the shares of common stock issuable upon exercise of the private placement warrants will not be transferable, assignable, or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the private placement warrants will be non-redeemable |
Stock Based Compensation
Stock Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock Based Compensation | 13. STOCK-BASED COMPENSATION Equity Incentive Plans The Company has a 2015 Equity Incentive Plan (the “2015 Plan”), which provided for the grant of stock-based compensation in the form of awards of options, stock appreciation rights, restricted stock awards and restricted stock units, to certain officers, directors, employees, consultants, and advisors to purchase shares of the Company’s common stock. Upon the Closing of the Business Combination, no further awards will be made pursuant to the 2015 Plan and all outstanding Legacy IonQ stock options under the 2015 Plan were assumed by the Company. Each Legacy IonQ stock option issued and outstanding immediately prior to the Business Combination was converted into an option to purchase shares of common stock of the Company equal to the product of (a) the number of shares of Legacy IonQ common stock subject to such Legacy IonQ stock option agreement immediately prior to the Business Combination and (b) the exchange ratio at an exercise price equal to the (i) the exercise price per share of such Legacy IonQ stock option divided by (ii) the exchange ratio. Such stock options will continue to be governed by the terms of the 2015 Plan and the stock option agreements thereunder, until such outstanding options are exercised or until they terminate or expire by their terms. For awards granted under the 2015 Plan, vesting generally occurs over four to five years from the date of grant and all options granted have a contractual term of 10 years. Vested options held at the date of an employee’s termination may be exercised within three months. In August 2021, the Company’s board of directors adopted the 2021 Equity Incentive Plan (the “2021 Plan”) and the stockholders approved the 2021 Plan in September 2021. The 2021 Plan became effective immediately upon the closing of the Business Combination. The 2021 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of awards to employees, directors, and consultants. Initially, a maximum of 26,235,000 shares of common stock may be issued under the 2021 Plan. The number of shares of the Company’s common stock reserved for issuance under the 2021 Plan automatically increases on January 1 of each year, beginning on January 1, 2022 and continuing through and including January 1, 2031, by 5% of the Fully Diluted Common Stock (as defined in the 2021 Plan) outstanding on December 31 of the preceding year, or a lesser number of shares determined by the Company’s board of directors prior to such increase. No shares or awards were granted under the 2021 Plan as of December 31, 2021. Stock Options The Company estimates the fair value of stock options on the date of grant using the Black-Scholes option- pricing model. The Black-Scholes option- pricing model requires estimates of highly subjective assumptions, which affect the fair value of each stock option. Expected Volatility—As the Company was privately held at the date of the grant and there has been no public market for its common stock prior to closing the Business Combination, the expected volatility is based on the average historical stock price volatility of comparable publicly- traded companies in its industry peer group, financial, and market capitalization data. Expected Term—The expected term of the Company’s options represents the period that the stock-based awards are expected to be outstanding. The Company has estimated the expected term of its employee awards using the SAB Topic 14 Simplified Method allowed by the FASB and SEC, for calculating expected term as it has limited historical exercise data to provide a reasonable basis upon which to otherwise estimate expected term. Certain of the Company’s options began vesting prior to the grant date, in which case the Company uses the remaining vesting term at the grant date in the expected term calculation. Risk-Free Interest Rate—The Company estimates its risk-free interest rate by using the yield on actively traded non-inflation-indexed Dividend Yield—The Company has not declared or paid dividends to date and does not anticipate declaring dividends. As such, the dividend yield has been estimated to be zero. Fair Value of Underlying Common Stock—Because the Company’s common stock was not yet publicly traded on the date of grant, the Company estimated the fair value of common stock prior to closing the Business Combination. The Board of Directors considered numerous objective and subjective factors to determine the fair value of the Company’s common stock at each meeting in which awards are approved. The factors considered include, but are not limited to: (i) the results of contemporaneous independent third-party valuations of the Company’s common stock; (ii) the prices, rights, preferences, and privileges of Legacy IonQ’s previously Convertible Redeemable Preferred Stock relative to those of its common stock; (iii) the lack of marketability of the Company’s common stock; (iv) actual operating and financial results; (v) current business conditions and projections; (vi) the likelihood of achieving a liquidity event, such as an initial public offering or sale of the Company, given prevailing market conditions; and (vii) precedent transactions involving the Company’s shares. The assumptions used to estimate the fair value of stock options granted during the years ended December 31, 2021 and 2020 are as follows: 2021 2020 Risk-free interest rate 0.96 % 0.9 % Expected term (in years) 6.26 6.46 Expected volatility 77.04 % 72.50 % Dividend yield — % — % A summary of the stock option activity is as follows: Number of Weighted Weighted Aggregate (in millions) Outstanding as of December 31, 2019 13,933,956 $ 0.13 8.80 $ 5.00 Granted 9,875,293 0.61 Exercised (1,726,471 ) 0.17 Cancelled/ Forfeited (219,410 ) 0.13 Outstanding as of December 31, 2020 21,863,368 0.34 8.67 44.80 Granted 6,492,540 2.39 Exercised (3,378,782 ) 1.62 Cancelled/ Forfeited (2,843,916 ) 1.19 Outstanding as of December 31, 2021 22,133,210 0.64 7.84 377.58 Exercisable as of December 31, 2021 8,726,504 $ 0.29 7.27 $ 151.91 Exercisable and expected to vest at December 31, 2021 22,133,210 $ 0.64 7.84 $ 377.58 The total intrinsic value of options exercised was $54.4 million Early Exercised Stock Options As of December 31, 2021 and 2020, there were 1,420,662 and no shares respectively, subject to repurchase related to stock options early exercised and unvested. These amounts are reclassified to common stock and additional paid-in capital as the underlying shares vest. As of December 31, 2021, the Company recorded a liability related to these shares subject to repurchase in the amount of $3.1 million in its consolidated balance sheet. The Company did not have any early exercises of stock options prior to 2021, and as a result, there was no such liability balance as of December 31, 2020. During 2021, we exercised our right to repurchase 0.4 million shares related to the early exercise of stock options. The unvested shares were repurchased for $1.0 million from an employee in connection with the termination of their service. Unvested Restricted Stock – Founder’s Shares In addition to the unvested common shares outstanding described above at “Early Exercised Stock Options,” the Company issued restricted stock to its founders. The fair value of the restricted shares determined based on the fair market value of Legacy IonQ’s common stock on July 25, 2016, the date the restriction was put into place, was $1.2 million. A summary of the unvested restricted shares activity is as follows: Number of Weighted- Unvested Balance as of December 31, 2019 1,771,198 0.10 Vested (1,771,198 ) 0.10 Unvested Balance as of December 31, 2020 — $ — The aggregate grant-date fair value of restricted shares vested was $170 thousand for the year ended December 31, 2020. As of December 31, 2020, all restricted shares have vested and there were no new founders’ shares issued during 2021. Total stock based compensation expense for both stock option awards and unvested restricted shares is as follows (in thousands): Years Ended December 31, 2021 2020 Cost of revenue $ 62 $ — Research and development 2,841 716 Sales and marketing 67 — General and administrative 4,778 508 Stock-based compensation, net of amounts capitalized 7,748 1,224 Capitalized stock-based compensation—Intangibles and fixed assets 275 110 Capitalized stock-based compensation—Other current assets — 45 Total stock-based compensation $ 8,023 $ 1,379 Employee Stock Purchase Plan In August 2021, the Company’s board of directors adopted the Employee Stock Purchase Plan (the “ESPP”), which was subsequently approved by the Company’s stockholders in September 2021, and became effective upon the closing of the Business Combination. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”). The number of shares of common stock initially reserved for issuance under the ESPP was 5,354,000 shares. The ESPP provides for an annual increase on January 1 of each year, beginning on January 1, 2022 and continuing through and including January 1, 2031, equal to the lesser of (i) 1% of the fully diluted shares of common stock outstanding on the last day of the prior fiscal year, (ii) 10,708,000 shares, or (iii) a lesser number of shares determined by the Company’s board of directors prior to such increase. Under the terms of the ESPP, eligible employees can elect to acquire shares of the Company’s common stock through periodic payroll deductions during a series of offering periods. Purchases under the ESPP are affected on the last business day of each offering period at a 15% discount to the lower of closing price on that day or the closing price on the first day of the offering period. As of December 31, 2021, no shares of common stock had been issued under the ESPP and no offering period has been set by the board of directors. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | 14. INCOME TAXES The current and deferred components of the provision for income taxes for both Federal and State jurisdictions are zero for both of the years ended December 31, 2021 and 2020. The Company’s provision for incom e Years Ended 2021 2020 U.S 21.0 % 21.0 % State and local income taxes 1.2 % 6.3 % R&D tax credits 1.7 % 7.2 % Stock-based compensation -0.6 % -0.7 % Warrant expense -12.5 % — Change in tax rates -2.1 % — Valuation allowance -8.1 % -33.8 % Other -0.6 % — Effective tax rate 0.0 % 0.0 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands): 2021 2020 Deferred tax assets: Accrued bonus 310 — Deferred revenue 281 — Non-qualified stock compensation 1,002 124 Accrued expenses 119 — Warrant expenses 138 — Depreciation and amortization 170 — Other 809 8 Lease liabilities 1,023 1,176 R&D credit carryforwards 3,781 1,733 Net operating loss carryforwards 14,148 13,516 Total deferred tax assets 21,781 16,557 Valuation allowance (20,388 ) (11,747 ) Total deferred tax assets net of valuation allowance 1,393 4,810 Deferred tax liabilities: Depreciation and amortization — (173 ) Right of use assets (979 ) (1,135 ) Capitalized patents — (181 ) Internally developed software — (354 ) Capitalized R&D costs (414 ) (2,967 ) Total deferred tax liabilities (1,393 ) (4,810 ) Net deferred tax assets (liabilities) — — The Company had U.S. federal and state net operating loss c a million as of December 31, 2021. The Company’s net operating loss carryforwards generated prior to January 1, 2018 of $1.1 million will begin to expire, if not utilized, in 2036. The Company’s net operating loss carry forwards generated after December 31, 2017 will carryforward indefinitely. As of December 31, 2021 the Company had U.S. federal and state tax credit carryforwards of $ 3.8 The deductibility of such credits and net operating losses (“NOL”) may be limited. Under Section 383 and 382 of the Internal Revenue Code of 1986, as amended (the “Code”), and corresponding provisions of state law, if a corporation undergoes an “ownership change,” which generally occurs if the percentage of the corporation’s stock owned by 5% stockholders increases by more than 50% over a three-year period, the corporation’s ability to use its pre-change, pre-change The Company has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Based on the Company’s history of operating losses, including a three-year cumulative loss position as of December 31, 2021 and 2020, the Company has concluded that it is not more likely than not that its deferred income tax assets will be realized. Accordingly, the Company has provided a full valuation allowance, for each of The Company is generally subject to a three-year statute of limitations by major tax jurisdictions. The current tax years that are subject for examination are tax years 201 8 6 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | 15. LEASES The Company has one operating lease for its corporate headquarters that is also used for its research and development functions. The lease was amended in March 2020 to extend the terms of the agreement for the existing premise and lease additional expansion premise and in December 2020 to provide additional rent adjustments. The amended leases were entered into with UMD. Refer to Note 17—Related Party Transactions for further information. The Company determined the modified lease for the original premises and the lease for the expansion premises were both operating leases. The March 2020 amendment was determined to represent a modification to the existing lease with two lease components for both the original premises and expansion premises. The lease commencement date for the expansion premises was in December 2020. The modified lease for the original premises was reassessed utilizing an incremental borrowing rate at the effective date of the amendment. In December 2020, the original premise was further reassessed due to a rent adjustment associated with lessor assets paid for by the Company. For the original premises, these reassessments resulted in the recognition of an additional ROU asset and lease liabilit y of $0.6 million in March 2020 and $0.1 million in December 2020. At the lease commencement date for the expansion premise, the Company recorded a ROU asset and lease liability of $2.8 million. As of December 31, 2021 and 2020, the weighted- average remaining lease term was 9 years and 10 years, respectively. The weighted-average discount rate was 11.9% at December 31, 2021 and 2020, respectively. The components of lease cost were as follows (in thousands): 2021 2020 Operating lease cost (1) Fixed lease cost $ 763 $ 278 Short-term cost 13 35 Total operating lease cost $ 776 $ 313 (1) The lease costs are reflected in the consolidated statements of operations as follows (in thousands): Years Ended 2021 2020 Cost of revenue $ 45 $ — Research and development 613 263 Sales and marketing 8 — General and administrative 110 50 Total $ 776 $ 313 Supplemental cash flow and other information related to operating leases was as follows (in thousands): Year Ended 2021 2020 Cash payments included in the measurement of operating lease liabilities $ 561 $ 178 Operating lease right-of-use assets recognized in exchange for new operating lease obligations — 3,565 Amount Year Ending December 31, 2022 $ 644 2023 671 2024 750 2025 772 2026 796 Thereafter 3,351 Total lease payments 6,984 Less: imputed interest (2,773 ) Present value of operating lease liabilities $ 4,211 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | 16. EMPLOYEE BENEFIT PLAN The Company has a 401(k) savings plan (the “401(k) Plan”) that qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. Under the 401(k) Plan, participating employees may elect to contribute up to 100% of their eligible compensation, subject to certain limitations. The 401(k) Plan provides for a discretionary employer-matching contribution. The Company made a matching contribution of $0.5 million and $0.3 million to the 401(k) Plan for the years ended December 31, 2021 and 2020, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transaction [Line Items] | |
Related Party Transactions | 17. RELATED PARTY TRANSACTIONS Transactions with UMD and Duke As described in Note 7—Agreements with UMD and Duke, the Company entered into a License Agreement and Option Agreement with UMD and Duke whereby the Company, in the normal course of business, has licensed certain intellectual property and, in the case of the Amendment to the Duke and UMD Option Agreement, has purchased research and development services. The Company considers these agreements to be related party transactions because during 2021 and 2020, the Company’s Co-founder Co-founder In addition, the Company entered into an amendment to its operating lease for office space with the UMD. The lease was amended with UMD in March 2020 to extend the terms of the agreement for the existing premise and lease additional expansion premise and was amended in December 2020 to provide additional rent adjustments. Refer to Note 15 – Leases, for additional information regarding the Company’s leases. In September 2021, the Company entered into a multiyear deal with UMD to provide certain quantum computing services and facility access related to the National Quantum Lab at UMD in exchange for payments totaling $14 million over 3 The Company’s results from transactions with UMD and Duke, as reflected in the Consolidated Statements of Operations are detailed below (in thousands): Year Ended December 31, 2021 2020 Revenue 1,179 — Cost of Revenue 35 — Research and Development 1,949 247 Sales and Marketing 8 — General and administrative 218 35 The Company has the following balances related to transactions with UMD and Duke, as reflected in the Consolidated Balance Sheets: Year Ended December 31, 2021 2020 Assets Prepaid expenses and other current assets 612 1,013 Operating lease right-of-use 4,032 4,296 Other noncurrent assets 1,845 2,365 Liabilities Accounts payable 54 5 Current operating lease liabilities 568 495 Unearned revenue 2,821 — Non-current 3,643 3,776 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Event [Line Items] | |
Subsequent Events | 18. SUBSEQUENT EVENTS In January 2022, the Company granted an aggregate of 1,687,669 restricted stock units (“RSUs”) and 900,170 stock options to certain directors, employees and consultants of the Company under the 2021 Equity Incentive Plan. The awards represent the contingent right to receive shares of the Company’s common stock, substantially all of which vest over a four . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Basis of Presentation | Basis of Preparation The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP as determined by the Financial Accounting Standards Board (“FASB”). Such consolidated financial statements include the accounts of IonQ and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated in consolidation. |
Emerging Growth Company | Emerging Growth Company The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, the Company’s financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. The Company remains an emerging growth company until the earliest of (i) December 31, 2025, (ii) the last day of the fiscal year in which the Company has total annual gross revenue of at least $1.07 billion, (iii) the last day of the fiscal year in which the Company is deemed to be a large accelerated filer, which means the market value of the Company’s common stock that is held by non-affiliates non-convertible |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP and regulations of the U.S. Securities and Exchange Commission requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition, capitalization of internally developed software and quantum computing costs, useful lives of long-lived assets, commitments and contingencies, fair value of available-for-sale |
Fair Value Measurements | Fair Value Measurements The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1—Observable inputs, which include quoted prices in active markets; • Level 2—Observable inputs other than the quoted prices in active markets that are observable either directly or indirectly, such as quoted prices in markets that are not active, or other inputs such as broker quotes, benchmark yield curves, credit spreads and market interest rates for similar securities that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; • Level 3—Unobservable inputs that are supported by little or no market activity and that are based on management’s assumptions, including fair value measurements determined using pricing models, discounted cash flow methodologies or similar techniques. The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. For assets that are measured using quoted prices in active markets, the total fair value is the published market price per unit multiplied by the number of units held, without consideration of transaction costs. Assets and liabilities that are measured using significant other observable inputs are primarily valued by reference to quoted prices of similar assets or liabilities in active markets, adjusted for any terms specific to that asset or liability. Assets and liabilities that are measured at fair value on a non-recurring Due to their short-term nature, the carrying amounts reported in the Company’s financial statements approximates the fair value for cash and cash equivalents, accounts receivable, accounts payable and accrued expenses. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash in banks, checking deposits and money market funds. The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are non-interest 2021 2020 Billed accounts receivable $ 261 $ 390 Unbilled accounts receivable 446 — Total $ 707 $ 390 On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off. This assessment is based on management’s evaluation of the past due receivables, collectability of specific accounts, historical loss experience and overall economic conditions. The Company did not have any allowance for doubtful accounts as of December 31, 2021 and 2020. |
Investments | Investments Management determines the appropriate classification of investments at the time of purchase based upon management’s intent with regard to such investments. Investments are classified as available-for-sale re-evaluated accumulated other comprehensive income (loss). Realized gains and losses on sales and maturities of investments are determined based on the specific identification method and are recognized in the consolidated statements of operations in other income (expense), net. The Company performs periodic evaluations to determine whether any declines in the fair value of investments below cost are other-than-temporary. The evaluation consists of qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as the Company’s ability and intent to hold the investments until a forecasted recovery occurs. The impairments are considered to be other-than-temporary if they are related to deterioration in credit risk or if it is likely that the underlying securities will be sold prior to a full recovery of their cost basis. Other-than-temporary fair value impairments are determined based on the specific identification method and are reported in other income (expense), net in the consolidated statements of operations. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net is stated at cost less accumulated depreciation. Historical cost of fixed assets is the cost as of the date acquired. Prior to 2019, the Company built certain quantum computing systems solely for research and development purposes and these quantum computing systems were deemed to have no alternative future use. In 2019, the Company began to commercialize its quantum computing systems via the offering of QCaaS and quantum computing systems built thereafter were determined to provide a probable future economic benefit. As a result, hardware and labor costs associated with the building of such quantum computing systems were capitalized. Costs to maintain quantum computing systems are expensed as incurred. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Useful lives are as follows: Computer equipment and acquired computer software 3 – 5 years Machinery, equipment, furniture and fixtures 5 – 7 years Quantum computing systems 2 years Leasehold improvements Shorter of the lease term or the estimated useful life of the related asset |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use The Company records a ROU asset and lease liability in connection with its operating leases. The Company’s lease portfolio is comprised primarily of a real estate lease, which is accounted for as an operating lease. The Company elected the practical expedient to not separate lease and non-lease ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term. Operating lease ROU assets also include the impact of any lease incentives. Amendments to a lease are assessed to determine if it represents a lease modification or a separate contract. Lease modifications are reassessed as of the effective date of the modification using an incremental borrowing rate based on the information available at the commencement date. For modified leases the Company also reassesses the lease classification as of the effective date of the modification. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The Company’s lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company considers contractual-based factors such as the nature and terms of the renewal or termination, asset-based factors such as physical location of the asset and entity-based factors such as the importance of the leased asset to the Company’s operations to determine the lease term. The Company generally uses the base, non-cancelable, |
Intangible Asset, Net | Intangible Assets, Net The Company’s intangible assets include website domain costs, patents, intellectual property and trademarks. Intangible assets with identifiable useful lives such as patents and intellectual property are initially valued at acquisition cost and are amortized over their estimated useful lives using the straight-line method, which is generally 20 years. With respect to patents, acquisition costs include external legal and patent application costs. Intangible assets with indefinite useful lives are assessed for impairment at least annually. |
Capitalized Internally Developed Software | Capitalized Internally Developed Software Capitalized internally developed software, which is included in intangible assets, net, consists of costs to purchase and develop internal-use internal-use internal-use |
Impairment of LongLived Assets | Impairment of Long-Lived Assets Long-lived assets, such as property and equipment and other long-term assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. No impairment loss was recognized for the years ended December 31, 2021 or 2020. |
Early Exercise of Stock Options | Early Exercise of Stock Options Stock options granted under the 2015 Equity Incentive Plan provide employee option holders, if approved by the Board, the right to exercise unvested options in exchange for restricted common stock, which is subject to a repurchase right held by the Company at the lower of (i) the fair market value of its common stock on the date of repurchase or (ii) the original purchase price. Early exercises of options are not deemed to be substantive exercises for accounting purposes and accordingly, amounts received for early exercises are recorded as a liability. These amounts are reclassified to common stock and additional paid-in capital as the underlying shares vest. Warrant Liabilities |
Warrant liabilities | The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued classified as non-current liabilities as |
Revenue Recognition | Revenue Recognition The Company derives revenue from providing access to its QCaaS and professional services related to co-developing To support this core principle, the Company applies the following five step approach: 1. Identify the contract with the customer 2. Identify the performance obligations 3. Determine the transaction price 4. Allocate the transaction price to the performance obligations 5. Recognize revenue when (or as) the entity satisfies a performance obligation The Company has determined that its QCaaS contracts represent a combined, stand-ready performance obligation to provide access to its quantum computing systems together with related maintenance and support. The transaction price generally includes a variable fee based on usage of its quantum computing systems and may include a fixed fee for a minimum volume of usage to be made available over a defined period of access. Fixed fee arrangements may also include a variable component whereby customers pay an amount for usage over contractual minimums contained in the contracts. For contracts with a fixed transaction price, the fixed fee is recognized as QCaaS subscription-based revenues on a straight-line basis over the access period. For contracts without fixed fees, variable usage fees are billed and recognized during the period of such usage. As of December 31, 2021 and 2020, all of the revenue recognized by the Company was recognized based on transfer of service over time. There were no revenues recognized at a point in time. In arrangements with cloud service providers, the cloud service provider is considered the customer and IonQ does not have any contractual relationships with the cloud service providers’ end users. For these arrangements, revenue is recognized at the amount charged to the cloud service provider and does not reflect any mark-up The Company may enter into multiple contracts with a single counterparty at or near the same time. The Company will combine contracts and account for them as a single contract when one or more of the following criteria are met: (i) the contracts are negotiated as a package with a single commercial objective; (ii) consideration to be paid in one contract depends on the price or performance of the other contract; and (iii) goods or services promised are a single performance obligation. The Company has entered into one revenue arrangement in which it granted warrants to the counterparty. Refer to Note 11—Warrant Transaction Agreement for further information on the customer warrants. Billed and unbilled accounts receivable relate to the Company’s rights to consideration as performance obligations are satisfied when the rights to payment become unconditional but for the passage of time. The variable fees associated with the QCaaS are generally billed a month in arrears. Customers also have the ability to make advance payments. If a contract exists under ASC 606, advance payments are recorded as a contract liability until services are delivered or obligations are met and revenue is earned. Contract liabilities to be recognized in the succeeding 12-month non-current As of December 31, 2021, approximately $22.1 million of revenue is expected to be recognized from remaining performance obligations that are unsatisfied (or partially unsatisfied) for non-cancelable million, $6.7 million and $5.2 million related to these remaining performance obligations in the years ended December 31, 2022, 2023 and 2024, respectively, with the remainder recognized thereafter. The Company has not estimated the timing of revenue recognition for the remaining unsatisfied performance obligations related to usage-based contracts as the timing of customer usage cannot be predicted given the limited historical data. Total deferred revenues, including both current and noncurrent, were $5.0 million and $1.4 million at December 31, 2021 and 2020, respectively. The change in deferred revenue for the year ended December 31, 2021 was primarily due to cash payments received for which the performance obligation was not satisfied prior to the end of the period, partially offset by revenue recognized during the period, of which $0.2 million was included in the deferred revenue balance at December 31, 2020 . For contractual arrangements where consideration is paid up-front, up-front Cost to Obtain a Contract Applying the practical expedient, the Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets is one year or less. For the years ended December 31, 2021 and 2020, the Company has not incurred any material incremental costs of obtaining contracts. |
Cost of Revenue | Cost of Revenue Cost of revenue primarily consists of expenses related to delivering the Company’s services, including direct labor costs, direct service costs and allocated shared resources. Cost of revenue excludes depreciation and amortization related to the Company’s quantum computing systems and related software. |
Research and Development | Research and Development Research and development expenses consist of personnel costs, including stock-based compensation expense, and allocated shared resource costs for the Company’s hardware, software and engineering personnel who design and develop the Company’s quantum computing systems and research new quantum computing technologies. Unlike a standard computer, design and development efforts continue throughout the useful life of the Company’s quantum computing systems to ensure proper calibration and optimal functionality. Research and development expenses also include purchased hardware and software costs related to quantum computing systems constructed for research purposes that are not probable of providing future economic benefit and have no alternate future use. In December 2020, the Company amended its option agreement with Duke University (“Duke”), and under this amendment, the Company issued common shares to Duke in consideration for research and development services through July 15, 2026. The amended arrangement is considered a research and development service arrangement and recorded as a prepayment based on the fair value of the common stock issued on the effective date of the amendment and amortized over the term of the arrangement as services are received. |
Advertising costs | Advertising Costs Advertising costs are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations. These costs were $1.1 million and $0.4 million for the years ended December 31, 2021 and 2020, respectively. |
Stock-Based Compensation | Stock-Based Compensation The Company measures and records the expense related to stock-based awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grant, generally equal to the vesting period and uses the straight-line method to recognize stock-based compensation. The Company uses the Black-Scholes-Merton (“Black- Scholes”) option-pricing model to determine the fair value of stock awards and the estimated fair value for stock options. The Black-Scholes option- pricing model requires the use of subjective assumptions, which determine the fair value of share-based awards, including the fair value of the Company’s common stock, the option’s expected term, the price volatility of the underlying common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The Company records forfeitures as they occur. The Company obtained third-party valuations to estimate the fair value of its common stock for awards granted prior to the Business Combination, for purposes of measuring stock-based compensation expense. The third-party valuations were prepared using methodologies, approaches, and assumptions consistent with the American Institute of Certified Public Accountants (“AICPA”) Accounting & Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation. |
Income Taxes | Income Taxes Income taxes are accounted for using the asset and liability method. Deferred income taxes are provided for temporary differences in recognizing certain income, expense and credit items for financial reporting purposes and tax reporting purposes. Such deferred income taxes primarily relate to the difference between the tax bases of assets and liabilities and their financial reporting amounts. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized. Excess tax benefits or tax deficiencies from stock option exercises are recognized in the income tax provision in the period in which they occur. The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is more-likely-than- not For certain tax positions, the Company uses a more-likely-than-not more-likely-than-not more-likely-than-not |
Concentration of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments, and trade accounts receivable. The Company maintains the majority of its cash, cash equivalents and investments with two financial institutions, both of which management believes to be financially sound and with minimal credit risk. The Company’s deposits periodically exceed amounts guaranteed by the Federal Deposit Insurance Corporation. The Company’s accounts receivable are derived from customers primarily located in the U.S. The Company performs periodic evaluations of its customers’ financial condition and generally does not require its customers to provide collateral or other security to support accounts receivable and maintains an allowance for doubtful accounts. Credit losses historically have not been material. Significant customers are those which represent more than 10% of the Company’s total revenue or gross accounts receivable. The Company’s revenue was primarily from two significant customers for the year ended December 31, 2021. While we generated revenue in 2020, we executed an arrangement with a customer for the issuance of a warrant to purchase shares of Legacy IonQ Series B-1 convertible redeemable preferred stock. The warrant was evaluated and considered to represent consideration provided to a customer and as such, the recognition of the warrant expense is recorded as a reduction in revenue as revenue is earned under the contract. Other than this customer, the Company did not have any other significant customers for the year ended December 31, 2020. The Company’s accounts receivable was from two significant customers as of December 31, 2021 and 2020. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding for the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted average number of shares of common stock during the period, plus common stock equivalents, outstanding during the period. If the Company reports a net loss, the computation of diluted loss per share excludes the effect of dilutive common stock equivalents, as their effect would be antidilutive. Earnings (loss) per share calculations for all periods have been retroactively restated to reflect the conversion of the Company’s convertible redeemable preferred stock and the equivalent number of shares reflecting the exchange ratio established in the reverse capitalization. The following table sets forth the computation of basic and diluted loss per share attributable to common stockholders (in thousands, except share and per share data): Year Ended December 31, Numerator: 2021 2020 Net loss attributable to common stockholders $ (106,186 ) $ (15,424 ) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted 137,609,620 115,045,097 Net loss per share attributable to common stockholders—basic and diluted $ (0.77 ) $ (0.13 ) Year Ended December 31 2021 2020 Common stock options outstanding 24,206,373 9,033,927 Warrants to purchase common stock 8,301,202 8,301,202 Unvested common stock 1,407,500 553,196 Public and private warrants 2,359,179 — Unvested founders’ shares 129,452 — Total 36,403,706 17,888,325 |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to defer and recognize as an asset. The guidance is effective for annual reporting periods beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. The Company adopted this standard effective January 1, 2021 prospectively to all new implementation costs incurred after adoption. The adoption of this standard had no material impact on the Company’s consolidated financial statements and related disclosures. |
Recently Issued Accounting Standards Not Yet Adopted | Recently Issued Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, 2016-13 2020-06, 470-20) 815-40) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Loans and Financing Receivable | Accounts receivable consists of the following at December 31, 2021 and 2020 (in thousands): 2021 2020 Billed accounts receivable $ 261 $ 390 Unbilled accounts receivable 446 — Total $ 707 $ 390 |
Summary of Property Plant And Equipment Useful Life | Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Useful lives are as follows: Computer equipment and acquired computer software 3 – 5 years Machinery, equipment, furniture and fixtures 5 – 7 years Quantum computing systems 2 years Leasehold improvements Shorter of the lease term or the estimated useful life of the related asset |
Schedule of Earnings Per Share, Basic and Diluted | Year Ended December 31, Numerator: 2021 2020 Net loss attributable to common stockholders $ (106,186 ) $ (15,424 ) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted 137,609,620 115,045,097 Net loss per share attributable to common stockholders—basic and diluted $ (0.77 ) $ (0.13 ) |
Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following is a summary of the weighted average common stock equivalents for the securities outstanding during the respective periods that have been excluded from the computation of diluted net loss per common share, as their effect would be anti-dilutive: Year Ended December 31 2021 2020 Common stock options outstanding 24,206,373 9,033,927 Warrants to purchase common stock 8,301,202 8,301,202 Unvested common stock 1,407,500 553,196 Public and private warrants 2,359,179 — Unvested founders’ shares 129,452 — Total 36,403,706 17,888,325 |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Investments | The following table summarizes the Company’s unrealized gains and losses and estimated fair value of cash equivalents and investments in available-for-sale AS OF DECEMBER 31, 2021 AS OF DECEMBER 31, 2020 Amortized Cost Gross Gains Gross Losses Estimated Fair Value Amortized Gross Gross Estimated Money market funds $ 123,690 $ — $ — $ 123,690 $ 36,120 $ — $ — $ 36,120 Commercial paper $ 203,628 $ — $ (21 ) $ 203,607 $ — $ — $ — $ — Corporate notes and bonds 80,060 2 (109 ) 79,953 — — — — Municipal bonds 2,000 — — 2,000 — — — — US government and agency 193,347 1 (20 ) 193,328 — — — — Total cash equivalents and investments $ 602,725 $ 3 $ (150 ) $ 602,578 $ 36,120 $ — $ — $ 36,120 |
Schedule of Cash and Cash Equivalent and Investment in Available for Sale Securities | The estimated fair value of the Company’s cash equivalents and investments in available-for-sale 1 Year or Less 1 Year or Greater Total Money market funds $ 123,690 $ — $ 123,690 Commercial paper 203,607 — 203,607 Corporate notes and bonds 14,818 65,135 79,953 Municipal bonds 2,000 — 2,000 US government and agency 178,353 14,975 193,328 Total $ 522,468 $ 80,110 $ 602,578 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Summary of fair value measurements on a recurring basis and the level of inputs | The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (in thousands): Fair Value Measured as of Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds (1) $ 123,690 $ — $ — $ 123,690 Commercial paper — 125,335 — 125,335 US government and agency — 150,000 — 150,000 Total cash equivalents 123,690 275,335 399,025 Short-term investments: Commercial paper — 78,272 — 78,272 Corporate notes and bonds — 14,818 — 14,818 Municipal bonds 2,000 2,000 US government and agency — 28,353 — 28,353 Total short-term investments — 123,443 — 123,443 Long-term investments Corporate notes and bonds — 65,135 — 65,135 US government and agency — 14,975 — 14,975 Total long-term investments — 80,110 — 80,110 Total Assets $ 123,690 $ 478,888 — $ 602,578 Liabilities: Public warrants $ 33,962 $ — $ — $ 33,962 Fair Value Measured as of Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents (1) $ 36,120 $ — $ — $ 36,120 (1) Includes money market funds associated with the Company’s overnight investment sweep account. |
Summary of fair value measurements inputs | The expected life of the warrants was assumed to be equivalent to their remaining contractual term. The dividend rate was based on the historical rate, which the Company anticipates remaining at zero. The following table provides quantitative information regarding Level 3 fair value measurement inputs for the private placement warrants as of the date the private placement warrants were exercised. December 3, Exercise price $ 11.50 Stock price $ 18.78 Volatility 74.10 % Term 4.83 Risk-free rate 1.10 % Dividend yield — % |
Summary Of Fair Value of the Public and Private Placement Warrants | A rollforward of the fair value of the private placement warrants is as follows (in thousands): Private Fair value as of December 31, 2020 $ — Assumed as part of the Business Combination 24,412 Change in valuation inputs 27,523 Exercise of private placement warrants (51,935 ) Fair Value as of December 31, 2021 $ — |
Property And Equipment, Net (Ta
Property And Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Summary Of Property And Equipment, Net | 5. PROPERTY AND EQUIPMENT, NET Property and equipment, net as of December 31, 2021 and 2020, are composed of the following (in thousands): 2021 2020 Computer equipment and acquired computer software $ 840 $ 364 Machinery, equipment, furniture and fixtures 5,497 2,974 Leasehold improvements 827 736 Quantum computing systems 15,151 9,617 Gross property and equipment 22,315 13,691 Less: accumulated depreciation (3,445 ) (1,703 ) Net property and equipment $ 18,870 $ 11,988 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Summary of Intangible Assets | Intangible assets as of December 31, 2021 and 2020 are composed of the following (in thousands): December 31, 2021 Weighted Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Amount Patents 20 $ 3,555 $ (51 ) $ 3,504 Trademark Indefinite 82 — 82 Website and other 10-20 51 (11 ) 40 Internally developed software 3 3,297 (1,082 ) 2,215 Total $ 6,985 $ (1,144 ) $ 5,841 December 31, 2020 Weighted Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Amount Patents 20 $ 1,307 $ (10 ) $ 1,297 Trademark Indefinite 60 — 60 Website and other 10-20 51 (7 ) 44 Internally developed software 3 1,608 (322 ) 1,286 Total $ 3,026 $ (339 ) $ 2,687 |
Summary of the Projected Annual Amortization Expense for the Company's Intangible Assets | Total amortization expense for intangible assets for the years ended December 31, 2021 and 2020 was $0.8 million and $0.3 million, respectively. As of December 31, 2021, the projected annual amortization expense for the Company’s intangible assets is as follows (in thousands): Year ending December 31, 2022 $ 1,116 2023 885 2024 401 2025 62 2026 63 Thereafter 3,232 Total $ 5,759 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses as of December 31, 2021 and 2020 are composed of the following (in thousands): 2021 2020 Accrued salaries and other payroll liabilities $ 1,025 $ 46 Accrued accounting and tax liabilities 700 115 Accrued expenses - other 922 447 Total accrued expenses $ 2,647 $ 608 |
Convertible Redeemable Prefer_2
Convertible Redeemable Preferred Stock And Stockholders' Deficit (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Redeemable Preferred Stock And Stockholders' Deficit [Abstract] | |
Summary of Company's Common Stock Reserved for Future Issuance | The Company’s common stock reserved for future issuances after giving effect to the recapitalization are as follows: As of December 31, 2021 2020 Stock options outstanding 22,133,210 21,863,368 Warrants to acquire common stock 8,301,202 8,301,202 Public warrants outstanding 5,233,018 — Shares available for future grant 31,589,000 7,294,016 Total common stock reserved 67,256,430 37,458,586 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Share Based Payment Award Stock Options Valuation Assumptions | The assumptions used to estimate the fair value of stock options granted during the years ended December 31, 2021 and 2020 are as follows: 2021 2020 Risk-free interest rate 0.96 % 0.9 % Expected term (in years) 6.26 6.46 Expected volatility 77.04 % 72.50 % Dividend yield — % — % |
Summary of the Stock Option Activity | A summary of the stock option activity is as follows: Number of Weighted Weighted Aggregate (in millions) Outstanding as of December 31, 2019 13,933,956 $ 0.13 8.80 $ 5.00 Granted 9,875,293 0.61 Exercised (1,726,471 ) 0.17 Cancelled/ Forfeited (219,410 ) 0.13 Outstanding as of December 31, 2020 21,863,368 0.34 8.67 44.80 Granted 6,492,540 2.39 Exercised (3,378,782 ) 1.62 Cancelled/ Forfeited (2,843,916 ) 1.19 Outstanding as of December 31, 2021 22,133,210 0.64 7.84 377.58 Exercisable as of December 31, 2021 8,726,504 $ 0.29 7.27 $ 151.91 Exercisable and expected to vest at December 31, 2021 22,133,210 $ 0.64 7.84 $ 377.58 |
Summary of the Unvested Restricted Shares Activity | A summary of the unvested restricted shares activity is as follows: Number of Weighted- Unvested Balance as of December 31, 2019 1,771,198 0.10 Vested (1,771,198 ) 0.10 Unvested Balance as of December 31, 2020 — $ — |
Summary of Stock-based Compensation Expenses for Stock Options and Unvested Restricted Shares | Total stock based compensation expense for both stock option awards and unvested restricted shares is as follows (in thousands): Years Ended December 31, 2021 2020 Cost of revenue $ 62 $ — Research and development 2,841 716 Sales and marketing 67 — General and administrative 4,778 508 Stock-based compensation, net of amounts capitalized 7,748 1,224 Capitalized stock-based compensation—Intangibles and fixed assets 275 110 Capitalized stock-based compensation—Other current assets — 45 Total stock-based compensation $ 8,023 $ 1,379 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of reconciliation of the statutory federal income tax rate (benefit) and effective tax rate (benefit) | A reconciliation of the U.S. statutory tax rate to our effective tax rate is presented below: Years Ended 2021 2020 U.S 21.0 % 21.0 % State and local income taxes 1.2 % 6.3 % R&D tax credits 1.7 % 7.2 % Stock-based compensation -0.6 % -0.7 % Warrant expense -12.5 % — Change in tax rates -2.1 % — Valuation allowance -8.1 % -33.8 % Other -0.6 % — Effective tax rate 0.0 % 0.0 % |
Summary of net deferred tax assets | Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands): 2021 2020 Deferred tax assets: Accrued bonus 310 — Deferred revenue 281 — Non-qualified stock compensation 1,002 124 Accrued expenses 119 — Warrant expenses 138 — Depreciation and amortization 170 — Other 809 8 Lease liabilities 1,023 1,176 R&D credit carryforwards 3,781 1,733 Net operating loss carryforwards 14,148 13,516 Total deferred tax assets 21,781 16,557 Valuation allowance (20,388 ) (11,747 ) Total deferred tax assets net of valuation allowance 1,393 4,810 Deferred tax liabilities: Depreciation and amortization — (173 ) Right of use assets (979 ) (1,135 ) Capitalized patents — (181 ) Internally developed software — (354 ) Capitalized R&D costs (414 ) (2,967 ) Total deferred tax liabilities (1,393 ) (4,810 ) Net deferred tax assets (liabilities) — — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Lease, Cost [Abstract] | |
Summary of Components of lease cost | The components of lease cost were as follows (in thousands): 2021 2020 Operating lease cost (1) Fixed lease cost $ 763 $ 278 Short-term cost 13 35 Total operating lease cost $ 776 $ 313 |
Summary of lease costs are reflected in the Statements of Operations and Comprehensive Loss | The lease costs are reflected in the consolidated statements of operations as follows (in thousands): Years Ended 2021 2020 Cost of revenue $ 45 $ — Research and development 613 263 Sales and marketing 8 — General and administrative 110 50 Total $ 776 $ 313 |
Summary of Supplemental cash flow and other information related to operating leases | Supplemental cash flow and other information related to operating leases was as follows (in thousands): Year Ended 2021 2020 Cash payments included in the measurement of operating lease liabilities $ 561 $ 178 Operating lease right-of-use assets recognized in exchange for new operating lease obligations — 3,565 |
Summary of maturities of operating lease liabilities | As of December 31, 2021, maturities of operating lease liabilities are as follows (in thousands): Amount Year Ending December 31, 2022 $ 644 2023 671 2024 750 2025 772 2026 796 Thereafter 3,351 Total lease payments 6,984 Less: imputed interest (2,773 ) Present value of operating lease liabilities $ 4,211 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The Company’s results from transactions with UMD and Duke, as reflected in the Consolidated Statements of Operations are detailed below (in thousands): Year Ended December 31, 2021 2020 Revenue 1,179 — Cost of Revenue 35 — Research and Development 1,949 247 Sales and Marketing 8 — General and administrative 218 35 The Company has the following balances related to transactions with UMD and Duke, as reflected in the Consolidated Balance Sheets: Year Ended December 31, 2021 2020 Assets Prepaid expenses and other current assets 612 1,013 Operating lease right-of-use 4,032 4,296 Other noncurrent assets 1,845 2,365 Liabilities Accounts payable 54 5 Current operating lease liabilities 568 495 Unearned revenue 2,821 — Non-current 3,643 3,776 |
Description of Organization a_2
Description of Organization and Business Operations - Additional Information (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($)segment$ / sharesshares | Dec. 31, 2020USD ($)$ / shares | |
Organization Business And Basis Of Presentation [Line Items] | ||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 |
Number of operating segment | segment | 1 | |
Offering costs associated with warrants | $ 4,259 | $ 0 |
Sponsor Support Agreement [Member] | ||
Organization Business And Basis Of Presentation [Line Items] | ||
Vesting provisions of shares | These provisions provide that (i) one-third of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $12.50 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined) on or before the date that is five years after the consummation of the Business Combination, (ii) one-third of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $15.00 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined), on or before the date that is five years after the consummation of the Business Combination and (iii) one-third of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $17.50 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined), on or before the date that is five years after the consummation of the Business Combination. | |
Ionqdmy Technology Group Inc [Member] | ||
Organization Business And Basis Of Presentation [Line Items] | ||
Offering costs associated with warrants | $ 4,300 | |
DMY TECHNOLOGY GROUP, INC. III [Member] | ||
Organization Business And Basis Of Presentation [Line Items] | ||
Business Combination, gross proceeds | $ 636,000 | |
Business Acquisition, Share Price | $ / shares | $ 10 | |
Business Acquisition, Transaction Costs | $ 52,000 | |
Common Class B [Member] | Sponsor Support Agreement [Member] | Vesting Shares [Member] | ||
Organization Business And Basis Of Presentation [Line Items] | ||
Percentage of conversion of stock at the consummation of the business combination | 10.00% | |
Number of shares converted into shares of common stock at the consummation of Business combination | shares | 750,000 | |
Pipe Shares [Member] | DMY TECHNOLOGY GROUP, INC. III [Member] | ||
Organization Business And Basis Of Presentation [Line Items] | ||
Initial Public Offering, private placement gross proceeds | $ 345,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Loans and Financing Receivable (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 707 | $ 390 |
Billed Accounts Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 261 | 390 |
Unbilled Accounts Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 446 | $ 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Property Plant And Equipment Useful Life (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Computer equipment and acquired computer software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer equipment and acquired computer software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Machinery, equipment, furniture and fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Machinery, equipment, furniture and fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Quantum computing systems [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 2 years |
Leasehold improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Estimated Useful Lives | Shorter of the lease term or the estimated useful life of the related asset |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Earnings Per Share, Basic and Diluted (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | ||
Net loss attributable to common stockholders | $ (106,186) | $ (15,424) |
Denominator: | ||
Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted | 137,609,620 | 115,045,097 |
Net loss per share attributable to common stockholders—basic and diluted | $ (0.77) | $ (0.13) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share (Detail) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 36,403,706 | 17,888,325 |
Common stock options outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 24,206,373 | 9,033,927 |
Warrants to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 8,301,202 | 8,301,202 |
Unvested common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 1,407,500 | 553,196 |
Public and private warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 2,359,179 | 0 |
Unvested founders' shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 129,452 | 0 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | |
Significant Accounting Policies [Line Items] | |||
Amortization of intangible assets | $ 800 | $ 300 | |
Intangible asset capitalized during period | $ 1,700,000 | 1,200,000 | |
Finite lived intangible asset, useful life | 20 years | ||
Allowance for doubtful accounts | $ 0 | 0 | |
Impairment of Long-Lived Assets to be Disposed of | 0 | 0 | |
Advertising Expense | 1,100,000 | 400,000 | |
ASC 606 [Member] | |||
Significant Accounting Policies [Line Items] | |||
Revenue, remaining performance obligation, amount | 22,100,000 | $ 7,200,000 | |
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Market value of the Company's common stock | 700,000,000 | ||
Revenues | $ 1,070,000,000 | ||
Revenue Benchmark [Member] | Revenue from Rights Concentration Risk [Member] | Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 10.00% | ||
Software and Software Development Costs [Member] | |||
Significant Accounting Policies [Line Items] | |||
Finite lived intangible asset, useful life | 3 years | ||
Internally Developed Software [Member] | |||
Significant Accounting Policies [Line Items] | |||
Amortization of intangible assets | $ 800,000 | $ 300,000 | |
Non Convertible Debt Securities [Member] | Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Proceeds from Issuance of Debt | $ 1,000,000,000 |
Cash Equivalents and Investme_3
Cash Equivalents and Investments - Summary of Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Amortized Cost | $ 602,725 | $ 36,120 |
Gross Unrealized Gains | 3 | |
Gross Unrealized Losses | (150) | |
Estimated Fair Value | 602,578 | 36,120 |
Money market funds | ||
Amortized Cost | 123,690 | 36,120 |
Estimated Fair Value | 123,690 | $ 36,120 |
Commercial paper | ||
Amortized Cost | 203,628 | |
Gross Unrealized Losses | (21) | |
Estimated Fair Value | 203,607 | |
Corporate notes and bonds | ||
Amortized Cost | 80,060 | |
Gross Unrealized Gains | 2 | |
Gross Unrealized Losses | (109) | |
Estimated Fair Value | 79,953 | |
Municipal bonds | ||
Amortized Cost | 2,000 | |
Estimated Fair Value | 2,000 | |
US government and agency | ||
Amortized Cost | 193,347 | |
Gross Unrealized Gains | 1 | |
Gross Unrealized Losses | (20) | |
Estimated Fair Value | $ 193,328 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments - Schedule of Cash and Cash Equivalent and Investment in Available for Sale Securities (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Cash and Cash Equivalents [Line Items] | |
1 Year or Less | $ 522,468 |
1 Year or Greater | 80,110 |
Total | 602,578 |
Money market funds | |
Cash and Cash Equivalents [Line Items] | |
1 Year or Less | 123,690 |
Total | 123,690 |
Commercial paper | |
Cash and Cash Equivalents [Line Items] | |
1 Year or Less | 203,607 |
Total | 203,607 |
Corporate notes and bonds | |
Cash and Cash Equivalents [Line Items] | |
1 Year or Less | 14,818 |
1 Year or Greater | 65,135 |
Total | 79,953 |
Municipal bonds | |
Cash and Cash Equivalents [Line Items] | |
1 Year or Less | 2,000 |
Total | 2,000 |
US government and agency | |
Cash and Cash Equivalents [Line Items] | |
1 Year or Less | 178,353 |
1 Year or Greater | 14,975 |
Total | $ 193,328 |
Cash Equivalents and Investme_5
Cash Equivalents and Investments - Addtional Information (Detail) | Dec. 31, 2021USD ($) |
Cash and Cash Equivalents [Abstract] | |
Debt Securities, Available-for-sale, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss | $ 0 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of fair value measurements on a recurring basis and the level of inputs (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | [1] |
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | $ 399,025 | $ 36,120 | |
Assets | 602,578 | ||
Financial Instruments, Financial Liabilities, Balance Sheet Groupings [Abstract] | |||
Public warrants | 33,962 | ||
Money market funds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 123,690 | ||
Commercial paper | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 125,335 | ||
US government and agency | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 150,000 | ||
Short-term Investments [Member] | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 123,443 | ||
Short-term Investments [Member] | Commercial paper | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 78,272 | ||
Short-term Investments [Member] | Corporate notes and bonds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 14,818 | ||
Short-term Investments [Member] | Municipal bonds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 2,000 | ||
Short-term Investments [Member] | US government and agency | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 28,353 | ||
Long-term Investments [Member] | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 80,110 | ||
Long-term Investments [Member] | Corporate notes and bonds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 65,135 | ||
Long-term Investments [Member] | US government and agency | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 14,975 | ||
Quoted Prices in Active Markets (Level 1) [Member] | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 123,690 | $ 36,120 | |
Assets | 123,690 | ||
Financial Instruments, Financial Liabilities, Balance Sheet Groupings [Abstract] | |||
Public warrants | 33,962 | ||
Quoted Prices in Active Markets (Level 1) [Member] | Money market funds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 123,690 | ||
Significant Other Observable Inputs (Level 2) [Member] | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 275,335 | ||
Assets | 478,888 | ||
Significant Other Observable Inputs (Level 2) [Member] | Commercial paper | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 125,335 | ||
Significant Other Observable Inputs (Level 2) [Member] | US government and agency | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Cash and Cash Equivalents | 150,000 | ||
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 123,443 | ||
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | Commercial paper | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 78,272 | ||
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | Corporate notes and bonds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 14,818 | ||
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | Municipal bonds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 2,000 | ||
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | US government and agency | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 28,353 | ||
Significant Other Observable Inputs (Level 2) [Member] | Long-term Investments [Member] | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 80,110 | ||
Significant Other Observable Inputs (Level 2) [Member] | Long-term Investments [Member] | Corporate notes and bonds | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | 65,135 | ||
Significant Other Observable Inputs (Level 2) [Member] | Long-term Investments [Member] | US government and agency | |||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |||
Investments | $ 14,975 | ||
[1] | Includes money market funds associated with the Company’s overnight investment sweep account. |
Fair Value Measurement - Summ_2
Fair Value Measurement - Summary of fair value measurements inputs (Detail) - Fair Value, Inputs, Level 3 [Member] | Dec. 03, 2021d |
Exercise price | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 11.50 |
Stock price | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 18.78 |
Volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 74.10 |
Term | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 4.83 |
Risk-free rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 1.10 |
Dividend yield | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input |
Fair Value Measurement-Summary
Fair Value Measurement-Summary Of Fair Value of the Public and Private Placement Warrants (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Change in valuation inputs | $ 63,332 | $ 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair value as of December 31, 2020 | ||
Assumed as part of the Business Combination | 24,412 | |
Change in valuation inputs | 27,523 | |
Exercise of private placement warrants | (51,935) | |
Fair Value as of December 31, 2021 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) | Dec. 31, 2021$ / shares |
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items] | |
Class of warrants, exercise price per share | $ 1.38 |
Public Warrants [Member] | |
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items] | |
Class of warrants, exercise price per share | $ 6.49 |
Property And Equipment, Net - S
Property And Equipment, Net - Summary Of Property And Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 22,315 | $ 13,691 |
Less: accumulated depreciation | (3,445) | (1,703) |
Net Property and Equipment | 18,870 | 11,988 |
Computer equipment and acquired computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 840 | 364 |
Machinery, equipment, furniture, and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 5,497 | 2,974 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 827 | 736 |
Quantum computing systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 15,151 | $ 9,617 |
Property And Equipment, Net - A
Property And Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 1.7 | $ 1.1 |
Intangible Assets, Net - Summar
Intangible Assets, Net - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Weighted Average Useful Life (Years) | 20 years | |
Finite-Lived Intangible Assets, Gross Carrying Amount | $ 6,985 | $ 3,026 |
Finite-Lived Intangible Assets, Accumulated Amortization | (1,144) | (339) |
Finite-Lived Intangible Assets, Net Amount | 5,759 | |
Intangible assets, Net Amount | $ 5,841 | $ 2,687 |
Patents [Member] | ||
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Weighted Average Useful Life (Years) | 20 years | 20 years |
Finite-Lived Intangible Assets, Gross Carrying Amount | $ 3,555 | $ 1,307 |
Finite-Lived Intangible Assets, Accumulated Amortization | (51) | (10) |
Finite-Lived Intangible Assets, Net Amount | $ 3,504 | $ 1,297 |
Software Development [Member] | ||
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Weighted Average Useful Life (Years) | 3 years | 3 years |
Finite-Lived Intangible Assets, Gross Carrying Amount | $ 3,297 | $ 1,608 |
Finite-Lived Intangible Assets, Accumulated Amortization | (1,082) | (322) |
Finite-Lived Intangible Assets, Net Amount | 2,215 | 1,286 |
Website and Other [Member] | ||
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Finite-Lived Intangible Assets, Gross Carrying Amount | 51 | 51 |
Finite-Lived Intangible Assets, Accumulated Amortization | (11) | (7) |
Finite-Lived Intangible Assets, Net Amount | $ 40 | $ 44 |
Website and Other [Member] | Minimum [Member] | ||
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Weighted Average Useful Life (Years) | 10 years | 10 years |
Website and Other [Member] | Maximum [Member] | ||
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Weighted Average Useful Life (Years) | 20 years | 20 years |
Trade Names [Member] | ||
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items] | ||
Intangible Assets, Gross Carrying Amount | $ 82 | $ 60 |
Indefinite-lived Intangible Assets | $ 82 | $ 60 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Finite lived intangible assets amortization expense | $ 800 | $ 300 |
Intangible Assets, Net - Summ_2
Intangible Assets, Net - Summary of the Projected Annual Amortization Expense for the Company's Intangible Assets (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
2022 | $ 1,116 |
2023 | 885 |
2024 | 401 |
2025 | 62 |
2026 | 63 |
Thereafter | 3,232 |
Total | $ 5,759 |
Agreements With UMD And DUKE -
Agreements With UMD And DUKE - Additional information (Detail) - USD ($) $ in Thousands | Feb. 01, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2016 |
Agreement Disclosure [Line Items] | ||||
Common stock, capital shares reserved for future issuance | 67,256,430 | 37,458,586 | ||
Research and development expense | $ 20,228 | $ 10,157 | ||
Percentage of common stock holding | 0.50% | |||
Common stock, shares issued | 195,630,975 | 118,146,795 | ||
Option Agreement [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Agreement, option to extend | extend another year | |||
Option Agreement [Member] | University Of Maryland [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Agreement term | 5 years | |||
Common stock, capital shares reserved for future issuance | 642,995 | |||
Option Agreement [Member] | Duke [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Research and development expense | $ 500 | $ 19 | ||
Common stock, shares issued | 2,900,000 | |||
Option Agreement [Member] | University Of Maryland And Duke [Member] | Patents [Member] | Initial Patents Received [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Stock issued during the period purchase of assets | 142,886 | |||
Amended License Agreement [Member] | University Of Maryland [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Option agreement indexed to equity, shares available for issuance, fair value | $ 1,600 | |||
Amended License Agreement [Member] | University Of Maryland [Member] | Common Stock [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Stock issued during the period purchase of assets | 257,198 | |||
Amended Option Agreement [Member] | University Of Maryland [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Research and development expense | $ 800 | $ 0 | ||
Option agreement indexed to equity, shares available for issuance, fair value | $ 800 | |||
Amended Option Agreement [Member] | University Of Maryland [Member] | Common Stock [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Option agreement, remaining number of shares available for issuance | 128,599 | |||
Amended Option Agreement [Member] | Duke [Member] | Common Stock [Member] | ||||
Agreement Disclosure [Line Items] | ||||
Option agreement, remaining number of shares available for issuance | 1,214,317 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued Liabilities, Current [Abstract] | ||
Accrued salaries and other payroll liabilities | $ 1,025 | $ 46 |
Accrued accounting and tax liabilities | 700 | 115 |
Accrued expenses- other | 922 | 447 |
Total accrued expenses | $ 2,647 | $ 608 |
Convertible Redeemable Prefer_3
Convertible Redeemable Preferred Stock And Stockholders' Deficit - Additional Information (Detail) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2021 | Dec. 03, 2021 | Dec. 31, 2020 | |
Convertible Redeemable Preferred Stock And Stockholders Equity [Line Items] | |||||
Common stock, shares authorized | 1,000,000,000 | 160,318,719 | |||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 | |||
Preferred stock, shares authorized | 20,000,000 | ||||
Common stock, voting rights | one vote per share | ||||
Preferred Stock, Shares Issued | 0 | ||||
Amended And Restated Certificate Of Incorporation [Member] | |||||
Convertible Redeemable Preferred Stock And Stockholders Equity [Line Items] | |||||
Common stock, shares authorized | 1,000,000,000 | ||||
Common stock, par or stated value per share | $ 0.0001 | ||||
Preferred stock, shares authorized | 20,000,000 | ||||
Preferred stock, par or stated value per share | $ 0.0001 | ||||
Preferred Stock, Shares Issued | 0 | 0 | |||
Founder [Member] | |||||
Convertible Redeemable Preferred Stock And Stockholders Equity [Line Items] | |||||
Shares issued price per share | $ 0.0006 | ||||
Stock issued during period shares new issues | 16,200,000 | ||||
Common stock shares subject to repurchase | 12,100,000 | ||||
Number of days after which the repurchase period shall commence | 120 days | ||||
Percentage of shares subject to restriction per month | 2.08% |
Convertible Redeemable Prefer_4
Convertible Redeemable Preferred Stock And Stockholders' Deficit - Summary of Company's Common Stock Reserved for Future Issuance (Detail) - shares | Dec. 31, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||
Common shares reserved for future issuance | 67,256,430 | 37,458,586 |
Stock Options Outstanding [Member] | ||
Class of Stock [Line Items] | ||
Common shares reserved for future issuance | 22,133,210 | 21,863,368 |
Shares Available for Future Grant [Member] | ||
Class of Stock [Line Items] | ||
Common shares reserved for future issuance | 31,589,000 | 7,294,016 |
Warrants to acquire common stock | ||
Class of Stock [Line Items] | ||
Common shares reserved for future issuance | 8,301,202 | 8,301,202 |
Public warrants outstanding | ||
Class of Stock [Line Items] | ||
Common shares reserved for future issuance | 5,233,018 | 0 |
Warrant Transaction Agreement -
Warrant Transaction Agreement - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 01, 2020 | Aug. 31, 2020 | |
Warrant Transaction Agreement [Abstract] | ||||
Class of warrant or right, number of securities called by warrants or rights | 8,301,202 | |||
Warrant amortization | $ 500 | $ 40 | ||
Percent of warrant shares will vest and be immediately exercisable | 6.50% | |||
Class of warrant or right, exercise price of warrants or rights | $ 1.38 | |||
Fair value of the warrant shares | $ 8,700 | |||
Fair value of warrants vested | $ 600 |
Warrant Liabilities - Additiona
Warrant Liabilities - Additional Information (Detail) - $ / shares | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Aug. 18, 2021 | Aug. 18, 2020 | |
Redemption price of warrants per unit | $ 0.10 | ||||
Warrant issue price | $ 11.50 | ||||
dMY TECHNOLOGY GROUP, INC. III [Member] | |||||
Public Warrants will become exercisable | on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering of dMY | ||||
Warrant exercise price, description | at a price of $0.01 per warrant | ||||
Public Warrants [Member] | |||||
Number of warrants or rights outstanding | 7,500,000 | 5,233,018 | |||
Public warrants expire date | upon a minimum of 30 days’ prior written notice of redemption | ||||
Share price | 10 | ||||
Public Warrants [Member] | dMY TECHNOLOGY GROUP, INC. III [Member] | |||||
Number of warrants or rights outstanding | 11,500,000 | ||||
Private Placement Warrants [Member] | |||||
Number of warrants or rights outstanding | 0 | ||||
Threshold period for warrants will not be transferable, assignable or salable after the completion of a business combination | 30 days | ||||
Class of warrant exercised on cashless basis | 4 | ||||
Net issuance on warrant | 2.2 | ||||
Private Placement Warrants [Member] | dMY TECHNOLOGY GROUP, INC. III [Member] | |||||
Number of warrants or rights outstanding | 4,000,000 | ||||
Common Class A [Member] | Redemption Price One [Member] | dMY TECHNOLOGY GROUP, INC. III [Member] | |||||
Redemption price of warrants per unit | $ 0.01 | ||||
Number of trading days | 30 days | ||||
Common Class A [Member] | Redemption Price Two [Member] | dMY TECHNOLOGY GROUP, INC. III [Member] | |||||
Redemption price of warrants per unit | $ 20 | ||||
Number of consecutive trading days for which the stock price is to be maintained | 20 days | ||||
Number of trading days | 30 days | ||||
Common Class A [Member] | Minimum [Member] | Redemption Price One [Member] | dMY TECHNOLOGY GROUP, INC. III [Member] | |||||
Share price | $ 18 | ||||
Common Class A [Member] | Public Warrants [Member] | Redemption Price Two [Member] | |||||
Share price | 10 | ||||
Common Class A [Member] | Private Placement Warrants [Member] | Redemption Price Two [Member] | |||||
Share price | $ 18 |
Stock Based Compensation - Summ
Stock Based Compensation - Summary Of Share Based Payment Award Stock Options Valuation Assumptions (Detail) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Risk- Free Interest Rate | 0.96% | 0.90% |
Expected Term (in years) | 6 years 3 months 3 days | 6 years 5 months 15 days |
Expected Volatility | 77.04% | 72.50% |
Dividend Yield | 0.00% | 0.00% |
Stock Based Compensation - Su_2
Stock Based Compensation - Summary of the Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Option Shares, Beginning Balance | 21,863,368 | 13,933,956 | |
Number of Option Shares, Granted | 6,492,540 | 9,875,293 | |
Number of Option Shares, Exercised | (3,378,782) | (1,726,471) | |
Number of Option Shares, Cancelled/ Forfeited | (2,843,916) | (219,410) | |
Number of Option Shares, Ending Balance | 22,133,210 | 21,863,368 | 13,933,956 |
Number of Option Shares, Exercisable | 8,726,504 | ||
Number of Option Shares, Exercisable and expected to vest | 22,133,210 | ||
Weighted Average Exercise Price, Beginning Balance | $ 0.34 | $ 0.13 | |
Weighted Average Exercise Price, Granted | 2.39 | 0.61 | |
Weighted Average Exercise Price, Exercised | 1.62 | 0.17 | |
Weighted Average Exercise Price, Cancelled/ Forfeited | 1.19 | 0.13 | |
Weighted Average Exercise Price, Ending Balance | 0.64 | $ 0.34 | $ 0.13 |
Weighted Average Exercise Price, Exercisable | 0.29 | ||
Weighted Average Exercise Price, Exercisable and expected to vest | $ 0.64 | ||
Weighted-average Remaining Contractual Term, Outstanding | 7 years 10 months 2 days | 8 years 8 months 1 day | 8 years 9 months 18 days |
Weighted-average Remaining Contractual Term, Exercisable | 7 years 3 months 7 days | ||
Weighted-average Remaining Contractual Term, Exercisable and expected to vest | 7 years 10 months 2 days | ||
Aggregate Intrinsic Value, Outstanding | $ 377,580 | $ 44,800 | $ 5,000 |
Aggregate Intrinsic Value, Exercisable | 151,910 | ||
Aggregate Intrinsic Value, Exercisable and expected to vest | $ 377,580 |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2021 | Aug. 31, 2021 | Aug. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jul. 25, 2016 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Common shares reserved for future issuance | 67,256,430 | 67,256,430 | 37,458,586 | ||||
Weighted-average remaining contractual term outstanding | 7 years 10 months 2 days | 8 years 8 months 1 day | 8 years 9 months 18 days | ||||
Intrinsic value of options exercised | $ 54,400 | $ 3,800 | |||||
Weighted-average grant date fair value per share for the stock options granted | $ 5.83 | $ 0.76 | |||||
Aggregate grant-date fair value of options vested | $ 7,400 | $ 1,000 | |||||
Unrecognised share based compensation expense, stock options awards | $ 30,400 | $ 30,400 | |||||
Unrecognised share based compensation expense, stock options awards, period | 2 years | ||||||
Stock subject to repurchase related to stock options early exercised and unvested | 1,420,662 | 1,420,662 | 0 | ||||
Stock repurchase program, remaining authorized repurchase amount | $ 3,100 | $ 3,100 | |||||
Stock Repurchased and Retired During Period, Shares | 400,000 | ||||||
Stock Repurchased and Retired During Period, Value | $ 1,000 | ||||||
Restricted Stock [Member] | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Unrecognised share based compensation expense, stock options awards | $ 0 | $ 0 | |||||
Restricted shares, fair value | $ 1,200 | ||||||
Aggregate grant-date fair value of restricted shares vested | $ 170 | ||||||
2015 Equity Incentive Plan [Member] | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Weighted-average remaining contractual term outstanding | 10 years | ||||||
2021 Equity Incentive Plan [Member] | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Number of shares per employees under share based compensation | 26,235,000 | ||||||
Share based compensation arrangement by share based payment award cumulative annual increase percentage | 5.00% | ||||||
Number of Shares Available for Grant | 0 | 0 | |||||
Employee Stock Purchase Plan [Member] | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Common shares reserved for future issuance | 5,354,000 | 5,354,000 | |||||
Share Based Compensation Arrangement, Cumulative Annual Increase Percentage Of fully Diluted Shares Of Common stock outstanding | 1.00% | 1.00% | |||||
Share Based Compensation Arrangement, Cumulative Annual Increase,Shares | 10,708,000 | 10,708,000 | |||||
Percentage of discount to the lower of closing price on that day or the closing price on the first day of the offering period | 15.00% | ||||||
Number of shares of common stock issued | 0 |
Stock Based Compensation - Su_3
Stock Based Compensation - Summary of the Unvested Restricted Shares Activity (Detail) | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Share-based Payment Arrangement [Abstract] | |
Number of Unvested Restricted Shares, Beginning Balance | shares | 1,771,198 |
Number of Unvested Restricted Shares, Vested | shares | (1,771,198) |
Number of Unvested Restricted Shares, Ending Balance | shares | 0 |
Weighted-Average Grant Date Fair Value per Share, Beginning Balance | $ / shares | $ 0.10 |
Weighted-Average Grant Date Fair Value per Share, Vested | $ / shares | 0.10 |
Weighted-Average Grant Date Fair Value per Share, Ending Balance | $ / shares | $ 0 |
Stock Based Compensation - Su_4
Stock Based Compensation - Summary of Stock-based Compensation Expenses for Stock Options and Unvested Restricted Shares (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 8,023 | $ 1,379 |
Cost of revenue [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 62 | |
Research and Development Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 2,841 | 716 |
Selling and marketing [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 67 | |
General and Administrative Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 4,778 | 508 |
Stock-based Compensation, Net Of Amounts Capitalized [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 7,748 | 1,224 |
Capitalized Stock-based Compensation – Intangibles And Fixed Assets [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 275 | 110 |
Capitalized Stock-based Compensation—Other Current Assets [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 0 | $ 45 |
Income Taxes - Summary of net
Income Taxes - Summary of net deferred tax assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Accrued bonus | $ 310 | $ 0 |
Deferred revenue | 281 | 0 |
Non-qualified stock compensation | 1,002 | 124 |
Accrued expenses | 119 | 0 |
Warrant expenses | 138 | 0 |
Depreciation and amortization | 170 | 0 |
Other | 809 | 8 |
Lease liabilities | 1,023 | 1,176 |
R&D credit carryforwards | 3,781 | 1,733 |
Net operating loss carryforwards | 14,148 | 13,516 |
Total deferred tax assets | 21,781 | 16,557 |
Valuation allowance | (20,388) | (11,747) |
Total deferred tax assets net of valuation allowance | 1,393 | 4,810 |
Deferred tax liabilities: | ||
Depreciation and amortization | 0 | (173) |
Right of use assets | (979) | (1,135) |
Capitalized patents | (181) | |
Internally developed software | 0 | (354) |
Capitalized R&D costs | (414) | (2,967) |
Total deferred tax liabilities | (1,393) | (4,810) |
Net deferred tax assets (liabilities) | $ 0 | $ 0 |
Income Taxes - Summary of recon
Income Taxes - Summary of reconciliation of the statutory federal income tax rate (benefit) and effective tax rate (benefit) (Detail) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
U.S. federal statutory income tax rate | 21.00% | 21.00% |
State and local income taxes | 1.20% | 6.30% |
R&D tax credits | 1.70% | 7.20% |
Stock- based compensation | (0.60%) | (0.70%) |
Warrant expense | (12.50%) | 0.00% |
Change in tax rates | (2.10%) | 0.00% |
Valuation allowance | (8.10%) | (33.80%) |
Other | (0.60%) | 0.00% |
Effective tax rate | 0.00% | 0.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2017 | |
Income Tax Disclosure [Line Items] | |||
Benefit for income taxes | $ 0 | $ 0 | |
Net operating loss carryforwards | 14,100 | $ 1,100 | |
Tax credit carry forward | $ 3,800 | ||
Percentage of stock owned by shareholder | 5.00% | ||
Percentage of increase of stock owned By shareholder | 50.00% | ||
Testing Period In which Shareholding Increase By Shareholder Considered | 3 years | ||
Valuation allowance deferred tax asset increase amount | $ 8,600 | ||
Years of statute of limitations by major tax Jurisdictions | 3 years |
Leases - Summary Of Components
Leases - Summary Of Components Of Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Lease, Cost [Abstract] | ||
Fixed lease cost | $ 763 | $ 278 |
Short-term lease cost | 13 | 35 |
Total operating lease cost | $ 776 | $ 313 |
Leases - Summary Of Lease Costs
Leases - Summary Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items] | ||
Lease, Cost | $ 776 | $ 313 |
Cost of revenue | ||
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items] | ||
Lease, Cost | 45 | |
Research and development | ||
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items] | ||
Lease, Cost | 613 | 263 |
Sales and marketing | ||
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items] | ||
Lease, Cost | 8 | |
General and administrative | ||
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items] | ||
Lease, Cost | $ 110 | $ 50 |
Leases - Summary Of Supplementa
Leases - Summary Of Supplemental Cash Flow And Other Information Related To Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Cash payments included in the measurement of operating lease liabilities | $ 561 | $ 178 |
Operating lease right-of-use assets recognized in exchange for new operating lease obligations | $ 0 | $ 3,565 |
Leases - Summary Of Maturities
Leases - Summary Of Maturities Of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jan. 01, 2019 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2022 | $ 644 | |
2023 | 671 | |
2024 | 750 | |
2025 | 772 | |
2026 | 796 | |
Thereafter | 3,351 | |
Total lease payments | 6,984 | |
Less: imputed interest | (2,773) | |
Present value of operating lease liabilities | $ 4,211 | $ 2,800 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 01, 2020 | Jan. 01, 2019 |
Leases [Abstract] | ||||
Additional Operating lease Right of use asset | $ 600 | |||
Additional Operating lease liability | $ 100 | |||
Operating Lease, Right-of-Use Asset | $ 4,032 | $ 4,296 | $ 2,800 | |
Operating Lease, Liability | $ 4,211 | $ 2,800 | ||
weighted-average remaining lease term | 10 years | 9 years | ||
weighted-average discount rate | 11.90% | 11.90% |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Retirement Benefits [Abstract] | ||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 100.00% | |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 0.5 | $ 0.3 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | ||
Research and development expense | $ 20,228 | $ 10,157 |
Sales and Marketing | 3,233 | 486 |
General and administrative | 13,737 | 3,547 |
Assets | ||
Prepaid expenses and other current assets | 612 | 1,013 |
Operating lease right-of-use assets | 4,032 | 4,296 |
Other noncurrent assets | 1,845 | 2,365 |
Liabilities | ||
Current operating lease liabilities | 568 | 495 |
Unearned revenue | 2,821 | 0 |
Non-current operating lease liabilities | 3,643 | 3,776 |
UMD and Duke [Member] | ||
Related Party Transaction [Line Items] | ||
Revenue | 1,179 | |
Cost of Revenue | 35 | |
Research and development expense | 1,949 | 247 |
Sales and Marketing | 8 | |
General and administrative | 218 | 35 |
Assets | ||
Prepaid expenses and other current assets | 612 | 1,013 |
Operating lease right-of-use assets | 4,032 | 4,296 |
Other noncurrent assets | 1,845 | 2,365 |
Liabilities | ||
Accounts payable | 54 | 5 |
Current operating lease liabilities | 568 | 495 |
Unearned revenue | 2,821 | |
Non-current operating lease liabilities | $ 3,643 | $ 3,776 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | ||
Related party transaction, Term | 3 days | |
U M D [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Amounts of Transaction | $ 14 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - shares | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Subsequent Event [Line Items] | |||
Share-based compensation arrangement by share-based payment award, options, grants in period, gross | 6,492,540 | 9,875,293 | |
Subsequent Event [Member] | 2021 Equity Incentive Plan | |||
Subsequent Event [Line Items] | |||
Share based compensation arrangement by share based payment award, Award vesting period | 4 years | ||
Subsequent Event [Member] | 2021 Equity Incentive Plan | Restricted Stock Units (RSUs) [Member] | |||
Subsequent Event [Line Items] | |||
Share based compensation arrangement by share based payment award, Equity instruments other than options, Grants in period | 1,687,669 | ||
Subsequent Event [Member] | 2021 Equity Incentive Plan | Common stock options outstanding | |||
Subsequent Event [Line Items] | |||
Share-based compensation arrangement by share-based payment award, options, grants in period, gross | 900,170 |