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Convertible Preferred Stock and Stockholders’ Deficit
9 Months Ended
Sep. 30, 2021
Equity [Abstract]  
Convertible Preferred Stock and Stockholders’ Deficit

Note 8 – Convertible Preferred Stock and Stockholders’ Deficit

Convertible Preferred Stock

The Amendment authorized eight classes of preferred stock, Series A through F, the “Prior Preferred Stock” and Series G and H, the “Senior Preferred Stock”. As of December 31, 2020 the Company’s convertible preferred stock was classified as temporary equity in the accompanying condensed consolidated balance sheets, as all such preferred stock is redeemable either at the option of the holder or upon an event outside the control of the Company (i.e., a change in control). The redeemable convertible preferred stock was previously redeemable per the Special Redemption (see Note 7) or upon certain change in control events (including liquidation, sale or transfer of control of the Company); however, all change in control events are outside of the Company’s control. In the event of the Special Redemption, the holders would have received redemption proceeds as defined in the Warrant Agreement. In the event of liquidation, holders of the convertible preferred stock may have the right to receive its liquidation preference under the terms of the Company’s Amendment.

As a result of management’s determination that the Special Redemption was probable, but not certain, the Company began accreting to the expected redemption value of the redeemable convertible preferred stock in October 2017. In December 2020, management determined that the Special Redemption was no longer probable, at which point accretion to redemption value ceased. As of March 31, 2021, the Series W Warrant expired unexercised, and all redemption provisions of the Special Redemption lapsed. Upon completion of the Company's IPO in July 2021, all Convertible Preferred Stock outstanding was converted to Common Stock.

The following table summarizes information related to issuance of the Company’s preferred stock (in thousands, except number of shares and per share amounts):

 

 

 

As of December 31, 2020

 

 

 

Par Value

 

 

Date of
Issuance

 

Shares
Price at
Issuance

 

 

Shares
Authorized(1)

 

 

Shares
Issued and
Outstanding(1)

 

 

Liquidation
Preference

 

 

Carrying
Value (2)
Share Capital

 

Series A

 

$

0.001

 

 

Feb-2000

 

$

40.81

 

 

 

355,921

 

 

 

355,903

 

 

$

14,523

 

 

$

13,535

 

Series B

 

$

0.001

 

 

May-2003

 

$

9.07

 

 

 

1,741,452

 

 

 

1,741,399

 

 

 

15,795

 

 

 

39,715

 

Series C

 

$

0.001

 

 

Feb-2007

 

$

12.92

 

 

 

1,168,344

 

 

 

1,168,311

 

 

 

15,086

 

 

 

28,136

 

Series D

 

$

0.001

 

 

Aug-2009

 

$

18.08

 

 

 

663,808

 

 

 

663,728

 

 

 

12,000

 

 

 

18,503

 

Series E

 

$

0.001

 

 

Oct-2011

 

$

20.66

 

 

 

353,339

 

 

 

353,327

 

 

 

7,300

 

 

 

10,350

 

Series F

 

$

0.001

 

 

May-2012

 

$

25.83

 

 

 

507,744

 

 

 

499,159

 

 

 

12,891

 

 

 

18,305

 

Series G

 

$

0.001

 

 

Jun-2015

 

$

12.40

 

 

 

5,832,685

 

 

 

5,788,878

 

 

 

71,759

 

 

 

135,682

 

Series H

 

$

0.001

 

 

Feb-2017

 

$

12.40

 

 

 

5,949,499

 

 

 

3,805,567

 

 

 

47,174

 

 

 

89,074

 

 

 

 

 

 

 

 

 

 

 

 

16,572,792

 

 

 

14,376,272

 

 

$

196,528

 

 

$

353,300

 

 

(1)
The shares authorized, issued and outstanding do not reflect any anti-dilution provisions of Series C, Series D, Series E and Series F as a result of the Series G financing.
(2)
The carrying value reflects the gross proceeds received from the sale of the preferred stock less issuance costs and the fair value at issuance of preferred stock warrants classified as a liability, plus accretion of redemption value.

Common Stock

Each share of common stock is entitled to one vote. Common stock reserved for future issuance consisted of the following:

 

 

 

September 30, 2021

 

 

December 31, 2020

 

Conversion of preferred stock

 

 

 

 

 

14,851,007

 

Preferred stock warrants

 

 

 

 

 

225,945

 

Common stock warrant

 

 

 

 

 

1

 

Stock options issued and outstanding under the 2006, 2015 and 2021 plans

 

 

5,454,112

 

 

 

4,201,935

 

Restricted stock units

 

 

657,729

 

 

 

 

Total shares of common stock reserved

 

 

6,111,841

 

 

 

19,278,888