Leases

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Leases

Leases

The Company is a party to certain operating and finance leases for vehicles, office space and storage facilities. The Company’s material operating leases consist of office space, as well as storage facilities and finance leases consist of automobile leases. The Company’s leases generally have remaining terms of one to 10 years, some of which include options to renew the leases for up to five years. The Company leases space for operations in the United States, Japan, Belgium, France, and Spain.

The Company determines if a contract contains a lease at inception. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease

assets represent the right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, the Company estimates the incremental secured borrowing rates corresponding to the maturities of the leases. The Company based the rate estimates on prevailing financial market conditions, credit analysis, and management judgment.

Tenant incentives used to fund leasehold improvements are recognized when earned and reduce the Company’s right-of-use asset related to the lease. These are amortized through the right-of-use asset as reductions of expense over the lease term. 

Supplemental balance sheet information related to leases was as follows (in thousands):

Leases	Classification	March 31, 2023		December 31, 2022
Assets
Right-of-use assets	Operating lease right-of-use assets	$	12,059	$	12,831
Finance lease	Property and equipment, net	1,535		1,606
Total leased assets		$	13,594	$	14,437

Liabilities	Classification	March 31, 2023		December 31, 2022
Operating lease liabilities
Operating lease liabilities, current	Operating lease liabilities	$	2,722	$	2,810
Operating lease liabilities, non-current	Operating lease liabilities, net of current portion	10,652		11,352
Total Operating lease liabilities		$	13,374	$	14,162
Finance lease liabilities
Finance lease liabilities, current	Accrued liabilities	$	480	$	485
Finance lease liabilities, non-current	Other long-term liabilities	675		825
Total Finance lease liabilities		$	1,155	$	1,310

Lease costs during the three months ended March 31, 2023 and 2022 (in thousands) was as follows:

		Three Months Ended March 31,
Lease costs	Classification	2023		2022
Finance lease cost	Amortization expense	$	150	$	161
Finance lease cost	Interest for finance lease	$	20	$	21
Operating lease cost	Operating lease expense	$	891	$	915

Cash paid for amounts included in the measurement of lease liabilities during the three months ended March 31, 2023 and 2022 was as follows (in thousands):

		Three Months Ended March 31,
Cash paid for amounts included in the measurement of lease liabilities	Classification	2023		2022
Operating cash flow	Finance lease	$	20	$	21
Financing cash flow	Finance lease	$	124	$	150
Operating cash flow	Operating lease	$	699	$	792

Facility leases

Maturities of facility leases were as follows as of March 31, 2023 (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	2,489
2023	2,937
2024	2,934
2025	3,029
2026	3,132
2027 and thereafter	468
Total lease payments	14,989
Less: imputed interest	1,615
Present value of lease liabilities	$	13,374

Vehicle Leases

As of March 31, 2023, the Company was committed to minimum lease payments for vehicles leased under long-term non-cancelable finance leases as follows (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	402
2024	614
2025	263
2025	8
Total lease payments	1,287
Less: imputed interest	132
Present value of lease liabilities	$	1,155

Weighted-average remaining lease term and discount rate, as of March 31, 2023, were as follows:

Lease Term and Discount Rate	March 31, 2023
Weighted-average remaining lease term (years)
Operating leases	4.8
Finance leases	2.0
Weighted-average discount rate
Operating leases	4.8	%
Finance leases	6.2	%

Lessor - AviClear

Lessor revenue

The Company leases the AviClear device to customers and receives a fixed annual license fee over the term of the arrangement and variable revenue related to the number of treatments performed by the lessee. The contractual term of the lease agreement is three years with a one-year autorenewal feature. Certain lease agreements' terms in excess of one year can be terminated without financial penalty, and these agreements are accounted for as having a lease term of one year. The AviClear lease agreements are accounted for as operating leases. The fixed annual license fee is recognized evenly throughout the period of the lease agreement on a straight-line basis. The treatment revenue is recognized in the period the lessee has the ability to perform the patient treatment.

The following table summarizes the amount of operating lease income included in product revenue in the accompanying condensed consolidated statements of operations (in thousands):

	Three Months Ended March 31,
	2023		2022
AviClear operating lease license fee revenue	$	1,038	$	—
AviClear operating lease revenue	3,357		—
Total AviClear revenue	$	4,395	$	—

The AviClear device being leased has a useful life of seven years. The Company expects that a device will be leased for two consecutive lease terms at the end of which its residual value will be immaterial.

The following is the minimum future lease payments as of March 31, 2023, under non-cancelable operating leases, assuming the minimum contractual lease term (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	2,463
2024	4,581
2025	2,119
Total AviClear revenue	$	9,163

Practical Expedients

The Company elected to apply a practical expedient to operating leases and elected not to separate lease and nonlease components as long as the lease and at least one nonlease component have the same timing and pattern of transfer. As such, updates or upgrades on a when-and-if available basis to the AviClear device are combined with the operating lease revenue. The combined component is being accounted for under ASC 842. Additionally, the Company made an accounting policy election to present AviClear revenue net of sales and other similar taxes.

Capitalized sales commissions

Sales commissions related to obtaining AviClear lease agreements are accounted for as initial direct costs and are capitalized and amortized on a straight-line basis over the lease term. Amortization expenses for these assets were $1.0 million for the three months ended March 31, 2023, and nil for the three months ended March 31, 2022, and were included in Sales and marketing expense in the Company’s condensed consolidated statement of operations. Total capitalized commissions as of March 31, 2023, and December 31, 2022, were $3.7 million and $3.3 million, respectively, and are included in Other long-term assets in the Company’s condensed consolidated balance sheet.

Lease installment costs

The Company capitalizes fulfillment costs incurred before AviClear lease commencement and these costs include freight, installation, and training costs. Amortization expenses for these assets were $0.5 million during the three months ended March 31, 2023, and nil for the three months ended March 31, 2023, and were included in Cost of revenue in the Company’s condensed consolidated statement of operations. Total lease installment costs as of March 31, 2023, and December 31, 2022, were $1.8 million and $1.4 million, respectively, and are included in Other long-term assets in the Company’s condensed consolidated balance sheet.

Leases

Leases

The Company is a party to certain operating and finance leases for vehicles, office space and storage facilities. The Company’s material operating leases consist of office space, as well as storage facilities and finance leases consist of automobile leases. The Company’s leases generally have remaining terms of one to 10 years, some of which include options to renew the leases for up to five years. The Company leases space for operations in the United States, Japan, Belgium, France, and Spain.

The Company determines if a contract contains a lease at inception. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease

assets represent the right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, the Company estimates the incremental secured borrowing rates corresponding to the maturities of the leases. The Company based the rate estimates on prevailing financial market conditions, credit analysis, and management judgment.

Tenant incentives used to fund leasehold improvements are recognized when earned and reduce the Company’s right-of-use asset related to the lease. These are amortized through the right-of-use asset as reductions of expense over the lease term. 

Supplemental balance sheet information related to leases was as follows (in thousands):

Leases	Classification	March 31, 2023		December 31, 2022
Assets
Right-of-use assets	Operating lease right-of-use assets	$	12,059	$	12,831
Finance lease	Property and equipment, net	1,535		1,606
Total leased assets		$	13,594	$	14,437

Liabilities	Classification	March 31, 2023		December 31, 2022
Operating lease liabilities
Operating lease liabilities, current	Operating lease liabilities	$	2,722	$	2,810
Operating lease liabilities, non-current	Operating lease liabilities, net of current portion	10,652		11,352
Total Operating lease liabilities		$	13,374	$	14,162
Finance lease liabilities
Finance lease liabilities, current	Accrued liabilities	$	480	$	485
Finance lease liabilities, non-current	Other long-term liabilities	675		825
Total Finance lease liabilities		$	1,155	$	1,310

Lease costs during the three months ended March 31, 2023 and 2022 (in thousands) was as follows:

		Three Months Ended March 31,
Lease costs	Classification	2023		2022
Finance lease cost	Amortization expense	$	150	$	161
Finance lease cost	Interest for finance lease	$	20	$	21
Operating lease cost	Operating lease expense	$	891	$	915

Cash paid for amounts included in the measurement of lease liabilities during the three months ended March 31, 2023 and 2022 was as follows (in thousands):

		Three Months Ended March 31,
Cash paid for amounts included in the measurement of lease liabilities	Classification	2023		2022
Operating cash flow	Finance lease	$	20	$	21
Financing cash flow	Finance lease	$	124	$	150
Operating cash flow	Operating lease	$	699	$	792

Facility leases

Maturities of facility leases were as follows as of March 31, 2023 (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	2,489
2023	2,937
2024	2,934
2025	3,029
2026	3,132
2027 and thereafter	468
Total lease payments	14,989
Less: imputed interest	1,615
Present value of lease liabilities	$	13,374

Vehicle Leases

As of March 31, 2023, the Company was committed to minimum lease payments for vehicles leased under long-term non-cancelable finance leases as follows (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	402
2024	614
2025	263
2025	8
Total lease payments	1,287
Less: imputed interest	132
Present value of lease liabilities	$	1,155

Weighted-average remaining lease term and discount rate, as of March 31, 2023, were as follows:

Lease Term and Discount Rate	March 31, 2023
Weighted-average remaining lease term (years)
Operating leases	4.8
Finance leases	2.0
Weighted-average discount rate
Operating leases	4.8	%
Finance leases	6.2	%

Lessor - AviClear

Lessor revenue

The Company leases the AviClear device to customers and receives a fixed annual license fee over the term of the arrangement and variable revenue related to the number of treatments performed by the lessee. The contractual term of the lease agreement is three years with a one-year autorenewal feature. Certain lease agreements' terms in excess of one year can be terminated without financial penalty, and these agreements are accounted for as having a lease term of one year. The AviClear lease agreements are accounted for as operating leases. The fixed annual license fee is recognized evenly throughout the period of the lease agreement on a straight-line basis. The treatment revenue is recognized in the period the lessee has the ability to perform the patient treatment.

The following table summarizes the amount of operating lease income included in product revenue in the accompanying condensed consolidated statements of operations (in thousands):

	Three Months Ended March 31,
	2023		2022
AviClear operating lease license fee revenue	$	1,038	$	—
AviClear operating lease revenue	3,357		—
Total AviClear revenue	$	4,395	$	—

The AviClear device being leased has a useful life of seven years. The Company expects that a device will be leased for two consecutive lease terms at the end of which its residual value will be immaterial.

The following is the minimum future lease payments as of March 31, 2023, under non-cancelable operating leases, assuming the minimum contractual lease term (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	2,463
2024	4,581
2025	2,119
Total AviClear revenue	$	9,163

Practical Expedients

The Company elected to apply a practical expedient to operating leases and elected not to separate lease and nonlease components as long as the lease and at least one nonlease component have the same timing and pattern of transfer. As such, updates or upgrades on a when-and-if available basis to the AviClear device are combined with the operating lease revenue. The combined component is being accounted for under ASC 842. Additionally, the Company made an accounting policy election to present AviClear revenue net of sales and other similar taxes.

Capitalized sales commissions

Sales commissions related to obtaining AviClear lease agreements are accounted for as initial direct costs and are capitalized and amortized on a straight-line basis over the lease term. Amortization expenses for these assets were $1.0 million for the three months ended March 31, 2023, and nil for the three months ended March 31, 2022, and were included in Sales and marketing expense in the Company’s condensed consolidated statement of operations. Total capitalized commissions as of March 31, 2023, and December 31, 2022, were $3.7 million and $3.3 million, respectively, and are included in Other long-term assets in the Company’s condensed consolidated balance sheet.

Lease installment costs

The Company capitalizes fulfillment costs incurred before AviClear lease commencement and these costs include freight, installation, and training costs. Amortization expenses for these assets were $0.5 million during the three months ended March 31, 2023, and nil for the three months ended March 31, 2023, and were included in Cost of revenue in the Company’s condensed consolidated statement of operations. Total lease installment costs as of March 31, 2023, and December 31, 2022, were $1.8 million and $1.4 million, respectively, and are included in Other long-term assets in the Company’s condensed consolidated balance sheet.

Leases

Leases

The Company is a party to certain operating and finance leases for vehicles, office space and storage facilities. The Company’s material operating leases consist of office space, as well as storage facilities and finance leases consist of automobile leases. The Company’s leases generally have remaining terms of one to 10 years, some of which include options to renew the leases for up to five years. The Company leases space for operations in the United States, Japan, Belgium, France, and Spain.

The Company determines if a contract contains a lease at inception. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease

assets represent the right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, the Company estimates the incremental secured borrowing rates corresponding to the maturities of the leases. The Company based the rate estimates on prevailing financial market conditions, credit analysis, and management judgment.

Tenant incentives used to fund leasehold improvements are recognized when earned and reduce the Company’s right-of-use asset related to the lease. These are amortized through the right-of-use asset as reductions of expense over the lease term. 

Supplemental balance sheet information related to leases was as follows (in thousands):

Leases	Classification	March 31, 2023		December 31, 2022
Assets
Right-of-use assets	Operating lease right-of-use assets	$	12,059	$	12,831
Finance lease	Property and equipment, net	1,535		1,606
Total leased assets		$	13,594	$	14,437

Liabilities	Classification	March 31, 2023		December 31, 2022
Operating lease liabilities
Operating lease liabilities, current	Operating lease liabilities	$	2,722	$	2,810
Operating lease liabilities, non-current	Operating lease liabilities, net of current portion	10,652		11,352
Total Operating lease liabilities		$	13,374	$	14,162
Finance lease liabilities
Finance lease liabilities, current	Accrued liabilities	$	480	$	485
Finance lease liabilities, non-current	Other long-term liabilities	675		825
Total Finance lease liabilities		$	1,155	$	1,310

Lease costs during the three months ended March 31, 2023 and 2022 (in thousands) was as follows:

		Three Months Ended March 31,
Lease costs	Classification	2023		2022
Finance lease cost	Amortization expense	$	150	$	161
Finance lease cost	Interest for finance lease	$	20	$	21
Operating lease cost	Operating lease expense	$	891	$	915

Cash paid for amounts included in the measurement of lease liabilities during the three months ended March 31, 2023 and 2022 was as follows (in thousands):

		Three Months Ended March 31,
Cash paid for amounts included in the measurement of lease liabilities	Classification	2023		2022
Operating cash flow	Finance lease	$	20	$	21
Financing cash flow	Finance lease	$	124	$	150
Operating cash flow	Operating lease	$	699	$	792

Facility leases

Maturities of facility leases were as follows as of March 31, 2023 (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	2,489
2023	2,937
2024	2,934
2025	3,029
2026	3,132
2027 and thereafter	468
Total lease payments	14,989
Less: imputed interest	1,615
Present value of lease liabilities	$	13,374

Vehicle Leases

As of March 31, 2023, the Company was committed to minimum lease payments for vehicles leased under long-term non-cancelable finance leases as follows (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	402
2024	614
2025	263
2025	8
Total lease payments	1,287
Less: imputed interest	132
Present value of lease liabilities	$	1,155

Weighted-average remaining lease term and discount rate, as of March 31, 2023, were as follows:

Lease Term and Discount Rate	March 31, 2023
Weighted-average remaining lease term (years)
Operating leases	4.8
Finance leases	2.0
Weighted-average discount rate
Operating leases	4.8	%
Finance leases	6.2	%

Lessor - AviClear

Lessor revenue

The Company leases the AviClear device to customers and receives a fixed annual license fee over the term of the arrangement and variable revenue related to the number of treatments performed by the lessee. The contractual term of the lease agreement is three years with a one-year autorenewal feature. Certain lease agreements' terms in excess of one year can be terminated without financial penalty, and these agreements are accounted for as having a lease term of one year. The AviClear lease agreements are accounted for as operating leases. The fixed annual license fee is recognized evenly throughout the period of the lease agreement on a straight-line basis. The treatment revenue is recognized in the period the lessee has the ability to perform the patient treatment.

The following table summarizes the amount of operating lease income included in product revenue in the accompanying condensed consolidated statements of operations (in thousands):

	Three Months Ended March 31,
	2023		2022
AviClear operating lease license fee revenue	$	1,038	$	—
AviClear operating lease revenue	3,357		—
Total AviClear revenue	$	4,395	$	—

The AviClear device being leased has a useful life of seven years. The Company expects that a device will be leased for two consecutive lease terms at the end of which its residual value will be immaterial.

The following is the minimum future lease payments as of March 31, 2023, under non-cancelable operating leases, assuming the minimum contractual lease term (in thousands):

As of March 31, 2023	Amount
Remainder of 2023	$	2,463
2024	4,581
2025	2,119
Total AviClear revenue	$	9,163

Practical Expedients

The Company elected to apply a practical expedient to operating leases and elected not to separate lease and nonlease components as long as the lease and at least one nonlease component have the same timing and pattern of transfer. As such, updates or upgrades on a when-and-if available basis to the AviClear device are combined with the operating lease revenue. The combined component is being accounted for under ASC 842. Additionally, the Company made an accounting policy election to present AviClear revenue net of sales and other similar taxes.

Capitalized sales commissions

Sales commissions related to obtaining AviClear lease agreements are accounted for as initial direct costs and are capitalized and amortized on a straight-line basis over the lease term. Amortization expenses for these assets were $1.0 million for the three months ended March 31, 2023, and nil for the three months ended March 31, 2022, and were included in Sales and marketing expense in the Company’s condensed consolidated statement of operations. Total capitalized commissions as of March 31, 2023, and December 31, 2022, were $3.7 million and $3.3 million, respectively, and are included in Other long-term assets in the Company’s condensed consolidated balance sheet.

Lease installment costs

The Company capitalizes fulfillment costs incurred before AviClear lease commencement and these costs include freight, installation, and training costs. Amortization expenses for these assets were $0.5 million during the three months ended March 31, 2023, and nil for the three months ended March 31, 2023, and were included in Cost of revenue in the Company’s condensed consolidated statement of operations. Total lease installment costs as of March 31, 2023, and December 31, 2022, were $1.8 million and $1.4 million, respectively, and are included in Other long-term assets in the Company’s condensed consolidated balance sheet.