UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
(Mark One)
For the quarterly period ended
OR
Commission File Number:
(Exact Name of Registrant as Specified in its Charter)
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(Address of principal executive offices) |
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Registrant’s telephone number, including area code:
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
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Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
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Accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of November 3, 2022, the registrant had
Table of Contents
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PART I. |
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Item 1. |
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1 |
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Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021 |
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1 |
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2 |
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3 |
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4 |
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6 |
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Notes to Unaudited Condensed Consolidated Financial Statements |
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Item 2. |
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Management’s Discussion and Analysis of Financial Condition and Consolidated Results of Operations |
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Item 3. |
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32 |
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Item 4. |
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32 |
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PART II. |
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33 |
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Item 1. |
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33 |
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Item 1A. |
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33 |
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Item 2. |
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68 |
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Item 5. |
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68 |
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Item 6. |
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69 |
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71 |
i
PART I—FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements (Unaudited).
HTG Molecular Diagnostics, Inc.
Condensed Consolidated Balance Sheets
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September 30, |
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December 31, |
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2022 |
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2021 |
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Assets |
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(Unaudited) |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Short-term investments available-for-sale, at fair value |
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Accounts receivable, net of allowance of $ |
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Inventory, net |
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Prepaid directors and officers insurance |
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Prepaid expenses and other |
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Total current assets |
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Operating lease right-of-use assets |
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Property and equipment, net |
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Inventory - non-current, net |
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Other non-current assets |
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Total assets |
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$ |
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$ |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable |
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$ |
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$ |
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Accrued liabilities |
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Current portion of long-term debt |
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NuvoGen obligation - current |
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Operating lease liabilities - current |
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Other current liabilities |
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Total current liabilities |
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NuvoGen obligation - non-current, net of discount |
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Long-term debt, net of current portion, discount and debt issuance costs |
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Operating lease liabilities - non-current, net of discount |
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Other non-current liabilities |
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Total liabilities |
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Stockholders’ equity: |
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Series A convertible preferred stock, $ |
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— |
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Common stock, $ |
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Additional paid-in-capital |
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Accumulated other comprehensive (loss) income |
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Accumulated deficit |
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( |
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( |
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Total stockholders’ equity |
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Total liabilities and stockholders' equity |
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$ |
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$ |
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See notes to the unaudited condensed consolidated financial statements.
1
HTG Molecular Diagnostics, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2022 |
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2021 |
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2022 |
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2021 |
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Product and product-related services revenue |
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$ |
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$ |
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$ |
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$ |
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Operating expenses: |
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Cost of product and product-related services revenue |
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Selling, general and administrative |
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Research and development |
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Total operating expenses |
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Operating loss |
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Other income (expense): |
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Interest expense |
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( |
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( |
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( |
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Interest income |
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Other income |
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— |
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— |
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Gain on forgiveness of PPP Loan |
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— |
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— |
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— |
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Total other income (expense) |
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( |
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( |
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Net loss before income taxes |
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( |
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Provision for income taxes |
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( |
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( |
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( |
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Net loss |
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$ |
( |
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$ |
( |
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$ |
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$ |
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Net loss per share, basic and diluted |
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$ |
( |
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$ |
( |
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$ |
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$ |
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Shares used in computing net loss per share, basic and diluted |
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See notes to the unaudited condensed consolidated financial statements.
2
HTG Molecular Diagnostics, Inc.
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2022 |
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2021 |
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2022 |
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2021 |
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Net loss |
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$ |
( |
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$ |
( |
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$ |
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$ |
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Other comprehensive loss, net of tax effect: |
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Unrealized gain (loss) on short-term investments |
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( |
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Foreign currency translation adjustment |
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( |
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( |
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( |
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( |
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Total other comprehensive income (loss) |
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( |
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( |
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( |
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Comprehensive loss |
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$ |
( |
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$ |
( |
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$ |
( |
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$ |
( |
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See notes to the unaudited condensed consolidated financial statements.
3
HTG Molecular Diagnostics, Inc.
Condensed Consolidated Statements of Changes in Stockholders’ Equity
(Unaudited)
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Three and Nine Months Ended September 30, 2022 |
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Series A Convertible |
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Common Stock |
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Additional |
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Accumulated |
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Accumulated |
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Total |
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Shares |
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Amount |
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Shares |
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Amount |
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Capital |
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Income (Loss) |
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Deficit |
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Equity |
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Balance at January 1, 2022 |
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$ |
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$ |
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$ |
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$ |
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$ |
( |
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$ |
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Stock-based compensation expense |
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— |
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— |
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— |
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— |
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— |
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— |
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Release of restricted stock awards |
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— |
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— |
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( |
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— |
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— |
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— |
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Net share settlement of restricted stock awards |
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— |
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— |
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( |
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( |
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( |
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— |
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— |
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( |
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Employee stock purchase plan expense |
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— |
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— |
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— |
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— |
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— |
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— |
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Issuance of common stock from March 2022 Purchase Agreement, net of approximately $ |
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— |
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— |
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— |
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— |
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Conversion of Series A convertible preferred stock for common stock |
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( |
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( |
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( |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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( |
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Foreign currency translation adjustment |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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( |
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Balance at March 31, 2022 |
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— |
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$ |
— |
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$ |
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$ |
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$ |
( |
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$ |
( |
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$ |
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Stock-based compensation expense |
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— |
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— |
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— |
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— |
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— |
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— |
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Release of restricted stock awards |
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— |
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— |
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( |
) |
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— |
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— |
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— |
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Net share settlement of restricted stock awards |
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— |
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— |
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( |
) |
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( |
) |
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( |
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— |
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— |
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( |
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Employee stock purchase plan expense |
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— |
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— |
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— |
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— |
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— |
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— |
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Stock issued under stock purchase plans |
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— |
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— |
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Exercise of pre-funded warrants |
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— |
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— |
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— |
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— |
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— |
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Issuance costs related to March 2022 Purchase Agreement |
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— |
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— |
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— |
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— |
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( |
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— |
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— |
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( |
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Net loss |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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( |
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Unrealized loss on short-term investments |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
Foreign currency translation adjustment |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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( |
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Balance at June 30, 2022 |
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— |
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$ |
— |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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$ |
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Stock-based compensation expense |
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— |
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