0000950170-24-122726 | 10-Q | XBRL Viewer

Investments

9 Months Ended

Sep. 30, 2024

Investments, Debt and Equity Securities [Abstract]

INVESTMENTS

The following tables summarize the short-term investments held (in thousands):


	September 30, 2024
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Assets
U.S. government securities	$	794	$	2	$	(2	)	$	794
Total	$	794	$	2	$	(2	)	$	794


	December 31, 2023
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Assets
Commercial paper	$	6,407	$	1	$	(1	)	$	6,407
U.S. government securities		8,938		6		(1	)		8,943
Corporate debt securities		2,237		1		—			2,238
Total	$	17,582	$	8	$	(2	)	$	17,588

As of September 30, 2024 and December 31, 2023, all short-term investments held by the Company had remaining contractual maturities of one year or less.

As of September 30, 2024 and December 31, 2023, the Company reviewed its investment portfolio for declines in fair value below the amortized cost basis to determine whether the impairment, if any, is due to credit-related or other factors. In determining whether the decline in fair value of these securities was related to a credit loss, the Company evaluated whether it intended to sell the security and whether it was more likely than not that the Company would be required to sell the security before recovering its amortized cost basis. During the three and nine months ended September 30, 2024 and 2023, the Company concluded that there were no impairments related to credit losses for its investments in securities.

Assets Held for Sale and Discontinued Operations - Summary of Carrying Amounts of Major Classes of Assets and Liabilities of Discontinued Operations (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Total current assets of discontinued operations	$ 44	$ 890
Current liabilities:
Total current liabilities of discontinued operations	78	868
Eton
Current assets:
Accounts receivable, net of allowance for credit losses of $0 and $90 at September 30, 2024 and December 31, 2023, respectively	0	575
Inventory, net	0	315
Prepaid expenses and other current assets	44	0
Total current assets of discontinued operations	44	890
Property and equipment, net	0	1,002
Right-of-use assets	0	1,331
Other long-term assets	0	53
Other intangible assets, net	0	393
Total assets of disposal group held for sale	44	3,669
Current liabilities:
Accounts payable	0	119
Accrued employee expenses	0	314
Operating lease liability, current portion	0	320
Other current liabilities	78	115
Total current liabilities of discontinued operations	78	868
Operating lease liability, net of current portion	0	1,050
Total liabilities of discontinued operations	78	1,918
Net assets of discontinued operations	$ (34)	$ 1,751

Stock-Based Compensation

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

13.

STOCK-BASED COMPENSATION

For the three months ended September 30, 2024 and 2023 and the nine months ended September 30, 2024 and 2023, the Company recorded stock-based compensation expense of approximately $0.6 million, $1.2 million, $2.2 million and $3.3 million, respectively. No income tax benefit was recognized in the accompanying condensed consolidated statements of operations and comprehensive loss for the Company’s equity incentive plan.

The Company’s board of directors approved the adoption of the SGI-DNA, Inc. 2019 Stock Plan (the 2019 Plan) in March 2019. The 2019 Plan permitted the Company to grant options and restricted stock units for up to 308,011 shares of the Company’s common stock. On March 3, 2021, the Company’s board of directors and stockholders approved the termination of the 2019 Plan and the adoption of the 2021 Equity Incentive Plan (the 2021 Plan), and 333,334 shares of common stock were reserved for issuance under the 2021 Plan.

In June 2021, the Company established the 2021 Stock Incentive Plan (the 2021 SIP). The 2021 SIP became effective on the effective date of the IPO, at which time the Company ceased granting awards under the 2021 Plan. The 2021 SIP allows the Company’s board of directors or its compensation committee to grant equity-based awards to the Company’s employees, directors and consultants. A total of 194,445 shares of common stock were initially reserved for issuance under the 2021 SIP, plus the number of shares (not to exceed 136,665 shares) consisting of (i) the shares of common stock that were available for the issuance of awards under the 2021 SIP at the time the 2021 SIP became effective, which ceased to be available for future issuance under the 2021 Plan at such time and (ii) any shares subject to outstanding options or other share awards that were granted under the 2019 Plan and the 2021 Plan that terminate or expire prior to exercise or settlement; are forfeited because of the failure to vest; or are reacquired or withheld (or not issued) to satisfy a tax withholding obligation or the purchase or exercise price. In addition, the number of shares reserved and available for issuance under the 2021 SIP automatically increases, beginning on January 1, 2022 and on each January 1 thereafter by the lesser of (i) 875,000 shares, (ii) 5% of the outstanding number of shares of common stock on the immediately preceding December 31, or (iii) such lesser number of shares as determined by the Company’s board of directors or a designated committee thereof. As of September 30, 2024, the number of shares of common stock reserved for issuance under the 2021 SIP was 190,714.

Stock option activity under the 2019 Plan, the 2021 Plan and the 2021 SIP for the nine months ended September 30, 2024 is as follows:


	Number of options			Weighted-average exercise price		Weighted-average remaining contractual term (in years)		Aggregate intrinsic value (in thousands)
Balances at December 31, 2023		314,757		$	34.22		8.5	$	1
Options granted		60,479			5.88
Options exercised		(480	)		7.02
Options cancelled		(83,573	)		28.56
Balances at September 30, 2024		291,183		$	30.00		8.0	$	—
Vested and expected to vest at September 30, 2024		282,207		$	30.29		8.0	$	—
Exercisable at September 30, 2024		157,517		$	40.65		7.4	$	—

There were 60,479 options granted during the nine months ended September 30, 2024. The weighted-average grant date calculated fair value of options granted during the nine months ended September 30, 2024 was $3.28 per share. The aggregate intrinsic value of options exercised during the nine months ended September 30, 2024 and 2023 was $2 thousand and $107 thousand, respectively.

The calculated value of option grants during the nine months ended September 30, 2024 was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions:


		Nine Months Ended
		September 30, 2024
Risk free interest rate		4.3%
Expected dividend yield		—%
Expected term		5.8 years
Expected volatility		55.0%

The Company has granted restricted stock units with vesting based conditions. Unvested shares of restricted common stock may not be sold or transferred by the holder. They are legally issued and outstanding. These restrictions lapse accordingly to the time-based vesting of each award.

A summary of the restricted stock unit activity during the nine months ended September 30, 2024 is as follows:


	Restricted Stock Units			Weighted-Average Grant Date Fair Value
Unvested at December 31, 2023		32,741		$	48.26
Granted		57,934			4.78
Vested		(14,676	)		43.74
Cancelled		(14,228	)		34.86
Unvested at September 30, 2024		61,771		$	11.64

Effective in connection with the IPO, the Company established the 2021 Employee Stock Purchase Plan (the ESPP). The maximum number of shares of common stock that may be issued under the ESPP was initially 19,445. Additionally, the number of shares reserved and available for issuance under the ESPP automatically increases each January 1, beginning on January 1, 2022 and each January 1 thereafter, by the lesser of (i) 58,334 shares of common stock, (ii) 1% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or (iii) such smaller number of shares of common stock as the Company’s board of directors may designate. As of September 30, 2024, the number of shares of common stock that may be issued under the ESPP is 45,060.

For the nine months ended September 30, 2024, 3,436 shares of common stock were issued under the ESPP.

The Company recorded stock-based compensation expense in the following award type categories included within the condensed consolidated statements of operations and comprehensive loss as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Stock options	$	504	$	954	$	1,757	$	2,705
Restricted stock units		62		169		434		561
Employee stock purchase plan		—		33		10		81
Total	$	566	$	1,156	$	2,201	$	3,347

The Company recorded stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations and comprehensive loss as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Research and development	$	96	$	178	$	281	$	637
Sales and marketing		9		88		30		321
General and administrative		461		890		1,890		2,389
Total	$	566	$	1,156	$	2,201	$	3,347

As of September 30, 2024, total unrecognized stock-based compensation expense related to unvested stock-based awards was $1.7 million, which is expected to be recognized over a weighted-average period of 1.9 years.

Inventory - Narrative (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
Inventory - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Inventory reserve	$ 1.9	$ 0.8

Leases - Narrative (Details)		1 Months Ended		6 Months Ended		9 Months Ended	102 Months Ended
Leases - Narrative (Details)	Jul. 31, 2024 USD ($)	Jan. 31, 2024 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2024 USD ($)	Jun. 30, 2024 USD ($)	Sep. 30, 2024 USD ($) Lease	Jul. 05, 2033 USD ($)	Sep. 30, 2022
Lessee, Lease, Description [Line Items]
Number of outstanding leases \| Lease						4
2024 Second Amendment
Lessee, Lease, Description [Line Items]
Lease Expiration Date	Dec. 31, 2024
2024 Second Amendment \| Forecast
Lessee, Lease, Description [Line Items]
Operating lease, base rent				$ 600,000			$ 100,000
2024 Amendment
Lessee, Lease, Description [Line Items]
Increase (decrease) in security deposit	$ 300,000
10431 Wateridge Circle
Lessee, Lease, Description [Line Items]
Renovation price per unit (in USD per square foot)			$ 185
Renovation price			12,300,000
Additional allowance, up to (in USD per square foot)			10
Additional allowance, up to			700,000
Annual Lease Payments			$ 3,900,000
Annual rent increase (as a percent)			3.00%
Options to extend			one
Extension (in years)			5 years
Term of contract (in years)								10 years 3 months
10421 and 10431 Wateridge Circle
Lessee, Lease, Description [Line Items]
Operating lease, base rent						$ 400,000
10421 and 10431 Wateridge Circle \| 2024 First Amendment
Lessee, Lease, Description [Line Items]
Security deposit		$ 400,000
Operating lease, base rent		$ 500,000			$ 1,500,000
Minimum
Lessee, Lease, Description [Line Items]
Term of leases						3 months
Maximum
Lessee, Lease, Description [Line Items]
Term of leases						9 years
Maximum \| Short Term Lease
Lessee, Lease, Description [Line Items]
Term of leases						1 year

Net Loss Per Share - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Numerator:
Net loss from continuing operations	$ (6,182)	$ (9,905)	$ (25,653)	$ (28,304)
Net loss from discontinued operations	(460)	(726)	(2,211)	(1,733)
Less: Redeemable Convertible Preferred Stock Dividends	(615)	(568)	(1,796)	(721)
Net loss attributable to common stockholders	$ (7,257)	$ (11,199)	$ (29,660)	$ (30,758)
Denominator:
Weighted average common stock outstanding - basic (in shares)	1,772,663	1,663,710	1,724,794	1,655,318
Weighted average common stock outstanding - diluted (in shares)	1,772,663	1,663,710	1,724,794	1,655,318
Net loss per share from continuing operations attributable to common stockholders-basic (in USD per share)	$ (3.83)	$ (6.29)	$ (15.91)	$ (17.53)
Net loss per share from continuing operations attributable to common stockholders-diluted (in USD per share)	(3.83)	(6.29)	(15.91)	(17.53)
Net loss per share from discontinued operations attributable to common stockholders-basic (in USD per share)	(0.26)	(0.44)	(1.28)	(1.05)
Net loss per share from discontinued operations attributable to common stockholders-diluted (in USD per share)	(0.26)	(0.44)	(1.28)	(1.05)
Net loss per share attributable to common stockholders - basic (in USD per share)	(4.09)	(6.73)	(17.2)	(18.58)
Net loss per share attributable to common stockholders - diluted (in USD per share)	$ (4.09)	$ (6.73)	$ (17.2)	$ (18.58)

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' (Deficit) Equity - USD ($) $ in Thousands	Total	Redeemable Convertible Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Balance at beginning of period (in shares) at Dec. 31, 2022			1,647,061
Balance at beginning of period at Dec. 31, 2022	$ 46,565			$ 160,309	$ (113,741)	$ (3)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)			966
Issuance of common stock upon exercise of stock options	12			12
Vesting of restricted stock units (in shares)			1,890
Stock-based compensation expense	1,156			1,156
Unrealized gain (loss) on available-for-sale short-term investments	5					5
Net loss	(11,119)				(11,119)
Balance at end of period (in shares) at Mar. 31, 2023			1,649,917
Balance at end of period at Mar. 31, 2023	36,619			161,477	(124,860)	2
Balance at end of period (in shares) at Mar. 31, 2023		0
Balance at end of period at Mar. 31, 2023		$ 0
Balance at beginning of period (in shares) at Dec. 31, 2022			1,647,061
Balance at beginning of period at Dec. 31, 2022	46,565			160,309	(113,741)	(3)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Unrealized gain (loss) on available-for-sale short-term investments	4
Foreign currency translation gain (loss)	(16)
Net loss	(30,037)
Balance at end of period (in shares) at Sep. 30, 2023			1,665,619
Balance at end of period at Sep. 30, 2023	17,768			161,561	(143,778)	(15)
Balance at end of period (in shares) at Sep. 30, 2023		280,000
Balance at end of period at Sep. 30, 2023		$ 28,721
Balance at beginning of period (in shares) at Mar. 31, 2023			1,649,917
Balance at beginning of period at Mar. 31, 2023	36,619			161,477	(124,860)	2
Balance at beginning of period (in shares) at Mar. 31, 2023		0
Balance at beginning of period at Mar. 31, 2023		$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)			2,877
Issuance of common stock upon exercise of stock options	46			46
Issuance of common stock upon exercise of ESPP	126			126
Issuance of common stock upon exercise of ESPP (in shares)			6,019
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares)		280,000
Issuance of redeemable convertible preferred stock, net of issuance costs		$ 18,410
Issuance of warrants, net of issuance costs	8,122			8,122
Redeemable convertible preferred stock dividends	(153)	153		(153)
Accretion of preferred stock		$ 9,590
Accretion of preferred stock	(9,590)			(9,590)
Vesting of restricted stock units (in shares)			3,438
Stock-based compensation expense	1,035			1,035
Unrealized gain (loss) on available-for-sale short-term investments	(2)					(2)
Net loss	(8,287)				(8,287)
Balance at end of period (in shares) at Jun. 30, 2023			1,662,251
Balance at end of period at Jun. 30, 2023	27,916			161,063	(133,147)
Balance at end of period (in shares) at Jun. 30, 2023		280,000
Balance at end of period at Jun. 30, 2023		$ 28,153
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)			1,959
Issuance of common stock upon exercise of stock options	25			25
Redeemable convertible preferred stock dividends	(568)	$ 568		(568)
Vesting of restricted stock units (in shares)			1,409
Stock-based compensation expense	1,156			1,156
Payment of warrant issuance costs	(115)			(115)
Unrealized gain (loss) on available-for-sale short-term investments	1					1
Foreign currency translation gain (loss)	(16)					(16)
Net loss	(10,631)				(10,631)
Balance at end of period (in shares) at Sep. 30, 2023			1,665,619
Balance at end of period at Sep. 30, 2023	$ 17,768			161,561	(143,778)	(15)
Balance at end of period (in shares) at Sep. 30, 2023		280,000
Balance at end of period at Sep. 30, 2023		$ 28,721
Balance at beginning of period (in shares) at Dec. 31, 2023	1,670,185		1,670,185
Balance at beginning of period at Dec. 31, 2023	$ 238			161,703	(161,465)
Balance at beginning of period (in shares) at Dec. 31, 2023	280,000	280,000
Balance at beginning of period at Dec. 31, 2023	$ 29,300	$ 29,300
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)			480
Issuance of common stock upon exercise of stock options	4			4
Redeemable convertible preferred stock dividends	(585)	$ 585		(585)
Vesting of restricted stock units (in shares)			2,916
Surrender of shares for tax withholding (in shares)			(1,176)
Surrender of shares for tax withholding	(12)			(12)
Stock-based compensation expense	766			766
Unrealized gain (loss) on available-for-sale short-term investments	(4)					(4)
Foreign currency translation gain (loss)	(6)					(6)
Net loss	(8,637)				(8,637)
Balance at end of period (in shares) at Mar. 31, 2024			1,672,405
Balance at end of period at Mar. 31, 2024	$ (8,236)			161,876	(170,102)	(10)
Balance at end of period (in shares) at Mar. 31, 2024		280,000
Balance at end of period at Mar. 31, 2024		$ 29,885
Balance at beginning of period (in shares) at Dec. 31, 2023	1,670,185		1,670,185
Balance at beginning of period at Dec. 31, 2023	$ 238			161,703	(161,465)
Balance at beginning of period (in shares) at Dec. 31, 2023	280,000	280,000
Balance at beginning of period at Dec. 31, 2023	$ 29,300	$ 29,300
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)	480
Unrealized gain (loss) on available-for-sale short-term investments	$ (3)
Foreign currency translation gain (loss)	(2)
Net loss	$ (27,864)
Balance at end of period (in shares) at Sep. 30, 2024	1,772,946		1,772,946
Balance at end of period at Sep. 30, 2024	$ (27,222)			162,112	(189,329)	(5)
Balance at end of period (in shares) at Sep. 30, 2024	280,000	280,000
Balance at end of period at Sep. 30, 2024	$ 31,096	$ 31,096
Balance at beginning of period (in shares) at Mar. 31, 2024			1,672,405
Balance at beginning of period at Mar. 31, 2024	(8,236)			161,876	(170,102)	(10)
Balance at beginning of period (in shares) at Mar. 31, 2024		280,000
Balance at beginning of period at Mar. 31, 2024		$ 29,885
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of ESPP	12			12
Issuance of common stock upon exercise of ESPP (in shares)			3,436
Redeemable convertible preferred stock dividends	(596)	$ 596		(596)
Impact of reverse stock split fractional share round-up (in shares)			85,345
Vesting of restricted stock units (in shares)			10,392
Stock-based compensation expense	869			869
Unrealized gain (loss) on available-for-sale short-term investments	1					1
Net loss	(12,585)				(12,585)
Balance at end of period (in shares) at Jun. 30, 2024			1,771,578
Balance at end of period at Jun. 30, 2024	(20,535)			162,161	(182,687)	(9)
Balance at end of period (in shares) at Jun. 30, 2024		280,000
Balance at end of period at Jun. 30, 2024		$ 30,481
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Redeemable convertible preferred stock dividends	(615)	$ 615		(615)
Vesting of restricted stock units			$ 1,368
Stock-based compensation expense	566			566
Foreign currency translation gain (loss)	4					4
Net loss	$ (6,642)				(6,642)
Balance at end of period (in shares) at Sep. 30, 2024	1,772,946		1,772,946
Balance at end of period at Sep. 30, 2024	$ (27,222)			$ 162,112	$ (189,329)	$ (5)
Balance at end of period (in shares) at Sep. 30, 2024	280,000	280,000
Balance at end of period at Sep. 30, 2024	$ 31,096	$ 31,096

Stockholders' (Deficit) Equity

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

STOCKHOLDERS' (DEFICIT) EQUITY

10.

STOCKHOLDERS’ (DEFICIT) EQUITY

The Company’s common stock began trading on Nasdaq under the ticker symbol “DNAY” on June 18, 2021. The Company has since changed its ticker symbol to “TBIO” in connection with its name change to Telesis Bio Inc. The Company is authorized to issue 100,000,000 shares of common stock and 5,000,000 shares of preferred stock. The par value of common and preferred stock is $0.0001 per share. On September 30, 2024, the Company’s common stock was suspended from trading on Nasdaq due to noncompliance with the Nasdaq’s minimum total stockholders’ equity requirement, and began trading on the OTC Pink market, under the symbol “TBIO” (see Note 1).

The Company is authorized to issue 100,000,000 shares of common stock and 5,000,000 shares of preferred stock. The par value of common and preferred stock is $0.0001 per share.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Total	$ 7,175	$ 8,818
Less: Accumulated depreciation and amortization	(3,083)	(2,520)
Total property and equipment, net	4,092	6,298
Machinery and equipment
Property, Plant and Equipment [Line Items]
Total	4,621	4,597
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total	211	908
Computer hardware and software
Property, Plant and Equipment [Line Items]
Total	2,164	2,395
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total	124	332
Construction in progress
Property, Plant and Equipment [Line Items]
Total	$ 55	$ 586

Investments (Tables)

9 Months Ended

Sep. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Summary of Short-Term Investments

The following tables summarize the short-term investments held (in thousands):


	September 30, 2024
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Assets
U.S. government securities	$	794	$	2	$	(2	)	$	794
Total	$	794	$	2	$	(2	)	$	794


	December 31, 2023
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Assets
Commercial paper	$	6,407	$	1	$	(1	)	$	6,407
U.S. government securities		8,938		6		(1	)		8,943
Corporate debt securities		2,237		1		—			2,238
Total	$	17,582	$	8	$	(2	)	$	17,588

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Stockholders' (Deficit) Equity (Details) - $ / shares	Sep. 30, 2024	May 09, 2024	Dec. 31, 2023
Subsidiary, Sale of Stock [Line Items]
Common stock, shares authorized (in shares)	100,000,000	100,000,000	100,000,000
Redeemable convertible preferred stock, preferred stock, shares authorized (in shares)	280,000		280,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Preferred Stock
Subsidiary, Sale of Stock [Line Items]
Redeemable convertible preferred stock, preferred stock, shares authorized (in shares)	5,000,000		5,000,000
Redeemable convertible preferred stock, preferred stock, par value (in dollars per share)	$ 0.0001		$ 0.0001

Leases - Minimum Future Lease Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Operating
2024 (remaining three months)	$ 1,893
2025	1,325
2026	1,364
2027	1,405
2028	1,447
Thereafter	7,098
Total future minimum lease payments	14,532
Less: Imputed interest	(4,656)
Present value of lease liability	9,876
Less: Current portion of lease liability	(2,021)	$ (1,390)
Non-current portion of lease liability	7,855	26,092
Finance
2024 (remaining three months)	80
2025	192
2026	151
2027	93
2028	93
Thereafter	66
Total future minimum lease payments	675
Less: imputed interest	(97)
Present value of operating lease liability	578
Less: current portion of lease liability	(184)	(112)
Non-current portion of lease liability	$ 394	$ 147

Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

In 2019, SGI sold SGI-DNA to GATTACA Mining, LLC. As part of the transaction, the Company acquired its intangible assets with resulting goodwill. The goodwill carries a fair value of approximately $3.5 million. In connection with the Eton acquisition in November 2021, the excess of the purchase price over the fair value of the net identifiable tangible and intangible assets acquired was assigned to goodwill at a fair value of $11.4 million.

The Company currently has one reporting unit. Prior to the sale of Eton, the Company had two reporting units: Telesis Bio and Eton. Goodwill is tested quantitatively for impairment at the reporting unit level annually in the fourth quarter, or more frequently when events or changes in circumstances indicate that the asset might be impaired. During the fourth quarter of 2023, the decrease to the Company’s market capitalization, measured as the price of the Company’s common stock multiplied by common shares outstanding, and the early repayment of $15.0 million under the 2022 Term Loan Agreement led the Company to conclude it was more likely than not that the fair value of one or more reporting units was below its carrying amount. A quantitative goodwill assessment was then performed for both of the Company's reporting units using a combination of techniques, including an income

approach and a market-based approach. Based on the results of the quantitative goodwill assessment for the Eton reporting unit, the Company recorded an impairment charge of $11.4 million to reduce that reporting unit's carrying amount of goodwill to zero. Based on the results of the quantitative goodwill assessment for the Telesis Bio reporting unit, there was no impairment to that reporting unit's goodwill balance of $3.5 million as of December 31, 2023. Should the market value of the Company’s common stock decline, additional impairment charges may be recorded in the future. For the three and nine months ended September 30, 2024 and 2023, the Company did not record any impairment of goodwill.

Other Intangible Assets

Other intangible assets acquired in the sale of SGI-DNA to GATTACA Mining, LLC include the rights to technology and the SGI-DNA trade name. The technology was valued at approximately $3.2 million with a seven-year useful life. The Company evaluated its other intangible assets and concluded that there was no impairment during the three and nine months ended September 30, 2024 and 2023.

Other intangible assets, net consisted of the following (in thousands):


	September 30, 2024
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Intellectual property	$	3,150	$	(2,512	)	$	638
Total	$	3,150	$	(2,512	)	$	638


	December 31, 2023
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Intellectual property	$	3,150	$	(2,176	)	$	974
Total	$	3,150	$	(2,176	)	$	974

Amortization expense for each of the three months ended September 30, 2024 and 2023 was approximately $0.1 million, and amortization expense for each of the nine months ended September 30, 2024 and 2023 was approximately $0.3 million.

The following table summarizes the estimated future amortization expense of the intangible assets as of September 30, 2024 (in thousands):


Years ending December 31:	Amortization of Intangible Assets
2024 (remaining three months)	$	113
2025		450
2026		75
Total	$	638

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Share-based Payment Arrangement, Option, Activity

Stock option activity under the 2019 Plan, the 2021 Plan and the 2021 SIP for the nine months ended September 30, 2024 is as follows:


	Number of options			Weighted-average exercise price		Weighted-average remaining contractual term (in years)		Aggregate intrinsic value (in thousands)
Balances at December 31, 2023		314,757		$	34.22		8.5	$	1
Options granted		60,479			5.88
Options exercised		(480	)		7.02
Options cancelled		(83,573	)		28.56
Balances at September 30, 2024		291,183		$	30.00		8.0	$	—
Vested and expected to vest at September 30, 2024		282,207		$	30.29		8.0	$	—
Exercisable at September 30, 2024		157,517		$	40.65		7.4	$	—

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions

The calculated value of option grants during the nine months ended September 30, 2024 was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions:


		Nine Months Ended
		September 30, 2024
Risk free interest rate		4.3%
Expected dividend yield		—%
Expected term		5.8 years
Expected volatility		55.0%

Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity

A summary of the restricted stock unit activity during the nine months ended September 30, 2024 is as follows:


	Restricted Stock Units			Weighted-Average Grant Date Fair Value
Unvested at December 31, 2023		32,741		$	48.26
Granted		57,934			4.78
Vested		(14,676	)		43.74
Cancelled		(14,228	)		34.86
Unvested at September 30, 2024		61,771		$	11.64

Summary of Share-based Compensation Expense


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Stock options	$	504	$	954	$	1,757	$	2,705
Restricted stock units		62		169		434		561
Employee stock purchase plan		—		33		10		81
Total	$	566	$	1,156	$	2,201	$	3,347

The Company recorded stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations and comprehensive loss as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Research and development	$	96	$	178	$	281	$	637
Sales and marketing		9		88		30		321
General and administrative		461		890		1,890		2,389
Total	$	566	$	1,156	$	2,201	$	3,347

Notes Payable - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
Principal amount of notes payable	$ 5,850	$ 5,000
Less: Current portion of notes payable	0	0
Notes payable, net of current portion	5,850	5,000
Accrued interest	146	100
Final debt payment liability	0	750
Debt discount and financing costs, net of accretion	(159)	(581)
Notes payable, net of discount and current portion	$ 5,837	$ 5,269

- Definition

Amount of unamortized debt discount (premium) and debt issuance costs.

+ References + Details

Fair Value Measurement

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENT

The following tables summarize the fair values of the Company’s assets and liabilities on the condensed consolidated balance sheets which comprise money market funds, commercial paper, U.S. government securities, corporate debt securities and the contingent put option liability (in thousands):


	Fair value measurements as of September 30, 2024
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	2,687	$	—	$	—	$	2,687
U.S. government securities		—		794		—		794
Total	$	2,687	$	794	$	—	$	3,481


	Fair value measurements as of December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	6	$	—	$	—	$	6
Commercial paper		—		6,407		—		6,407
U.S. government securities		—		8,943		—		8,943
Corporate debt securities		—		2,238		—		2,238
Total	$	6	$	17,588	$	—	$	17,594

Liabilities
Contingent put option liability	$	—	$	—	$	36	$	36
Total	$	—	$	—	$	36	$	36

During the nine months ended September 30, 2024 and the year ended December 31, 2023, there were no transfers between Level 1, Level 2 and Level 3.

Contingent Put Option Liability

The contingent put option liability consists of the fair value of the contingent interest feature and acceleration clause (contingent put option) under the 2022 Term Loan Agreement (see Note 9). The fair value of the contingent put option liability was based on significant inputs not observable in the market, which represent a Level 3 measurement within the fair value hierarchy. The Company’s valuation of the contingent put option liability utilized a risk-neutral valuation model wherein the fair value of the underlying debt facility is estimated, both with and without the presence of the default provisions, holding all other assumptions constant. The Company assesses these assumptions and estimates each reporting period as additional information impacting the assumptions are obtained. Changes in the fair value of the contingent put option liability are recognized in other (expense) income, net as part of the change in fair value of derivative liabilities in the condensed consolidated statements of operations and comprehensive loss. The significant inputs not observable in the market consist of the adjusted market rate of debt and the probability of default. As

of December 31, 2023, the adjusted market rate of debt was 12.48%, and the probability of default was 45%. A significant change in those inputs could cause a significant change in valuation.

The contingent put option liability was extinguished when the 2022 Term Loan Agreement was terminated in July 2024 and the loan fully repaid in connection with the Company entering into the July 2024 Shareholder Notes (see Note 9).

The following tables provide a rollforward of the aggregate fair value of the Company’s derivative liabilities for which fair value is determined using Level 3 inputs (in thousands):


	Contingent Put Option Liability
Fair value at December 31, 2023	$	36
Extinguishment of derivative liability		(36	)
Fair value at September 30, 2024	$	—


	Contingent Put Option Liability
Fair value at December 31, 2022	$	367
Change in fair value		(326	)
Fair value at September 30, 2023	$	41

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 457	$ 1,711
Work in process and subassemblies	16	1,031
Finished goods	626	968
Total	$ 1,099	$ 3,710

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	19. SUBSEQUENT EVENTS In November 2024, the Company entered into promissory notes (the November 2024 Shareholder Notes) with two shareholders, the same Lenders described in Note 9, pursuant to which the aggregate principal amount borrowed under the November 2024 Shareholder Notes was $3.0 million. The November 2024 Shareholder notes bear interest at the rate of 12.00% per annum, with all principal and interest due on January 15, 2026.

Retirement Plan	9 Months Ended
Retirement Plan	Sep. 30, 2024
Retirement Benefits [Abstract]
RETIREMENT PLAN	16. RETIREMENT PLAN The Company has a retirement saving plan (the 401(k) Plan) that allows participating employees to defer a portion of their annual compensation on a pretax basis. The Company made no contributions to the 401(k) Plan for the nine months ended September 30, 2024 and 2023.

Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Amortization of debt discount, related-party amounts	$ 142	$ 692
Related Party [Member]
Amortization of debt discount, related-party amounts	$ 23	$ 0

Retirement Plan (Details) - USD ($) $ in Thousands	9 Months Ended
Retirement Plan (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023
Retirement Benefits [Abstract]
Contribution costs	$ 0	$ 0

Organization Operations and Liquidity (Details) - USD ($)		1 Months Ended		9 Months Ended
	Aug. 09, 2022	Jun. 30, 2023	Jun. 30, 2021	Sep. 30, 2023	Sep. 30, 2024	Jul. 31, 2024	Dec. 31, 2023	Nov. 24, 2023	Nov. 03, 2023	Dec. 31, 2021
Business Acquisition [Line Items]
Accumulated deficit					$ (189,329,000)		$ (161,465,000)
Net proceeds from sale of preferred stock and warrants		$ 26,400,000
July 2024 Shareholder Notes
Business Acquisition [Line Items]
Repayment obligation						$ 5,850,000
2022 Term Loan Agreements
Business Acquisition [Line Items]
Debt drew down	$ 20,000,000
Debt repayment obligation				$ 21,700,000				$ 15,000,000	$ 15,000,000
Exit fee percentage				5.50%
Prepayment premium percentage				3.00%
Repayment obligation					20,000,000
Pfizer
Business Acquisition [Line Items]
Upfront payment					0		$ 0
Pfizer \| License
Business Acquisition [Line Items]
Upfront payment					8,000,000					$ 8,000,000
Milestone payments to be received					$ 7,500,000					$ 7,500,000
IPO
Business Acquisition [Line Items]
Net proceeds from issuance of shares of common stock in initial public offering			$ 112,500,000

Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Finance lease cost:
Amortization of finance lease right-of-use assets	$ 100	$ 34
Interest on finance lease liabilities	18	8
Operating lease costs	2,950	2,929
Variable lease cost	1,012	740
Short term lease cost	9	146
Lease costs included in discontinued operations	552	839
Total lease cost	$ 4,641	$ 4,696

Inventory (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventory

The components of inventory are as follows at September 30, 2024 and December 31, 2023 (in thousands):


	September 30, 2024		December 31, 2023
Raw materials	$	457	$	1,711
Work in process and subassemblies		16		1,031
Finished goods		626		968
Total	$	1,099	$	3,710

Net Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Numerator:
Net loss from continuing operations	$	(6,182	)	$	(9,905	)	$	(25,653	)	$	(28,304	)
Net loss from discontinued operations		(460	)		(726	)		(2,211	)		(1,733	)
Less: Redeemable Convertible Preferred Stock Dividends		(615	)		(568	)		(1,796	)		(721	)
Net loss attributable to common stockholders	$	(7,257	)	$	(11,199	)	$	(29,660	)	$	(30,758	)
Denominator:
Weighted-average common stock outstanding - basic and diluted		1,772,663			1,663,710			1,724,794			1,655,318
Net loss per share from continuing operations attributable to common stockholders—basic and diluted	$	(3.83	)	$	(6.29	)	$	(15.91	)	$	(17.53	)
Net loss per share from discontinued operations attributable to common stockholders—basic and diluted	$	(0.26	)	$	(0.44	)	$	(1.28	)	$	(1.05	)
Net loss per share attributable to common stockholders - basic and diluted	$	(4.09	)	$	(6.73	)	$	(17.20	)	$	(18.58	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The Company excluded the following potential shares of common stock from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect:


	September 30,
	2024		2023
Stock options to purchase common stock		291,183		337,187
Restricted stock units that vest into common stock		61,771		30,870
Shares issuable under employee stock purchase plan		—		5,739
Warrants to purchase common stock		1,022,352		1,007,067
Redeemable Convertible Preferred Stock (as converted to common stock)		730,978		675,166
Total		2,106,284		2,056,029

Collaboration

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

COLLABORATION

17.

COLLABORATION

In December 2021, the Company entered into a Research Collaboration and License Agreement (Pfizer Agreement) with Pfizer Inc. (Pfizer), pursuant to which the Company agreed to collaborate with Pfizer to further develop the Company's novel enzymatic DNA synthesis technology for Pfizer’s use in its research and development of mRNA-based vaccines and biotherapies. The financial terms of the deal include an upfront payment from Pfizer to the Company, along with success-based technical milestone payments that could be earned in the near term. The Company is also eligible to receive additional milestone payments based on the achievement of specified development, regulatory and commercialization goals associated with any products developed from the application of the Company’s technology developed and licensed under the Pfizer Agreement.

The Company granted Pfizer a non-exclusive, worldwide license to use the Company’s enzymatic DNA synthesis technology for purposes of researching, developing, manufacturing and commercializing pharmaceutical and biopharmaceutical products and a limited-time option to convert such license to exclusive for specific applications.

Under the Pfizer Agreement, Pfizer made an upfront payment of $8.0 million at the time of execution and subsequent milestone payments of $7.5 million. If the Company meets certain additional technical milestones defined in the Pfizer Agreement, the Company will be eligible to receive an additional $2.5 million in near-term milestone payments.

In addition to the upfront payment and technical milestone payments, Pfizer has agreed to make milestone payments to the Company upon the products meeting certain clinical milestones, with each product (other than exclusive products) being eligible for milestone payments up to $20.0 million if it were to meet the applicable clinical milestones and the first exclusive product in each exclusive field being eligible for milestone payments up to $55.0 million if it were to meet the applicable clinical milestones. Pfizer has also agreed to pay the Company up to $60.0 million in sales milestones for products (other than exclusive products) if aggregate net sales of such products meet certain thresholds and up to $180.0 million in sales milestones for exclusive products if aggregate net sales of the exclusive products meet certain thresholds. Provided the Pfizer Agreement remains in place, Pfizer will also pay escalating royalties from a low to mid-fraction of one percent of net sales of all products. Pfizer’s obligations to pay royalties with respect to a product within a country will expire after specific criteria including such product no longer being covered by patent rights licensed to Pfizer by the Company in such country. Royalty payments are subject to reduction after the introduction of a biosimilar product in such country by a third party.

The Company assessed the Pfizer Agreement in accordance with ASC 606, "Revenue from Contracts with Customers," and concluded that Pfizer is a customer based on the agreement's structure. The Company identified a single combined performance obligation under the arrangement for the performance under the research plan, technology transfer between the parties, participation in the Joint Research Committee, research licenses exchanged by the parties and the non-exclusive commercial license. In addition, the Company identified a material right for the option granted to Pfizer to extend the research term by an additional year. The $8.0 million upfront payment represents the transaction price at inception.

The Company determined that the $8.0 million upfront payment represents the entirety of the consideration to be included in the transaction price as of the outset of the arrangement. The potential milestone payments that the Company may have been eligible to receive were initially excluded from the transaction price at the outset of the arrangement because (i) all technical and development milestone payments did not meet the criteria for inclusion using the most-likely amount method and (ii) the Company recognizes as revenue sales-based milestones and royalties when the related sales occur. To date, the Company has achieved technical milestones

associated with the research plan and recognized revenue associated with the milestone achievements totaling $7.5 million. As of September 30, 2024, no other milestones or royalties have been deemed likely to be achieved or have been achieved.

In accordance with ASC 606, the Company allocated the transaction price, comprising the upfront payment of $8.0 million, based on the stand-alone selling price of the combined performance obligation and the material right. Based on management's analysis, the material right was allocated $0.3 million of the transaction price, while the combined performance obligation was allocated $7.7 million of the transaction price.

The $7.7 million of revenue allocated to the combined performance obligation was recognized using the input method based on time elapsed as compared to the research term of 24 months, and the $0.3 million of revenue allocated to the material right was to be recognized over the third year of services performed under the research plan in the event the option to extend the research plan was exercised, or when the option expired in the event the option to extend the research plan was not exercised. During 2022, the option expired unexercised, and the $0.3 million was recognized.

During the three and nine months ended September 30, 2024, the Company did not recognize any revenue related to the Pfizer Agreement. During the three and nine months ended September 30, 2023, the Company recognized $1.0 million and $5.4 million, respectively, of revenue related to the Pfizer Agreement. As of September 30, 2024 and December 31, 2023, there was no deferred revenue related to the Pfizer Agreement.

Organization, Operations, and Liquidity

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION, OPERATIONS, AND LIQUIDITY

Business

Telesis Bio Inc. (the Company) was incorporated in the state of Delaware in March 2011, as Synthetic Genomics Solution, Inc., a wholly owned subsidiary of Synthetic Genomics, Inc. (SGI). The Company changed its name to SGI-DNA, Inc. (SGI-DNA) in February 2013, to Codex DNA, Inc. in March 2020, and then to Telesis Bio Inc. in November 2022. The Company manufactures and sells laboratory equipment, specifically synthetic biology instruments, reagents and associated products and related services, primarily to pharmaceutical and academic laboratories worldwide.

The Company has one wholly owned subsidiary:

•

SGI-DNA Limited is a United Kingdom company focused on sales and marketing activities.

On August 26, 2024, the Company completed the sale of a wholly owned subsidiary, EtonBio Inc., a California corporation (Eton). Eton is a San Diego-based biotech company specializing in synthetic biology products and services, including DNA sequencing and oligo synthesis, for the global academic research, pharmaceutical, and biotechnology industries. Eton also markets DNA prep services and products such as antibodies, peptides, and metabolism assay kits. The Eton business is reflected as a discontinued operation in the condensed consolidated financial statements for all periods presented (see Notes 2 and 18).

Going Concern

Since its inception, the Company has devoted substantially all of its efforts to raising capital, commercializing its current products, and developing new product offerings. The Company is subject to a number of risks similar to those of other companies conducting high-risk, early-stage research and development of products. Principal among these risks are a dependence on key individuals and intellectual property, competition from other products and companies, and the technical risks associated with the successful research, development and manufacturing of its products. The Company’s success is dependent upon its ability to continue to raise additional capital in order to fund ongoing research and development, commercialize its products, generate revenue, meet its obligations, and, ultimately, become profitable.

Products currently under development will require significant additional research and development efforts. These efforts require significant amounts of additional capital, adequate personnel and infrastructure.

Since inception, the Company has incurred cumulative operating losses and negative cash flows from operations. These operating losses and negative cash flows have been financed principally from the issuance of equity securities and debt. In the future, such capital may not be available in sufficient amounts, on terms acceptable to the Company, or at all. Risks to which the Company is exposed include uncertainties related to the ability to achieve revenue-generating products; current and potential competitors with greater financial, technological, production, and marketing resources; dependence on key management personnel; and raising additional capital, as needed.

On September 20, 2024, the Company filed a Form 25 with the Securities and Exchange Commission (SEC) triggering the voluntary withdrawal of its class of securities from listing and registration on the Nasdaq Capital Market (Nasdaq). On September 30, 2024, the Company’s common stock was suspended from trading on Nasdaq due to noncompliance with the Nasdaq’s minimum total stockholders’ equity requirement, and began trading on the OTC Pink market of the OTC Markets Group, Inc., a centralized electronic quotation service for over-the-counter securities, under the symbol “TBIO”. The delisting of the Company’s shares from Nasdaq makes shares of the Company’s common stock less liquid and makes it more difficult for the Company to raise funds when and as needed to fund its operations.

Under Accounting Standards Update (ASU) No. 2014-15, "Presentation of Financial Statements—Going Concern (Subtopic 205-40)," the Company has the responsibility to evaluate whether conditions and/or events raise substantial doubt about its ability to meet its future financial obligations as they become due within one year after the date that its financial statements are issued. The Company has incurred losses and negative cash flows from operations in each year since its inception. As of September 30, 2024, the Company had an accumulated deficit of $189.3 million. In June 2021, the Company received $112.5 million in net proceeds upon completion of its IPO, and in June 2023 received $26.4 million in net proceeds from the sale of preferred stock and warrants. The Company has also received $8.0 million in upfront payments and $7.5 million in milestone payments under its collaboration with Pfizer Inc. (see Note 17). Until such time, if ever, as the Company can generate substantial product revenue and/or collaboration revenue and achieve sustained profitability, the Company expects to finance its cash needs through a combination of equity offerings, collaborations, strategic alliances, licensing arrangements and other sources of funding. On August 9, 2022, the Company entered into (i) a Credit, Security and Guaranty Agreement (the 2022 Term Loan Agreement), with the Company and MidCap Financial Trust, and (ii) a Credit, Security and Guaranty Agreement (the 2022 Revolving Loan Agreement) (the 2022 Revolving Loan Agreement, and together with the 2022 Term Loan Agreement, the 2022 Loan Agreements, and the extensions of credit thereunder are referred to herein as the 2022 Term Loan and the 2022 Revolving Loan, respectively), with MidCap Funding IV Trust (together with MidCap Financial Trust, MidCap). On August 9, 2022, the Company borrowed $20.0 million under the terms of the 2022 Term Loan Agreement. As of September 30, 2023, the Company was not in compliance with the minimum revenue covenants of the 2022 Term Loan Agreement. As a result of this non-compliance, MidCap required the Company to repay $15.0 million in November 2023 under the 2022 Term Loan Agreement and the parties subsequently entered into Amendment No. 3 to Credit Security and Guaranty Agreement (Amendment No. 3) on November 24, 2023, which amended the 2022 Loan Agreements. In July 2024, the Company received approximately $5.85 million pursuant to the July 2024 Shareholder Notes (see Note 9) and repaid in full all outstanding indebtedness and terminated all commitments and obligations under the 2022 Term Loan and the 2022 Revolving Loan with MidCap Financial Trust. The Company intends to seek additional financing, however, the Company may not be able to raise cash on terms acceptable to the Company or at all. There can be no assurance that the Company will be successful in obtaining sufficient additional funding. Financings, if available, may be on terms that are dilutive to stockholders, and the prices at which new investors would be willing to purchase the Company’s securities may be lower than the current price of its common stock. The holders of new securities may also receive rights, preferences or privileges that are senior to those of existing holders of common stock. If additional financing is not available or is not available on acceptable terms, the Company could be forced to delay, limit, reduce or terminate product development or future commercialization efforts or grant rights to develop and market products that the Company would otherwise prefer to develop and market itself. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Based upon the Company’s current level of expenditures, management believes there currently are insufficient financial resources to fund the Company’s operations for at least twelve months from the filing date of this Quarterly Report. The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Reverse Stock Split

On May 2, 2024, the Company filed a Certificate of Amendment (the Reverse Stock Split Amendment) to the Company’s Restated Certificate of Incorporation with the Secretary of State of Delaware to effect a 1-for-18 Reverse Stock Split of the Company's common stock (the Reverse Stock Split), which became effective on May 9, 2024. The Reverse Stock Split Amendment did not reduce the number of authorized shares of common stock, which remains at 100,000,000, and did not change the par value of the common stock, which remains at $0.0001 per share. As a result of the Reverse Stock Split, every eighteen shares of the common stock were combined into one issued and outstanding share of common stock and no fractional shares were issued. Instead, to any holder who would have otherwise been entitled to receive a fractional share of common stock, the Company issued such holder an additional fractional share, such that, when combined with the fractional share otherwise issuable as a result of the Reverse Stock Split, equaled a whole share of common stock.

All share and per share information shown herein has been retroactively adjusted to reflect the effect of the Reverse Stock Split Amendment for all periods presented.

Basis of Presentation

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC and in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP), and include the accounts of the Company and its wholly owned subsidiaries after the elimination of all significant intercompany accounts and transactions. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (ASC) and as amended by the ASUs of the Financial Accounting Standards Board (FASB).

Principle of Consolidation

The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements as of and for the year ended December 31, 2023, and, in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments, necessary for the fair presentation of the Company’s condensed consolidated balance sheet as of September 30, 2024, the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2024 and 2023, condensed consolidated statements of redeemable convertible preferred stock and stockholders’ (deficit) equity for the three and nine months ended September 30, 2024 and 2023 and the condensed consolidated statements of cash flows for the nine months ended September 30, 2024 and 2023.

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the accompanying notes for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 29, 2024 (the Annual Report). The condensed consolidated balance sheet data as of December 31, 2023 presented for comparative purposes was derived from the Company’s audited consolidated financial statements but does not include all disclosures required by U.S. GAAP and Article 8 of Regulation S-X. The results for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of results to be expected for the year ending December 31, 2024, any other interim periods, or any future year or period.

The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2023 included in the Annual Report. Since the date of the audited consolidated financial statements for the year ended December 31, 2023 included in the Annual Report, there have been no changes to its significant accounting policies except as noted below.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of

the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods presented. Key estimates in the consolidated financial statements include the Company’s ability to continue as a going concern, revenue recognition, impairment assessment for goodwill and intangible assets, allowance for credit losses, estimated useful lives of property and equipment, valuation of inventory, accrued expenses, valuation of deferred income tax assets, valuation of derivative liabilities, valuation of preferred stock and warrants, share-based compensation, and accrued warranty are subject to significant estimation. Actual results could differ from those estimates. Making estimates requires management to exercise significant judgment and it is reasonably possible that management's estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed consolidated financial statements could change in the near term due to one of more future confirming events.

Assets Held for Sale and Discontinued Operations

In accordance with ASC 205-20, “Presentation of Financial Statements: Discontinued Operations,” a disposal of a component of an entity or a group of components of an entity is required to be reported as discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. In the period in which the component meets held-for-sale or discontinued operations criteria the major current assets, non-current assets, current liabilities, and non-current liabilities shall be reported as components of total assets and liabilities separate from those balances of the continuing operations. At the same time, the results of all discontinued operations, less applicable income taxes, shall be reported as components of net loss separate from the net loss of continuing operations.

The Company's Eton business met the definition of a discontinued operation as of June 30, 2024. On August 14, 2024, the Company entered into a Stock Purchase Agreement for the sale of the Eton subsidiary. On August 26, 2024, the Company completed the transaction. Upon closing of the sale, the Company deconsolidated the assets and liabilities of Eton. Accordingly, the Company has classified the results of Eton as discontinued operations in its unaudited condensed consolidated statements of operations and comprehensive loss for all periods presented. All assets and liabilities associated with Eton have been classified as assets and liabilities of discontinued operations in the unaudited condensed consolidated balance sheets for the periods presented. All amounts included in the notes to the unaudited condensed consolidated financial statements relate to continuing operations unless otherwise noted. For additional information, see Note 18, “Assets Held for Sale and Discontinued Operations”.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current presentation. The Company separately presented interest income and interest expense that had previously been combined as “Interest expense, net” on the condensed consolidated statement of operations and comprehensive loss for the three and nine months ended September 30, 2023. The Company also separately presented the provision for credit losses line on the condensed consolidated statement of cash flows, which had previously been combined with the change in accounts receivable. These reclassifications had no impact on net loss for the three and nine months ended September 30, 2023 or net cash used in operating activities for the nine months ended September 30, 2023.

Restricted Cash

In accordance with ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash," the Company explains the change during the period in the total of cash, cash equivalents and restricted cash, and includes restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the condensed consolidated statements of cash flows.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheet dates that comprise the total of the same such amounts shown in the condensed consolidated statements of cash flows for all periods presented herein (in thousands):


	September 30, 2024		December 31, 2023
Cash and cash equivalents	$	3,720	$	1,570
Restricted cash		100		175
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$	3,820	$	1,745

Accounts Receivable

Accounts receivable are composed of amounts due from third-party payors recorded at the invoice amount and do not bear interest. The Company reports accounts receivable net of estimated contractual adjustments and any allowance for credit losses. The Company reviews accounts receivable on an ongoing basis to determine collectability. The Company maintains an allowance for credit losses based on its assessment of the collectability of the amounts owed to the Company by its customers. The Company considers the following in determining the level of allowance required: its customer’s payment history, the age of the receivable, the credit quality of its customers, the general financial condition of its customer base and other factors that may affect the customers’ ability to pay. The Company writes off accounts against the allowance for credit losses when they are deemed to be uncollectible. Net accounts receivable amounted to $1.3 million and $5.4 million as of September 30, 2024 and December 31, 2023, respectively. Net accounts receivable include an allowance for credit losses of $0.3 million and $1.2 million at September 30, 2024 and December 31, 2023, respectively, for those accounts deemed uncollectible by the Company. The allowance for credit losses consisted of the following activity (in thousands):


Allowance for credit losses at December 31, 2023	$	1,197
Provision for credit losses		205
Write-offs		(1,082	)
Allowance for credit losses at September 30, 2024	$	320


Allowance for credit losses at December 31, 2022	$	311
Provision for credit losses		569
Write-offs		—
Allowance for credit losses at September 30, 2023	$	880

Inventory

Inventory includes material, labor and overhead and is stated at the lower of cost (first-in, first-out method) or net realizable value

Recent Accounting Pronouncements Adopted and Not Yet Adopted

Recent Accounting Pronouncements Not Yet Adopted

In October 2023, the FASB issued ASU 2023-06, "Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative." This standard was issued in response to the SEC’s disclosure update and simplification initiative, which affects a variety of topics within the ASC. The amendments apply to all reporting entities within the scope of the affected topics unless otherwise indicated. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is currently evaluating the impact this guidance will have on its condensed consolidated financial statement disclosures.

In November 2023, the FASB issued ASU 2023-07, "Improvements to Reportable Segment Disclosures (Topic 280)." This standard requires the Company to disclose significant segment expenses that are regularly provided to the Chief Operating Decision Maker (CODM) and are included within each reported measure of segment operating results. The standard also requires the Company to disclose the total amount of any other items included in segment operating results, which were not deemed to be significant expenses for separate disclosure, along with a qualitative description of the composition of these other items. In addition, the standard also requires disclosure of the CODM’s title and position, as well as detail on how the CODM uses the reported measure of segment operating results to evaluate segment performance and allocate resources. The standard also aligns interim segment reporting

disclosure requirements with annual segment reporting disclosure requirements. This standard is effective for annual financial reporting in fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. The Company is currently evaluating the potential impact that this new standard will have on its condensed consolidated financial statement disclosures.

In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures (Topic 740)." This standard requires the Company to provide further disaggregated income tax disclosures for specific categories on the effective tax rate reconciliation, as well as additional information about federal, state/local and foreign income taxes. The standard also requires the Company to annually disclose its income taxes paid (net of refunds received), disaggregated by jurisdiction. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The standard is to be applied on a prospective basis, although optional retrospective application is permitted. The Company is currently evaluating the impact this guidance will have on its condensed consolidated financial statement disclosures.

Fair Value Measurement - Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Assets
Fair Value	$ 794	$ 17,588
Corporate debt securities
Assets
Fair Value		2,238
Fair Value, Recurring
Assets
Total	3,481	17,594
Liabilities
Total		36
Fair Value, Recurring \| Contingent put option liability
Liabilities
Derivative liability		36
Fair Value, Recurring \| Corporate debt securities
Assets
Fair Value		2,238
Fair Value, Recurring \| Money market funds
Assets
Derivative asset	2,687	6
Fair Value, Recurring \| Commercial paper
Assets
Fair Value		6,407
Fair Value, Recurring \| U.S. government securities
Assets
Fair Value	794	8,943
Fair Value, Recurring \| Level 1
Assets
Total	2,687	6
Liabilities
Total		0
Fair Value, Recurring \| Level 1 \| Contingent put option liability
Liabilities
Derivative liability		0
Fair Value, Recurring \| Level 1 \| Corporate debt securities
Assets
Fair Value		0
Fair Value, Recurring \| Level 1 \| Money market funds
Assets
Derivative asset	2,687	6
Fair Value, Recurring \| Level 1 \| Commercial paper
Assets
Fair Value		0
Fair Value, Recurring \| Level 1 \| U.S. government securities
Assets
Fair Value	0	0
Fair Value, Recurring \| Level 2
Assets
Total	794	17,588
Liabilities
Total		0
Fair Value, Recurring \| Level 2 \| Contingent put option liability
Liabilities
Derivative liability		0
Fair Value, Recurring \| Level 2 \| Corporate debt securities
Assets
Fair Value		2,238
Fair Value, Recurring \| Level 2 \| Money market funds
Assets
Derivative asset	0	0
Fair Value, Recurring \| Level 2 \| Commercial paper
Assets
Fair Value		6,407
Fair Value, Recurring \| Level 2 \| U.S. government securities
Assets
Fair Value	794	8,943
Fair Value, Recurring \| Level 3
Assets
Total	0	0
Liabilities
Total		36
Fair Value, Recurring \| Level 3 \| Contingent put option liability
Liabilities
Derivative liability		36
Fair Value, Recurring \| Level 3 \| Corporate debt securities
Assets
Fair Value		0
Fair Value, Recurring \| Level 3 \| Money market funds
Assets
Derivative asset	0	0
Fair Value, Recurring \| Level 3 \| Commercial paper
Assets
Fair Value		0
Fair Value, Recurring \| Level 3 \| U.S. government securities
Assets
Fair Value	$ 0	$ 0

Goodwill and Other Intangible Assets - Schedule of Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (remaining three months)	$ 113
2025	450
2026	75
Net Carrying Value	$ 638	$ 974

Redeemable Convertible Preferred Stock

9 Months Ended

Sep. 30, 2024

Temporary Equity Disclosure [Abstract]

REDEEMABLE CONVERTIBLE PREFERRED STOCK

11.

REDEEMABLE CONVERTIBLE PREFERRED STOCK

Redeemable Convertible Preferred Stock Financing

On May 31, 2023, the Company executed a Redeemable Convertible Preferred Stock and Warrant Purchase Agreement (the Agreement) for the purposes of raising capital in the aggregate amount of up to $28.0 million by the means of issuance of Redeemable Convertible Preferred Stock (as defined below) and Warrants (as defined below).

On June 1, 2023, the Company filed a Certificate of Designation of Redeemable Convertible Preferred Stock of Telesis Bio, to set forth the rights, privileges and preferences of the Company's Redeemable Convertible Preferred Stock (the Redeemable Convertible Preferred Stock).

On June 5, 2023, the Company issued 280,000 shares of Redeemable Convertible Preferred Stock, which are convertible at any time into shares of the Company's common stock, and warrants to purchase an aggregate of 987,325 shares of the Company's common stock, for a total purchase price of $28.0 million, plus an additional 19,749 warrants to purchase the Company's common stock issued as consideration for advisory services related to the transaction (the Warrants).

Dividends

From and after the issue date of the Redeemable Convertible Preferred Stock, cumulative dividends accrue on the Accrued Value (as defined below) of each share of Redeemable Convertible Preferred Stock at the annual rate of 8%. Dividends on each share of Redeemable Convertible Preferred Stock are cumulative and accrue daily from and after the issue date, but compound on a quarterly basis on the last day of each calendar quarter (the Quarterly Dividend Date), whether or not earned or declared, and whether or not there are earnings or profits, surplus or other funds or assets of the Company legally available for the payment of dividends. All such dividends compound and shall be added to the Accrued Value on each Quarterly Dividend Date. No dividends are to be paid in cash unless such dividends are paid pursuant to liquidation of the Company or a conversion or redemption of the Redeemable Convertible Preferred Stock.

In the event that the board of directors declares a dividend payable upon the then outstanding shares of common stock (other than a stock dividend on the common stock payable solely in the form of additional shares of common stock), the holders of the Redeemable Convertible Preferred Stock shall be entitled, in addition to any cumulative dividends to which the Redeemable Convertible Preferred Stock may be entitled, to receive (concurrent with the payment of the dividend to the holders of common stock) the amount of dividends per share of Redeemable Convertible Preferred Stock that would be payable on the number of whole shares of the common stock into which each share of such Redeemable Convertible Preferred Stock held by each holder could be converted, such number to be determined as of the record date for the determination of holders of common stock entitled to receive such dividend.

“Accrued Value” means, with respect to each share of Redeemable Convertible Preferred Stock, the sum, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Redeemable Convertible Preferred Stock, of (i) $100.00 plus (ii) on each Quarterly Dividend Date, an additional amount equal to the dollar value of any dividends on a share of Redeemable Convertible Preferred Stock which have accrued on any dividend payment date and have not been previously added to such Accrued Value.

As of September 30, 2024, no dividends have been declared or distributed to any stockholders, and the Company has accrued dividends through September 30, 2024 totaling $3.1 million.

Liquidation Preferences

In the event of any voluntary or involuntary liquidation, dissolution or winding-up of the Company (each, a Liquidation Event) or Deemed Liquidation Event (as defined below), the holders of shares of Redeemable Convertible Preferred Stock shall be entitled to be paid, with respect to each share of Redeemable Convertible Preferred Stock then outstanding held by the holder, out of the assets of the Company available for distribution to its stockholders, on a preferred basis prior and in preference to any distribution to the holders of any common stock or any other junior stock of the Company, an amount in cash per share of Redeemable Convertible Preferred Stock equal to (i) in the event of a Deemed Liquidation Event occurring prior to the 24-month anniversary of the issue date, the greater of (x) 200% multiplied by the sum of the Accrued Value plus an amount equal to all accrued or declared and unpaid

dividends on the Redeemable Convertible Preferred Stock that have not previously been added to the Accrued Value or (y) such amount per share as would have been payable in respect of the shares of common stock into which such share of Redeemable Convertible Preferred Stock is then convertible, assuming all outstanding shares of Redeemable Convertible Preferred Stock were converted into common stock immediately prior to such Deemed Liquidation Event or (ii) in the event of (A) a Liquidation Event that is not a Deemed Liquidation Event or (B) a Deemed Liquidation Event occurring on or after the 24-month anniversary of the issue date, the greater of (x) the sum of the Accrued Value plus an amount equal to all accrued or declared and unpaid dividends on the Redeemable Convertible Preferred Stock that have not previously been added to the Accrued Value or (y) such amount per share as would have been payable in respect of the shares of common stock into which such share of Redeemable Convertible Preferred Stock is then convertible, assuming all outstanding shares of Redeemable Convertible Preferred Stock were converted into common stock immediately prior to such Liquidation Event or Deemed Liquidation Event, as applicable. Deemed Liquidation Event means a reorganization, merger or consolidation in which (A) the Company is a constituent party or (B) a subsidiary of the Company is a constituent party and the Company issues shares of its capital stock pursuant to such reorganization, merger or consolidation, except any such reorganization, merger or consolidation involving the Company or a subsidiary in which the shares of capital stock of the Company outstanding immediately prior to such reorganization, merger or consolidation continue to represent, or are converted into or exchanged for shares of capital stock that represent, immediately following such reorganization, merger or consolidation, a majority, by voting power, of the capital stock of (1) the surviving or resulting corporation or (2) if the surviving or resulting corporation is a wholly owned subsidiary of another corporation immediately following such reorganization, merger or consolidation, the parent corporation of such surviving or resulting corporation.

Rights and Preferences

At any time when shares of Redeemable Convertible Preferred Stock are outstanding, the Company shall not, either directly or indirectly (including through any subsidiary of the Company) by amendment, merger, consolidation, reclassification, reorganization or otherwise, do any of the following without (in addition to any other vote required by law or the Company’s Certificate of Incorporation) the written consent or affirmative vote of the holders of a majority of the then outstanding shares of Redeemable Convertible Preferred Stock (or, solely with respect to section (a) below, the holders of 75% of the then outstanding shares of Redeemable Convertible Preferred Stock), given in writing or by vote at a meeting, consenting or voting separately as a class, and any such act taken or transaction entered into without such consent or vote shall be null and void, and of no force or effect:

(a) amend, modify or fail to give effect to the rights of the holders of Redeemable Convertible Preferred Stock;

(b) increase or decrease the number of authorized shares of Redeemable Convertible Preferred Stock;

(c) create or issue any equity securities or securities convertible into equity securities with equal or superior rights, preferences or privileges to those of the Redeemable Convertible Preferred Stock in respect of (i) payment of dividends, or (ii) distribution of assets of the Company upon a Liquidation Event or Deemed Liquidation Event;

(d) other than the issuance of shares of common stock on exercise or conversion of securities outstanding on the issue date, issue any shares of common stock or securities convertible into or exercisable (directly or indirectly) for common stock if at such time (or after giving effect to such issuance) the Company does not have sufficient shares of common stock available out of its authorized but unissued stock, for the purpose of effecting the conversion of the Redeemable Convertible Preferred Stock into common stock (assuming that accrued and unpaid dividends at such time include all dividends that would have accrued on the Redeemable Convertible Preferred Stock for a period of five years from the date thereof) and the exercise and conversion of all other securities convertible or exercisable (directly or indirectly) for common stock;

(e) declare or pay any dividends or distributions on or make redemptions or repurchases of equity securities, except for repurchases from employees, directors, advisors or consultants upon termination pursuant to contractual call rights; or

(f) create any subsidiary that is not majority owned, either directly or indirectly, by the Company; provided, however, that this restriction shall not apply, in the case of (i) any subsidiary created outside of the United States, solely to the extent that, due to local law or regulatory requirements, the Company is not permitted to legally own such subsidiary or (ii) the creation of any joint venture created in the ordinary course of business for a bona fide business purpose.

Registration Rights

In connection with the issuance of Redeemable Convertible Preferred Stock, the Company also entered into a Registration Rights Agreement (the Registration Rights Agreement) and pursuant to its terms, filed a registration statement on Form S-3 with the SEC on July 27, 2023 (File No. 333-273491) covering the resale of shares of common stock issuable upon conversion of the Redeemable Convertible Preferred Stock (the Registration Statement). Among other requirements, the Company is required to use its commercially reasonable efforts to keep the Registration Statement continuously effective until the date that the Registrable Securities (as defined in the Registration Rights Agreement) are no longer Registrable Securities. Upon an event of default and on each monthly anniversary of the default, until cured, the Company is required to pay to each holder of Redeemable Convertible Preferred Stock an amount of liquidated damages in cash, equal to the product of 1.5% multiplied by the aggregate price paid by such holder for the purchase of Redeemable Convertible Preferred Stock. The maximum aggregate liquidated damages payable will be equal to 6% of the aggregate price paid for the purchase of Redeemable Convertible Preferred Stock. Based on the aggregate purchase price for the Company's outstanding shares of Redeemable Convertible Preferred Stock, the maximum aggregate liquidated damages, should an event of default occur in the future, is $1.7 million.

In connection with the July 2024 Shareholder Notes, the Company also entered into a registration rights waiver agreement, with the Lenders (the Waiver Agreement), pursuant to which the Lenders waived certain rights contained in the Registration Rights Agreement. Pursuant to the Waiver Agreement, the Lenders agreed, on behalf of themselves and the other holders of Redeemable Convertible Preferred Stock, to, among other items, defer payment of liquidated damages and waive accrued interest during such deferral periods due to the holders of the Redeemable Convertible Preferred Stock until the earlier of (i) the date that is 60 days following the end of the Company’s first fiscal quarter in which it becomes cash flow positive, (ii) the date on which the Company consummates a merger-like transaction, or (iii) the date on which the Company consummates a debt or equity financing in which the gross proceeds to the Company is greater than or equal to $5.0 million.

Voting

The holder of each share of Redeemable Convertible Preferred Stock is entitled to one vote for each share of common stock into which such Redeemable Convertible Preferred Stock is convertible on the record date for determining stockholders entitled to vote on such matter. With respect to such vote, such holder has full voting rights and powers equal to the voting rights of the holders of common stock.

Conversion

Each share of Redeemable Convertible Preferred Stock is convertible, at the option of the holder, at any time and from time to time, into such number of shares of common stock as is determined by dividing the Accrued Value by the Conversion Price (defined below) in effect at the time of conversion. The Conversion Price is initially equal to $42.5394 per share. If at any time following the third anniversary of the issue date, the closing sale price of the Company’s common stock exceeds 250% of the Conversion Price for 30 consecutive trading days, then the Company has the right to require conversion of the Redeemable Convertible Preferred Stock, in whole or in part, at the then effective conversion rate.

Redemption

On or after the seventh anniversary of the issue date, (i) each holder of Redeemable Convertible Preferred Stock may require the Company to redeem all of such holder’s shares of Redeemable Convertible Preferred Stock for cash at a redemption price per share equal to the Accrued Value, and (ii) the Company may redeem, in whole or in part on a pro rata basis from all holders, shares of Redeemable Convertible Preferred Stock for cash at a redemption price per share equal to the Accrued Value.

The Company has classified the Redeemable Convertible Preferred Stock as temporary equity as the shares have certain redemption features that are not solely in the control of the Company. The Redeemable Convertible Preferred Stock is not currently redeemable because the deemed liquidation provision is considered a substantive condition that is contingent on the event and it is not currently probable that it will become redeemable. The Redeemable Convertible Preferred Stock is not currently redeemable through the optional redemption provision because it is considered a substantive condition that is contingent on the passage of time.

The Company classifies Redeemable Convertible Preferred Stock in accordance with ASC 480, "Distinguishing Liabilities from Equity," which requires that contingently redeemable securities be classified outside of permanent stockholders’ (deficit) equity.

Accordingly, the Company has classified all shares of Redeemable Convertible Preferred Stock as mezzanine equity in the accompanying condensed consolidated financial statements as of September 30, 2024 and December 31, 2023.

Redeemable Convertible Preferred Stock consisted of the following as of September 30, 2024 (in thousands, except share data):


Redeemable Convertible Preferred Stock	Shares Authorized		Shares Outstanding		Price per Share		Net Carrying Value		Liquidation Preference
Redeemable Convertible Preferred Stock		280,000		280,000	$	100.00	$	31,096	$	31,096
Total		280,000		280,000			$	31,096	$	31,096

Redeemable Convertible Preferred Stock consisted of the following as of December 31, 2023 (in thousands, except share data):


Redeemable Convertible Preferred Stock	Shares Authorized		Shares Outstanding		Price per Share		Net Carrying Value		Liquidation Preference
Redeemable Convertible Preferred Stock		280,000		280,000	$	100.00	$	29,300	$	29,300
Total		280,000		280,000			$	29,300	$	29,300

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Assets
Allowance for credit losses	$ 320	$ 1,197
Liabilities and stockholders' equity
Redeemable convertible preferred stock, preferred stock, shares authorized (in shares)	280,000	280,000
Redeemable convertible preferred stock, shares outstanding (in shares)	280,000	280,000
Redeemable convertible preferred stock, liquidation preference	$ 31,096	$ 29,300
Stockholders' equity
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	1,772,946	1,670,185
Common stock, shares outstanding (in shares)	1,772,946	1,670,185
Redeemable Convertible Preferred Stock
Liabilities and stockholders' equity
Redeemable convertible preferred stock, preferred stock, shares authorized (in shares)	280,000	280,000
Redeemable convertible preferred stock, preferred stock, shares issued (in shares)	280,000	280,000
Redeemable convertible preferred stock, shares outstanding (in shares)	280,000	280,000
Redeemable convertible preferred stock, liquidation preference	$ 31,096	$ 29,300
Preferred Stock
Liabilities and stockholders' equity
Redeemable convertible preferred stock, preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Redeemable convertible preferred stock, preferred stock, shares authorized (in shares)	5,000,000	5,000,000

Investments - Summary of Short-Term Investments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	$ 794	$ 17,582
Unrealized Gains	2	8
Unrealized Losses	(2)	(2)
Fair Value	794	17,588
Commercial paper
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		6,407
Unrealized Gains		1
Unrealized Losses		(1)
Fair Value		6,407
U.S. government securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	794	8,938
Unrealized Gains	2	6
Unrealized Losses	(2)	(1)
Fair Value	$ 794	8,943
Corporate debt securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		2,237
Unrealized Gains		1
Fair Value		$ 2,238

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenue:
Total revenue	$ 1,566	$ 4,098	$ 5,305	$ 15,780
Cost of revenue	557	1,562	3,988	5,497
Gross (loss) profit	1,009	2,536	1,317	10,283
Operating expenses:
Research and development	2,174	3,330	7,003	11,745
Sales and marketing	880	2,708	4,140	9,575
General and administrative	3,099	5,877	13,580	16,272
Impairment of property and equipment	333	200	1,350	200
Total operating expenses	6,486	11,915	26,073	37,592
Loss from operations	(5,477)	(9,379)	(24,756)	(27,309)
Other (expense) income, net:
Interest income	78	562	466	1,326
Interest expense, includes related-party amounts of $169 for the three and nine months ended September 30, 2024 and $0 for the three and nine months ended September 30, 2023, respectively	(219)	(1,245)	(650)	(2,591)
Loss on extinguishment of notes payable	(491)		(491)
Change in fair value of derivative liabilities		167		326
Other (expense) income, net	(72)	4	(218)	(35)
Total other expense, net	(704)	(512)	(893)	(974)
Loss before provision for income taxes	(6,181)	(9,891)	(25,649)	(28,283)
Provision for income taxes	(1)	(14)	(4)	(21)
Loss from continuing operations	(6,182)	(9,905)	(25,653)	(28,304)
Loss from discontinued operations	(460)	(726)	(2,211)	(1,733)
Net loss	(6,642)	(10,631)	(27,864)	(30,037)
Less: Redeemable convertible preferred stock dividends	(615)	(568)	(1,796)	(721)
Net loss attributable to common stockholders	$ (7,257)	$ (11,199)	$ (29,660)	$ (30,758)
Net loss per share from continuing operations attributable to common stockholders
Basic (in dollars per share)	$ (3.83)	$ (6.29)	$ (15.91)	$ (17.53)
Diluted (in dollars per share)	(3.83)	(6.29)	(15.91)	(17.53)
Net loss per share from discontinued operations attributable to common stockholders
Basic (in dollars per share)	(0.26)	(0.44)	(1.28)	(1.05)
Diluted (in dollars per share)	(0.26)	(0.44)	(1.28)	(1.05)
Net loss per share attributable to common stock holders
Basic (in dollars per share)	(4.09)	(6.73)	(17.2)	(18.58)
Diluted (in dollars per share)	$ (4.09)	$ (6.73)	$ (17.2)	$ (18.58)
Weighted average common stock outstanding
Basic (in shares)	1,772,663	1,663,710	1,724,794	1,655,318
Diluted (in shares)	1,772,663	1,663,710	1,724,794	1,655,318
Net loss	$ (6,642)	$ (10,631)	$ (27,864)	$ (30,037)
Unrealized (loss) gain on available-for-sale short-term investments		1	(3)	4
Foreign currency translation gain (loss)	4	(16)	(2)	(16)
Total comprehensive loss	(6,638)	(10,646)	(27,869)	(30,049)
Product revenue
Revenue:
Total revenue	930	2,435	3,035	8,106
Service revenue
Revenue:
Total revenue				101
Collaboration revenue
Revenue:
Total revenue		962		5,386
Royalties and other revenue
Revenue:
Total revenue	$ 636	$ 701	$ 2,270	$ 2,187

Summary of Significant Accounting Policies - Summary of Allowance for Credit Losses (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Accounting Policies [Abstract]
Allowance for credit losses, Beginning Balance	$ 1,197	$ 311
Provision for credit losses	205	569
Write-offs	(1,082)	0
Allowance for credit losses, Ending Balance	$ 320	$ 880

- Definition

Amount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.

+ References + Details

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Restricted Cash


	September 30, 2024		December 31, 2023
Cash and cash equivalents	$	3,720	$	1,570
Restricted cash		100		175
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$	3,820	$	1,745

Summary of Allowance for Credit Losses

The allowance for credit losses consisted of the following activity (in thousands):


Allowance for credit losses at December 31, 2023	$	1,197
Provision for credit losses		205
Write-offs		(1,082	)
Allowance for credit losses at September 30, 2024	$	320


Allowance for credit losses at December 31, 2022	$	311
Provision for credit losses		569
Write-offs		—
Allowance for credit losses at September 30, 2023	$	880

Leases - Weighted-Average Lease Terms and Interest Rates (Details)	Sep. 30, 2024	Dec. 31, 2023
Leases [Abstract]
Finance leases, weighted average remaining lease term (in years)	3 years 10 months 24 days	2 years 6 months
Operating leases, weighted average remaining lease term (in years)	7 years 7 months 6 days	9 years 2 months 12 days
Finance leases, weighted average discount rate (as a percent)	8.60%	8.80%
Operating leases, weighted average discount rate (as a percent)	10.70%	9.70%

Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Other Intangible Assets, Net

Other intangible assets, net consisted of the following (in thousands):


	September 30, 2024
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Intellectual property	$	3,150	$	(2,512	)	$	638
Total	$	3,150	$	(2,512	)	$	638


	December 31, 2023
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Intellectual property	$	3,150	$	(2,176	)	$	974
Total	$	3,150	$	(2,176	)	$	974

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The following table summarizes the estimated future amortization expense of the intangible assets as of September 30, 2024 (in thousands):


Years ending December 31:	Amortization of Intangible Assets
2024 (remaining three months)	$	113
2025		450
2026		75
Total	$	638

Redeemable Convertible Preferred Stock - Summary of Redeemable Convertible Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023
Temporary Equity [Line Items]
Redeemable convertible preferred stock, Shares Authorized	280,000			280,000
Redeemable convertible preferred stock, Shares Outstanding	280,000			280,000
Redeemable Convertible Preferred Stock, Net Carrying Value	$ 31,096			$ 29,300
Redeemable Convertible Preferred Stock, Liquidation Preference	$ 31,096			$ 29,300
Redeemable Convertible Preferred Stock
Temporary Equity [Line Items]
Redeemable convertible preferred stock, Shares Authorized	280,000			280,000
Redeemable convertible preferred stock, Shares Outstanding	280,000	280,000	280,000	280,000	280,000	280,000	0
Redeemable Convertible Preferred Stock, Price per Share	$ 100			$ 100
Redeemable Convertible Preferred Stock, Net Carrying Value	$ 31,096	$ 30,481	$ 29,885	$ 29,300	$ 28,721	$ 28,153	$ 0
Redeemable Convertible Preferred Stock, Liquidation Preference	$ 31,096			$ 29,300

- Definition

Carrying amount, attributable to parent, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-03(a)(23)(a)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478777/944-210-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 14.E.Q2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479830/718-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
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+ Details

Stock-Based Compensation - Fair Value Assumptions (Details)	9 Months Ended
	Sep. 30, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk free interest rate	4.30%
Expected dividend yield	0.00%
Expected term (in years)	5 years 9 months 18 days
Expected volatility	55.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Fair Value Measurement - Rollforward of Level 3 Financial Instruments (Details) - Contingent put option liability - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 36	$ 367
Extinguishment of derivative liability	(36)
Change in fair value		(326)
Ending balance	$ 0	$ 41

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 06, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-40497
Entity Registrant Name	Telesis Bio Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	45-1216839
Entity Address, Address Line One	10421 Wateridge Circle
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	228-4115
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	TBIO
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		1,775,839
Entity Central Index Key	0001850079
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3

Notes Payable

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

NOTES PAYABLE

As of September 30, 2024 and December 31, 2023, the notes payable on the condensed consolidated balance sheets pertain to the July 2024 Shareholder Notes and the 2022 Term Loan with MidCap Financial Trust and consisted of the following (in thousands):


	September 30, 2024			December 31, 2023
Principal amount of notes payable	$	5,850		$	5,000
Less: Current portion of notes payable		—			—
Notes payable, net of current portion		5,850			5,000
Accrued interest		146			100
Final debt payment liability		—			750
Debt discount and financing costs, net of accretion		(159	)		(581	)
Notes payable, net of discount and current portion	$	5,837		$	5,269

2022 Loan Agreements

On August 9, 2022, the Company entered into (i) the 2022 Term Loan Agreement with MidCap Financial Trust, and (ii) the 2022 Revolving Loan Agreement, with MidCap Funding IV Trust. On June 30, 2023, the Company entered into an Amendment No. 2 to Credit, Security and Guaranty Agreement to amend the 2022 Loan Agreements (Amendment No. 2). The impact of Amendment No. 2 was to (i) increase the interest rate on the 2022 Term Loan, (ii) increase the interest rate floor on the 2022 Term Loan and the 2022 Revolving Loan, (iii) increase the exit fee, (iv), reset the prepayment penalty, (v) require the lender’s consent for activation of future incremental borrowings under the 2022 Term Loan Agreement, and (vi) reset the minimum net revenue covenant.

The 2022 Term Loan Agreement, as amended, provided for a secured term loan facility in an aggregate principal amount of up to $30.0 million, comprised of (i) a tranche one term loan of up to $20.0 million (Tranche One), (ii) a tranche two term loan of up to $5.0 million (Tranche Two), and (iii) a tranche three term loan of up to $5.0 million (Tranche Three). Tranche Two and Tranche Three require MidCap's consent in order for the Company to draw down the additional borrowings. The 2022 Revolving Loan Agreement provided for a secured revolving loan facility in an aggregate principal amount of up to $10.0 million, subject to a borrowing base equal to percentages of eligible accounts receivable and inventory as determined in accordance with the 2022 Revolving Loan Agreement. The 2022 Term Loan and 2022 Revolving Loan were scheduled to mature on August 1, 2027.

Tranche One was fully funded on August 9, 2022 to pay transaction fees incurred in connection with the 2022 Loan Agreements and to repay in full the Company’s borrowings under its then-existing loan facility with Silicon Valley Bank, with the remaining amount to be used for general corporate purposes. Subject to certain terms and conditions of the 2022 Term Loan Agreement including MidCap's consent, Tranche Two was available between January 1, 2023, and September 30, 2023, following the Company’s achievement of specified milestones relating to minimum net revenues and minimum net cash proceeds from equity financing, but was not exercised. Subject to certain terms and conditions of the 2022 Term Loan Agreement including MidCap's consent, Tranche Three was to have become available between September 30, 2024, and March 31, 2025.

As of September 30, 2023, the Company was not in compliance with certain minimum revenue covenants of the 2022 Term Loan Agreement. As a result of this non-compliance, MidCap had the ability to immediately call the balance of the loan, along with a 5.5% exit fee and 3.0% prepayment penalty, amounting to a total repayment obligation of approximately $21.7 million for the 2022 Term Loan, plus a $0.3 million prepayment penalty for the 2022 Revolving Loan.

On November 24, 2023, the Company entered into Amendment No. 3 to the 2022 Loan Agreements (Amendment No. 3). The impact of Amendment No. 3 was to (i) repay $15.0 million in November 2023 under the 2022 Term Loan Agreement and (ii) grant MidCap a warrant to purchase 15,278 shares of common stock at an exercise price per share equal to the 10-day volume

weighted-average price of the Company's common stock immediately prior to the date of Amendment No. 3. In exchange for the Company doing the foregoing, MidCap (i) waived all existing defaults under the 2022 Loan Agreements, (ii) reset revenue covenants under the 2022 Term Loan Agreement, (iii) waived the prepayment penalty related to the $15.0 million repayment and reduced the prepayment penalty for the remaining outstanding balance under the 2022 Term Loan Agreement to 1%, (iv) froze any future extensions of credit under the 2022 Revolving Loan Agreement and (v) reduced the exit fee payable upon complete repayment of amounts left outstanding at the end of term by $350,000, with the remaining $750,000 of exit fees to be payable at maturity.

The 2022 Term Loan, as amended, bore interest at a floating rate based on an adjusted term secured overnight financing rate (SOFR) plus 0.1% (subject to a floor of 3.50%) for a one-month interest period, plus a margin of 6.75%. Interest on the 2022 Term Loan was payable monthly in arrears on the first day of each month and at maturity.

The 2022 Revolving Loan would bear interest at a floating rate based on an adjusted term SOFR (subject to a floor of 1.50%) for a one-month interest period, plus a margin of 3.00%. Interest on the 2022 Revolving Loan would be payable monthly in arrears on the first day of each month and at maturity. Prior to November 24, 2023, the Company was obligated to pay an unused line fee equal to 0.50% per annum on the unused portion of the available revolving commitments, a fee for failure to maintain a minimum balance under the 2022 Revolving Loan Agreement, and other customary fees for a credit facility of this size and type.

The obligations of the Company and any future guarantors under the 2022 Loan Agreements were secured by liens on substantially all of the Company's assets.

The 2022 Loan Agreements, as amended, required the Company to comply with (i) a minimum net revenue covenant and (ii) a minimum cash covenant, which required certain unrestricted cash to be greater than or equal to $7.0 million at all times.

The 2022 Loan Agreements, as amended, contained customary affirmative and negative covenants, including covenants limiting the ability of the Company and its subsidiaries, among other things, to incur debt, grant liens, make distributions, enter certain restrictive agreements, pay or modify subordinated debt, dispose of assets, make investments and acquisitions, enter into certain transactions with affiliates, and undergo certain fundamental changes, in each case, subject to limitations and exceptions set forth in the 2022 Loan Agreements.

The 2022 Loan Agreements, as amended, contained customary events of default that included, among other things, certain payment defaults, cross defaults to certain other contracts and indebtedness, covenant defaults, inaccuracy of representations and warranties, bankruptcy and insolvency defaults, judgment defaults, change of control defaults, defaults related to the failure to remain registered with the SEC and listed for trading on the Nasdaq Stock Market, and a material adverse change default.

The Company bifurcated a derivative liability related to the acceleration clause triggered upon an event of default (contingent put option) under the 2022 Term Loan Agreement. The contingent put option liability was classified as a derivative liability on the consolidated balance sheet. The contingent put option liability was extinguished when the 2022 Term Loan Agreement was terminated in July 2024 and the loan fully repaid (see Note 3) in connection with the Company entering into the July 2024 Shareholder Notes discussed below.

The Company recorded a $0.5 million loss on debt extinguishment in connection with the termination of the 2022 Term Loan Agreement in July 2024.

July 2024 Shareholder Notes

In July 2024, the Company issued promissory notes (the July 2024 Shareholder Notes) to and borrowed an aggregate principal amount of approximately $5.9 million from two shareholders, Novalis Lifesciences II, LP (Novalis) and Northpond Ventures III, LP (Northpond), and together with Novalis (the Lenders). The principal amount borrowed under the July 2024 Shareholder Notes bears interest at the rate of 12.00% per annum, with all principal and interest due on January 15, 2026. For the three months ended September 30, 2024, the effective interest rate on outstanding borrowings was approximately 14.09%. Each of the Lenders, along with their affiliates, are beneficial owners of more than 10% of the Company’s common stock.

Contemporaneously with the execution and delivery of the July 2024 Shareholder Notes, the Company repaid in full all outstanding indebtedness and terminated all commitments and obligations under the 2022 Term Loan and the 2022 Revolving Loan with MidCap Financial Trust. The Company’s terminal payment under the 2022 Term Loan Agreement was approximately $5.8 million.

Contemporaneously with the execution and delivery of the July 2024 Shareholder Notes, the Lenders and the Company also entered into a side letter agreement (Director Designation Side Letter), pursuant to which the Company agreed, among other things, to, among other items, (i) appoint five individuals nominated by the Lenders (the Lender Nominees) to the Company’s board of directors, and, subject to the applicable stockholder vote, ensure that the Lender Nominees otherwise remain on the board, (ii) appoint replacement directors nominated by the Lenders in the event a Lender Nominee ceases to serve as a director (subject to the Lenders, along with their affiliates, continuing to collectively beneficially own at least 10% of the Company’s outstanding common stock), and (iii) ensure that at least a majority of the Nominating and Corporate Governance Committee of the board of directors consists of Lender Nominees or their replacements, subject to the aforementioned 10% ownership requirement.

As of September 30, 2024, the estimated future principal payments due were as follows (in thousands):


	September 30, 2024
Estimated future principal payments due
2024	$	—
2025		—
2026		5,850
Total	$	5,850

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

+ Details

Warrants - Narrative (Details) - $ / shares	Sep. 30, 2024	Dec. 31, 2023	Nov. 24, 2023	Jun. 05, 2023
Class of Warrant or Right [Line Items]
Number of warrants issued	1,022,352	1,022,352		987,325
Warrant outstanding	1,022,352	1,022,352
Two Year Term Warrants
Class of Warrant or Right [Line Items]
Number of warrants issued				329,109
Warrant exercise price				$ 46.7928
Warrant term				2 years
Warrant grant date fair value				$ 3.6
Seven Year Term Warrants
Class of Warrant or Right [Line Items]
Number of warrants issued				658,216
Warrant exercise price				$ 46.7928
Warrant term				7 years
Warrant grant date fair value				$ 10.98
Five Year Term Warrants
Class of Warrant or Right [Line Items]
Number of warrants issued				19,749
Warrant exercise price				$ 53.1738
Warrant term				5 years
Warrant grant date fair value				$ 8.1
Ten Year Term Warrants
Class of Warrant or Right [Line Items]
Number of warrants issued			15,278
Warrant exercise price			$ 7.2
Warrant term			10 years
Warrant grant date fair value			$ 4.86

Inventory

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

INVENTORY

Inventory includes material, labor and overhead and is stated at the lower of cost (first-in, first-out method) or net realizable value. The components of inventory are as follows at September 30, 2024 and December 31, 2023 (in thousands):


	September 30, 2024		December 31, 2023
Raw materials	$	457	$	1,711
Work in process and subassemblies		16		1,031
Finished goods		626		968
Total	$	1,099	$	3,710

The inventory reserve was $1.9 million at September 30, 2024 and $0.8 million at December 31, 2023.

Warrants

9 Months Ended

Sep. 30, 2024

Warrants and Rights Note Disclosure [Abstract]

WARRANTS

12.

WARRANTS

Common Stock Warrants

On June 5, 2023, the Company issued warrants to purchase a total of 329,109 shares of common stock to investors in connection with the Agreement described in Note 11 (the Short-Term Warrants). Each Short-Term Warrant has an exercise price of $46.7928 per share and has a two-year term from the date of issuance. Each Short-Term Warrant had a grant date fair value of $3.60. The Short-Term Warrants meet the criteria for permanent equity classification.

On June 5, 2023, the Company issued warrants to purchase a total of 658,216 shares of common stock to investors in connection with the Agreement described in Note 11 (the Long-Term Warrants). Each Long-Term Warrant has an exercise price of $46.7928 per share and has a seven-year term from the date of issuance. Each Long-Term Warrant had a grant date fair value of $10.98. The Long-Term Warrants meet the criteria for permanent equity classification.

On June 5, 2023, the Company issued warrants to purchase a total of 19,749 shares of common stock as consideration for advisory services in connection with the Agreement described in Note 11 (the Additional Warrants). Each Additional Warrant has an exercise price of $53.1738 per share and has a five-year term from the date of issuance. Each Additional Warrant had a grant date fair value of $8.10. The Additional Warrants meet the criteria for permanent equity classification.

On November 24, 2023, in connection with the 2022 Term Loan Agreement, as amended, described in Note 9, the Company issued a warrant to purchase a total of 15,278 shares of common stock (the MidCap Warrant). The MidCap Warrant has an exercise

price of $7.20 per share, and a ten-year term from the date of issuance. The MidCap Warrant had a grant date fair value of $4.86 per share. The MidCap Warrant meets the criteria for permanent equity classification.

As of September 30, 2024 and December 31, 2023, warrants to purchase an aggregate of 1,022,352 shares of common stock were issued and outstanding.

Commitments and Contingencies - Narrative (Details)	9 Months Ended
Commitments and Contingencies - Narrative (Details)	Sep. 30, 2024 USD ($)
Loss Contingencies [Line Items]
Percentage of multiplier for which liquidated damages to be paid in cash	1.50%
Percentage of aggregate purchase consideration payable as liquidated damages	6.00%
Maximum
Loss Contingencies [Line Items]
Expected aggregate liquidated damages	$ 1,700,000
Minimum
Loss Contingencies [Line Items]
Gross proceeds from debt or equity financing	$ 5,000,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Property and Equipment - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 400	$ 400	$ 1,188	$ 948
Impairment charges	$ 333	$ 200	$ 1,350	$ 200

Notes Payable - Narrative (Details) - USD ($)				1 Months Ended	3 Months Ended	9 Months Ended
Notes Payable - Narrative (Details) - USD ($)	Jul. 31, 2024	Nov. 24, 2023	Aug. 09, 2022	Jul. 31, 2024	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Nov. 03, 2023	Jun. 05, 2023
Debt Instrument [Line Items]
Final debt payment					$ 0	$ 0		$ 750,000
Warrants liability										$ 28,000,000
Loss on extinguishment of debt					$ (491,000)	$ (491,000)
Lender notice description on debt repayment		On November 24, 2023, the Company entered into Amendment No. 3 to the 2022 Loan Agreements (Amendment No. 3). The impact of Amendment No. 3 was to (i) repay $15.0 million in November 2023 under the 2022 Term Loan Agreement and (ii) grant MidCap a warrant to purchase 15,278 shares of common stock at an exercise price per share equal to the 10-day volume weighted-average price of the Company's common stock immediately prior to the date of Amendment No. 3. In exchange for the Company doing the foregoing, MidCap (i) waived all existing defaults under the 2022 Loan Agreements, (ii) reset revenue covenants under the 2022 Term Loan Agreement, (iii) waived the prepayment penalty related to the $15.0 million repayment and reduced the prepayment penalty for the remaining outstanding balance under the 2022 Term Loan Agreement to 1%, (iv) froze any future extensions of credit under the 2022 Revolving Loan Agreement and (v) reduced the exit fee payable upon complete repayment of amounts left outstanding at the end of term by $350,000, with the remaining $750,000 of exit fees to be payable at maturity.
Warrant to purchase shares of common stock					1,022,352	1,022,352		1,022,352		987,325
Outstanding exit fee payable		$ 350,000
Exit fees payable at maturity		750,000
2022 Term Loan Agreements
Debt Instrument [Line Items]
Repayment obligation					$ 20,000,000	$ 20,000,000
Exit fee percentage							5.50%
Prepayment premium percentage							3.00%
Debt repayment obligation		$ 15,000,000					$ 21,700,000		$ 15,000,000
Warrant to purchase shares of common stock		15,278
Percentage of prepayment penalty for remaining outstanding balance		1.00%
2022 Term Loan
Debt Instrument [Line Items]
Repayment obligation	$ 5,800,000			$ 5,800,000
Revolving Credit Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Prepayment penalty							$ 300,000
July 2024 Shareholder Notes
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 5,900,000			$ 5,900,000
Debt instrument, maturity date	Jan. 15, 2026
Stated percentage rate (as a percent)	12.00%			12.00%
Repayment obligation	$ 5,850,000			$ 5,850,000
Minimum \| Common Stock
Debt Instrument [Line Items]
Beneficial owners percentage	10.00%			10.00%
Minimum \| July 2024 Shareholder Notes \| Common Stock
Debt Instrument [Line Items]
Beneficial owners percentage	10.00%			10.00%
Line of Credit \| July 2024 Shareholder Notes
Debt Instrument [Line Items]
Effective interest rate (as a percent)					14.09%	14.09%
Credit, Security and Guaranty Agreement \| 2022 Term Loan Agreements
Debt Instrument [Line Items]
Loss on extinguishment of debt				$ (500,000)
Credit, Security and Guaranty Agreement \| Secured Term Loan Facility \| SOFR
Debt Instrument [Line Items]
Stated percentage rate (as a percent)			6.75%
Credit, Security and Guaranty Agreement \| Secured Term Loan Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Basis spread on variable rate			3.50%
Credit, Security and Guaranty Agreement \| Secured Term Loan Facility \| 2022 Loan Agreements \| SOFR
Debt Instrument [Line Items]
Basis spread on variable rate			0.10%
Credit, Security and Guaranty Agreement \| Revolving Credit Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Maximum borrowing capacity			$ 10,000,000
Debt instrument, maturity date			Aug. 01, 2027
Basis spread on variable rate			1.50%
Stated percentage rate (as a percent)			3.00%
Unused line fee percentage			0.50%
Credit, Security and Guaranty Agreement \| Minimum \| 2022 Loan Agreements
Debt Instrument [Line Items]
Debt instrument, cash covenant			$ 7,000,000
Credit, Security and Guaranty Agreement \| Maximum \| Secured Term Loan Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Aggregate principal amount			30,000,000
Credit, Security and Guaranty Agreement \| Tranche 1 Term Loan \| Maximum \| Secured Term Loan Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Aggregate principal amount			20,000,000
Credit, Security and Guaranty Agreement \| Tranche 2 Term Loan \| Maximum \| Secured Term Loan Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Aggregate principal amount			5,000,000
Credit, Security and Guaranty Agreement \| Tranche 3 Term Loan \| Maximum \| Secured Term Loan Facility \| 2022 Loan Agreements
Debt Instrument [Line Items]
Aggregate principal amount			$ 5,000,000

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' (Deficit) Equity (Parenthetical) $ in Millions	3 Months Ended
	Jun. 30, 2023 USD ($)
Redeemable Convertible Preferred Stock
Payments of Stock Issuance Costs	$ 1.0
Warrants
Payments of Stock Issuance Costs	$ 0.4

Stock-Based Compensation - Classification of Expense Related to Award Type Categories (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options	$ 566	$ 1,156	$ 2,201	$ 3,347
Stock options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options	504	954	1,757	2,705
Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options	62	169	434	561
Employee Stock Purchase Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options	$ 0	$ 33	$ 10	$ 81

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Fair Value Measurement - Narrative (Details)	Dec. 31, 2023
Measurement Input, Cost to Sell
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Long-term debt, measurement input	0.1248
Measurement Input, Default Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Long-term debt, measurement input	0.45

Goodwill and Other Intangible Assets - Narrative (Details)		1 Months Ended	3 Months Ended			8 Months Ended	9 Months Ended		12 Months Ended
	Nov. 18, 2021 USD ($)	Sep. 30, 2024 USD ($) Segment	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)	Sep. 30, 2023 USD ($)	Aug. 26, 2024 Segment	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)	Mar. 08, 2019 USD ($)
Finite-Lived Intangible Assets [Line Items]
Goodwill		$ 3,497,000	$ 3,497,000	$ 3,497,000			$ 3,497,000		$ 3,497,000	$ 3,500,000
Goodwill, impairment			0		$ 0		0	$ 0
Number of reporting units \| Segment						2
Intangible assets		3,150,000	3,150,000	3,150,000			3,150,000		3,150,000
Impairment of intangible assets			0		0		0	0
Amortization expense			100,000		$ 100,000		336,000	$ 338,000
2022 Term Loan Agreements
Finite-Lived Intangible Assets [Line Items]
Early repayment of debt				15,000,000
Eton
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 11,400,000	$ 0	$ 0				0
Goodwill, impairment							$ 11,400,000
Number of reporting units \| Segment		1
Telesis Bio
Finite-Lived Intangible Assets [Line Items]
Goodwill				$ 3,500,000					3,500,000
Goodwill, impairment									$ 0
Technology
Finite-Lived Intangible Assets [Line Items]
Intangible asset useful life (in years)	7 years
Other intangible assets acquired	$ 3,200,000

Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, $ in Thousands	May 09, 2024 $ / shares shares	Sep. 30, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares
Class of Stock [Line Items]
Reverse stock split	As a result of the Reverse Stock Split, every eighteen shares of the common stock were combined into one issued and outstanding share of common stock and no fractional shares were issued.
Reverse stock split, conversion ratio	0.056
Common stock shares authorised \| shares	100,000,000	100,000,000	100,000,000
Common stock per share \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001
Net accounts receivable		$ 1,262	$ 5,410
Allowance for credit losses		$ 320	$ 1,197

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482987/272-10-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
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-Subparagraph (e)
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
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-Paragraph 1
-Subparagraph (SX 210.5-02(28))
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-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

+ Details

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consisted of the following at September 30, 2024 and December 31, 2023 (in thousands):


	September 30, 2024			December 31, 2023
Machinery and equipment	$	4,621		$	4,597
Furniture and fixtures		211			908
Computer hardware and software		2,164			2,395
Leasehold improvements		124			332
Construction in progress		55			586
Total		7,175			8,818
Less: Accumulated depreciation and amortization		(3,083	)		(2,520	)
Total property and equipment, net	$	4,092		$	6,298

Fair Value Measurement (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis


	Fair value measurements as of September 30, 2024
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	2,687	$	—	$	—	$	2,687
U.S. government securities		—		794		—		794
Total	$	2,687	$	794	$	—	$	3,481


	Fair value measurements as of December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	6	$	—	$	—	$	6
Commercial paper		—		6,407		—		6,407
U.S. government securities		—		8,943		—		8,943
Corporate debt securities		—		2,238		—		2,238
Total	$	6	$	17,588	$	—	$	17,594

Liabilities
Contingent put option liability	$	—	$	—	$	36	$	36
Total	$	—	$	—	$	36	$	36

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following tables provide a rollforward of the aggregate fair value of the Company’s derivative liabilities for which fair value is determined using Level 3 inputs (in thousands):


	Contingent Put Option Liability
Fair value at December 31, 2023	$	36
Extinguishment of derivative liability		(36	)
Fair value at September 30, 2024	$	—


	Contingent Put Option Liability
Fair value at December 31, 2022	$	367
Change in fair value		(326	)
Fair value at September 30, 2023	$	41

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 3,720	$ 1,570
Restricted cash	100	175
Short-term investments	794	17,588
Accounts receivable, net of allowance for credit losses of $320 and $1,197 at September 30, 2024 and December 31, 2023, respectively	1,262	5,410
Inventory, net	1,099	3,710
Prepaid expenses and other current assets	1,101	1,008
Assets of discontinued operations	44	890
Total current assets	8,120	30,351
Property and equipment, net	4,092	6,298
Right-of-use assets	7,899	25,889
Other long-term assets	491	623
Goodwill	3,497	3,497
Other intangible assets, net	638	974
Noncurrent assets of discontinued operations	0	2,779
Total assets	24,737	70,411
Current liabilities:
Accounts payable	1,493	3,165
Accrued employee expenses	1,927	1,828
Finance lease liability, current portion	184	112
Operating lease liability, current portion	2,021	1,390
Deferred revenue, current portion	263	338
Other current liabilities	662	483
Current liabilities of discontinued operations	78	868
Total current liabilities	6,628	8,184
Finance lease liability, net of current portion	394	147
Operating lease liability, net of current portion	7,855	26,092
Notes payable, net of discount	5,837	5,269
Derivative liabilities	0	36
Deferred revenue, net of current portion	149	95
Noncurrent liabilities of discontinued operations	0	1,050
Total liabilities	20,863	40,873
Commitments and contingencies (Note 14)
Redeemable convertible preferred stock, 280,000 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively; liquidation preference of $31,096 and $29,300 at September 30, 2024 and December 31, 2023, respectively	31,096	29,300
Stockholders' (deficit) equity
Common stock, $0.0001 par value; 100,000,000 shares authorized at September 30, 2024 and December 31, 2023; 1,771,578 and 1,670,185 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	0	0
Additional paid-in capital	162,112	161,703
Accumulated other comprehensive loss	(5)	0
Accumulated deficit	(189,329)	(161,465)
Total stockholders' (deficit) equity	(27,222)	238
Total liabilities, redeemable convertible preferred stock and stockholders' (deficit) equity	24,737	$ 70,411
Related Party
Current liabilities:
Notes payable, net of discount	$ 5,837

Assets Held for Sale and Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2024

Discontinued Operations and Disposal Groups [Abstract]

Summary of Financial Information Related to Discontinued Operations

The following table presents the results of the discontinued operations for the three and nine months ended September 30, 2024 and 2023 (in thousands):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Revenue	$	550		$	1,466		$	2,934		$	4,752

Cost of revenue		531			1,005			2,442			2,834
Research and development		225			789			1,326			2,082
Sales and marketing		62			35			227			335
General and administrative		161			379			877			1,250
Impairment of net assets of discontinued operations		31			—			273			—
Other expense, net		—			(16	)		—			(16	)
Loss from discontinued operations	$	(460	)	$	(726	)	$	(2,211	)	$	(1,733	)

The following table summarizes the carrying amounts of major classes of assets and liabilities of discontinued operations for each of the periods presented (in thousands):


	September 30, 2024			December 31, 2023
Carrying amounts of assets of discontinued operations
Current assets:
Accounts receivable, net of allowance for credit losses of $0 and $90 at September 30, 2024 and December 31, 2023, respectively	$	—		$	575
Inventory, net		—			315
Prepaid expenses and other current assets		44			—
Total current assets of discontinued operations		44			890
Property and equipment, net		—			1,002
Right-of-use assets		—			1,331
Other long-term assets		—			53
Other intangible assets, net		—			393
Total assets of discontinued operations	$	44		$	3,669
Carrying amounts of liabilities of discontinued operations
Current liabilities:
Accounts payable	$	—		$	119
Accrued employee expenses		—			314
Operating lease liability, current portion		—			320
Other current liabilities		78			115
Total current liabilities of discontinued operations		78			868
Operating lease liability, net of current portion		—			1,050
Total liabilities of discontinued operations	$	78		$	1,918
Net assets of discontinued operations	$	(34	)	$	1,751

The accompanying unaudited condensed consolidated statements of cash flows includes depreciation and amortization for the discontinued operations of approximately $0.2 million and $0.4 million for the nine months ended September 30, 2024 and 2023, respectively, as well as purchases of fixed assets of $13 thousand and $0.1 million for the nine months ended September 30, 2024 and 2023, respectively.

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

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-Name Accounting Standards Codification
-Section 50
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Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Leases (Tables)

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Lease, Cost

The components of lease cost under ASC 842 are as follows (in thousands):


	September 30,
	2024		2023
Lease costs
Finance lease cost:
Amortization of finance lease right-of-use assets	$	100	$	34
Interest on finance lease liabilities		18		8
Operating lease costs		2,950		2,929
Variable lease cost		1,012		740
Short-term lease cost		9		146
Lease costs included in discontinued operations		552		839
Total lease cost	$	4,641	$	4,696

Supplemental disclosure of cash flow information related to leases is as follows (in thousands):


	September 30,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	2,566	$	1,465
Operating cash flows from finance leases	$	18	$	8
Financing cash flows from finance leases	$	59	$	40

The weighted-average remaining lease term and discount rate were as follows:


	September 30, 2024			December 31, 2023
Weighted-average remaining lease term
Finance leases	3.9 years			2.5 years
Operating leases	7.6 years			9.2 years
Weighted-average discount rate
Finance leases		8.6	%		8.8	%
Operating leases		10.7	%		9.7	%

Lessee, Operating Lease and Finance Lease, Liability, Fiscal Year Maturity

The following table summarizes the minimum lease payments of the Company’s operating and finance lease liabilities as of September 30, 2024 (in thousands):


Years Ending December 31,	Operating			Finance
2024 (remaining three months)	$	1,893		$	80
2025		1,325			192
2026		1,364			151
2027		1,405			93
2028		1,447			93
Thereafter		7,098			66
Total future minimum lease payments		14,532			675
Less: Imputed interest		(4,656	)		(97	)
Present value of lease liability		9,876			578

Less: Current portion of lease liability		(2,021	)		(184	)
Non-current portion of lease liability	$	7,855		$	394

Net Loss Per Share - Antidilutive Securities (Details) - shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	2,106,284	2,056,029
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	291,183	337,187
Restricted stock units that vest into common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	61,771	30,870
Shares issuable under employee stock purchase plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	0	5,739
Warrants to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	1,022,352	1,007,067
Redeemable Convertible Preferred Stock (as converted to common stock)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	730,978	675,166

Notes Payable - Schedule of Maturities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
2024	$ 0
2025	0
2026	5,850
Principal amount of notes payable	$ 5,850	$ 5,000

Subsequent Events (Details) - Subsequent Event - November 2024 Shareholder Notes $ in Millions	Nov. 30, 2024 USD ($)
Subsequent Event [Line Items]
Maximum borrowing capacity	$ 3.0
Stated percentage rate (as a percent)	12.00%
Debt instrument, maturity date	Jan. 15, 2026

Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Accounting Policies [Abstract]
Cash and cash equivalents	$ 3,720	$ 1,570
Restricted cash	100	175
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$ 3,820	$ 1,745	$ 17,570	$ 30,594

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Reverse Stock Split

All share and per share information shown herein has been retroactively adjusted to reflect the effect of the Reverse Stock Split Amendment for all periods presented.

Basis of Presentation and Principles of Consolidation

Use of Estimates

Assets Held for Sale and Discontinued Operations

Reclassifications

Restricted Cash


	September 30, 2024		December 31, 2023
Cash and cash equivalents	$	3,720	$	1,570
Restricted cash		100		175
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$	3,820	$	1,745

Accounts Receivable


Allowance for credit losses at December 31, 2023	$	1,197
Provision for credit losses		205
Write-offs		(1,082	)
Allowance for credit losses at September 30, 2024	$	320


Allowance for credit losses at December 31, 2022	$	311
Provision for credit losses		569
Write-offs		—
Allowance for credit losses at September 30, 2023	$	880

Recent Accounting Pronouncements Not Yet Adopted

Assets Held for Sale and Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment of net assets	$ 273
Depreciation and amortization for the discontinued operations	200	$ 400
Purchases of fixed assets	13	$ 100
Eton
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Fair value of the underlying net assets	1,400
Impairment of net assets	200
Additional loss on sale of business	$ 31

Collaboration (Details 1) - Pfizer [Member] - Research - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 $ in Millions	Dec. 31, 2021 USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments to be received	$ 7.7
Expected timing of revenue satisfaction (in years)	24 months

Investments - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Investments - Narrative (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Debt Securities, Available-for-Sale [Abstract]
Impairment of credit losses for investments	$ 0	$ 0	$ 0	$ 0

Goodwill and Other Intangible Assets - Other Intangible Assets, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 3,150	$ 3,150
Accumulated Amortization	(2,512)	(2,176)
Net Carrying Value	638	974
Intellectual Property
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	3,150	3,150
Accumulated Amortization	(2,512)	(2,176)
Net Carrying Value	$ 638	$ 974

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Net Loss Per Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

NET LOSS PER SHARE

15.

NET LOSS PER SHARE

Net Loss per Share

Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Numerator:
Net loss from continuing operations	$	(6,182	)	$	(9,905	)	$	(25,653	)	$	(28,304	)
Net loss from discontinued operations		(460	)		(726	)		(2,211	)		(1,733	)
Less: Redeemable Convertible Preferred Stock Dividends		(615	)		(568	)		(1,796	)		(721	)
Net loss attributable to common stockholders	$	(7,257	)	$	(11,199	)	$	(29,660	)	$	(30,758	)
Denominator:
Weighted-average common stock outstanding - basic and diluted		1,772,663			1,663,710			1,724,794			1,655,318
Net loss per share from continuing operations attributable to common stockholders—basic and diluted	$	(3.83	)	$	(6.29	)	$	(15.91	)	$	(17.53	)
Net loss per share from discontinued operations attributable to common stockholders—basic and diluted	$	(0.26	)	$	(0.44	)	$	(1.28	)	$	(1.05	)
Net loss per share attributable to common stockholders - basic and diluted	$	(4.09	)	$	(6.73	)	$	(17.20	)	$	(18.58	)

The Company’s potential dilutive securities have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of shares of common stock outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential shares of common stock from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect:


	September 30,
	2024		2023
Stock options to purchase common stock		291,183		337,187
Restricted stock units that vest into common stock		61,771		30,870
Shares issuable under employee stock purchase plan		—		5,739
Warrants to purchase common stock		1,022,352		1,007,067
Redeemable Convertible Preferred Stock (as converted to common stock)		730,978		675,166
Total		2,106,284		2,056,029

Notes Payable (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments


	September 30, 2024			December 31, 2023
Principal amount of notes payable	$	5,850		$	5,000
Less: Current portion of notes payable		—			—
Notes payable, net of current portion		5,850			5,000
Accrued interest		146			100
Final debt payment liability		—			750
Debt discount and financing costs, net of accretion		(159	)		(581	)
Notes payable, net of discount and current portion	$	5,837		$	5,269

Schedule of Maturities of Long-term Debt

As of September 30, 2024, the estimated future principal payments due were as follows (in thousands):


	September 30, 2024
Estimated future principal payments due
2024	$	—
2025		—
2026		5,850
Total	$	5,850

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(22))
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+ Details

Redeemable Convertible Preferred Stock (Tables)

9 Months Ended

Sep. 30, 2024

Temporary Equity Disclosure [Abstract]

Summary of Redeemable Convertible Preferred Stock

Redeemable Convertible Preferred Stock consisted of the following as of September 30, 2024 (in thousands, except share data):


Redeemable Convertible Preferred Stock	Shares Authorized		Shares Outstanding		Price per Share		Net Carrying Value		Liquidation Preference
Redeemable Convertible Preferred Stock		280,000		280,000	$	100.00	$	31,096	$	31,096
Total		280,000		280,000			$	31,096	$	31,096

Redeemable Convertible Preferred Stock consisted of the following as of December 31, 2023 (in thousands, except share data):


Redeemable Convertible Preferred Stock	Shares Authorized		Shares Outstanding		Price per Share		Net Carrying Value		Liquidation Preference
Redeemable Convertible Preferred Stock		280,000		280,000	$	100.00	$	29,300	$	29,300
Total		280,000		280,000			$	29,300	$	29,300

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash Flows From Operating Activities:
Net loss	$ (27,864)	$ (30,037)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	1,188	948
Amortization of intangible assets	336	338
Accrued interest due to related parties	146
Amortization of debt discount, includes related-party amounts of $23 and $0 for the nine months ended September 30, 2024 and 2023, respectively	142	692
Provision for credit losses	205	569
Stock-based compensation	2,201	3,347
Amortization of operating lease right-of-use assets	1,244	1,187
Change in fair value of derivative liabilities		(326)
Loss on disposal of property and equipment	219	28
Loss on extinguishment of notes payable	491
Impairment of net assets held for sale	273
Impairment of property and equipment	1,350	244
Change in inventory reserve	1,148	214
Accretion of discount on short-term investments	(227)	(369)
Changes in operating assets and liabilities:
Accounts receivable	3,943	66
Inventory	1,463	(2,319)
Deposits, prepaid expenses and other current assets	39	1,895
Accounts payable, accrued payroll and accrued liabilities	(1,029)	(2,181)
Deferred revenue	(21)	(2,803)
Operating lease liabilities	(860)	277
Operating cash flows from discontinued operations	71	891
Net cash used in operating activities	(15,542)	(27,339)
Cash Flows From Investing Activities:
Proceeds from maturities of short-term investments	21,604	23,248
Proceeds from sale of discontinued operations, net	1,454
Purchase of property and equipment	(638)	(1,626)
Purchases of short-term investments	(4,586)	(33,775)
Investing cash flows from discontinued operations	(13)	(102)
Net cash provided by (used in) investing activities	17,821	(12,255)
Cash Flows From Financing Activities:
Repayment of notes payable	(5,000)
Debt extinguishment costs	(815)
Proceeds from notes payable from related parties, net	5,668
Payment of employee restricted stock tax withholdings	(12)
Payments on finance leases	(59)	(40)
Proceeds from the exercise of common stock options	4	83
Proceeds from the issuance of common stock related to ESPP	12	126
Proceeds from the issuance of preferred stock, net of issuance costs		18,410
Proceeds from the issuance of warrants, net of issuance costs		8,007
Net cash (used in) provided by financing activities	(202)	26,586
Effect of exchange rate fluctuations on cash held	(2)	(16)
Net Increase in Cash, Cash Equivalents, and Restricted Cash	2,075	(13,024)
Cash, cash equivalents, and restricted cash at beginning of period	1,745	30,594
Cash, cash equivalents, and restricted cash at end of period	3,820	17,570
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	362	1,700
Cash paid for taxes	4	21
Supplemental Non-Cash Investing and Financing Activities:
Purchases of property and equipment included in accounts payable and accrued expenses	18	151
Redeemable convertible preferred stock dividends	1,796	721
Right-of-use-assets obtained in exchange for operating lease liabilities	2,625	27,342
Right-of-use assets derecognized upon lease modification	19,371
Equipment obtained in exchange for finance lease liabilities	$ 378	$ 325

Stock-Based Compensation - Narrative (Details) - USD ($)		1 Months Ended	3 Months Ended		9 Months Ended
	Jun. 18, 2021	Jun. 30, 2021	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Mar. 03, 2021	Mar. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Income tax benefit					$ 0
Options granted (in shares)					60,479
Weighted average grant date fair value (in USD per share)					$ 3.28
Aggregate intrinsic value of options exercised					$ 2,000	$ 107,000
Unrecognized compensation expense			$ 1,700,000		$ 1,700,000
Period for recognition (in years)					1 year 10 months 24 days
Stock-based compensation expense			$ 566,000	$ 1,156,000	$ 2,201,000	3,347,000
2019 Stock Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant (in shares)								308,011
2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for future issuance (in shares)							333,334
2021 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for future issuance (in shares)		194,445	190,714		190,714
Additional shares allowed under plan (in shares)		875,000
Percentage of outstanding shares, maximum		5.00%
2021 Stock Incentive Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for future issuance (in shares)		136,665
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant (in shares)	19,445		45,060		45,060
Additional shares allowed under plan (in shares)	58,334
Percentage of outstanding shares, maximum	1.00%
Common stock issued under ESPP (in shares)					3,436
Stock-based compensation expense			$ 0	$ 33,000	$ 10,000	$ 81,000

Leases - Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Leases [Abstract]
Operating cash flows from operating leases	$ 2,566	$ 1,465
Operating cash flows from finance leases	18	8
Financing cash flows from finance leases	$ 59	$ 40

Stock-Based Compensation - Restricted Stock Unit Activity (Details) - Restricted Stock Units	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Restricted Stock Units
Beginning balance (in shares) \| shares	32,741
Granted (in shares) \| shares	57,934
Vested \| shares	(14,676)
Cancelled \| shares	(14,228)
Ending balance (in shares) \| shares	61,771
Weighted-Average Grant Date Fair Value
Beginning balance (USD per share) \| $ / shares	$ 48.26
Granted (USD per share) \| $ / shares	4.78
Vested (USD per share) \| $ / shares	43.74
Cancelled (USD per share) \| $ / shares	34.86
Ending balance (USD per share) \| $ / shares	$ 11.64

Redeemable Convertible Preferred Stock - Narrative (Details)		9 Months Ended
	May 31, 2023 USD ($)	Sep. 30, 2024 USD ($) TradingDay $ / shares shares	Dec. 31, 2023 shares	Jun. 05, 2023 USD ($) shares
Temporary Equity [Line Items]
Preferred stock, shares authorized (in shares) \| shares		280,000	280,000
Redeemable convertible preferred stock, shares issued \| shares				280,000
Warrant to purchase shares of common stock \| shares		1,022,352	1,022,352	987,325
Total purchase price				$ 28,000,000
Annual dividend rate		8.00%
Description of preferred stock dividend payment rate variable		“Accrued Value” means, with respect to each share of Redeemable Convertible Preferred Stock, the sum, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Redeemable Convertible Preferred Stock, of (i) $100.00 plus (ii) on each Quarterly Dividend Date, an additional amount equal to the dollar value of any dividends on a share of Redeemable Convertible Preferred Stock which have accrued on any dividend payment date and have not been previously added to such Accrued Value.
Dividends declared and distributed to stockholders		$ 0
Preferred stock rights and preference ratio		75.00%
Conversion price per share \| $ / shares		$ 42.5394
Number of consecutive trading days for conversion price \| TradingDay		30
Preferred stock conversion description		Each share of Redeemable Convertible Preferred Stock is convertible, at the option of the holder, at any time and from time to time, into such number of shares of common stock as is determined by dividing the Accrued Value by the Conversion Price (defined below) in effect at the time of conversion. The Conversion Price is initially equal to $42.5394 per share. If at any time following the third anniversary of the issue date, the closing sale price of the Company’s common stock exceeds 250% of the Conversion Price for 30 consecutive trading days, then the Company has the right to require conversion of the Redeemable Convertible Preferred Stock, in whole or in part, at the then effective conversion rate.
Percentage of multiplier for which liquidated damages to be paid in cash		1.50%
Percentage of aggregate purchase consideration payable as liquidated damages		6.00%
Preferred stock, voting rights		The holder of each share of Redeemable Convertible Preferred Stock is entitled to one vote for each share of common stock into which such Redeemable Convertible Preferred Stock is convertible on the record date for determining stockholders entitled to vote on such matter. With respect to such vote, such holder has full voting rights and powers equal to the voting rights of the holders of common stock.
Accrued dividends		$ 3,100,000
Five Year Term Warrants
Temporary Equity [Line Items]
Warrant to purchase shares of common stock \| shares				19,749
Maximum
Temporary Equity [Line Items]
Expected aggregate liquidated damages		$ 1,700,000
Minimum
Temporary Equity [Line Items]
Preferred stock liquidation preference ratio		200.00%
Preferred stock convertible conversion ratio		2.50
Gross proceeds from debt or equity financing		$ 5,000,000
Redeemable Convertible Preferred Stock and Warrant Purchase Agreement
Temporary Equity [Line Items]
Aggregate capital raised for issuance of preferred stock converted into common stock	$ 28,000,000

Assets Held for Sale and Discontinued Operations - Summary of Carrying Amounts of Major Classes of Assets and Liabilities of Discontinued Operations (Parenthetical) (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Eton [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Allowance for credit losses	$ 0	$ 90

Assets Held for Sale and Discontinued Operations - Summary of Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss from discontinued operations	$ (460)	$ (726)	$ (2,211)	$ (1,733)
Eton
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenue	550	1,466	2,934	4,752
Cost of revenue	531	1,005	2,442	2,834
Research and development	225	789	1,326	2,082
Sales and marketing	62	35	227	335
General and administrative	161	379	877	1,250
Impairment of net assets of discontinued operations	31	0	273	0
Other expense, net	0	(16)	0	(16)
Loss from discontinued operations	$ (460)	$ (726)	$ (2,211)	$ (1,733)

Collaboration (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended	34 Months Ended
Collaboration (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenue	$ 1,566,000	$ 4,098,000	$ 5,305,000	$ 15,780,000
License
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenue	0	$ 1,000,000	0	$ 400,000
Pfizer
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Upfront payment	0		0			$ 0	$ 0
Pfizer \| License
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Upfront payment	8,000,000		8,000,000			8,000,000		$ 8,000,000
Additional amounts to be received								2,500,000
Milestone payments to be received	$ 7,500,000		7,500,000			7,500,000		7,500,000
Pfizer \| Clinical \| Minimum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments to be received								20,000,000
Pfizer \| Clinical \| Maximum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments to be received								55,000,000
Pfizer \| Sales Milestones \| Minimum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments to be received								60,000,000
Pfizer \| Sales Milestones \| Maximum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments to be received								$ 180,000,000
Royalty percentage								1.00%
Pfizer \| Research
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue from the milestone achievement						$ 7,500,000
Pfizer \| Material Rights
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue recognized			$ 300,000		$ 300,000

Commitment and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

14.

COMMITMENTS AND CONTINGENCIES

Litigation

The Company may become involved in various claims, suits, and legal proceedings from time to time in the ordinary course of its business. The Company accrues a liability when it believes that it is both probable and the amount of loss can be reasonably estimated. While the outcome of such claims, lawsuits or other proceedings cannot be predicted with certainty, management expects that any liability, to the extent not provided for by insurance or otherwise, will not have a material adverse effect on the Company’s condensed consolidated financial position or results of operations.

Leases

The Company’s non-cancelable lease commitments are described in Note 8.

Registration Rights

In connection with the July 2024 Shareholder Notes, the Company also entered into a registration rights waiver agreement, with the Lenders (the Waiver Agreement), pursuant to which the lenders waived certain rights contained in the Registration Rights Agreement. Pursuant to the Waiver Agreement, the lenders agreed, on behalf of themselves and the other holders of Redeemable Convertible Preferred Stock, to, among other items, defer payment of liquidated damages and waive accrued interest during such deferral periods due to the holders of the Redeemable Convertible Preferred Stock until the earlier of (i) the date that is 60 days following the end of the Company’s first fiscal quarter in which it becomes cash flow positive, (ii) the date on which the Company consummates a merger-like transaction, or (iii) the date on which the Company consummates a debt or equity financing in which the gross proceeds to the Company is greater than or equal to $5.0 million.

Stock-Based Compensation - Stock Option activity (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Number of options
Outstanding at beginning of the period (in shares)	314,757
Options granted (in shares)	60,479
Options exercised (in shares)	(480)
Options cancelled (in shares)	(83,573)
Outstanding at end of the period (in shares)	291,183	314,757
Vested and expected to vest (in shares)	282,207
Exercisable (in shares)	157,517
Weighted average exercise price
Outstanding at beginning of period (in USD per share)	$ 34.22
Options granted (in USD per share)	5.88
Options exercised (in USD per share)	7.02
Options cancelled (in USD per share)	28.56
Outstanding at end of period (in USD per share)	30	$ 34.22
Vested and expected to vest (in USD per share)	30.29
Exercisable (in USD per share)	$ 40.65
Weighted average remaining contractual term (in years)
Outstanding (in years)	8 years	8 years 6 months
Vested and expected to vest (in years)	8 years
Exercisable (in years)	7 years 4 months 24 days
Aggregate intrinsic value (in thousands)
Outstanding	$ 0	$ 1
Vested and expected to vest	0
Exercisable	$ 0

Stock-Based Compensation - Classification of Expense Related to Expense Categories (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 566	$ 1,156	$ 2,201	$ 3,347
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	96	178	281	637
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	9	88	30	321
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 461	$ 890	$ 1,890	$ 2,389

Leases

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

LEASES

As of September 30, 2024, the Company had four outstanding leases for office and laboratory space and scientific manufacturing equipment with remaining terms between approximately three months and nine years. The Company has also entered into certain short-term leases with a term of one year or less. These leases are not included within the Company’s right-of-use assets or lease liabilities due to the Company’s election of the practical expedient recognition exemption for short-term leases.

Corporate Headquarters

In September 2021, the Company entered into the Wateridge Pointe lease for future office and laboratory space at 10421 and 10431 Wateridge Circle, San Diego, California (the Wateridge Pointe Lease), and concurrently signed a second amendment to the operating lease agreement for its corporate headquarters located at 9535 Waples Street, San Diego, California (the Second Amendment). Under the Second Amendment, the lease at 9535 Waples Street terminated upon the occupancy of office and laboratory space at 10431 Wateridge Circle in March 2023. The Wateridge Pointe Lease provides for a tenant improvement allowance for the renovation and build-out of the facilities up to $185.00 per square foot, or approximately $12.3 million, with an additional allowance of up to $10.00 per square foot, or approximately $0.7 million if properly requested by the Company. The lessor is solely responsible for the management and payment of the tenant improvements and these expenses will be recorded as lessor improvements under ASC 842 guidance. Combined rent for the two buildings under the Wateridge Pointe Lease is approximately $3.9 million per year, subject to annual increases of 3%. The Wateridge Pointe Lease provides for a 10-year and 3-month term and the Company is entitled to one option to extend the lease term for an additional five years. Occupancy of 10431 Wateridge Circle and the corresponding termination of the lease at 9535 Waples Street occurred in the first quarter of 2023. Occupancy and commencement of the 10421 Wateridge Circle lease occurred in the second quarter of 2023.

In January 2024, the Company signed a first amendment to the Wateridge Pointe Lease for its corporate headquarters located at 10421 and 10431 Wateridge Circle (the 2024 First Amendment). Under the 2024 First Amendment, the landlord shall apply the existing security deposit of $0.4 million toward the base rent for the six-month period January 1 through June 30, 2024, with the $1.5 million balance of the base rent during that period abated. Under the 2024 First Amendment, escalating base rent payments will be $0.4 million to $0.5 million per month from July 2024 through July 2033.

In July 2024, the Company signed a second amendment to the Wateridge Pointe Lease for its corporate headquarters located at 10421 and 10431 Wateridge Circle (the 2024 Second Amendment). Under the 2024 Second Amendment, the lease term expiration date with respect to the 10431 premises will be December 31, 2024, with the Company surrendering the property to the landlord on or before October 31, 2024. Base rent under the 2024 Second Amendment will be $0.6 million per month from July 2024 through December 2024, followed by escalating base rent payments of $0.1 million per month from January 1, 2025 through July 5, 2033. Additionally, the security deposit, which had previously been applied to monthly base rent in accordance with the 2024 First Amendment, was increased to $0.3 million.

Equipment

The Company entered into finance lease agreements for equipment in November 2022 (the 2022 Equipment Lease), August 2023 (the 2023 Equipment Lease), and September 2024 (the 2024 Equipment Lease). The terms of the leases commenced when the equipment was delivered and placed into use which occurred in November 2022, August 2023, and September 2024, respectively, and accordingly the related right-of-use assets and lease liabilities were recognized on the condensed consolidated balance sheets at their respective commencement dates. The 2022 Equipment Lease expires in October 2025, the 2023 Equipment Lease expires in August 2026, and the 2024 Equipment Lease expires in September 2029.

Summary of Lease Cost

The components of lease cost under ASC 842 are as follows (in thousands):


	September 30,
	2024		2023
Lease costs
Finance lease cost:
Amortization of finance lease right-of-use assets	$	100	$	34
Interest on finance lease liabilities		18		8
Operating lease costs		2,950		2,929
Variable lease cost		1,012		740
Short-term lease cost		9		146
Lease costs included in discontinued operations		552		839
Total lease cost	$	4,641	$	4,696

Supplemental disclosure of cash flow information related to leases is as follows (in thousands):


	September 30,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	2,566	$	1,465
Operating cash flows from finance leases	$	18	$	8
Financing cash flows from finance leases	$	59	$	40

The weighted-average remaining lease term and discount rate were as follows:


	September 30, 2024			December 31, 2023
Weighted-average remaining lease term
Finance leases	3.9 years			2.5 years
Operating leases	7.6 years			9.2 years
Weighted-average discount rate
Finance leases		8.6	%		8.8	%
Operating leases		10.7	%		9.7	%

The following table summarizes the minimum lease payments of the Company’s operating and finance lease liabilities as of September 30, 2024 (in thousands):


Years Ending December 31,	Operating			Finance
2024 (remaining three months)	$	1,893		$	80
2025		1,325			192
2026		1,364			151
2027		1,405			93
2028		1,447			93
Thereafter		7,098			66
Total future minimum lease payments		14,532			675
Less: Imputed interest		(4,656	)		(97	)
Present value of lease liability		9,876			578

Less: Current portion of lease liability		(2,021	)		(184	)
Non-current portion of lease liability	$	7,855		$	394

Assets Held for Sale and Discontinuing Operations

9 Months Ended

Sep. 30, 2024

Discontinued Operations and Disposal Groups [Abstract]

ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

18.

ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Because the carrying value of the net assets of Eton exceeded their estimated fair value, the Company determined that Eton's held for sale net assets had been impaired as of June 30, 2024. After performing quantitative testing, in which the Company used the expected consideration of $1.4 million as the fair value of the underlying net assets, the Company recorded a $0.2 million impairment of the net assets. Upon the closing of the sale, the Company recognized an additional $31 thousand loss on the sale of Eton. The losses have been included in the loss from discontinued operations in the accompanying condensed consolidated financial statements.

The Company's condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss, and condensed consolidated statements of cash flows report discontinued operations separate from continuing operations. The Company's condensed consolidated statements of redeemable convertible preferred stock and stockholders' (deficit) equity combines

continuing and discontinued operations. A summary of financial information related to the Company's discontinued operations is as follows.

The following table presents the results of the discontinued operations for the three and nine months ended September 30, 2024 and 2023 (in thousands):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Revenue	$	550		$	1,466		$	2,934		$	4,752

Cost of revenue		531			1,005			2,442			2,834
Research and development		225			789			1,326			2,082
Sales and marketing		62			35			227			335
General and administrative		161			379			877			1,250
Impairment of net assets of discontinued operations		31			—			273			—
Other expense, net		—			(16	)		—			(16	)
Loss from discontinued operations	$	(460	)	$	(726	)	$	(2,211	)	$	(1,733	)

The following table summarizes the carrying amounts of major classes of assets and liabilities of discontinued operations for each of the periods presented (in thousands):


	September 30, 2024			December 31, 2023
Carrying amounts of assets of discontinued operations
Current assets:
Accounts receivable, net of allowance for credit losses of $0 and $90 at September 30, 2024 and December 31, 2023, respectively	$	—		$	575
Inventory, net		—			315
Prepaid expenses and other current assets		44			—
Total current assets of discontinued operations		44			890
Property and equipment, net		—			1,002
Right-of-use assets		—			1,331
Other long-term assets		—			53
Other intangible assets, net		—			393
Total assets of discontinued operations	$	44		$	3,669
Carrying amounts of liabilities of discontinued operations
Current liabilities:
Accounts payable	$	—		$	119
Accrued employee expenses		—			314
Operating lease liability, current portion		—			320
Other current liabilities		78			115
Total current liabilities of discontinued operations		78			868
Operating lease liability, net of current portion		—			1,050
Total liabilities of discontinued operations	$	78		$	1,918
Net assets of discontinued operations	$	(34	)	$	1,751

Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Related Party
Interest expense, related-party amounts	$ 169	$ 0	$ 169	$ 0

- Definition

Amount of interest expense classified as operating and nonoperating. Includes, but is not limited to, cost of borrowing accounted for as interest expense.

+ References + Details

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (6,642)	$ (12,585)	$ (8,637)	$ (10,631)	$ (8,287)	$ (11,119)	$ (27,864)	$ (30,037)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Property and Equipment

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at September 30, 2024 and December 31, 2023 (in thousands):


	September 30, 2024			December 31, 2023
Machinery and equipment	$	4,621		$	4,597
Furniture and fixtures		211			908
Computer hardware and software		2,164			2,395
Leasehold improvements		124			332
Construction in progress		55			586
Total		7,175			8,818
Less: Accumulated depreciation and amortization		(3,083	)		(2,520	)
Total property and equipment, net	$	4,092		$	6,298

Depreciation expense for each of the three months ended September 30, 2024 and 2023 was $0.4 million, and depreciation expense for the nine months ended September 30, 2024 and 2023 was $1.2 million and $0.9 million, respectively, and is included in operating expenses. During the three and nine months ended September 30, 2024, the Company recorded impairment charges of $0.3 million and $1.4 million, respectively, to write down to fair value certain property and equipment used in its corporate headquarters. The Company determined the net book value of such assets exceeded their fair value as a result of idle nature and the high likelihood the assets would be sold or abandoned significantly before the end of their previously estimated useful life. During the three and nine months ended September 30, 2023, the Company recorded an impairment charge of $0.2 million on property and equipment.

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false