Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
BIONANO GENOMICS, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
September 30,
2025 December 31,
2024
Assets
Current assets:
Cash and cash equivalents $ 3,065,000 $ 9,173,000
Investments 18,516,000 302,000
Accounts receivable, net 4,526,000 4,752,000
Inventory 7,049,000 11,121,000
Prepaid expenses and other current assets 5,378,000 3,141,000
Restricted investments
10,266,000 11,000,000
Total current assets 48,800,000 39,489,000
Restricted cash
— 400,000
Property and equipment, net 16,172,000 19,219,000
Operating lease right-of-use assets 3,497,000 1,804,000
Finance lease right-of-use assets 3,146,000 3,299,000
Intangible assets, net 5,685,000 9,705,000
Other long-term assets 1,762,000 2,754,000
Total assets $ 79,062,000 $ 76,670,000
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable 5,990,000 6,962,000
Accrued expenses 4,706,000 5,641,000
Contract liabilities 1,180,000 1,128,000
Operating lease liability 1,025,000 2,991,000
Finance lease liability 251,000 260,000
Convertible debentures payable (at fair value)
9,825,000 20,362,000
Total current liabilities 22,977,000 37,344,000
Operating lease liability, net of current portion 2,599,000 145,000
Finance lease liability, net of current portion 3,495,000 3,539,000
Long-term contract liabilities 192,000 267,000
Total liabilities $ 29,263,000 $ 41,295,000
Commitments and contingencies (Note 7)
Stockholders’ equity:
Preferred stock, $ 0.0001 par value; 10,000,000 shares authorized at September 30, 2025 and December 31, 2024; no shares issued and outstanding at September 30, 2025 and December 31, 2024
— —
Common stock, $ 0.0001 par value, 400,000,000 shares authorized at September 30, 2025 and December 31, 2024; 9,730,400 and 1,865,400 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively
1,000 —
Additional paid-in capital 761,479,000 728,573,000
Accumulated deficit ( 711,687,000 ) ( 693,225,000 )
Accumulated other comprehensive income
6,000 27,000
Total stockholders’ equity $ 49,799,000 $ 35,375,000
Total liabilities and stockholders’ equity $ 79,062,000 $ 76,670,000
See accompanying notes to the unaudited condensed consolidated financial statements.
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BIONANO GENOMICS, INC.
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Revenue:
Product revenue $ 6,934,000 $ 6,021,000 $ 19,248,000 $ 19,359,000
Service and other revenue 433,000 52,000 1,309,000 3,254,000
Total revenue 7,367,000 6,073,000 20,557,000 22,613,000
Cost of revenue:
Cost of product revenue 3,842,000 14,251,000 10,044,000 23,858,000
Cost of service and other revenue 155,000 268,000 727,000 1,792,000
Total cost of revenue 3,997,000 14,519,000 10,771,000 25,650,000
Operating expenses:
Research and development 2,844,000 4,717,000 8,145,000 21,329,000
Selling, general and administrative 9,064,000 9,464,000 26,444,000 40,109,000
Intangible assets and other long-lived assets impairment
— 19,504,000 — 19,951,000
Restructuring costs
— 1,770,000 — 7,616,000
Total operating expenses 11,908,000 35,455,000 34,589,000 89,005,000
Loss from operations ( 8,538,000 ) ( 43,901,000 ) ( 24,803,000 ) ( 92,042,000 )
Other income (expense):
Interest income 268,000 376,000 835,000 1,876,000
Other income (expense)
( 219,000 ) ( 697,000 ) 5,538,000 ( 1,694,000 )
Total other income (expense) 49,000 ( 321,000 ) 6,373,000 182,000
Loss before income taxes ( 8,489,000 ) ( 44,222,000 ) ( 18,430,000 ) ( 91,860,000 )
Provision for income taxes
( 14,000 ) ( 24,000 ) ( 32,000 ) ( 32,000 )
Net loss $ ( 8,503,000 ) $ ( 44,246,000 ) $ ( 18,462,000 ) $ ( 91,892,000 )
Net loss per share, basic and diluted $ ( 1.59 ) $ ( 30.92 ) $ ( 4.82 ) $ ( 80.18 )
Weighted-average common shares outstanding basic and diluted 5,338,000 1,431,000 3,829,000 1,146,000
See accompanying notes to the unaudited condensed consolidated financial statements.
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BIONANO GENOMICS, INC.
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited)
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Net loss: $ ( 8,503,000 ) $ ( 44,246,000 ) $ ( 18,462,000 ) $ ( 91,892,000 )
Other comprehensive income (loss):
Unrealized gain (loss) on investment securities
1,000 10,000 ( 2,000 ) 12,000
Change in fair value attributable to instrument-specific credit risk
— 1,503,000 — 1,503,000
Foreign currency translation adjustments 15,000 24,000 ( 19,000 ) ( 4,000 )
Other comprehensive income (loss)
$ 16,000 $ 1,537,000 $ ( 21,000 ) $ 1,511,000
Total comprehensive loss $ ( 8,487,000 ) $ ( 42,709,000 ) $ ( 18,483,000 ) $ ( 90,381,000 )
See accompanying notes to the unaudited condensed consolidated financial statements.
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BIONANO GENOMICS, INC.
Condensed Consolidated Statements of Stockholders’ Equity (Deficit)
(Unaudited)
Common Stock
Additional
Paid-in
Capital Accumulated
Deficit Accumulated Other Comprehensive Income (Loss)
Total Stockholders’ Equity (Deficit)
Shares Amount
Balance at January 1, 2024
762,600 $ — $ 677,342,000 $ ( 581,208,000 ) $ 23,000 $ 96,157,000
Stock-based compensation expense — — 3,015,000 — — 3,015,000
Issue common stock, net of issuance costs 196,300 — 15,059,000 — — 15,059,000
Net loss — — — ( 31,422,000 ) — ( 31,422,000 )
Other comprehensive loss
— — — ( 39,000 ) ( 39,000 )
Balance at March 31, 2024
958,900 $ — $ 695,416,000 $ ( 612,630,000 ) $ ( 16,000 ) $ 82,770,000
Stock-based compensation expense — — 2,583,000 — — 2,583,000
Issue common stock, net of issuance costs 183,800 — 11,181,000 — — 11,181,000
Issue stock for warrant exercises 36,600 — 2,000 — — 2,000
Issue stock for employee stock purchase plan 300 — 10,000 — — 10,000
Net loss — — — ( 16,224,000 ) — ( 16,224,000 )
Other comprehensive income
— — — — 13,000 13,000
Balance at June 30, 2024
1,179,600 $ — $ 709,192,000 $ ( 628,854,000 ) $ ( 3,000 ) $ 80,335,000
Stock-based compensation expense — — 2,202,000 — — 2,202,000
Issue common stock, net of issuance costs 197,800 — 9,034,000 — — 9,034,000
Issue stock for warrant exercises 96,900 — 2,000 — — 2,000
Issuance of common stock due to the vesting of restricted stock units, net of shares withheld to cover taxes 200 — — — — —
Net loss — — — ( 44,246,000 ) — ( 44,246,000 )
Other comprehensive income
— — — — 1,537,000 1,537,000
Balance at September 30, 2024
1,474,500 $ — $ 720,430,000 $ ( 673,100,000 ) $ 1,534,000 $ 48,864,000
Balance at January 1, 2025
1,865,400 $ — $ 728,573,000 $ ( 693,225,000 ) $ 27,000 $ 35,375,000
Stock-based compensation expense — — 1,587,000 — — 1,587,000
Issue common stock and warrants, net of issuance costs
934,000 — 13,982,000 — — 13,982,000
Issue stock for warrant exercises 280,000 — 9,000 — — 9,000
Issuance of common stock for convertible debentures payable
22,000 — 350,000 — — 350,000
Net loss — — — ( 3,102,000 ) — ( 3,102,000 )
Other comprehensive loss
— — — — ( 13,000 ) ( 13,000 )
Balance at March 31, 2025
3,101,400 $ — $ 744,501,000 $ ( 696,327,000 ) $ 14,000 $ 48,188,000
Stock-based compensation expense — — 1,080,000 — — 1,080,000
Issue common stock, net of issuance costs 807,000 — 2,986,000 — — 2,986,000
Issuance of common stock due to the vesting of restricted stock units, net of shares withheld to cover taxes
1,000 — 1,000 — — 1,000
Net loss — — — ( 6,857,000 ) — ( 6,857,000 )
Other comprehensive loss
— — — — ( 24,000 ) ( 24,000 )
Balance at June 30, 2025
3,909,400 $ — $ 748,568,000 $ ( 703,184,000 ) $ ( 10,000 ) $ 45,374,000
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Stock-based compensation expense — — 941,000 — — 941,000
Issue common stock, net of issuance costs 5,771,000 1,000 11,970,000 — — 11,971,000
Issue stock for warrant exercises 50,000 — — — — —
Net loss — — — ( 8,503,000 ) — ( 8,503,000 )
Other comprehensive income
— — — — 16,000 16,000
Balance at September 30, 2025
9,730,400 $ 1,000 $ 761,479,000 $ ( 711,687,000 ) $ 6,000 $ 49,799,000
See accompanying notes to the unaudited condensed consolidated financial statements.
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BIONANO GENOMICS, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended
September 30,
2025 2024
Operating activities:
Net loss $ ( 18,462,000 ) $ ( 91,892,000 )
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense 7,190,000 11,624,000
Inventory write-offs
— 7,231,000
Amortization of financing lease right-of-use asset 153,000 153,000
Accretion of interest on securities
( 727,000 ) ( 1,176,000 )
Non-cash lease expense
974,000 2,000
Gain on lease termination/modification
( 450,000 ) ( 73,000 )
Net realized loss on investments
— 18,000
Stock-based compensation 3,608,000 7,800,000
Change in fair value of contingent consideration — ( 10,890,000 )
Change in fair value of convertible debentures, convertible notes payable and option liability
( 5,312,000 ) ( 6,988,000 )
Loss on issuance of convertible debentures
— 1,890,000
Gain on High Trail extinguishment — ( 3,965,000 )
Disposal of internal-use software
— 1,293,000
Intangible assets and other long-lived assets impairment
— 17,850,000
Loss on ROU asset impairment
— 808,000
Disposal of property and equipment
258,000 1,404,000
Cost of leased equipment sold to customer 348,000 361,000
Changes in operating assets and liabilities:
Accounts receivable 226,000 4,006,000
Inventory 3,342,000 ( 3,521,000 )
Prepaid expenses and other current assets ( 2,235,000 ) 339,000
Other assets 992,000 4,677,000
Accounts payable ( 973,000 ) ( 1,679,000 )
Accrued expenses, contract liabilities, and lease liabilities, net
( 1,102,000 ) ( 1,690,000 )
Net cash used in operating activities ( 12,170,000 ) ( 62,418,000 )
Investing Activities:
Purchases of property and equipment — ( 103,000 )
Purchase of available for sale securities ( 177,527,000 ) ( 214,323,000 )
Sale and maturity of available for sale securities 160,771,000 285,268,000
Net cash (used in)/provided by investing activities
( 16,756,000 ) 70,842,000
Financing activities:
Principal payments on financing lease liability ( 53,000 ) ( 43,000 )
Proceeds from sale of common stock and warrants
29,347,000 37,712,000
Offering costs on sale of common stock and warrants
( 1,992,000 ) ( 2,438,000 )
Proceeds from sale of common stock under employee stock purchase plan — 10,000
Proceeds from warrant exercises
9,000 4,000
Proceeds from issuance of convertible debentures
— 18,000,000
Payments on High Trail Notes
— ( 61,001,000 )
Payments on convertible debentures
( 4,875,000 ) ( 3,000,000 )
Debt issuance costs on sale of convertible debentures
— ( 1,444,000 )
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Payments of retirement fees for redemption of High Trail Notes
— ( 5,375,000 )
Net cash provided by/(used in) financing activities
22,436,000 ( 17,575,000 )
Effect of exchange rates on cash, cash equivalents and restricted cash ( 18,000 ) ( 3,000 )
Net decrease in cash, cash equivalents and restricted cash
( 6,508,000 ) ( 9,154,000 )
Cash, cash equivalents and restricted cash at beginning of period 9,573,000 18,348,000
Cash, cash equivalents and restricted cash at end of period $ 3,065,000 $ 9,194,000
Reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets to the total amounts reported on the unaudited condensed consolidated statements of cash flows
Cash and cash equivalents 3,065,000 8,794,000
Restricted cash — 400,000
Total cash, cash equivalents and restricted cash at end of period $ 3,065,000 $ 9,194,000
Supplemental cash flow disclosures:
Cash paid for interest $ 1,312,000 $ 10,136,000
Cash paid for operating lease liabilities $ 1,879,000 $ 2,126,000
Supplemental disclosure of non-cash investing and financing activities:
Transfer of instruments and servers from inventory to property and equipment, net $ 730,000 $ 5,023,000
Issuance of common stock for convertible debentures payable
$ 350,000 $ —
Fees paid in common stock
$ 1,584,000 $ —
Operating lease liabilities resulting from obtaining right-of-use assets $ 2,966,000 $ —
See accompanying notes to the unaudited condensed consolidated financial statements.
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BIONANO GENOMICS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Organization and Basis of Presentation
Description of Business
Bionano Genomics, Inc. (collectively, with its consolidated subsidiaries, the “Company”) is a provider of genome analysis solutions that can enable researchers and clinicians to reveal answers to challenging questions in biology and medicine. The Company offers optical genome mapping (“OGM”) solutions, diagnostic services and software for applications across basic, translational and clinical research, and for other applications including bioprocessing. The Company offers a platform-agnostic software solution, which integrates next-generation sequencing, microarray and OGM data designed to provide analysis, visualization, interpretation and reporting of copy number variants, single-nucleotide variants and absence of heterozygosity across the genome in one consolidated view. The Company also offers nucleic acid extraction and purification solutions using proprietary isotachophoresis (“ITP”) technology. Through its wholly-owned subsidiary, Lineagen Inc. (doing business as Bionano Laboratories), the Company also provides OGM-based diagnostic testing services.
Reverse Stock Split
On January 24, 2025, the Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect a reverse stock split of all issued and outstanding shares of the Company’s common stock at a ratio of 1-for-60. The reverse stock split did not change the par value or the authorized number of shares of the Company’s common stock. The Company’s condensed consolidated financial statements and notes to the condensed consolidated financial statements present the retroactive effect of the reverse stock split on the Company’s common stock and per share amounts for all periods presented.
Basis of Presentation
The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim reporting purposes. The condensed consolidated financial statements are unaudited. The unaudited condensed consolidated financial statements reflect, in the opinion of the Company’s management, all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of financial position, results of operations, changes in equity, and comprehensive loss and cash flows for each period presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). All intercompany transactions and balances have been eliminated. The operating results presented in these unaudited interim condensed financial statements are not necessarily indicative of the results that may be expected for any future periods. These interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Reclassifications
Certain amounts reported in prior years have been reclassified to conform with the presentation in the current year. These reclassifications had no effect on the reported results of operations.
Liquidity and Going Concern
The Company has experienced recurring net losses from operations and negative cash flows from operating activities since its inception, has a significant accumulated deficit and expects to continue to incur net losses into the foreseeable future. As of September 30, 2025, the Company had approximately $ 3.1 million in cash and cash equivalents, $ 18.5 million in short-term investments, $ 10.3 million in restricted short-term investments and working capital of $ 25.8 million. The amount the Company is required to hold as restricted cash or investments is equal to the lesser of (a) $ 11.0 million and (b) the then outstanding principal balance of the Debentures (as defined in Note 5 (Debt) in these notes accompanying the unaudited condensed consolidated financial statements).
As of September 30, 2025, the Company had $ 10.3 million of principal outstanding under the Debentures (see Note 5 (Debt) to our unaudited condensed consolidated financial statements) and an accumulated deficit of $ 711.7 million. During the nine months ended September 30, 2025, the Company used $ 12.2 million of cash in operations.
Management expects operating losses and negative cash flows to continue for at least the next year as the Company continues to incur costs related to product development and commercialization efforts. Management has prepared cash flows forecasts which indicate that based on the Company’s expected operating losses and negative cash flows, there is substantial doubt about the Company’s ability to continue as a going concern within 12 months after the date that the unaudited condensed consolidated financial statements for the nine months ended September 30, 2025, are issued. Management’s ability to continue as a going concern is dependent upon its ability to raise additional funding. Management’s plans to raise additional capital to fulfill its operating and capital requirements for at least 12 months include public or private equity or debt financings. However, the
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Company may not be able to secure such financing in a timely manner or on favorable terms, if at all, and if the Company is unable to raise sufficient additional capital in the very near term, it may need to further curtail or cease operations and seek protection by filing a voluntary petition for relief under the United States Bankruptcy Code.
Furthermore, if the Company issues equity securities to raise additional funds, its existing stockholders may experience dilution, and the new equity securities may have rights, preferences and privileges senior to those of the Company’s existing stockholders.
The unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities in the normal course of business, and do not include any adjustments to reflect the outcome of this uncertainty.
Significant Accounting Policies
During the three and nine months ended September 30, 2025, there were no material changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Restructuring Expenses
The Company’s restructuring expense consists primarily of actions taken in May and October 2023 (the “2023 Workforce Reductions”) and March and September 2024 (the “2024 Workforce Reductions”) in order to reduce costs and improve operations and manufacturing efficiency. Severance-related costs were accounted for as a one-time termination benefit communicated by period end without an additional service component, so the charge represents the total amount expected to be incurred. As a result of reducing facility costs and discretionary spending unrelated to headcount and combined with the cost savings from the 2023 Workforce Reductions and 2024 Workforce Reductions, such plans were intended to decrease expenses and maintain a streamlined organization to support the Company’s business.
In connection with the Company’s restructuring initiatives, the Company entered into a lease termination agreement on February 28, 2024 with the landlord for the facility in Salt Lake City that resulted in a one-time termination fee of approximately $ 0.2 million paid in the third quarter of 2024. The Company continued to lease the property through June 2024. The Company accounted for the lease amendment as a lease modification and recorded a gain of $ 0.1 million during the three months ended March 31, 2024.
On March 1, 2024, and September 4, 2024, the Company’s board of directors approved restructuring plans, including reductions in force, that was expected to reduce the Company’s annualized operating expenses. The 2024 Workforce Reductions were incremental to the 2023 Workforce Reductions. As part of the 2024 Workforce Reductions, the Company reduced its overall headcount by approximately 120 and 83 employees in March and September 2024, respectively. The Company had completed the reduction in force from the 2024 Workforce Reductions as of December 31, 2024. In addition, as part of the 2024 Workforce Reductions, Bionano Laboratories phased out the offering of certain testing services related to neurodevelopmental disorders, including autism spectrum disorders, and other disorders of childhood development. The Company may also incur additional costs not currently contemplated due to events that may occur as a result of, or that are associated with, the reductions in force. See Note 7 (Commitments and Contingencies in these notes accompanying the unaudited condensed consolidated financial statements) for additional information.
Disposal of In-Process Internal-Use Software
In September 2024, Bionano announced a change in its business strategy to focus on driving utilization and adoption of OGM from the Company’s existing installed base, with less emphasis on new placements of the Company’s OGM systems, which resulted in a change in the manner in which the Company’s in-process internally developed software would be used; therefore, it became probable that the software would not be placed into service. The Company disposed of the project, and recorded a loss of $ 1.3 million included in selling, general and administrative expense on the unaudited condensed consolidated statement of operations during the three and nine months ended September 30, 2024. No material disposals of internal-use software were recorded during the three and nine months ended September 30, 2025. The Company’s in-process internal-use software was recorded in prepaid expenses and other current assets on the unaudited condensed consolidated balance sheets.
Impairment of Long-Lived Assets (including Finite-Lived Intangible Assets)
Long-lived assets are reviewed for impairment if indicators of potential impairment exist. If the Company identifies a change in the circumstances related to its long-lived assets, such as property and equipment and intangible assets (other than goodwill), that indicates the carrying value of any such asset may not be recoverable, the Company will perform an impairment analysis. A long-lived asset (other than goodwill) is not recoverable when the undiscounted cash flows expected to be generated by the asset (or asset group) are less than the asset’s carrying amount. Any required impairment loss would be measured as the amount
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by which the asset’s carrying value exceeds its fair value, and would be recorded as a reduction in the carrying value of the related asset and a charge to operating expense.
During the three months ended March 31, 2024, the Company experienced a triggering event as a result of the restructuring initiatives announced in March 2024 that required an evaluation of its non-OGM Bionano Laboratories asset group for impairment. The Company performed a recoverability test and concluded that the non-OGM Bionano Laboratories long-lived assets were not recoverable; therefore, the Company measured the impairment loss and fully impaired the intangible assets acquired through the acquisition of Lineagen, consisting of its trade name and customer relationship intangible assets. The Company recognized an impairment loss of $ 0.4 million during the three months ended March 31, 2024.
During the three months ended September 30, 2024, the Company experienced a triggering event and identified indicators of impairment in all of its asset groups as a result of the restructuring initiatives and change in business strategy announced in September 2024. The Company assessed the recoverability of each asset group and concluded the legacy OGM Bionano and Purigen asset groups were not recoverable. Therefore, the Company was required to perform an impairment analysis to determine the fair value of the legacy OGM Bionano and Purigen asset groups as further described below.
The Company evaluated the fair value of the finite-lived assets of the legacy OGM Bionano asset group. The Company evaluated the fair value of the reagent rental instruments based on the expected sales volume or usage and recorded an impairment loss of $ 2.6 million during the three and nine months ended September 30, 2024. The estimates and assumptions used in the assessment of the reagent rental instrument impairments represent Level 2 measurements because they are supported by executed sales transactions. The impairment loss associated with these reagent rental instruments was recorded to cost of product revenue in the Company’s unaudited condensed consolidated statement of operations.
The Company estimated the fair value of the right-of-use assets and related office equipment and leasehold improvements for the San Diego facilities (Nancy Ridge and 9640 Towne Center Drive) and recorded an impairment loss of $ 0.4 million and $ 0.2 million, respectively during the three and nine months ended September 30, 2024. The fair value of the right-of-use asset and related office equipment and leasehold improvements was estimated using the discounted future cash flow methods, which includes estimates and assumptions for future sublease rental rates that reflect current sublease market conditions as well as discount rates. The estimates and assumptions used in the assessment of right-of-use assets impairments represent Level 3 measurements because they are supported by little or no market activity and reflect the Company’s assumptions in measuring fair value. The impairment losses were recognized in intangible assets and other long-lived assets impairment in the consolidated statement of operations.
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The Company evaluated the fair value of the finite-lived intangible assets of the Purigen asset group, consisting of the Purigen trade name, customer relationships and developed technology, as well as the operating lease right-of-use asset and related office equipment and leasehold improvements. To estimate the fair value of the intangible assets, the Company utilized the discounted cash flow method to estimate the fair value of the asset group. The Company identified that no projected after-tax cash flows would be generated from the Purigen intangible assets and that the cost to maintain and sell the Purigen products exceeded the expected revenue to be generated from the asset group. The carrying value of the Purigen intangible assets therefore exceeded its fair value and the Company recorded an impairment loss of $ 17.3 million for the intangible assets during the three and nine months ended September 30, 2024. The Company estimated the fair value of the right-of-use asset and related office equipment and leasehold improvements for the Pleasanton, California facility and recorded an impairment loss of $ 0.8 million during the three and nine months ended September 30, 2024. The fair value of the right-of-use asset and related office equipment and leasehold improvements was estimated using the discounted future cash flow methods, which includes estimates and assumptions for future sublease rental rates that reflect current sublease market conditions as well as discount rates. The Company also recorded $ 0.1 million of leasehold improvements and office equipment impairments related to the Pleasanton, California facility during the three and nine months ended September 30, 2024. The estimates and assumptions used in the assessment of intangible assets, right-of-use assets and related office equipment and leasehold improvement impairments represent Level 3 measurements because they are supported by little or no market activity and reflect the Company’s assumptions in measuring fair value. The impairment losses were recognized in intangible assets and other long-lived assets impairment in the unaudited condensed consolidated statement of operations.
No impairment losses were recorded during the three and nine months ended September 30, 2025.
Inventories
The Company reviews its inventories for classification purposes. The value of inventories not expected to be realized in cash, sold or consumed during the next 12 months are classified as non-current within other long-term assets. As of September 30, 2025, $ 1.4 million of inventories were included in other long-term assets.
During the three and nine months ended September 30, 2024, the Company recorded a $ 7.2 million write-off of its Saphyr instrument spare parts and other excess or obsolete inventory as a result of the Company’s restructuring initiatives and change in business strategy announced in September 2024.
Loss on disposal of property and equipment
Loss on disposal of property and equipment includes the net book value of assets that have been abandoned or retired and consists primarily of our leasehold improvements, furniture, equipment and fixtures that were abandoned and disposed of in the normal course of business. We recorded a $ 0.3 million loss on disposal of property and equipment during the nine months ended September 30, 2025 and $ 1.4 million during the three and nine months ended September 30, 2024.
Change in depreciable lives of property and equipment
The Company reviews the estimated useful life of its fixed assets on an ongoing basis. This review indicated that the actual lives of the Company’s Saphyr® and Stratys™ instruments were longer than the estimated useful lives used for depreciation purposes in the Company’s unaudited condensed consolidated financial statements. As a result, effective January 1, 2024, the Company changed its estimates of the useful lives of the Company’s Saphyr and Stratys instruments to better reflect the estimated period during which these assets will remain in service. The estimated useful lives of the Company’s Saphyr and Stratys instruments were increased from 5 to 7 years. The effect of this change in estimate reduced depreciation expense by $ 1.8 million for the fiscal year 2024. There were no changes to the depreciable lives of property and equipment during the nine months ended September 30, 2025.
Segment Reporting
Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s CODM is its Chief Executive Officer. The Company has determined it has one operating and reportable segment. Segment information is consistent with how management reviews the business, makes investing and resource allocation decisions and assesses operating performance. The Company’s measure of segment performance on a consolidated basis is consolidated net loss. The measure of segment assets is reported on the unaudited condensed consolidated balance sheets as total assets. Refer to the unaudited condensed consolidated statements of operations and comprehensive loss for the Company’s measure of profit (loss). See Note 9 (Segment Reporting) in these notes accompanying the unaudited condensed consolidated financial statements for additional information.
Recently Adopted Accounting Pronouncements
In November 2023, the FASB issued Accounting Standards Update, or ASU, 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which updates reportable segment disclosure requirements primarily through
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enhanced disclosures about significant segment expenses for all public entities, including public entities with a single reportable segment. On an annual and interim basis, entities are required to disclose significant segment expenses that are regularly provided to the CODM. The ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted the new standard in the fourth quarter of 2024 which did not have a material impact on its consolidated financial statements. See Note 9 (Segment Reporting) in these notes accompanying the unaudited condensed consolidated financial statements for disclosures related to the Company’s segment reporting.
Recently Issued Accounting Pronouncements
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures. Two primary enhancements related to this ASU include disaggregating existing income tax disclosures relating to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on the Company’s consolidated financial statements and related disclosures.
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses , which requires additional disclosure about specific expense categories in the notes to financial statements. The amendments are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of this accounting standard update on the Company’s consolidated financial statements and related disclosures.
Recently Issued Tax Legislation
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The provisions of OBBBA did not have a material impact on the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2025. The Company will continue to evaluate the impact of OBBBA on the Company’s consolidated financial statements and related disclosures for the year ending December 31, 2025.
2. Net Loss Per Share
Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common shares and common share equivalents outstanding for the period. Common share equivalents are only included when their effect is dilutive. The Company’s potentially dilutive securities which include outstanding convertible debentures and High Trail Notes (as defined in Note 5), outstanding common warrants to purchase common stock, restricted stock units (“RSUs”), performance stock units (“PSUs”), and outstanding stock options under the Company’s equity incentive plans have been excluded from the computation of diluted net loss per share as they would be anti-dilutive to the net loss per share. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position.
Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive were as follows (in common stock equivalent shares):
September 30,
2025 September 30,
2024
Common stock options
191,000 63,000
Common warrants
12,105,500 1,091,000
Convertible debentures
634,000 142,000
RSUs 3,590 7,000
PSUs — 480
Total 12,934,090 1,303,480
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3. Revenue Recognition
Revenue by Source
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Instruments $ 1,619,000 $ 1,419,000 $ 3,707,000 $ 5,293,000
Consumables 3,773,000 3,333,000 10,296,000 9,366,000
Software 1,542,000 1,269,000 5,245,000 4,700,000
Total product revenue 6,934,000 6,021,000 19,248,000 19,359,000
Service and other 433,000 52,000 1,309,000 3,254,000
Total revenue $ 7,367,000 $ 6,073,000 $ 20,557,000 $ 22,613,000
Revenue by Geographic Location
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
$ % $ % $ % $ %
Americas $ 2,845,000 38.6 % $ 2,537,000 41.8 % $ 8,829,000 42.9 % $ 10,613,000 46.9 %
EMEA 3,632,000 49.3 % 2,764,000 45.5 % 9,926,000 48.3 % 9,521,000 42.1 %
Asia Pacific 890,000 12.1 % 772,000 12.7 % 1,802,000 8.8 % 2,479,000 11.0 %
Total $ 7,367,000 100 % $ 6,073,000 100 % $ 20,557,000 100 % $ 22,613,000 100 %
The table above provides revenue from contracts with customers by source and geographic region (based on the customer’s billing address) on a disaggregated basis. Americas consists of North America and South America. EMEA consists of Europe, the Middle East, and Africa. Asia Pacific includes China, Japan, South Korea, Singapore, India and Australia.
For the three months ended September 30, 2025 and 2024, the United States represented 33.4 % and 32.3 % of total revenue, respectively. For the nine months ended September 30, 2025 and 2024, the United States represented 36.8 % and 38.3 % of total revenue, respectively. No other countries represented greater than 10% of total revenue during the three and nine months ended September 30, 2025 and 2024.
Remaining Performance Obligations
As of September 30, 2025, the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied was approximately $ 1.4 million. These remaining performance obligations primarily relate to extended warranty, support and maintenance obligations, as well as obligations related to software under hosting arrangements. The Company expects to recognize approximately 45.3 % of this amount as revenue during the remainder of 2025, 41.7 % in 2026, and 13.0 % in 2027 and thereafter. Warranty revenue is included in service and other revenue.
The Company recognized revenue of approximately $ 0.2 million and $ 0.2 million during the three months ended September 30, 2025 and 2024, respectively, which was included in the contract liability balance at the end of the year preceding each period. The Company recognized revenue of approximately $ 1.2 million and $ 1.3 million during the nine months ended September 30, 2025 and 2024, respectively, which was included in the contract liability balance at the end of the year preceding each period.
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4. Balance Sheet Account Details
Accounts Receivable and Allowance for Credit Losses
September 30,
2025 December 31,
2024 December 31,
2023
Accounts receivable, net:
Accounts receivable, trade $ 4,526,000 $ 4,909,000 $ 9,802,000
Allowance for credit losses — ( 157,000 ) ( 483,000 )
$ 4,526,000 $ 4,752,000 $ 9,319,000
Changes to the allowance for credit losses during the nine months ended September 30, 2025 and 2024 were as follows:
Allowance for Credit Losses
Balance as of January 1, 2024
$ ( 483,000 )
Provision for expected credit loss ( 9,000 )
Write-offs
288,000
Balance as of September 30, 2024
$ ( 204,000 )
Balance as of January 1, 2025
$ ( 157,000 )
Provision for expected credit loss —
Write-offs
157,000
Balance as of September 30, 2025
$ —
The Company’s analysis included an assessment of aged trade receivables balances and their underlying credit risk characteristics. The Company’s evaluation of past events, current conditions, and reasonable and supportable forecasts about the future resulted in an expectation of immaterial credit losses.
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Inventory
The components of inventories are as follows:
September 30,
2025 December 31,
2024
Inventory:
Raw materials $ 6,083,000 $ 6,715,000
Work in process
388,000 2,349,000
Finished goods 1,953,000 4,212,000
$ 8,424,000 $ 13,276,000
Inventories current
$ 7,049,000 $ 11,121,000
Inventories non-current (included in other long-term assets)
$ 1,375,000 $ 2,155,000
Intangible Assets
Intangible assets that are subject to amortization consisted of the following for the periods presented:
September 30, 2025
December 31, 2024
Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount
Trade name $ 1,000,000 $ ( 792,000 ) $ 208,000 $ 1,000,000 $ ( 642,000 ) $ 358,000
Customer relationships 3,000,000 ( 2,375,000 ) 625,000 3,000,000 ( 1,925,000 ) 1,075,000
Developed technology 22,800,000 ( 18,050,000 ) 4,750,000 22,800,000 ( 14,630,000 ) 8,170,000
Intangibles, net $ 26,800,000 $ ( 21,217,000 ) $ 5,583,000 $ 26,800,000 $ ( 17,197,000 ) $ 9,603,000
Intangible assets not subject to amortization totaled $ 0.1 million at September 30, 2025 and December 31, 2024, and related to the Company’s domain name. See Note 1 (Organization and Basis of Presentation) in these notes accompanying the unaudited condensed consolidated financial statements for further discussion on the impairment charges impacting the Company’s intangible assets in the prior period.
Accrued Expenses
Accrued expenses consist of the following:
September 30,
2025 December 31,
2024
Compensation expenses
$ 2,634,000 $ 1,983,000
Taxes payable 480,000 729,000
Insurance 793,000 16,000
Accrued liability for fees to be paid in common stock — 1,584,000
Professional fees and royalties 195,000 402,000
Warranty liabilities 531,000 276,000
Customer deposits — 17,000
Other 73,000 634,000
Total $ 4,706,000 $ 5,641,000
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5. Debt
JGB Debentures
On May 24, 2024, the Company entered into a securities purchase agreement with certain accredited investors (the “Holders”) and JGB Collateral LLC, as collateral agent for the Holders, for the sale by the Company in a private placement (the “JGB Debentures Offering”) of:
• 38,000 shares (the “Shares”) of the Company’s common stock, and
• Senior Secured Convertible Debentures in the aggregate principal amount of $ 20.0 million (the “Debentures”), for an aggregate purchase price of $ 18.0 million.
The closing of the JGB Debentures Offering occurred on May 24, 2024. In connection with the closing of the JGB Debentures Offering, the Company received net proceeds of approximately $ 16.3 million, after payment of placement agent fees, and other offering expenses. The Company used the proceeds received to fully redeem the outstanding balance due under the High Trail Note of approximately $ 17.6 million, as amended (see “High Trail Agreement & Amendment” below).
Debentures
The Debentures have an aggregate face value of $ 20.0 million and were issued with an original issue discount of $ 2.0 million. The Debentures mature on May 24, 2026, and have an interest rate of 11 % per annum payable monthly on the last business day of each calendar month. During the nine months ended September 30, 2025, the Company paid the Holders $ 1.1 million in interest, which is included in the change in fair value within other income (expense), net.
The Company recorded the Debentures at their fair value at issuance of $ 19.9 million, per the fair value option under ASC 825 (refer to Note 8 (Investments and Fair Value Measurements)) and they will be measured on a recurring basis and adjusted through other income and expense, net. The Shares were recorded at $ 0 in common stock and additional paid in capital, which represents the residual amount after allocation of proceeds to the Debentures at fair value. The Company recognized an initial loss on the issuance of the Debentures of $ 1.9 million for the difference between the fair value of the Debentures and proceeds from the transaction, which was recorded in other income (expense) on the unaudited condensed consolidated statement of operations. The Company incurred debt issuance costs of $ 1.7 million related to the JGB Debentures Offering, which was charged to interest expense and recorded in other income (expense) on the unaudited condensed consolidated statement of operations.
The Holders of the Debentures requested that the Company redeem up to $ 1.0 million per calendar month of its Debentures and may request redemption up to $ 0.5 million per calendar month beginning in January 2025 to July 2025, and up to $ 1.4 million from August 2025 onward. The table below shows the amount of potential redemptions each year until the maturity of the Debentures as of September 30, 2025.
2025
$ 4,125,000
2026
6,141,000
Total
$ 10,266,000
The Company may redeem the Debentures, subject to certain Equity Conditions (as defined in the Debentures), at any time after August 2025 by paying an amount equal to the entire outstanding principal amount of the Debenture, plus all accrued and unpaid interest, plus the applicable Company Redemption Premium (as defined in the Debentures, the “Premium”) plus any other amounts due and payable under the Debentures. The Premium is an amount equal to 112 % of the principal amount of the Debenture if the redemption is prior to the first anniversary of the original issue date, or 106 % of the principal amount of the Debenture if the redemption is on or after the first anniversary of the original issue date. No partial redemptions by the Company are permitted.
At the election of the holder, each Debenture is convertible, in whole or in part, at any time and from time to time at a conversion price of $ 16.20 per share of common stock. The conversion price is subject to adjustment for stock dividends, stock splits, and certain other corporate events. Notwithstanding the foregoing, the Company will not effect any conversion under the Debentures to the extent that such conversion would cause the holder’s beneficial ownership of the Company’s common stock to exceed 4.99 % (or 9.99 % at the election of the holder) of the Company’s issued and outstanding common stock.
Under the Debentures, the Company must at all times maintain a cash or restricted investments balance equal to the lesser of (a) $ 11.0 million and (b) the then outstanding principal balance of the Debentures, in a blocked account. In addition, for as long as any portion of the Debentures remain outstanding, the Company is generally restricted from: incurring indebtedness; granting or suffering liens on any of its property or assets; amending its organizational documents; repurchasing any of its securities; paying dividends; selling, disposing, licensing or leasing its assets other than in the ordinary course; and other customary restrictive covenants. The Debentures also set forth certain customary events of default after which the Debentures may be
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declared immediately due and payable, including certain types of bankruptcy or insolvency events of default involving the Company and its subsidiaries, and in the event of a change of control or fundamental transaction as defined in the Debentures.
As of September 30, 2025, the Company had $ 10.3 million of principal outstanding, including $ 0.5 million of the “Fill-Up Amount” (as defined in the JGB Amendment (as defined below)). The Fill-Up Amount represents the shares issuable to adjust for stock price volatility between the date of the settlement agreement and the effective date of the resale registration statement registering such shares for issuance. The Fill-Up Amount shall be payable by adding each Holder’s pro rata share of the Fill-Up Amount to its Debenture. Refer to Note 8 (Investments and Fair Value Measurements), for fair value measurements and additional discussion. The activity for the nine months ended September 30, 2025 was as follows:
Debentures
Principal balance, January 1, 2025
$ 15,491,000
Less:
Conversions
( 350,000 )
Redemption payments of principal
( 4,875,000 )
Debentures principal balance, September 30, 2025
$ 10,266,000
JGB Amendment
On December 31, 2024, the Company entered into an amendment of the Debentures (the “JGB Amendment”) with the Holders thereof. Pursuant to the JGB Amendment, the parties agreed that (i) no amortization payment would be paid in December 2024; (ii) the maximum monthly amortization payments due between January 2025 and July 2025 would be reduced from $ 1.0 million per month to $ 0.5 million per month; (iii) the maximum monthly amortization payments due from August 2025 through repayment in full of the principal aggregate amount would be $ 1.4 million per month; (iv) the conversion price of the Debentures would be reduced from $ 120.00 to $ 16.20 ; and (v) the Debentures would become non-callable by the Company until August 2025. As consideration for the JGB Amendment, the Company issued to the Holders approximately 83,000 shares of its common stock (the “Private Placement Shares”).
The Company accounted for the JGB Amendment as a debt extinguishment and recognized a loss on the extinguishment of the convertible debentures payable of $ 7.3 million, which was recorded in other income (expense) on the consolidated statement of operations as of December 31, 2024.
On January 3, 2025, the Holders had converted $ 0.4 million principal into approximately 22,000 shares of the Company’s common stock, at the conversion price of $ 16.20 per share (as adjusted for the reverse stock split).
High Trail Agreement & Amendment
On February 27, 2024, the Company entered into a letter agreement and an Amendment to the Initial Registered Note (the “Note Amendment”), with the purchaser of the High Trail Notes (as defined below), which provided for, among other things, the following:
• Reduction of the minimum available liquidity covenant from $ 50.0 million to $ 25.0 million;
• Reduction of the restricted cash covenant from $ 35.0 million to the amount equal to the sum of (i) the outstanding principal amount of the senior secured convertible notes payable due 2025 (the “High Trail Registered Notes”) plus (ii) approximately $ 0.7 million, which will be further reduced as the remaining principal on the High Trail Registered Notes are retired;
• Cancellation of the March 2024 partial redemption payment and delay of the April 2024 partial redemption payment;
• Redemption of the outstanding $ 17.0 million balance of the privately placed senior secured convertible notes payable due 2025 (the “High Trail Private Placement Notes” and together with the High Trail Registered Notes, the “High Trail Notes”) at a redemption price of 115 % for a total redemption payment of approximately $ 19.6 million;
• Redemption of approximately $ 10.7 million of the High Trail Registered Notes at a redemption price of 115 % for a total redemption payment of approximately $ 12.3 million; and
• Increase of $ 1.0 million to the Retirement Fee (as defined in the Notes) of the High Trail Private Placement Notes to $ 3.2 million payable concurrently with redemptions of the Initial Private Placement Note.
Immediately following the redemptions above, there was approximately $ 24.3 million in aggregate principal amount of the High Trail Registered Notes outstanding.
High Trail Redemption Agreement
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On May 23, 2024, in connection with the JGB Debentures Offering, the Company entered into a redemption agreement (the “High Trail Agreement”) with High Trail Special Situations LLC (“High Trail”). Pursuant to the High Trail Agreement, the Company agreed to redeem the entire outstanding principal amount of $ 15.3 million under the High Trail Note at a redemption price of 115 % for a total redemption payment of $ 17.6 million (the “Redemption Payment”). Upon High Trail’s receipt of the Redemption Payment on May 24, 2024, the High Trail Note and related Option were cancelled. In addition, the Company agreed to pay High Trail a retirement fee of $ 2.2 million and to reimburse High Trail for all of its reasonable and documented out-of-pocket expenses incurred with the release and termination of security interests relating to the High Trail Notes.
The Company recognized a loss on the extinguishment of the High Trail Note of $ 1.1 million, and a gain on the extinguishment of the Purchase Option (as defined in Note 8 (Investments and Fair Value Measurements)) of $ 5.1 million, for a net gain of $ 4.0 million, which was recorded in other income (expense) on the unaudited condensed consolidated statement of operations in May 2024 upon extinguishment.
In addition to redeeming $ 15.3 million and $ 27.7 million of the principal outstanding under the High Trail Notes on May 24, 2024, and March 1, 2024, respectively, for an aggregate principal redemption of $ 43.0 million at the aggregate Redemption Price of $ 49.5 million, the Holders redeemed $ 4.5 million each of principal on January 1, 2024, February 1, 2024, April 20, 2024, and May 1, 2024, for an aggregate principal redemption of $ 18.0 million at an aggregate Repayment Price of $ 20.7 million. Under the terms of the High Trail Notes, the Holders had the option to redeem a portion of the High Trail Notes not to exceed $ 4.5 million principal on the first day of each month beginning November 1, 2023, at the Repayment Price. The April 2024 payment was delayed to April 20, 2024, under the Note Amendment as discussed above.
As of September 30, 2025, the Company had no principal outstanding under the High Trail Notes (refer to Note 8 (Investments and Fair Value Measurements), for fair value measurements and additional discussion).
Other Income (Expense), Net
The following is a summary of the charges included within other income (expense), net on the unaudited condensed consolidated statement of operations:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Debt issuance costs on sale of convertible debenture
$ — $ — $ — $ ( 1,444,000 )
Other interest expense
( 69,000 ) ( 68,000 ) ( 226,000 ) ( 262,000 )
Changes in estimated fair value, interest and redemption payments on High Trail Notes and convertible debentures
( 257,000 ) ( 630,000 ) 4,227,000 ( 1,485,000 )
Other income (expense)
107,000 1,000 1,537,000 ( 578,000 )
Gain on High Trail extinguishment — — — 3,965,000
Loss on issuance of convertible debentures
— — — ( 1,890,000 )
Total other income (expense) $ ( 219,000 ) $ ( 697,000 ) $ 5,538,000 $ ( 1,694,000 )
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6. Stockholders’ Equity and Stock-Based Compensation
Reverse Stock Split
On January 24, 2025, the Company completed a reverse stock split of its outstanding shares of common stock pursuant to which every 60 shares of issued and outstanding common stock were exchanged for one share of common stock. No fractional shares were issued in the reverse stock split. Instead, the Company paid cash (without interest) equal to such fraction multiplied by $ 9.75 per share (a price equal to the average of the closing sales prices of the common stock on The Nasdaq Capital Market during regular trading hours for the five consecutive trading days immediately preceding January 27, 2025, with such average closing sales prices being adjusted to give effect to a Reverse Stock Split). All share and per share amounts included within these condensed consolidated financial statements have been retrospectively adjusted to reflect the reverse stock split.
Sale of Common Stock
Cowen At-the-Market Facility
On March 23, 2021, the Company entered into a Sales Agreement with Cowen and Company, LLC (“Cowen”) which provides for the sale, in the Company’s sole discretion, of shares of common stock having an aggregate offering price of up to $ 350.0 million through or to Cowen, acting as sales agent or principal, which was amended on March 9, 2023 to decrease the maximum aggregate offering price to $ 200.0 million for sales made on and after the date of the amendment (the “Cowen ATM”). The Company agreed to pay Cowen a commission of up to 3.0 % of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Cowen with customary indemnification and contribution rights. In January 2025, the Company sold approximately 0.1 million shares of common stock under the Cowen ATM at an average share price of $ 18.94 per share, and received gross proceeds of approximately $ 1.9 million before deducting offering costs of $ 0.05 million. On February 4, 2025, the Company provided notice of its termination, effective February 14, 2025, of the Cowen ATM.
Wainwright At-the-Market Facility
On February 21, 2025, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), pursuant to which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock having an aggregate offering price of up to $ 75.0 million, through or to Wainwright, acting as sales agent or principal. The Company agreed to pay Wainwright a commission of up to 3.0 % of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Wainwright with customary indemnification and contribution rights. From February 24, 2025 to September 30, 2025, the Company sold approximately 2.0 million shares of common stock under the ATM Agreement at an average share price of $ 3.68 per share and received gross proceeds of approximately $ 7.4 million before deducting offering costs of $ 0.2 million. In October and November 2025, the Company sold approximately 0.6 million shares of common stock under the ATM Agreement at an average share price of $ 1.86 per share, and received gross proceeds of approximately $ 1.1 million before deducting offering costs of $ 0.04 million.
Stock Warrants
A summary of the Company’s warrant activity during the nine months ended September 30, 2025 was as follows:
Shares of Stock under Warrants Weighted-
Average
Exercise
Price Weighted-
Average
Remaining
Contractual
Term Aggregate
Intrinsic
Value
Outstanding at January 1, 2025
1,419,700 $ 91.34 1.40 $ —
Granted 11,016,000 2.72 — —
Exercised ( 330,000 ) 0.05 — —
Canceled ( 200 ) 198.00 — —
Outstanding at September 30, 2025
12,105,500 $ 13.19 3.10 $ 43,000
In connection with the registered direct offering and public offering (as described under the heading “Registered Direct Offering” and “September 2025 Public Offering” below) the Company issued warrants to purchase shares of the Company’s common stock.
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Stock Options
A summary of the Company’s stock option activity during the nine months ended September 30, 2025 was as follows:
Shares of Stock under Stock Options Weighted-
Average
Exercise
Price Weighted-
Average
Remaining
Contractual
Term Aggregate
Intrinsic
Value
Outstanding at January 1, 2025
56,000 $ 937.32 7.90 $ —
Granted 147,000 3.52 —
Exercised — — — —
Canceled ( 12,000 ) 404.67 —
Outstanding and expected to vest at September 30, 2025
191,000 $ 249.79 8.89 $ —
Vested and exercisable at September 30, 2025
49,000 $ 868.94 7.42 $ —
For the three and nine months ended September 30, 2025, the weighted-average grant date fair value of stock options granted was $ 3.23 and $ 3.17 per share, respectively.
Stock-Based Compensation
The Company recognized stock-based compensation expense for the periods presented as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Cost of product revenue $ 31,000 $ 82,000 $ 108,000 $ 244,000
Cost of service and other revenue — — — 94,000
Research and development 142,000 445,000 552,000 $ 1,730,000
General and administrative 768,000 1,675,000 2,948,000 5,732,000
Total stock-based compensation expense $ 941,000 $ 2,202,000 $ 3,608,000 $ 7,800,000
The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants during the periods presented were as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Risk-free interest rate 3.9 % 3.8 % 4.1 % 4.3 %
Expected volatility 136.2 % 85.7 % 135.1 % 86.2 %
Expected term (in years) 6.1 6.1 5.7 5.7
Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 %
Restricted Stock Units and Performance Stock Units
The following table summarizes RSU activity during the nine months ended September 30, 2025:
Stock Units Weighted- Average Grant Date Fair Value per Share
Outstanding at January 1, 2025
6,000 $ 272.04
Granted — —
Released ( 1,740 ) 309.37
Forfeited ( 670 ) 219.79
Outstanding at September 30, 2025
3,590 $ 290.64
The total fair value of the RSUs that vested during the nine months ended September 30, 2025 was $ 0.5 million, determined as of the date of vesting. The weighted average remaining contractual term for the RSUs was 2.4 years as of September 30, 2025.
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The following table summarizes PSU activity during the nine months ended September 30, 2025:
Stock Units Weighted- Average Grant Date Fair Value per Share
Outstanding at January 1, 2025
480 $ 2,844.00
Granted — —
Released ( 480 ) 2,844.00
Forfeited — —
Outstanding at September 30, 2025
— $ —
During the year ended December 31, 2023, the Company reassessed the implicit service period on its performance-based stock units relative to specified revenue targets and determined that the performance conditions were met from an accounting perspective, but subject to certain certifications and approval from the compensation committee (the “Compensation Committee”) of the board of directors; therefore, the remaining expense was accelerated as of December 31, 2023. As a result of the accelerated vesting terms, the weighted average remaining contractual term for the PSUs was 0 years as of December 31, 2023. On March 14, 2025, the Compensation Committee certified that the Company had achieved the performance goals for the above PSUs.
Executive Option Grants and RSUs
On March 14, 2025, the Compensation Committee granted various executive officers stock options to purchase an aggregate of approximately 41,000 shares of common stock at an exercise price of $ 3.47 per share, with an effective grant date and vesting commencement date of March 14, 2025.
These stock option grants were issued from the 2018 Plan. The shares subject to the stock options shall vest monthly over 48 months beginning on the one-month anniversary of their respective grant dates, such that the stock options shall be fully vested and exercisable on the four-year anniversary of their respective grant dates.
Registered Direct Offering
On January 3, 2025, the Company entered into a securities purchase agreement (the “January 2025 Purchase Agreement”) with certain institutional investors, pursuant to which the Company agreed to issue and sell, in a registered direct offering priced at-the-market consistent with the rules of the Nasdaq Stock Market (i) an aggregate of approximately 382,000 shares of the Company’s common stock, (ii) pre-funded warrants to purchase up to an aggregate of approximately 280,000 shares of common stock (the “January Pre-Funded Warrants”) and (iii) warrants to purchase up to an aggregate of approximately 661,000 shares of common stock (the “January Purchase Warrants”). Each share of common stock and each January Pre-Funded Warrant sold pursuant to the January 2025 Purchase Agreement were accompanied by a January Purchase Warrant. Both the shares of common stock and the accompanying January Purchase Warrants, and the January Pre-Funded Warrants and the accompanying January Purchase Warrants were immediately separable and were issued separately.
The combined purchase price of each share of common stock and accompanying January Purchase Warrant was $ 15.120 per share. The combined purchase price of each January Pre-Funded Warrant and accompanying January Purchase Warrant was $ 15.119 (equal to the combined purchase price per share of common stock and accompanying January Purchase Warrant, minus $ 0.001 ). The gross proceeds to the Company from the January 2025 registered direct offering were approximately $ 10.0 million (excluding up to approximately $ 10.0 million of aggregate gross proceeds that may be received in the future upon the cash exercise of the January Purchase Warrants which was contingent upon stockholder approval), before deducting placement agent fees and other offering expenses payable by the Company. Each January Purchase Warrant is exercisable for one share of common stock at an exercise price of $ 15.120 per share beginning on the effective date of stockholder approval of the issuance of the shares of common stock upon exercise of the January Purchase Warrants (the “Stockholder Approval”). The January Purchase Warrants will expire on the five-year anniversary of the Stockholder Approval. The January Pre-Funded Warrants were immediately exercisable and were exercised in full in January 2025.
On January 15, 2025, the Company held a Special Meeting of Stockholders (the “2025 Special Meeting”), and obtained stockholder approval for the issuance of the shares of common stock issuable upon exercise of the Series C warrants and Series D warrants issued in a registered direct offering on October 30, 2024 pursuant to that certain securities purchase agreement and among the Company and certain institutional investors and approval, at the discretion of the Company’s board of directors, of a reverse stock split of the Company’s common stock at a ratio of between 1-for-25 and 1-for-75. On January 15, 2025, the Company’s board of directors approved a reverse stock split at a ratio of 1-for-60, and on January 24, 2025, the Company filed
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a certificate of amendment to effect the reverse split ratio chosen by the Company’s board of directors as further described above under the section “Reverse Stock Split.”
On June 11, 2025, the Company held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) and obtained stockholder approval, in compliance with Nasdaq Listing Rule 5635(d), for the issuance of the shares of common stock issuable upon exercise of the January Purchase Warrants issued in a registered direct offering on January 3, 2025.
September 2025 Public Offering
On September 16, 2025, the Company commenced a best efforts public offering (the “September 2025 Offering”) of an aggregate of (i) 4.9 million shares of its common stock, (ii) pre-funded warrants (the “September Pre-Funded Warrants”) to purchase up to an aggregate of 75,000 shares of common stock, (iii) Series E warrants (the “Series E Warrants”) to purchase up to an aggregate of 5.0 million shares of common stock, and (iv) Series F warrants (the “Series F Warrants,” to purchase up to an aggregate of 5.0 million shares of common stock. Each share of common stock or September Pre-Funded Warrant was sold together with one Series E Warrant to purchase one share of common stock and one Series F Warrant to purchase one share of common stock.
The combined public offering price for each share of common stock and accompanying Series E and Series F Warrant was $ 2.00 , and the combined public offering price for each September Pre-Funded Warrant and accompanying Series E and Series F Warrant was $ 1.9999 . The September Pre-Funded Warrants have an exercise price of $ 0.0001 per share, are exercisable immediately upon issuance and will expire when exercised in full. 50,000 of the 75,000 September Pre-Funded Warrants were exercised in full at time of closing on September 16, 2025. The remaining 25,000 September Pre-Funded Warrants were exercised in full on November 5, 2025. Each Series E and Series F Warrant have an exercise price of $ 2.00 per share and is exercisable immediately upon issuance. The Series E warrants will expire on the five-year anniversary of the date of issuance and the Series F warrants will expire on the eighteen-month anniversary of the date of issuance. The gross proceeds to the Company from the September 2025 Offering were approximately $ 10.0 million (excluding up to approximately $ 20.0 million of aggregate gross proceeds that may be received in the future upon the cash exercise of the Series E and Series F Warrants), before deducting placement agent fees and other offering expenses payable by the Company. The September 2025 Pre-Funded Warrants, Series E Warrants, and Series F Warrants qualified for classification as equity instruments.
7. Commitments and Contingencies
The Company has entered into various operating lease agreements and a finance lease agreement, primarily relating to our office, laboratory, and manufacturing space.
The future minimum payments under non-cancellable operating and finance leases as of September 30, 2025, are as follows:
Operating Leases Finance Lease
Remainder of 2025
$ 531,000 $ 85,000
2026
782,000 347,000
2027
769,000 355,000
2028
804,000 364,000
2029
840,000 373,000
Thereafter 1,052,000 4,857,000
Total future lease payments 4,778,000 6,381,000
Less: imputed interest ( 1,154,000 ) ( 2,635,000 )
Total lease liabilities $ 3,624,000 $ 3,746,000
In January 2025, the Company entered into a lease termination agreement with the landlord for the facility in Pleasanton, California, that resulted in a one-time termination fee of approximately $ 0.3 million in the first quarter of 2025. The Company continued to lease the property through the end of January 2025. The Company accounted for the lease amendment as a lease termination and recorded a gain of $ 0.4 million during the three months ended March 31, 2025. Further, the restricted cash of $ 0.4 million held under the letter of credit related to the lease assumed in the acquisition of Purigen Biosystems, Inc. (“Purigen”) in 2022 expired concurrently with the payment of the above termination fee.
In June 2025, the Company executed an amendment to its headquarters facility to extend the lease term through December 2030. The Company accounted for the lease amendment as a lease modification and recorded a gain of $ 0.1 million during the three and nine months ended September 30, 2025.
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Purchase Commitments
The Company is currently operating under an agreement with its instrument contract manufacturer under which it would make weekly deposits for future inventory purchases through November 21, 2025. Total payments in 2025 are expected to range from approximately $ 1.7 million to $ 2.0 million. The payments are intended to create a deposit for inventory Bionano may purchase above the 2025 minimum order quantity and guarantee the availability of certain raw materials previously purchased by the contract manufacturer to build instruments.
The Company will continue to evaluate the financial impact of this commitment and assess the need for future disclosures or accruals in accordance with ASC 450. As of September 30, 2025, the Company did not accrue any amounts related to this agreement as it was not probable that the amounts would be incurred.
Restructuring
The 2024 Workforce Reductions described in Note 1 (Organization and Basis of Presentation) comprised primarily of severance payments and wages for the 60-day notice period in accordance with the California Worked Adjustment and Retraining Notification (WARN) Act.
There were no restructuring charges incurred for the three and nine months ended September 30, 2025. The following is a summary of restructuring charges associated with the reduction in force for the three and nine months ended September 30, 2024 including severance and other exit related costs:
Three Months Ended September 30, Nine Months Ended September 30,
2024 2024
Severance
$ 1,050,000 $ 5,475,000
Lease related expenses
— 374,000
Other
720,000 1,767,000
Total restructuring charges including in operating expenses
$ 1,770,000 $ 7,616,000
COGS restructuring
$ 139,000 $ 157,000
Total restructuring charges
$ 1,909,000 $ 7,773,000
The following restructuring liability activity was recorded in connection with the reductions in force for the nine months ended September 30, 2025 included within accrued expenses on the unaudited condensed consolidated financial statements:
Accrued restructuring as of January 1, 2025
$ 561,000
Restructuring charges incurred during the period
—
Cash payments
( 199,000 )
Accrued restructuring as of September 30, 2025
$ 362,000
Litigation
From time to time, the Company may be subject to potential liabilities under various claims and legal actions that are pending or may be asserted. These matters arise in the ordinary course and conduct of the business. The Company regularly assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in the unaudited condensed consolidated financial statements. An estimated loss contingency is accrued in the unaudited condensed consolidated financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on the Company’s assessment, it currently does not have any material loss exposure as it is not a defendant in any material claims or legal actions.
Contingent Consideration
See Note 8 (Investments and Fair Value Measurements) to the unaudited condensed consolidated financial statements for a discussion of the contingent consideration liability.
8. Investments and Fair Value Measurements
The Company holds investment securities that consist of highly liquid, investment grade debt securities. The Company determines the fair value of its investment securities based upon one or more valuations reported by its investment accounting and reporting service provider. The investment service provider values the securities using a hierarchical security pricing model that relies primarily on valuations provided by an industry-recognized valuation service. Such valuations may be based on trade
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prices in active markets for identical assets or liabilities (Level 1 inputs) or valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curves, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, and broker and dealer quotes, as well as other relevant economic measures.
The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024:
September 30, 2025
Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category
Level 1 Level 2 Level 3
Assets:
U.S. treasuries
$ 18,516,000 $ — $ 18,516,000 $ —
Money market funds classified as cash equivalents
$ 1,875,000 $ 1,875,000 $ — $ —
U.S. treasuries classified as restricted investments $ 10,266,000 — $ 10,266,000 —
Liabilities:
Convertible debentures payable
$ 9,825,000 $ — $ — $ 9,825,000
December 31, 2024
Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category
Level 1 Level 2 Level 3
Assets:
U.S. treasuries $ 302,000 $ 302,000
Money market funds classified as cash equivalents
$ 5,844,000 $ 5,844,000 $ — $ —
U.S. treasuries classified as restricted investments $ 11,000,000 — $ 11,000,000 —
Liabilities:
Convertible debentures payable
$ 20,362,000 $ — $ — $ 20,362,000
JGB Convertible debentures payable, High Trail convertible notes payable and purchase option liability
The fair value of the JGB convertible debentures maturing in 2026, which were issued on May 24, 2024, and the High Trail convertible notes payable that were issued in October 2023, were estimated using a scenario-based analysis on a quarterly basis. The fair value was estimated using a lattice model. The key input assumptions utilized are summarized in the table below:
Convertible Debentures Payable High Trail Convertible Notes Payable
September 30, 2025
December 31, 2024 December 31, 2023
Expected volatility
110.70 % 100.00 % 80.20 %
Risk-free interest rate
3.75 % 4.15 % 4.92 %
Term to maturity (years)
0.65 1.33 0.80
Debt discount rate
18.05 % 19.70 % 17.11 %
Equity discount rate
3.75 % 4.15 % 4.92 %
The volatility is based on an analysis of the Company’s historical stock price, the risk-free rate is based on US treasury yields, the equity discount rate is based on term-specific US treasury yields, and the debt discount rate is based on the Company’s credit rating.
In connection with the High Trail Notes, the purchaser was granted an option (the “Purchase Option”) which expired on the maturity date of the High Trail Notes to purchase up to an additional $ 25.0 million aggregate principal amount of private placement notes (the “Subsequently Purchased Notes”) and warrants (refer to Note 5 (Debt)). The estimated fair value of the Purchase Option as of the valuation date was assessed as the difference in the aggregate indicated value of the Subsequently
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Purchased Notes and the consideration to be paid upon exercising the option which was estimated to be $ 8.5 million at December 31, 2023. The outstanding amount of the High Trail Notes was redeemed on May 24, 2024, and the Purchase Option rights no longer exist.
The terms used to estimate the fair value of the Subsequently Purchased Notes and warrant underlying the Purchase Option liability (the “Subsequently Purchased Warrants”) as of December 31, 2023 are as follows:
Subsequently Purchased Notes
Subsequently Purchased
Warrants
December 31, 2023 December 31, 2023
Expected volatility
80.20 % 66.20 %
Risk-free interest rate
4.46 % 3.80 %
Term to maturity (years)
1.50 5.00
Dividend yield
— % — %
Exercise price
— $ 3.19
Debt discount rate
16.60 % — %
Equity discount rate
4.46 % — %
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Changes in estimated fair value of convertible debentures payable in the nine months ended September 30, 2025 are as follows:
Convertible
Debentures Payable (Level 3 Measurement)
Balance as of January 1, 2025
$ 20,362,000
Change in estimated fair value, recorded in other income (expense), net
( 5,312,000 )
Conversions to common stock ( 350,000 )
Cash payments on redemptions
( 4,875,000 )
Balance as of September 30, 2025
$ 9,825,000
Changes in estimated fair value of contingent consideration liability, convertible debentures payable, convertible High Trail notes payable and option liability in the nine months ended September 30, 2024 is as follows:
Contingent
Consideration
Liability
(Level 3
Measurement)
Convertible
Debentures Payable (Level 3 Measurement)
Convertible
High Trail Notes Payable (Level 3 Measurement)
Option
Liability
(Level 3 Measurement)
Balance as of January 1, 2024
$ 10,890,000 $ — $ 69,803,000 $ 8,534,000
Issuance of convertible debentures payable, convertible notes payable and option liability
— 19,890,000 — —
Change in estimated fair value, recorded in selling, general and administrative expenses ( 10,890,000 ) — — —
Change in estimated fair value, recorded in other income (expense), net
— ( 434,000 ) ( 4,524,000 ) ( 3,474,000 )
Change in fair value attributable to instrument-specific credit risk recorded in other comprehensive income (loss)
— ( 1,503,000 ) — —
Cash payments
— — ( 61,000,000 ) —
Cash payments on redemptions
— ( 3,000,000 ) ( 5,374,000 ) $ —
(Gain)/loss on extinguishment of High Trail
— — 1,095,000 ( 5,060,000 )
Balance as of September 30, 2024
$ — $ 14,953,000 $ — $ —
Available for Sale Investments
The Company invests its excess cash in U.S. Treasury and agency securities, corporate debt securities, and commercial paper, which are classified as available-for-sale investments. These investments are carried at fair value and are included in the tables below. The Company records an allowance for credit losses when unrealized losses are due to credit-related factors. At each reporting date, the Company evaluates securities with unrealized losses to determine whether such losses, if any, are due to credit-related factors. The Company evaluates, among others, whether the Company has the intention to sell any of these investments and whether it is not more likely than not that the Company will be required to sell any of them before recovery of the amortized cost basis. Neither of these criteria were met in any period presented. The credit ratings of the securities held remain of the highest quality. Moreover, the Company continues to receive payments of interest and principal as they become due, and our expectation is that those payments will continue to be received timely. Based on this evaluation, as of September 30, 2025 and December 31, 2024, the Company determined that unrealized losses of the below securities were primarily attributable to changes in interest rates and non-credit related factors. As such, no allowances for credit losses were recorded during these periods.
As of September 30, 2025 and December 31, 2024, the Company held seven and one securities, respectively, which have been in an unrealized loss position for a period of less than 12 months. As of September 30, 2025 and December 31, 2024, the Company held no securities, which have been in an unrealized loss position for a period of greater than 12 months.
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Realized gains and losses are calculated using the specific identification method and recorded in other income (expense) in the Company’s unaudited condensed consolidated statements of operations and comprehensive loss. The Company has the ability, if necessary, to liquidate any of its cash equivalents and marketable securities to meet its liquidity needs in the next 12 months.
During the nine months ended September 30, 2025, the Company sold one of its available for sale securities and received proceeds of $ 1.4 million. During the nine months ended September 30, 2025, the Company recognized an immaterial loss in other income relating to the sale of its security. Amounts are reclassified out of accumulated other comprehensive income into earnings using the specific identification method when sales are realized.
Interest receivable as of September 30, 2025 and December 31, 2024 was immaterial . Interest receivable is recorded as a component of prepaid expenses and other current assets on the unaudited condensed consolidated balance sheets.
As of September 30, 2025, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within investments:
Remaining Contractual Maturity (in years) Amortized Cost Unrealized Gains Unrealized Losses Aggregate Estimated Fair Value
U.S. treasuries
Less than 1 $ 18,517,000 $ — $ ( 1,000 ) $ 18,516,000
Total maturity less than 1 year $ 18,517,000 $ — $ ( 1,000 ) $ 18,516,000
As of September 30, 2025, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within restricted investments:
Remaining Contractual Maturity (in years) Amortized Cost Unrealized Gains Unrealized Losses Aggregate Estimated Fair Value
U.S. treasuries
Less than 1 10,266,000 — — 10,266,000
Total maturity less than 1 year $ 10,266,000 $ — $ — $ 10,266,000
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As of December 31, 2024, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within investments:
Remaining Contractual Maturity (in years) Amortized Cost Unrealized Gains Unrealized Losses Aggregate Estimated Fair Value
U.S. treasuries
Less than 1 301,000 1,100 ( 100 ) 302,000
Total maturity less than 1 year $ 301,000 $ 1,100 $ ( 100 ) $ 302,000
As of December 31, 2024, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within restricted investments:
Remaining Contractual Maturity (in years) Amortized Cost Unrealized Gains Unrealized Losses Aggregate Estimated Fair Value
U.S. treasuries
Less than 1 11,000,000 — — 11,000,000
Total maturity less than 1 year $ 11,000,000 $ — $ — $ 11,000,000
As of September 30, 2025, the following table summarizes available-for-sale securities in an unrealized loss position:
Less Than 12 Months 12 Months or Greater Total
Fair Value
Gross Unrealized Loss
Fair Value
Gross Unrealized Loss
Fair Value
Gross Unrealized Loss
U.S. treasuries
$ 18,516,000 $ ( 1,000 ) $ — $ — $ 18,516,000 $ ( 1,000 )
Total $ 18,516,000 $ ( 1,000 ) $ — $ — $ 18,516,000 $ ( 1,000 )
As of September 30, 2025, the available-for-sale securities listed as restricted investments in an unrealized loss position was zero .
As of December 31, 2024, the following table summarizes available-for-sale securities in an unrealized loss position:
Less Than 12 Months 12 Months or Greater Total
Fair Value
Gross Unrealized Loss
Fair Value
Gross Unrealized Loss
Fair Value
Gross Unrealized Loss
U.S. treasuries
$ 80,000 $ ( 100 ) $ — $ — $ 80,000 $ ( 100 )
Total $ 80,000 $ ( 100 ) $ — $ — $ 80,000 $ ( 100 )
As of December 31, 2024, the available-for-sale securities listed as restricted investments in an unrealized loss position was zero .
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9. Segment Reporting
The following table presents financial information with respect to the Company’s single operating segment, including significant segment expenses, which are regularly provided to the CODM and included within consolidated operating loss:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Revenues $ 7,367,000 $ 6,073,000 $ 20,557,000 $ 22,613,000
Cost of revenue 3,997,000 14,519,000 10,771,000 25,650,000
Operating expenses
Salaries, wages, and benefits 6,615,000 11,732,000 17,908,000 44,276,000
Contracted services 2,079,000 4,244,000 7,158,000 15,186,000
Non-inventory materials 396,000 254,000 749,000 2,541,000
Consulting 200,000 702,000 1,015,000 3,956,000
Rent and facilities 569,000 1,098,000 1,703,000 3,263,000
Depreciation and amortization 1,772,000 2,293,000 5,413,000 6,985,000
Travel and entertainment 136,000 246,000 382,000 1,574,000
Administrative and other
141,000 14,886,000 261,000 11,224,000
Total operating expenses 11,908,000 35,455,000 34,589,000 89,005,000
Loss from operations $ ( 8,538,000 ) $ ( 43,901,000 ) $ ( 24,803,000 ) $ ( 92,042,000 )
Administrative and other primarily includes operating expenses for gain on lease termination/modification, intangible assets and other long-lived assets impairment, changes in fair value of contingent consideration, disposals of property, plant, and equipment and taxes, interest, and fees.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.