Item 1. Financial Statements
Item 1. Financial Statements (Unaudited)
Quanterix Corporation
Condensed Consolidated Balance Sheet s
(amounts in thousands, except share and per share data)
June 30, 2022
December 31, 2021
Assets
Current assets:
Cash and cash equivalents
$
361,293
$
396,465
Accounts receivable (less allowance for credit losses of $ 1,000 and $ 419 as of June 30, 2022 and December 31, 2021, respectively)
19,683
23,786
Inventory
21,985
22,190
Prepaid expenses and other current assets
10,237
6,514
Total current assets
413,198
448,955
Restricted cash
2,594
2,577
Property and equipment, net
22,295
17,960
Intangible assets, net
8,527
10,534
Goodwill
8,675
9,632
Right-of-use assets
32,935
11,491
Other non-current assets
377
378
Total assets
$
488,601
$
501,527
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable
$
5,983
$
9,209
Accrued compensation and benefits
10,638
13,252
Other accrued expenses
4,799
6,486
Deferred revenue
12,157
6,361
Short term lease liabilities
2,696
1,428
Other current liabilities
396
241
Total current liabilities
36,669
36,977
Deferred revenue, net of current portion
1,531
1,099
Long term lease liabilities
43,135
20,464
Other non-current liabilities
1,810
2,035
Commitments and contingencies (Note 11)
Stockholders’ equity:
Common stock, $ 0.001 par value:
Authorized— 120,000,000 shares as of June 30, 2022 and December 31, 2021; issued and outstanding — 36,974,827 and 36,768,035 shares as of June 30, 2022 and December 31, 2021 , respectively
37
37
Additional paid-in capital
756,139
745,936
Accumulated other comprehensive (loss) income
( 2,203 )
441
Accumulated deficit
( 348,517 )
( 305,462 )
Total stockholders’ equity
405,456
440,952
Total liabilities and stockholders’ equity
$
488,601
$
501,527
See accompanying notes
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Quanterix Corporation
Condensed Consolidated Statements of Operations
(amounts in thousands, except share and per share data)
Three Months Ended June 30,
Six Months Ended June 30,
2022
2021
2022
2021
Product revenue
$
14,785
$
18,676
$
35,441
$
36,924
Service and other revenue
8,548
5,648
17,358
12,057
Collaboration revenue
92
105
178
366
Grant revenue
75
942
75
3,233
Total revenue
23,500
25,371
53,052
52,580
Costs of goods sold:
Cost of product revenue
9,921
8,114
20,667
15,594
Cost of service and other revenue
4,868
3,383
9,115
6,763
Total costs of goods sold and services
14,789
11,497
29,782
22,357
Gross profit
8,711
13,874
23,270
30,223
Operating expenses:
Research and development
6,625
6,754
13,659
13,437
Selling, general and administrative
27,045
20,788
52,757
40,243
Total operating expenses
33,670
27,542
66,416
53,680
Loss from operations
( 24,959 )
( 13,668 )
( 43,146 )
( 23,457 )
Interest income (expense), net
552
( 165 )
604
( 328 )
Other (expense) income, net
( 358 )
1,977
( 575 )
1,783
Loss before income taxes
( 24,765 )
( 11,856 )
( 43,117 )
( 22,002 )
Income tax provision (benefit)
137
41
( 62 )
( 1 )
Net loss
$
( 24,902 )
$
( 11,897 )
$
( 43,055 )
$
( 22,001 )
Net loss per share, basic and diluted
$
( 0.67 )
$
( 0.33 )
$
( 1.17 )
$
( 0.62 )
Weighted-average common shares outstanding, basic and diluted
36,922,468
36,347,365
36,886,879
35,396,431
See accompanying notes
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Quanterix Corporation
Condensed Consolidated Statements of Comprehensive Loss
(amounts in thousands)
Three Months Ended June 30,
Six Months Ended June 30,
2022
2021
2022
2021
Net loss
$
( 24,902 )
$
( 11,897 )
$
( 43,055 )
$
( 22,001 )
Other comprehensive loss:
Cumulative translation adjustment
( 1,447 )
395
( 2,644 )
( 856 )
Total other comprehensive (loss) income
( 1,447 )
395
( 2,644 )
( 856 )
Comprehensive loss
$
( 26,349 )
$
( 11,502 )
$
( 45,699 )
$
( 22,857 )
See accompanying notes
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Quanterix Corporation
Condensed Consolidated Statements of Cash Flows
(amounts in thousands)
Six Months Ended June 30,
2022
2021
Operating activities
Net loss
$
( 43,055 )
$
( 22,001 )
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense
2,790
2,344
Inventory step-up amortization
—
275
Credit loss expense on accounts receivable
581
20
Reduction in the carrying amount of right-of-use assets
925
246
Stock-based compensation expense
9,013
7,036
Non-cash interest expense
—
43
Loss on disposal of fixed assets
6
—
Changes in operating assets and liabilities:
Accounts receivable
3,479
1,740
Prepaid expenses and other assets
930
( 2,952 )
Inventory
180
( 6,793 )
Other non-current assets
2
( 20 )
Accounts payable
( 3,220 )
40
Accrued compensation and benefits, other accrued expenses and other current liabilities
( 4,387 )
( 3,925 )
Contract acquisition costs
30
( 72 )
Operating lease liabilities
( 3,128 )
( 590 )
Other non-current liabilities
( 9 )
( 120 )
Deferred revenue
6,228
891
Net cash used in operating activities
( 29,635 )
( 23,838 )
Investing activities
Purchases of property and equipment
( 6,454 )
( 7,339 )
Proceeds from RADx grant on assets purchased
520
5,210
Net cash used in investing activities
( 5,934 )
( 2,129 )
Financing activities
Proceeds from stock options exercised
596
5,469
Sale of common stock in underwritten public offering, net
—
269,718
Proceeds from ESPP purchase
594
519
Net cash provided by financing activities
1,190
275,706
Net (decrease) increase in cash, cash equivalents and restricted cash
( 34,379 )
249,739
Effect of foreign currency exchange rate on cash
( 776 )
( 143 )
Cash, restricted cash, and cash equivalents at beginning of period
399,042
182,584
Cash, restricted cash, and cash equivalents at end of period
$
363,887
$
432,180
Reconciliation of cash, cash equivalents, and restricted cash:
Cash and cash equivalents
$
361,293
$
430,780
Restricted cash
2,594
1,400
Total cash, cash equivalents, and restricted cash
$
363,887
$
432,180
See accompanying note s
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Quanterix Corporation
Condensed Consolidated Statements of Stockholders’ Equity
(amounts in thousands, except share data)
Common stock
Shares
Value
Additional paid-in capital
Accumulated other comprehensive income (loss)
Accumulated deficit
Total stockholders' equity
Balance at March 31, 2022
36,899,156
$
37
$
750,742
$
( 756 )
$
( 323,615 )
$
426,408
Issuance of capital shares:
− Exercised stock options
24,410
—
211
211
−Restricted units converted
49,826
—
—
—
−Issuance of common stock
1,435
—
—
—
Stock-based compensation expense
5,186
5,186
Cumulative translation adjustment
( 1,447 )
( 1,447 )
Net loss
( 24,902 )
( 24,902 )
Balance at June 30, 2022
36,974,827
$
37
$
756,139
$
( 2,203 )
$
( 348,517 )
$
405,456
Common stock
Shares
Value
Additional paid-in capital
Accumulated other comprehensive income (loss)
Accumulated deficit
Total stockholders' equity
Balance at March 31, 2021
36,294,928
$
36
$
728,128
$
1,183
$
( 257,878 )
$
471,469
Issuance of capital shares:
− Exercised stock options
111,055
1
2,392
2,393
−Restricted units converted
48,386
—
—
—
Stock-based compensation expense
3,650
3,650
Cumulative translation adjustment
395
395
Net loss
( 11,897 )
( 11,897 )
Balance at June 30, 2021
36,454,369
$
37
$
734,170
$
1,578
$
( 269,775 )
$
466,010
Common stock
Shares
Value
Additional paid-in capital
Accumulated other comprehensive income (loss)
Accumulated deficit
Total stockholders' equity
Balance at December 31, 2021
36,768,035
$
37
$
745,936
$
441
$
( 305,462 )
$
440,952
Issuance of capital shares:
− Exercised stock options
84,536
—
596
596
−Restricted units converted
99,034
—
—
—
−Issuance of common stock
2,773
—
—
—
− ESPP stock purchase
20,449
—
594
594
Stock-based compensation expense
9,013
9,013
Cumulative translation adjustment
( 2,644 )
( 2,644 )
Net loss
( 43,055 )
( 43,055 )
Balance at June 30, 2022
36,974,827
$
37
$
756,139
$
( 2,203 )
$
( 348,517 )
$
405,456
Common stock
Shares
Value
Additional paid-in capital
Accumulated other comprehensive income (loss)
Accumulated deficit
Total stockholders' equity
Balance at December 31, 2020
31,796,544
$
32
$
451,433
$
2,434
$
( 247,774 )
$
206,125
Issuance of capital shares:
− Exercised warrants
7,347
—
—
—
− Exercised stock options
392,379
1
5,468
5,469
−Restricted units converted
133,732
—
—
—
− ESPP stock purchase
17,225
—
519
519
Sale of common stock in underwritten public offering, net
4,107,142
4
269,714
269,718
Stock-based compensation expense
7,036
7,036
Cumulative translation adjustment
( 856 )
( 856 )
Net loss
( 22,001 )
( 22,001 )
Balance at June 30, 2021
36,454,369
$
37
$
734,170
$
1,578
$
( 269,775 )
$
466,010
See accompanying notes
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Quanterix Corporation
Notes to condensed consolidated financial statements
1. Organization and operations
Quanterix Corporation (Nasdaq: QTRX) (the Company) is a life sciences company that has developed next generation, ultra-sensitive digital immunoassay platforms that advance precision health for life sciences research and diagnostics. The Company's platforms are based on its proprietary digital “Simoa” detection technology. The Company's Simoa bead-based and planar array platforms enable customers to reliably detect protein biomarkers in extremely low concentrations in blood, serum and other fluids that, in many cases, are undetectable using conventional, analog immunoassay technologies, and also allow researchers to define and validate the function of novel protein biomarkers that are only present in very low concentrations. These capabilities provide the Company's customers with insight into the role of protein biomarkers in human health that has not been possible with other existing technologies and enable researchers to unlock unique insights into the continuum between health and disease. The Company is currently focusing on protein detection, which it believes is an area of significant unmet need and where it has significant competitive advantages. However, in addition to enabling new applications and insights in protein analysis, the Company’s Simoa platforms have also demonstrated applicability across other testing applications, including detection of nucleic acids and small molecules.
The Company launched its first immunoassay platform, the Simoa HD-1 (HD-1), in 2014. The HD-1 is a fully automated immunoassay bead-based platform with multiplexing and custom assay capability, and related assay test kits and consumable materials. In the fourth quarter of 2017, the Company launched a second bead-based immunoassay platform (SR-X) with a more compact footprint than the HD-1 and less automation designed for lower volume requirements while still allowing multiplexing and custom assay capability. The Company initiated an early-access program for its third instrument (SP-X) on the new Simoa planar array platform in January 2019, with the full commercial launch commencing in April 2019. In July 2019, the Company launched the Simoa HD-X, an upgraded version of the HD-1 and phased out the HD-1. The HD-X has been designed to deliver significant productivity and operational efficiency improvements, as well as greater user flexibility. The Company began shipping and installing HD-X instruments at customer locations in the third quarter of 2019. The Company also performs research services on behalf of customers to apply the Simoa technology to specific customer needs. The Company's customers are primarily in the research use only market, which includes academic and governmental research institutions, the research and development laboratories of pharmaceutical manufacturers, contract research organizations, and specialty research laboratories.
Basis of presentation
The interim 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, comprehensive loss and cash flows for each period presented and have been prepared in accordance with United States generally accepted accounting principles (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These interim 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, 2021 filed with the SEC on March 1, 2022.
Reclassifications
Certain amounts in the prior years’ consolidated financial statements have been reclassified to conform to the current year’s presentation.
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2. Significant accounting policies
The significant accounting policies and estimates used in the preparation of the accompanying consolidated financial statements are described in the Company’s audited consolidated financial statements for the year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 1, 2022. There have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2022. For a discussion of recently issued accounting standards updates, refer to Note 2 in the Company’s Annual Report on Form 10-K filed with the SEC on March 1, 2022.
3. Revenue recognition
The Company recognizes revenue when a customer obtains control of a promised good or service. The amount of revenue recognized reflects consideration that the Company expects to be entitled to receive in exchange for these goods and services, incentives and taxes collected from customers that are subsequently remitted to governmental authorities.
Customers
The Company’s customers primarily consist of entities engaged in the life sciences research market that pursue the discovery and development of new drugs for a variety of neurologic, cardiovascular, oncologic and other protein biomarkers associated with diseases. The Company’s customer base includes several of the largest biopharmaceutical companies, academic research organizations and distributors who serve certain geographic markets.
Product revenue
The Company’s products are composed of analyzer instruments, assay kits and other consumables such as reagents. Products are sold directly to biopharmaceutical and academic research organizations or are sold through distributors in EMEA and Asia Pacific regions. The sales of instruments are generally accompanied by an initial year of implied service-type warranties and may be bundled with assays and other consumables and may also include other items such as training and installation of the instrument and/or an extended service warranty. Revenues from the sale of products are recognized at a point in time when the Company transfers control of the product to the customer, which is upon installation for instruments sold to direct customers, and based upon shipping terms for assay kits and other consumables. Revenue for instruments sold to distributors is generally recognized based upon shipping terms (either upon shipment or delivery).
Service and other revenue
Service revenues are composed of contract research services, initial implied one-year service-type warranties, extended services contracts and other services such as training. Contract research services are provided through the Company’s Accelerator Laboratory and generally consist of fixed fee contracts. Revenues from contract research services are recognized at a point in time when the Company completes and delivers its research report on each individually completed study, or over time if the contractual provisions allow for the collection of transaction consideration for costs incurred plus a reasonable margin through the period of performance of the services. Revenues from service-type warranties are recognized ratably over the contract service period. For contract research services recognized over time, the Company uses the output method to measure the progress toward the complete satisfaction of the performance obligations. Revenues from other services are immaterial.
During the first quarter of 2022, the Company entered into a Master Collaboration Agreement with Eli Lilly and Company (Lilly) establishing a framework for future projects focused on the development of Simoa immunoassays (the Lilly Collaboration Agreement). The Company also entered into a Statement of Work under the Lilly Collaboration Agreement to perform assay research and development services within the field of Alzheimer’s disease. In connection with the Lilly Collaboration Agreement, the Company received a non-refundable up-front payment of $ 5.0 million
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during the first quarter of 2022, and under the Statement of Work receives $ 1.5 million per calendar quarter during 2022, beginning with the first quarter of 2022. The revenue will be recognized over a one-year period.
Concurrent with the execution of the Lilly Collaboration Agreement, the Company entered into a Technology License Agreement (the Lilly License) under which Lilly granted to the Company a non-exclusive license to Lilly’s proprietary P-tau217 antibody technology for potential near-term use in research use only products and services and future in vitro diagnostics applications within the field of Alzheimer’s disease. In consideration of the license, the Company paid an upfront fee, is required to make milestone payments based on the achievement of predetermined regulatory and commercial events, and will pay a royalty on net sales of licensed products.
The Company concluded that the Lilly Collaboration Agreement (including the Statement of Work) and the Lilly License represented a single contract with a customer and is accounting for the agreements as service revenue recognized over time as the services are delivered. The transaction price for the Lilly Collaboration Agreement is $ 10.9 million. Contingent amounts due to Lilly represent variable consideration payable to a customer and will be recognized as reductions to service revenue up to the amount of the transaction price recognized, when probable. The Company is utilizing an input method to measure the delivery of services by calculating costs incurred at each period end relative to total costs expected to be incurred.
During the three and six months ended June 30, 2022, the Company recognized approximately $ 2.7 million and $ 5.4 million, respectively, of revenue from the Lilly Collaboration Agreement as service revenue.
Collaboration and license revenue
The Company may enter into agreements to license the intellectual property and know-how associated with its instruments and certain antibodies in exchange for license fees and future royalties (as described below). The license agreements provide the licensee with a right to use the intellectual property with the license fee revenues recognized at a point in time as the underlying license is considered functional intellectual property.
Payment terms
The Company’s payment terms vary by the type and location of the customer and the products or services offered. Payment from customers is generally required in a term ranging from 30 to 45 days from date of shipment or satisfaction of the performance obligation. The Company does not provide financing arrangements to its customers.
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Disaggregated revenue
When disaggregating revenue, the Company considered all of the economic factors that may affect its revenues. The following tables disaggregate the Company's revenue from contracts with customers by revenue type (in thousands):
Three Months Ended June 30, 2022
Six Months Ended June 30, 2022
NA
EMEA
Asia Pacific
Total
NA
EMEA
Asia Pacific
Total
Product revenues
Instruments
$
2,473
2,127
1,004
$
5,604
$
4,638
$
4,173
$
3,015
$
11,826
Consumable and other products
4,719
3,588
874
9,181
13,552
8,014
2,049
23,615
Total
$
7,192
5,715
1,878
$
14,785
$
18,190
$
12,187
$
5,064
$
35,441
Service and other revenues
Service-type warranties
$
1,320
$
688
$
124
$
2,132
$
2,603
$
1,347
$
216
$
4,166
Research services
5,511
316
8
5,835
11,607
447
21
12,075
Other services
317
237
27
581
601
448
68
1,117
Total
$
7,148
$
1,241
$
159
$
8,548
$
14,811
$
2,242
$
305
$
17,358
Collaboration and license revenue
Collaboration and license revenue
$
43
$
49
$
—
$
92
$
43
$
83
$
52
$
178
Three Months Ended June 30, 2021
Six Months Ended June 30, 2021
NA
EMEA
Asia Pacific
Total
NA
EMEA
Asia Pacific
Total
Product revenues
Instruments
$
2,122
$
1,630
$
2,086
$
5,838
$
5,878
$
4,463
$
2,458
$
12,799
Consumable and other products
8,812
3,251
775
12,838
15,723
6,744
1,658
24,125
Total
$
10,934
$
4,881
$
2,861
$
18,676
$
21,601
$
11,207
$
4,116
$
36,924
Service and other revenues
Service-type warranties
$
1,098
$
458
$
51
$
1,607
$
2,069
$
896
$
113
$
3,078
Research services
2,728
763
27
3,518
6,286
1,491
39
7,816
Other services
351
172
—
523
807
356
—
1,163
Total
$
4,177
$
1,393
$
78
$
5,648
$
9,162
$
2,743
$
152
$
12,057
Collaboration and license revenue
Collaboration and license revenue
$
41
$
64
$
—
$
105
$
228
$
138
$
—
$
366
For each of the three and six months ended June 30, 2022, there was one customer that accounted for 18 % of the Company’s total revenue.
The Company’s contracts with customers may include promises to transfer multiple products and services to a customer. The Company combines any performance obligations that are immaterial with one or more other performance obligations that are material to the contract. For arrangements with multiple performance obligations, the Company allocates the contract transaction price, including discounts, to each performance obligation based on its relative standalone selling price. Judgment is required to determine the standalone selling price for each distinct performance obligation. The Company determines standalone selling prices based on prices charged to customers in observable transactions and uses a range of amounts to estimate standalone selling prices for each performance obligation. The
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Company may have more than one range of standalone selling price for certain products and services based on the pricing for different customer classes.
Variable consideration in the Company’s contracts primarily relates to (i) sales- and usage-based royalties related to the license of intellectual property in collaboration and license contracts and (ii) certain non-fixed fee research services contracts. Accounting Standard Codification (ASC) Topic 606, Revenue from Contracts with Customers (ASC 606) provides for an exception to estimating the variable consideration for sales- and usage-based royalties related to the license of intellectual property, such that the sales- and usage-based royalty will be recognized in the period the underlying transaction occurs. The Company recognizes revenue from sales- and usage-based royalty revenue at the later of when the sale or usage occurs and the satisfaction or partial satisfaction of the performance obligation to which the royalty has been allocated.
Changes in deferred revenue from contracts with customers were as follows (in thousands):
Six Months Ended June 30, 2022
Balance at December 31, 2021
$
7,460
Deferral of revenue
10,403
Recognition of deferred revenue
( 4,175 )
Balance at June 30, 2022
$
13,688
As of June 30, 2022, of the performance obligations not yet satisfied or partially satisfied, $ 12.2 million is expected to be recognized as revenue in the next 12 months , with the remainder to be recognized within the 24 months thereafter. The $ 12.2 million at June 30, 2022 principally consists of amounts billed for undelivered services related to initial and extended service-type warranties and research services, as well as $ 0.5 million related to undelivered licenses of intellectual property for a diagnostics company (see Note 12).
Costs to obtain a contract
The Company’s sales commissions are generally based on bookings of the Company. The Company has determined that certain commissions paid under its sales incentive programs meet the requirements to be capitalized as they are incremental and would not have occurred absent a customer contract. The change in the balance of costs to obtain a contract are as follows (in thousands):
Six Months Ended June 30, 2022
Balance at December 31, 2021
$
440
Deferral of costs to obtain a contract
632
Recognition of costs to obtain a contract
( 662 )
Balance at June 30, 2022
$
410
The Company has classified the balance of capitalized costs to obtain a contract as a component of prepaid expenses and other current assets and classifies the expense as a component of cost of goods sold and selling, general, and administrative expense over the estimated life of the contract. The Company considers potential impairment in these amounts each period.
ASC 606 provides entities with certain practical expedients and accounting policy elections to minimize the cost and burden of adoption.
The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with original expected length of one year or less and (ii) contracts for which revenue is recognized at the amount to which the Company has the right to invoice for services performed.
The Company will exclude from its transaction price any amounts collected from customers related to sales and other similar taxes.
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When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. The Company does not assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays is one year or less . None of the Company’s contracts contained a significant financing component as of June 30, 2022 and 2021, respectively.
The Company has elected to account for the shipping and handling as an activity to fulfill the promise to transfer the product, and therefore will not evaluate whether shipping and handling activities are promised services to its customers.
Grant revenue
The Company recognizes grant revenue as the Company performs services under the arrangement when the funding is committed. Revenues and related research and development expenses are presented gross in the consolidated statements of operations as the Company has determined it is the primary obligor under the arrangement relative to the research and development services.
Accounting for grants does not fall under ASC 606, as the grantor will not benefit directly from the Company’s expansion or product development. As there is no authoritative guidance under U.S. GAAP on accounting for grants to for-profit business entities from government entities, the Company has accounted for grants under workplan 2 (WP2) with the National Institute of Health (NIH) under its Rapid Acceleration of Diagnostics (RADx) program by analogy to International Accounting Standards Topic 20, Accounting for Government Grants and Disclosure of Government Assistance (IAS 20). The Company accounts for grants from the Alzheimer’s Drug Discovery Foundation (ADDF) under ASC Topic 958, Not-for-Profit Entities (ASC 958).
WP2
Grants to the Company under WP2 contain both monetary amounts granted related to assets and monetary amounts granted related to income, which are grants other than those related to assets. The grants related to assets are for the expansion and increase of manufacturing capacity. The grants related to income are for additional research and development, as well as other non-asset related scale up costs.
Under IAS 20, grants related to assets shall be presented in the consolidated balance sheets either by recognizing the grant as deferred income (which is recognized in the consolidated statements of operations on a systematic basis over the useful life of the asset), or by deducting the grant in calculating the carrying amount of the asset (which is recognized in the consolidated statements of operations over the life of the depreciable asset as a reduced depreciation expense). Both methods are acceptable under IAS 20. The Company has elected to record grants related to assets as a deduction in calculating the carrying value of the asset.
Under IAS 20, grants related to income are presented as part of the consolidated statements of operations, either separately or under a general heading. Both methods are acceptable under IAS 20. The Company has elected to record grants related to income separately on the consolidated statements of operations as grant revenue. The related expenses are recorded within operating expenses.
On September 29, 2020, the Company entered into WP2. The contract, which had a total award value of $ 18.2 million, accelerated the continued development, scale-up, and deployment of the novel SARS-CoV-2 antigen detection test using the Company’s Simoa technology. The contract provided funding to expand assay kit manufacturing capacity and commercial deployment readiness. Release of the $ 18.2 million of funding under WP2 was based on the achievement of certain milestones. Contract funding was subject to achievement of these pre-defined milestones and the contract period ran through September 2021, with one milestone extended to May 31, 2022. As of June 30, 2022, the Company has received the full $ 18.2 million under WP2. During the three and six months ended June 30, 2022, the Company recognized no grant revenue and incurred no research and development expense related to WP2. During the three months ended June 30, 2021, the Company recognized $ 0.9 million in grant revenue and incurred $ 1.8 million in
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research and development expense related to WP2. During the six months ended June 30, 2021, the Company recognized $ 3.2 million in grant revenue and incurred $ 2.9 million in research and development expense related to WP2.
The following table summarizes the cumulative activity under WP2 (in thousands):
June 30, 2022
December 31, 2021
Grant revenue from research and development activities
$
9,576
$
9,576
Proceeds used for assets
8,624
8,104
Deferred proceeds for assets
—
—
Deferred grant revenue
—
—
Total recognized
$
18,200
$
17,680
Recognized
$
18,200
$
17,680
Amount accrued
—
—
Total cash received
$
18,200
$
17,680
Proceeds received
$
18,200
$
17,680
Proceeds reasonably assured
—
520
Total WP2 grant amount
$
18,200
$
18,200
ADDF
Under ASC 958, grants related to income are presented as part of the consolidated statements of operations, either separately or under a general heading. Both methods are acceptable under ASC 958. The Company has elected to record grants related to income separately on the consolidated statements of operations as grant revenue. The related expenses are recorded within operating expenses.
On March 24, 2022, the Company entered into a contract with ADDF (ADDF grant). ADDF is a charitable venture philanthropy entity that has granted the Company funding in support of certain activities for the development of an in vitro diagnostic (IVD) test for early detection of Alzheimer's disease. The ADDF grant, which has a total funding value of $ 2.3 million, restricts the Company’s use of the granted funds to be used solely for activities related to the Alzheimer’s diagnostic test development project. Contract funding is subject to achievement of these pre-defined milestones and the contract period runs through June 2024. The Company recognizes revenue over time as the related services are performed. As of June 30, 2022, the Company had received $ 1.3 million out of the full $ 2.3 million under the ADDF grant. During the three and six months ended June 30, 2022, the Company recognized $ 0.1 million in grant revenue and incurred $ 0.1 million in research and development expense related to the ADDF grant.
4. Net loss per share
The following common share equivalents have been excluded from the calculation of diluted net loss per share as their effect would be anti-dilutive:
Three Months Ended June 30,
Six Months Ended June 30,
2022
2021
2022
2021
Stock options
2,578,139
2,277,005
2,382,744
2,277,005
Unvested restricted stock and stock units
928,192
572,132
759,143
572,132
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5. Fair value of financial instruments
Fair value measurements are as follows (in thousands):
June 30, 2022
Total
Quoted prices in active markets (Level 1)
Significant other observable inputs (Level 2)
Significant unobservable inputs (Level 3)
Financial assets
Cash equivalents - money market funds
$
332,405
$
332,405
$
—
$
—
December 31, 2021
Total
Quoted prices in active markets (Level 1)
Significant other observable inputs (Level 2)
Significant unobservable inputs (Level 3)
Financial assets
Cash equivalents - money market funds
$
332,093
$
332,093
$
—
$
—
6. Inventory
Inventory consists of the following (in thousands):
June 30, 2022
December 31, 2021
Raw materials
$
8,710
$
7,892
Work in process
3,395
4,923
Finished goods
9,880
9,375
Total net inventory
$
21,985
$
22,190
Inventory comprises commercial instruments, assays, and the materials required to manufacture limited instruments and assays.
7. Allowance for Credit Losses
The Company is exposed to credit losses primarily through sales of products and services. The Company’s expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions, and a review of the current status of customers’ trade accounts receivable. Due to the short-term nature of such receivables, the estimated accounts receivable that may not be collected is based on aging of the accounts receivable balances.
Customers are assessed for credit worthiness upfront through a credit review, which includes assessment based on the Company’s analysis of customers’ financial statements when a credit rating is not available. The Company evaluates contract terms and conditions, country, and political risk, and may require prepayment to mitigate risk of loss. Specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. The Company monitors changes to the receivables balance on a timely basis, and balances are written off as they are determined to be uncollectable after all collection efforts have been exhausted.
The following presents the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected (in thousands):
Balance at January 1, 2022
$
419
Credit loss expense
581
Write-offs charged against allowances
—
Balance at June 30, 2022
$
1,000
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8. Other accrued expenses
Other accrued expenses consist of the following (in thousands):
June 30, 2022
December 31, 2021
Inventory purchases
$
187
$
568
Property and equipment purchases
308
229
Royalties
748
1,250
Professional services
701
2,126
Development costs
598
566
Tax liabilities
698
430
Other
1,559
1,317
Total accrued expenses
$
4,799
$
6,486
9. Stock-based compensation
Stock-based compensation expense for all stock awards consists of the following (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2022
2021
2022
2021
Cost of product revenue
$
137
$
96
$
225
$
186
Cost of service and other revenue
205
122
371
232
Research and development
482
409
880
808
Selling, general, and administrative
4,362
3,023
7,537
5,810
Total
$
5,186
$
3,650
$
9,013
$
7,036
In both the three and six months ended June 30, 2022, the Company incurred approximately $ 0.7 million of stock-based compensation expense related to the transition of the Company’s former Chief Executive Officer to Executive Chairman in accordance with ASC Topic 718, Compensation - Stock Compensation . As of June 30, 2022, there was $ 46.4 million of total unrecognized compensation cost related to unvested restricted stock units (RSUs) and stock options, which is expected to be recognized over the remaining weighted-average vesting period of 2.9 years.
10. Leases
The Company is a lessee under leases of offices, lab spaces, and certain office equipment. Some of the Company’s leases include options to extend the lease, and these options are included in the lease term to the extent they are reasonably certain to be exercised.
On January 28, 2022, the Company executed a lease for 85,800 square feet of office and laboratory space in Bedford, Massachusetts. The lease commencement date was February 1, 2022, when the Company gained access to the underlying facilities. The Company has negotiated a tenant improvement allowance with the landlord which will offset a portion of the Company’s construction costs. The Company has assessed whether improvements made to the premises are landlord-owned or company-owned, with payments made by the Company for landlord-owned assets accounted for as lease incentives. The initial term of the lease’s payment schedule is eight years and nine months beginning on May 1, 2022. The Company has the option to extend the lease for two additional five-year periods.
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The components of lease expense was as follows (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
Operating leases
2022
2021
2022
2021
Lease costs (1)
Operating lease costs
$
1,569
$
663
$
2,232
$
1,334
Total lease cost
$
1,569
$
663
$
2,232
$
1,334
(1) Short-term lease costs and variable lease costs incurred by the Company for the three and six months ended June 30, 2022 were not material.
Supplemental balance sheet and cash flow information was as follows (amounts in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2022
2021
2022
2021
Supplemental balance sheet information:
Weighted average remaining lease term
8.5
years
9.6
years
8.5
years
9.6
years
Weighted average discount rate
7.2 %
9.7 %
7.2 %
9.7 %
Supplemental cash flow information:
Operating cash flows used for operating leases
$
532
$
837
$
1,394
$
1,683
Future minimum commitments under the Company’s operating leases in effect as of June 30, 2022 were as follows (in thousands):
Twelve months ending June 30,
2023
$
5,918
2024
6,860
2025
7,046
2026
7,271
2027
7,502
Thereafter
27,520
Total lease payments
62,117
Less: imputed interest
16,286
Total operating lease liabilities
$
45,831
11. Commitments and contingencies
Legal contingencies
The Company is subject to claims in the ordinary course of business; however, the Company is not currently a party to any pending or threatened litigation, the outcome of which would be expected to have a material adverse effect on its financial condition or the results of its operations. The Company accrues for contingent liabilities to the extent that the liability is probable and estimable.
12. Collaboration and license arrangements
The Company has entered into certain licenses with other companies for use of the Company’s technology. These licenses have royalty components which the Company earns and recognizes as collaboration and license revenue throughout the year. At both June 30, 2022 and December 31, 2021, the Company had $ 0.5 million of deferred revenue related to ongoing negotiations with a diagnostics company.
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Abbott Laboratories
On September 29, 2020, the Company entered into a Non-Exclusive License Agreement (the Abbott License Agreement) with Abbott Laboratories (Abbott). Pursuant to the terms of the Abbott License Agreement, the Company granted Abbott a non-exclusive, worldwide, royalty-bearing license, without the right to sublicense, under the Company’s bead-based single molecule detection patents (Licensed Patents) in the field of in vitro diagnostics. Abbott agreed to pay the Company an initial license fee of $ 10.0 million in connection with the execution of the Abbott License Agreement, which was recognized as license revenue during the 2020 fiscal year. Abbott has also agreed to pay the Company milestone fees subject to the achievement by Abbott of certain development, regulatory and commercialization milestones and low single-digit royalties on net sales of licensed products.
The Abbott License Agreement includes customary representations and warranties, covenants and indemnification obligations for a transaction of this nature. The Abbott License Agreement became effective upon signing and will continue until expiration of the last-to-expire Licensed Patent, or the agreement is earlier terminated. Under the terms of the Abbott License Agreement, the Company and Abbott each have the right to terminate the agreement for uncured material breach by, or insolvency of, the other party. Abbott may also terminate the Abbott License Agreement at any time without cause upon 60 days ’ notice.
During the three and six months ended June 30, 2022 and 2021, the Company recognized no revenue under the Abbott License Agreement.
13. Related party transactions
One of the Company’s Directors is affiliated with Harvard University, the Wyss Institute at Harvard and Mass General Brigham. Revenue recorded from sales to Harvard University and its affiliates and to Mass General Brigham and its affiliates totaled $ 0.1 million and $ 0.3 million for the three and six months ended June 30, 2022, respectively, and $ 0.2 million for each of the three and six months ended June 30, 2021. The Company had $ 0.2 million in accounts receivable from Harvard University and its affiliates and Mass General Brigham and its affiliates at both June 30, 2022 and December 31, 2021. Deferred revenue from Harvard University and its affiliates and Mass General Brigham and its affiliates was $ 0.1 million at both June 30, 2022 and December 31, 2021.
On May 26, 2022, the Company entered into an agreement with UltraDx Limited (UltraDx agreement), a new company formed by ARCH Venture Partners (ARCH). Pursuant to the UltraDx agreement, the Company will supply HD-X instruments (both fully assembled and disassembled) as well as assays and assay components to UltraDx, and UltraDx has the non-exclusive right to seek Chinese regulatory approval of and to commercialize the HD-X instrument and related assays in the Chinese neurological in vitro diagnostic market. The Company has determined that UltraDx is a related party because one of the Company’s directors is affiliated with ARCH and UltraDx. Pursuant to the terms of the UltraDx agreement, the Company shipped a total of ten fully assembled and disassembled HD-X instruments to UltraDx on June 30, 2022 at a purchase price of approximately $ 1.9 million. Due to the fact that UltraDx was recently formed during the second quarter of 2022, the Company will recognize revenue on these shipments upon receipt of payment.
Amounts from other related party relationships are immaterial. Collectively, at June 30, 2022 and December 31, 2021, the Company had no accounts receivable and $ 18 thousand in accounts receivable, respectively, from these other related parties. In addition, the Company had a total of $ 20 thousand and $ 6 thousand in accounts payable at June 30, 2022 and December 31, 2021, respectively, from these other related parties. In the three and six months ended June 30, 2022, the Company recorded cost of product revenue of $ 11 thousand and $ 20 thousand, respectively, cost of service and other revenue of $ 34 thousand and $ 87 thousand, respectively, research and development of $ 29 thousand and $ 61 thousand, respectively, and selling, general, and administrative of $ 8 thousand and $ 41 thousand, respectively, from these other related parties. In the three and six months ended June 30, 2021, the Company recorded service revenue of $ 4 thousand and $ 24 thousand, respectively, cost of product revenue of $ 23 thousand and $ 30 thousand, respectively, cost of service and other revenue of $ 34 thousand and $ 51 thousand, respectively, research and development of $ 40 thousand and $ 51 thousand, respectively, and selling, general, and administrative of $ 9 thousand and $ 23 thousand, respectively, in total from these other related parties.
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14. Accumulated Other Comprehensive Loss
The following shows the changes in the components of accumulated other comprehensive loss (in thousands):
Cumulative translation adjustment
Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2021
$
441
$
441
Current period accumulated other comprehensive loss
( 2,644 )
( 2,644 )
Balance at June 30, 2022
$
( 2,203 )
$
( 2,203 )
Cumulative translation adjustment
Accumulated Other Comprehensive Income
Balance at December 31, 2020
$
2,434
$
2,434
Current period accumulated other comprehensive loss
( 856 )
( 856 )
Balance at June 30, 2021
$
1,578
$
1,578
15. Subsequent Events
Following a strategic review and assessment of the Company’s operations, cost structure and growth opportunities, on August 8, 2022, the Company announced a plan of restructuring and strategic re-alignment, which includes the elimination of approximately 130 positions across the Company and other cost-saving measures (the Restructuring). The Company expects to substantially complete the workforce reduction by the end of the third quarter of 2022. The Company expects to record a charge in the range of $ 7 million to $ 10 million in the third quarter of 2022 as a result of the workforce reduction, consisting of one-time termination benefits for employee severance, benefits and related costs, all of which are expected to result in cash expenditures and substantially all of which will be paid out over the next five months. The Company may also implement other cost savings measures as part of the Restructuring and may incur termination and other costs in connection with such measures, which could be material. As part of the Restructuring, the Company is also reviewing its alternatives with respect to additional facility space that it currently leases in Bedford, Massachusetts (see Note 10). These alternatives may include the termination of the lease or the sub-lease of all or a portion of the leased facility. The Company is currently unable to estimate facility-related charges, which could be material.
On August 7, 2022, E. Kevin Hrusovsky, Executive Chairman of Quanterix (the Company), entered into a separation agreement and release with the Company, effective as of August 8, 2022, pursuant to which his employment as Executive Chairman of the Company’s Board of Directors (the Board) has ended and he has resigned as a Director on the Board, both effective August 8, 2022. In connection with his resignation, Mr. Hrusovsky will receive severance benefits consistent with the provisions of his employment agreement with the Company, dated as of April 25, 2022. The Company’s current Lead Independent Director, Martin D. Madaus, Ph.D., has been elected to succeed Mr. Hrusovsky as Chairman of the Board, effective as of August 8, 2022.
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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.