0000950170-23-009197 | 10-K | XBRL Viewer

Document and Entity Information - USD ($) $ in Thousands	12 Months Ended
Document and Entity Information - USD ($) $ in Thousands	Dec. 31, 2022	Mar. 15, 2023	Jun. 30, 2022
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Document Annual Report	true
Document Transition Report	false
Entity Registrant Name	Talis Biomedical Corporation
Entity Central Index Key	0001584751
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Interactive Data Current	Yes
Entity File Number	001-40047
Entity Tax Identification Number	46-3122255
Entity Address, Address Line One	3400 Bridge Parkway
Entity Address, City or Town	Redwood City
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94065
City Area Code	650
Local Phone Number	433-3000
Entity Incorporation State Country Code	DE
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	TLIS
Security Exchange Name	NASDAQ
Entity Stock, Shares Outstanding		56,730,589
Entity Public Float			$ 7,342,048
Documents Incorporated by Reference	Portions of the Registrant’s definitive proxy statement relating to its 2023 Annual Meeting of Stockholders (the “2023 Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K. The 2023 Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Annual Report relates.
Auditor Firm ID	42
Auditor Name	Ernst & Young LLP
Auditor Location	Chicago, Illinois
Common Stock
Document Information [Line Items]
Entity Stock, Shares Outstanding		26,866,915
Series 1 Convertible Preferred Stock
Document Information [Line Items]
Entity Stock, Shares Outstanding		29,863,674

Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 130,191	$ 232,545
Accounts receivable, net	308	183
Prepaid expenses and other current assets	2,783	3,387
Total current assets	133,282	236,115
Property and equipment, net	3,312	10,528
Operating lease right-of-use-assets	30,920	12,907
Other long-term assets	1,776	6,278
Total assets	169,290	265,828
Current liabilities:
Accounts payable	3,768	5,122
Accrued compensation	4,212	6,369
Accrued liabilities	989	6,383
Operating lease liabilities, current portion	3,703	1,232
Total current liabilities	12,672	19,106
Operating lease liabilities, long-term portion	29,879	12,745
Total liabilities	42,551	31,851
Commitments and contingencies (Note 6)
Stockholders' equity:
Common stock, $0.0001 par value; 200,000,000 shares authorized at December 31, 2022 and 2021; 26,795,800 and 26,408,031 shares issued and outstanding at December 31, 2022 and 2021, respectively	3	3
Additional paid-in capital	604,687	598,913
Accumulated deficit	(477,954)	(364,942)
Total stockholders' equity	126,739	233,977
Total liabilities and stockholders equity	169,290	265,828
Series 1 Convertible Preferred Stock
Stockholders' equity:
Series 1 convertible preferred stock, $0.0001 par value-60,000,000 shares authorized as of December 31, 2022 and 2021; 29,863,674 shares issued and outstanding as of December 31, 2022 and 2021, respectively; aggregate liquidation preference of $3 as of December 31, 2022 and 2021	$ 3	$ 3

Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Total revenue, net	$ 4,812	$ 8,193
Operating expenses:
Cost of product sold	8,391	0
Research and development	70,831	157,591
Selling, general and administrative	40,729	42,418
Total operating expenses	119,951	200,009
Loss from operations	(115,139)	(191,816)
Other income (expense), net	2,127	(220)
Net loss and comprehensive loss	$ (113,012)	$ (192,036)
Net loss per share - basic	$ (4.24)	$ (8.48)
Net loss per share - diluted	$ (4.24)	$ (8.48)
Weighted-average number of shares of common stock outstanding - basic	26,633,241	22,655,339
Weighted-average number of shares of common stock outstanding - diluted	26,633,241	22,655,339
Grant
Revenue	$ 1,160	$ 8,193
Product revenue, net
Revenue	$ 3,652	$ 0

Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Convertible Preferred Stock	Series 1 Convertible Preferred Stock	Preferred Stock Series 1 Convertible Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Balance at Dec. 31, 2020	$ (108,571)					$ 64,335	$ (172,906)
Temporary Equity Balance, Shares at Dec. 31, 2020		53,509,351
Temporary Equity Balance at Dec. 31, 2020		$ 290,945
Balance, Shares at Dec. 31, 2020					2,126,254
Issuance of Common Stock upon exercise of stock options	1,444					1,444
Issuance of Common Stock upon exercise of stock options, Shares					789,225
Issuance of Common Stock pursuant to employee stock purchase plan	439					439
Issuance of Common Stock pursuant to employee stock purchase plan, Shares					67,120
Issuance of Common Stock upon initial public offering, net of issuance costs of $21,349	232,548				$ 2	232,546
Issuance of Common Stock upon initial public offering, net of issuance costs, Shares					15,870,000
Conversion of convertible preferred stock into common stock and Series 1 convertible preferred stock upon initial public offering	290,946	$ (290,945)		$ 3	$ 1	290,942
Temporary Equity, Conversion of convertible preferred stock into common stock and Series 1 convertible preferred stock upon initial public offering, Shares		(53,509,351)		29,863,674	7,555,432
Stock-based compensation expense	9,207					9,207
Net loss	(192,036)						(192,036)
Balance at Dec. 31, 2021	$ 233,977			$ 3	$ 3	598,913	(364,942)
Balance, Shares at Dec. 31, 2021			29,863,674	29,863,674
Balance, Shares at Dec. 31, 2021	26,408,031				26,408,031
Issuance of Common Stock upon exercise of stock options, Shares	65,862
Stock Issued During Period, Value, Employee Benefit Plan	$ 98					98
Stock Issued During Period, Shares, Employee Benefit Plan					122,547
Issuance of Common Stock pursuant to employee stock purchase plan	308					308
Issuance of Common Stock pursuant to employee stock purchase plan, Shares					265,222
Stock-based compensation expense	5,368					5,368
Net loss	(113,012)						(113,012)
Balance at Dec. 31, 2022	$ 126,739			$ 3	$ 3	$ 604,687	$ (477,954)
Balance, Shares at Dec. 31, 2022			29,863,674	29,863,674
Balance, Shares at Dec. 31, 2022	26,795,800				26,795,800

Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
Statements of Cash Flows - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Net loss	$ (113,012)	$ (192,036)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	5,368	9,207
Depreciation and amortization	8,830	1,578
Non-cash lease expense	2,771	1,043
Impairment of long-lived assets	3,593	0
Changes in operating assets and liabilities:
Accounts receivable	(125)	288
Prepaid expenses and other current assets	604	(281)
Prepaid research and development	0	12,014
Other long-term assets and liabilities	741	(5,615)
Accounts payable	(1,194)	216
Accrued expenses and other liabilities	(7,712)	2,202
Net cash used in operating activities	(100,136)	(171,384)
Investing activities
Purchase of property and equipment	(1,615)	(2,866)
Net cash used in investing activities	(1,615)	(2,866)
Financing activities
Proceeds from stock option exercises	98	1,444
Proceeds from stock issuances pursuant to employee stock purchase plan	308	439
Proceeds from initial public offering, net of issuance costs	0	232,546
Net cash provided by financing activities	406	234,429
Net (decrease) increase in cash, cash equivalents and restricted cash	(101,345)	60,179
Cash, cash equivalents and restricted cash at beginning of year	233,312	173,133
Cash, cash equivalent and restricted cash at end of year	131,967	233,312
Supplemental disclosure of noncash activities
Right-of-use assets obtained in exchange for operating lease liabilities	$ 19,245	$ 13,499

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of significant accounting policies

Basis of presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and the rules and regulations of the Securities and Exchange Commission (SEC) for reporting.

Segment information

Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is the Chief Executive Officer. The Company views its operations and manages its business in one operating segment.

Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates and judgments on historical experience and on various other assumptions, including knowledge about current events and expectations about actions the Company may take in the future, that the Company believes are reasonable under the circumstances. Actual results could vary from the amounts derived from management’s estimates and assumptions.

During the year ended December 31, 2022, the Company shortened the useful life of certain lab equipment as a result of manufacturing changes brought about by the decision to no longer pursue the commercialization of the stand-alone Talis One COVID-19 test in the United States. This change in estimate resulted in $6.6 million of accelerated depreciation expense during the twelve months ended December 31, 2022.

Reclassifications

The accompanying statement of cash flows for the twelve-month period ended December 31, 2021 and the accompanying balance sheet as of the year ended December 31, 2021 reflects the Company's reclassification of grants receivables and unbilled grants receivables to accounts receivable, to conform to the presentation of the current period. The statement of cash flows for the twelve-month period ended December 31, 2021 reflects the Company's reclassification of the change in lease assets and liabilities into other long-term assets and liabilities, to confirm to the presentation in the current period.

Fair value measurements

The Company's financial assets carried at fair value consist of cash equivalents held in money market accounts that are valued using quoted prices in active markets for identical instruments. Due to their short-term nature, the carrying values for cash, accounts receivable and accounts payable approximate fair value. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and

disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable.

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Level 1—Quoted prices in active markets for identical assets or liabilities.

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Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

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Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value of the instrument.

For nonfinancial assets, measurement at fair value in periods subsequent to their initial recognition is applicable if they are determined to be impaired. These assets generally include property and equipment and operating lease right-of-use assets. If measured at fair value in the balance sheets, these would generally be classified within Level 3 of the fair value hierarchy.

Cash and cash equivalents

The Company considers cash equivalents to be highly liquid investments with an original maturity at purchase of three months or less. These cash equivalents include holdings in money market funds that are invested in United States (U.S) Treasury obligations which are stated at fair value.

Restricted cash

Restricted cash consists of cash that serves as collateral for the Company’s standby letters of credit (see Note 6). Any cash that is legally restricted from use is classified as restricted cash. If the purpose of restricted cash relates to acquiring a long-term asset, liquidating a long-term liability, or is otherwise unavailable for a period longer than one year from the balance sheet date, the restricted cash is classified as a long-term asset, otherwise, restricted cash is included in current assets in the balance sheet.

Accounts receivable, net

Accounts receivable include trade receivables, unbilled receivables and grant receivables. The allowance for doubtful accounts reflects the current estimate of credit losses expected to be incurred over the life of the accounts receivable. The Company considers various factors in establishing, monitoring, and adjusting its allowance for doubtful accounts, including the aging of the accounts and aging trends and specific exposures related to particular customers. Accounts receivable are charged off after all reasonable means to collect the full amount have been exhausted. The Company has an immaterial allowance for doubtful accounts as of December 31, 2022 and 2021.

Concentration of credit risk and other risks and uncertainties

Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, and accounts receivables. The Company’s cash is deposited in accounts at large financial institutions and its cash equivalents are primarily held in prime and U.S. government money market funds. The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the cash and cash equivalents are held.

The Company is subject to risks common to companies in the diagnostics industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, and protection of intellectual property rights.

Global economic conditions remain volatile resulting from the continuing and evolving effects of the COVID-19 pandemic, inflationary pressures, rising interest rates, the ongoing military conflict between Russia and Ukraine and related sanctions imposed against Russia and otherwise. The Company continues to evaluate the potential impact of

these global issues on our current and future business operations, including our expenses, clinical trials and addressable markets as well as on our industry and healthcare system.

The Company is dependent on key suppliers for certain manufacturing and research and development activities. An interruption in the supply of these materials could temporarily impact the Company’s ability to commercialize, manufacture inventory and perform research and development, testing and clinical trials related to its products. The Company is also dependent on its manufacturing partners that are critical to its ability to supply product to its end customers.

Inventory

Inventory, which consists of finished goods, is valued at the lower of cost or net realizable value. The Company determines the cost of inventory using the first-in, first-out method. Lower of cost or net realizable value is evaluated by considering obsolescence, excessive levels of inventory, deterioration and other factors.

In order to assess the ultimate realization of inventories, the Company is required to make judgments as to future demand requirements compared to current or committed inventory levels. The Company periodically reviews its inventories for shelf life, excess or obsolescence and writes-down obsolete or otherwise unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than the carrying value, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. Inventory write-downs are recorded in cost of product sold and a new lower-cost basis for the inventory is established. Excess and obsolete inventory is primarily based on estimated forecasted sales, usage levels, and expiration dates and is recorded within cost of product sold. During the year ended December 31, 2022, the Company established a reserve against $4.4 million of inventory in excess of forecasted demand.

Property and equipment

Property and equipment are recorded at cost less accumulated depreciation. Depreciation is recorded using the straight-line method based on the estimated useful lives of the depreciable property or, for leasehold improvements, the remaining term of the lease, whichever is shorter. The useful lives of the assets are as follows:


		Estimated Useful Life (in years)
Lab equipment		5 years
Furnitures and fixtures		5 years
Office and computer equipment		3 years
Leasehold improvements		Shorter of life of the asset or remaining lease term

Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is recognized in the statement of operations and comprehensive loss. Expenditures for maintenance and repairs are expensed as incurred.

Construction in progress relates to new equipment having alternative future use that is being used to expand our research and development capabilities. Construction in progress includes the cost of construction and other direct costs attributable to the construction.

Impairment of long-lived assets

A long-lived asset may be impaired 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 by which the asset or asset group's carrying value exceeds its fair value, and would be recorded as a reduction in the carrying value of the related asset to its fair value and a charge to operating expense. The Company reviews the carrying amount of its long-lived assets, including property and equipment, for impairment whenever events indicate that the carrying amount of the assets may not be fully recoverable.

During the year ended December 31, 2022, management concluded that the Company's decrease in market capitalization was a triggering event for potential impairments of our assets. A $3.6 million impairment of

long-lived assets charge was recorded within selling, general and administrative expenses on the statement of operations and comprehensive loss for the year ended December 31, 2022. The operating lease impairment charge reduces the carrying value of the associated right-of-use assets to the estimated fair values. The fair values are estimated using a discounted cash flows approach on forecasted future cash flows derived from current market data including discount rate, rent and rent escalation rates, downtime and abatement assumptions. The fair value of our right-of-use assets may change as a result of a change in any of these inputs. There was no impairment recorded for the year ended December 31, 2021.

Leases

At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease. The Topic requires a lessee to determine if an arrangement is a lease or contains a lease at contract inception, to recognize right-of-use ("ROU") assets and lease liabilities arising from operating and financing leases with terms longer than 12 months on the balance sheets and to disclose key information about leasing arrangements. The Company's lease agreements may include variable lease payments which are not included in the initial measurement of the right-of-use asset or lease liability due to the uncertainty of the payment amount and is recorded as lease cost in the period incurred. Lease expense is recognized on a straight-line basis over the lease term.

For the Company's operating leases, the Company accounts for the lease and non-lease components as a single lease component, the lease liability is initially measured at the present value of the unpaid lease payments at lease commencement date. As most of the leases do not provide an implicit rate, the Company generally uses its incremental borrowing rate as the discount rate for the lease. The Company's incremental borrowing rate is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The operating lease right-of-use asset includes any lease payments to be made and excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise that option.

The Company enters into certain manufacturing and supply arrangements with third-party suppliers that may contain embedded leases for the manufacturing of Talis One cartridges and instruments, which require highly specialized production lines. If it is determined that the Company controls the underlying assets during construction, the Company may be deemed to be the “owner” for accounting purposes during the construction period and may be required to capitalize the project costs on its balance sheet. As the Company has funded all of the construction costs, the recognition of a financing liability for amounts funded by the third-party supplier is not necessary.

Revenue Recognition

Product revenue, net

The Company currently only generates revenues from its sales of third-party Antigen Tests. The Company obtains control of the product and assumes inventory risk before it is transferred to the customer and therefore reports revenue on the gross amount billed to the customer. The Company has recognized sales from two primary customer types: (i) direct customers including hospitals, urgent care centers, physician, public health and retail clinics, and (ii) sub-distributors.

The Company recognizes revenue under Accounting Standards Codification Topic 606 (ASC 606), Revenue from Contracts with Customers, when a customer obtains control of promised goods or services, with a transaction price that reflects the consideration which the entity expects to receive in exchange for those goods or services. Transaction price does not include amounts subject to uncertainties unless it is probable that there will be no significant reversal of revenue when the uncertainty is resolved. If necessary, revenue is recorded net of variable consideration based on the amounts the Company expects to be earned or to be claimed on the related sales. The Company estimates the amount of its product sales that may result in returns or in price adjustments and records this estimate as a reduction of revenue in the period the related product revenue is recognized. The returned assets cannot be re-sold and have no value to the Company.

The Company identifies the contract with a customer and determines the performance obligations and the contract price. The contract price is allocated to the distinct performance obligations in the contract and revenue is recognized when the performance obligations have been satisfied. A performance obligation is considered to be satisfied once the control of a product is transferred to the customer or the service is provided to the customer,

meaning the customer has the ability to use and obtain the benefit of the goods or service, generally at product shipment.

The Company recognizes receivables in an amount expected to be collected in a transaction. The Company’s payment terms are generally net 30 days of billing. Contracts do not contain significant financing components based on the typical period of time between delivery of products and collection of contract consideration. Certain types of customers may pay in advance of product delivery. In those instances, payment and delivery typically occur in the same month. The Company invoices its customers upon shipment of product and records its sales upon shipment in accordance with its standard terms and conditions, unless underlying customer contracts specify otherwise. When necessary, the Company invoices and collects sales tax from its customers for sales of products. The Company has elected to exclude sales tax from the measurement of the transaction price.

Contract balances

A receivable is recognized in the period the Company delivers goods or provides services or when the Company’s right to consideration is unconditional. The Company usually does not record contract assets because the Company has an unconditional right to payment upon satisfaction of the performance obligation, and therefore, a receivable is more commonly recorded than a contract asset. Receivables from contracts with customers are included within accounts receivable, net on the balance sheets.

Contract liabilities include payments received in advance of performance under a contract and are satisfied as the associated revenue is recognized. When performance obligations are not transferred to a customer at the end of a reporting period, cash received associated with the amount allocated to those performance obligations is reflected as contract liabilities on the balance sheets and is deferred until control of these performance obligations is transferred to the customer. There are no contract liabilities as of December 31, 2022.

Contract costs

Under ASC 606, the Company is required to capitalize incremental costs to obtain customer contracts if the costs relate directly to a contract that can be specifically identified and expect to be recovered. These costs are required to be amortized to expense consistent with the transfer of the goods or services to the customer to which the asset relates. As a practical expedient, the Company recognizes any incremental costs to obtain a contract as an expense when incurred if the amortization period of the asset is one year or less. The Company did not have any capitalized contract costs as of and for the twelve months ended December 31, 2022.

Grant revenue and receivables

Grants awarded to the Company for research and development by government entities are outside the scope of ASC 606. This is because the granting entities are not considered to be customers and are not receiving reciprocal value for their grant support provided to the Company. These grants provide the Company with payments for certain types of expenditures in return for research and development activities or for meeting certain development milestones over a contractually defined period. For efforts performed under these grant agreements, the Company’s policy is to recognize revenue when it is reasonably assured that the grant funding will be received as evidenced through the existence of a grant arrangement, amounts eligible for reimbursement are determinable and have been incurred and paid, the applicable conditions under the grant arrangements have been met, and collectability of amounts due is reasonably assured. Costs of grant revenue are recorded as a component of research and development expenses in the Company’s statements of operations and comprehensive loss.

Grant funds received from third parties are recorded as revenue if the Company is deemed to be the principal participant in the arrangement. If the Company is not the principal participant, the funds from grants are recorded as a reduction to research and development expense. Reimbursable costs paid prior to being billed are recorded as unbilled grant receivables. Funds received in advance are recorded as deferred grant revenue. Management has determined that the Company is the principal participant under the Company’s grant agreements, and accordingly, the Company records amounts earned under these arrangements as grant revenue.

Costs of product sold

Costs of product sold include material costs, direct labor, provisions for inventory write-downs and shipping and handling costs incurred. The Company reports product shipment costs within cost of products sold in the accompanying statements of operations.

Research and development costs

Research and development expenses include certain payroll and personnel expenses, laboratory supplies, consulting costs, external contract research and development expenses, allocated overhead and facility occupancy costs. Costs to develop the Company’s technologies, including software, are recorded as research and development expense except for costs that meet the criteria to be capitalized as internal-use software costs.

The Company does not capitalize pre-launch inventory costs until future commercialization is considered probable and the future economic benefit is expected to be realized. Capitalizing pre-launch inventory costs will not occur prior to obtaining an EUA or other FDA marketing authorization, commercialization is considered probable and future economic benefit can be asserted. The Company records such costs as research and development expenses, or if used in marketing evaluations records such costs as selling, general and administrative expenses. All materials, equipment, and external consulting costs associated with developing aspects of the production line that do not have an alternative future use are expensed as research and development costs until regulatory approval or clearance is obtained and commercialization is probable. Materials, equipment, and external consulting costs associated with developing aspects of the production line that are deemed to have an alternative future use are capitalized as property and equipment, assessed for impairment and depreciated over their related useful lives.

In 2021, the Company completed work on production lines to automate the production of its Talis One cartridges for the COVID-19 test. The Company incurred $69.6 million as part of the Company’s effort to scale-up its manufacturing capacity including costs incurred for high capacity production equipment in the twelve months ended December 31, 2021. During the year ended December 31, 2021 the Company charged $11.8 million of pre-launch inventory relating to cartridges and $21.7 million of pre-launch inventory relating to instrument components to research and development expense, respectively.

The Company makes estimates of its accrued expenses as of each balance sheet date in its financial statements based on facts and circumstances at that time through discussions internally and with service providers to confirm the accuracy of progress and stage of completion. The Company’s understanding of the status and timing of services performed relative to the actual status and timing of services performed requires judgment and actual results may vary.

Preferred stock

As part of the Company's IPO, certain shares of the Company's historical convertible preferred stock converted into shares of the Company's Series 1 convertible preferred stock. The Company records the Series 1 convertible preferred stock at par value on the date of conversion. The Company has classified its Series 1 convertible preferred stock as permanent equity within the accompanying balance sheet at December 31, 2022 and 2021 due to the immaterial liquidation value of the shares.

The Company also evaluates the features of its convertible preferred stock to determine if the features require bifurcation from the underlying shares by evaluating whether they are clearly and closely related to the underlying shares and if they do, or do not, meet the definition of a derivative.

Income taxes

The Company accounts for income taxes under the liability method. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been included in the Company’s financial statements and tax returns. Deferred tax assets and liabilities are determined based upon the differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities and for loss and credit carryforwards, using enacted tax rates expected to be in effect in the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that these assets may not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences representing net future deductible amounts become deductible.

The Company recognizes and measures uncertain tax positions using a two-step approach set forth in authoritative guidance. The Company determines whether it is more likely than not that a tax position will be sustained upon examination. If it is not more likely than not that a position will be sustained, none of the benefit attributable to the position is recognized. The tax benefit to be recognized for any tax position that meets the more-likely-than-not recognition threshold is calculated as the largest amount that is more than 50% likely of being realized upon resolution of the contingency. Judgment is required to evaluate uncertain tax positions. The Company evaluates uncertain tax positions on a regular basis. The evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of the audit, and effective settlement of audit issues.

The Company’s policy is to include penalties and interest expense related to income taxes as a component of income taxes expense, as necessary. The Company has not reported any interest or penalties associated with income tax since inception.

The Inflation Reduction Act of 2022 (the “Act”) was signed into U.S. law on August 16, 2022. The Act includes various tax provisions, including an excise tax on stock repurchases, expanded tax credits for clean energy incentives, and a corporate alternative minimum tax that generally applies to U.S. corporations with average adjusted financial statement income over a three year period in excess of $1 billion. The Company does not expect the Act to materially impact its financial statements.

The Tax Cuts and Jobs Act (TCJA) requires taxpayers to capitalize and amortize research and experimental (R&D) expenditures under section 174 for tax years beginning after December 31, 2021. This rule became effective for the Company during the year ended December 31, 2022. The Company will amortize these costs for tax purposes over 5 years if the R&D was performed in the U.S. and over 15 years if the R&D was performed outside the U.S.

Stock-based compensation

The Company maintains an equity incentive plan as a long-term incentive for employees, consultants, and directors. We generally issue new common shares upon exercise of options and vesting of RSUs. The Company accounts for all stock-based awards granted to employees and directors based on their fair value on the date of the grant and recognizes compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. The measurement date for stock awards, including stock options and restricted stock units (RSUs) is the date of grant. Awards granted by the Company are routine in nature including new hire, annual, and promotional grants that are not designed to be spring-loaded, and therefore the market price is not adjusted when estimating the grant-date fair value of these awards. From time to time, the Company may grant stock options to employees, including executive officers, and consultants that vest upon the satisfaction of service-based, performance-based or market-based vesting conditions.

For awards that vest based on multiple conditions, the Company estimates the fair value on its grant date using the Black-Scholes option valuation model or the Monte Carlo Simulation valuation model, depending on the terms and conditions of the particular award.

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For awards where vesting occurs based on a service condition only, the Company recognizes compensation expense using the straight-line method over the requisite service period.

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For awards where vesting occurs based on either a service condition or a performance condition, the Company recognizes stock-based compensation over the requisite service period using the accelerated attribution method for awards with a performance condition if the performance condition is deemed probable of being met.

•

For awards where vesting occurs based on either a service condition or a market condition, compensation expense is recognized over the requisite service period. If the market condition is satisfied prior to the completion of the requisite service period, any remaining unrecognized compensation expense will be accelerated at that time. The Company does not reverse compensation expense associated with these awards if the market condition is not met.

The Company recognizes stock-based compensation expense for the portion of awards that have vested. Forfeitures are accounted for as they occur.

The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes options-pricing model, which requires inputs based on certain subjective assumptions, including the expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield. The fair value of each restricted stock unit is determined based on the number of shares granted and the value of the Company’s common stock on the date of grant.

The fair value of the Company’s common stock prior to the Company’s IPO was determined by the Board with the assistance of management. The fair value of common stock was determined using valuation methodologies which utilize certain assumptions including probability weighting of events, volatility, time to an exit event, a risk-free interest rate and an assumption for a discount for lack of marketability. In determining the fair value of common stock, the methodologies used to estimate the enterprise value of the Company were performed using methodologies, approaches, and assumptions consistent with the American Institute of Certified Public Accountants’ Accounting and Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation.

Net loss per share attributable to common stockholders

Basic net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the period, without consideration of potential dilutive securities. The Series 1 convertible preferred stock are participating securities but because they do not have the obligation to share in the loss of the Company, are excluded from the calculation of basic net loss per share. Stock options, unvested RSUs, Series 1 convertible preferred stock, and shares estimated to be purchased under the Company’s employee stock purchase plan (ESPP) are considered potentially dilutive common stock. The Company computes diluted net loss per share after giving consideration to all potentially dilutive common stock outstanding during the period, determined using the treasury-stock and if-converted methods, except where the effect of including such securities would be antidilutive.

For the years ended December 31, 2022 and 2021, the Company reported a net loss. The potentially dilutive common stock would have been anti-dilutive and therefore basic and diluted loss per share attributable to common stockholders were the same.

Comprehensive loss

Comprehensive loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company did not have any other comprehensive income or loss for either period presented, and therefore comprehensive loss was the same as the Company’s net loss.

Emerging growth company status

The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (JOBS Act). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.

New Accounting Pronouncements

There is no accounting guidance currently pending that we expect to have a material impact on our consolidated financial statements or disclosures.

Recently Adopted Accounting Standards

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses to require the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The Company early adopted ASU 2016-13 on

January 1, 2022 with no impact on its accumulated deficit, current financial position, results of operations and comprehensive loss or cash flows.

In November 2021, the FASB issued ASU 2021-10, Government Assistance – Disclosures by Business Entities about Government Assistance to require business entities to disclose information about certain government assistance they receive to provide comparable and transparent information to investors and other financial statement users to enable them to understand an entity’s financial results and prospects of future cash flows. The Company adopted ASU 2016-13 on January 1, 2022 with no material impact on its accumulated deficit, current financial position, results of operations and comprehensive loss, cash flows or disclosures.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

6. Commitments and contingencies

Operating leases

In January 2021, the Company entered an operating lease for laboratory and office space in Chicago, IL. The Company received access to the premises and the lease commenced in May 2021. The lease is classified as an operating lease and will continue for an initial term of 11 years, with options to extend the term for two successive five-year periods after the initial expiration date. The Company’s minimum commitment under the lease is approximately $1.7 million annually with fixed escalations of 2.5% per annum.

In January 2021, the Company entered an operating lease for laboratory and office space in Redwood City, CA. The Company received access to the premises and the lease commenced in June 2022. In June 2022, the Company recorded a right-of-use asset of $23.9 million on the Company's balance sheet, including $4.7 million for a prepayment made to the landlord in 2021. The lease is classified as an operating lease and will continue for an initial term of 10.5 years, with options to extend the term for two successive five-year periods after the initial expiration

date. The Company’s minimum commitment under the lease is approximately $2.6 million annually with fixed escalations of 3.0% per annum.

During the year ended December 31, 2022, the Company recorded a $3.6 million long-lived asset impairment charge related to right-of-use assets. Refer to Note 2, "Long-lived asset impairment" for more information.

The components of the lease costs and supplemental cash flow information relating to the Company's leases were as follows (in thousands):


	December 31,
Lease Costs	2022		2021
Operating lease costs	$	4,100	$	1,984
Variable lease costs		834		110
Total operating lease costs	$	4,934	$	2,094
Cash flows
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used for operating leases	$	1,360	$	1,050


	December 31,
	2022			2021
Weighted-average remaining lease term	9.8 years			10.2 years
Weighted-average discount rate		7.0	%		5.2	%

The undiscounted future lease payments for operating leases as of December 31, 2022 were as follows (in thousands):


Year ending December 31,	Operating Leases
2023	$	3,832
2024		4,381
2025		4,503
2026		4,628
2027		4,757
2028 and thereafter		24,988
Total future minimum lease payments	$	47,089
Less: imputed interest		(13,507	)
Present value of operating lease liabilities		33,582
Less: current portion of lease liabilities		(3,703	)
Noncurrent portion of lease liabilities	$	29,879

Standby letters of credit

In January 2022, in conjunction with the Company’s Redwood City, CA operating lease, the Company entered into a standby letter of credit (LOC) in the amount of $1.0 million to secure the lease through its expiration. The Company is required to maintain a cash balance of $1.0 million as collateral for the LOC, which has been classified in other long-term assets on the balance sheet. In exchange, $1.0 million in funds held with the landlord as a long-term deposit in other long-term assets on the balance sheet as of December 31, 2021, was released.

In conjunction with the Chicago, IL laboratory and office space lease, the Company is required to hold an additional LOC in the amount of $0.8 million to secure this lease through its expiration. The Company is required to maintain a cash balance of $0.8 million as collateral for the LOC, which is classified in other long-term assets on the balance sheet as of December 31, 2022, because it is unavailable for a period longer than one year from the balance sheet date.

Neither LOC had not been drawn upon through December 31, 2022.

Indemnification agreements

In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, customers and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. The Company also provides indemnification to directors and officers of the Company to the maximum extent permitted under applicable Delaware law. The maximum potential amount of future payments that the Company could be required to make under these indemnification agreements is, in many cases, unlimited. As December 31, 2022, the Company has not incurred any material costs as a result of such indemnifications and is not currently aware of any indemnification claims.

Contingencies

The Company is party to certain legal matters arising in the ordinary course of its business. In addition, third parties may, from time to time, assert claims against us in the form of letters and other communications. The Company records a provision for contingent losses when it is both probable that a liability has been incurred at the date of the financial statements and the amount of the loss can be reasonably estimated. When management determines that it is not probable, but rather reasonably possible that a liability has been incurred at the date of the financial statements, management discloses such contingencies and the possible loss or range of loss if such estimate can be made. Any estimated range is based on currently available information and involves elements of judgment and significant uncertainties. Any estimated range of possible loss may not represent the maximum possible loss exposure. Circumstances change over time and actual results may vary significantly from estimates.

The Company currently does not believe that the ultimate outcome of any of the matters is probable or reasonably estimable, or that these matters will have a material adverse effect on its business; however, the results of litigation and claims are inherently unpredictable. Regardless of the outcome, litigation and other negotiations can have an adverse impact on the Company because of litigation and settlement costs, diversion of management resources and other factors. Legal costs are expensed as incurred.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

8. Stock-based compensation

2013 Equity Incentive Plan

The 2013 Equity Incentive Plan (2013 Plan) provides the Board of Directors the discretion to grant stock options and other equity-based awards to employees, directors, and consultants of the Company. The Board of Directors administers the 2013 Plan and has discretion to delegate some or all of the administration of the 2013 Plan to a committee or committees or an officer. To date, the Company has only granted Incentive Stock Options (ISOs) and Non-statutory Stock Options (NSOs) to employees, consultants, and directors. Following the completion of the Company’s IPO no additional shares have been granted under the 2013 Plan. However, the 2013 Plan will continue to govern outstanding equity awards granted thereunder. To the extent outstanding options granted under the 2013 Plan are cancelled, forfeited or otherwise terminated without being exercised and would otherwise have been returned to the share reserve under the 2013 Plan, the number of shares underlying such awards will be available for future grant under the 2021 Equity Incentive Plan.

2021 Equity Incentive Plan

In February 2021, the Board of Directors adopted the 2021 Equity Incentive Plan (2021 Plan), and our stockholders approved the 2021 Plan. The 2021 Plan is a successor to and continuation of the 2013 Plan. To date, the Company has only granted ISOs, NSOs and Restricted Stock Units (RSUs) to employees and directors. Therefore, the below discussion is limited to the terms applicable to ISOs and NSOs (collectively, stock options or options), and RSUs.

2021 Employee Stock Purchase Plan (ESPP)

In February 2021, the Company’s Board of Directors adopted the ESPP, and our stockholders approved the ESPP. The price at which stock is purchased under the ESPP is equal to 85% of the fair market value of the Company's common stock on the first or the last day of the offering period, whichever is lower. Generally, each offering under the ESPP will be for a period of six months as determined by the Company's Board of Directors. Employees may invest up to 15% of their qualifying gross compensation through payroll deductions. In no event may an employee purchase more than 4,750 shares of common stock during any six-month offering period.

The ESPP is a compensatory plan as defined by the authoritative guidance for stock compensation; therefore, stock-based compensation expense of $0.3 million and $0.4 million related to the ESPP has been recorded for the years ended December 31, 2022 and 2021, respectively.

2021 Inducement Plan

In November 2021, the Company's Board of Directors adopted the 2021 Inducement Plan (Inducement Plan). The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4). Under the Inducement Plan, the Company may grant nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other awards to individuals not previously employees or directors of the Company, as an inducement toward entering into employment with the Company. The maximum number of shares of common stock that may be issued under the Inducement Plan is 3,000,000 shares.

Stock option activity

A summary of option activity during the year ended December 31, 2022 is as follows:


	Number of Units Outstanding			Weighted Average Exercise Price per Unit		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2021		8,590,411		$	5.48		8.8	$	6,196
Granted		4,367,446		$	1.08
Exercised		(65,862	)	$	1.50
Forfeited		(3,030,143	)	$	4.86
Expired		(1,459,226	)	$	5.03
Outstanding at December 31, 2022		8,402,626		$	3.52		8.6	$	—
Options vested and expected to vest at December 31, 2022		8,402,626		$	3.52		8.6	$	—
Options vested and exercisable at December 31, 2022		2,831,700		$	4.97		8.0	$	—

As of December 31, 2022, the total unrecognized stock-based compensation related to stock options was $9.9 million, which is expected be recognized over a weighted-average period of approximately 3 years. Total options vested during the year were 1,812,221 with a total fair value of $6.0 million.

As of December 31, 2022, the Company has granted service-based stock option awards which may accelerate vesting upon performance-based or market-based conditions.

The weighted-average assumptions that the Company used in Black-Scholes option pricing model to determine the grant date fair value of stock options granted to employees and non-employee directors were as follows:


	Year ended December 31,
	2022	2021
Expected term (in years)	8.3	5.8
Expected Volatility	71.3%	73.1%
Risk-free interest rate	2.9%	1.1%
Expected Dividend yield	—%	—%

The weighted-average grant date fair value per share was $0.79 and $4.51 for options granted during the years ended December 31, 2022 and 2021, respectively.

The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of guideline companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the stock-based awards. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future.

Restricted stock units

A summary of RSU activity during the year ended December 31, 2022 is as follows:


	Number of Units Outstanding			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021		407,720		$	5.72
Granted		351,900		$	1.20
Vested		(61,760	)	$	5.70
Forfeited		(371,496	)	$	4.06
Outstanding at December 31, 2022		326,364		$	2.75

As of December 31, 2022, the total unrecognized stock-based compensation related to RSUs was $0.8 million, which is expected to be recognized over a weighted average period of approximately 3 years. Outstanding RSUs as of December 31, 2022 includes 5,075 RSUs that were vested, but not yet delivered.

Stock-based compensation expense

The following table summarizes the components of stock-based compensation expense recorded in the Company’s statement of operations and comprehensive loss (in thousands):


	Year ended December 31,
	2022		2021
Research and development	$	1,313	$	2,388
Selling, general and administrative		4,055		6,819
Total stock-based compensation	$	5,368	$	9,207

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

10. Income taxes

The Company had no income tax expense for the year ended December 31, 2022 and 2021, due to its history of operating losses. During the years ended December 31, 2022 and 2021 the Company recorded a net loss of $113.0 million and $192.0 million, respectively.

The effective tax rate for the years ended December 31, 2022 and 2021 is different from the federal statutory rate primarily due to the tax benefit of the Company’s net loss and comprehensive loss not being more likely than not to be realized. The following is a reconciliation of the statutory federal income tax rate to the Company's effective tax rate:


	December 31,
Effective income tax rate:	2022			2021
Expected income tax benefit at the federal statutory rate		21.0	%		21.0	%
State taxes, net of federal benefit		6.0			7.7
Research and development tax credits		0.9			0.8
Permanent differences		(0.5	)		(0.2	)
Change in valuation allowance		(27.4	)		(29.3	)
Total provision for income taxes	—%			—%

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred income taxes are as follows (in thousands):


	December 31,
	2022			2021
Deferred tax assets:
Federal and state operating loss carryforwards	$	66,709		$	60,966
Research and development tax credits		8,384			6,655
Lease liabilities		9,420			4,221
Manufacturing line and production equipment		27,875			29,153
Inventory related costs		12,669			11,076
Compensation related items		2,838			2,877
Capitalized research and development costs		17,880			—
Property and equipment		1,200			—
Other		905			141
Total gross deferred tax asset		147,880			115,089
Valuation allowance		(140,411	)		(111,024	)
Net deferred tax asset		7,469			4,065
Deferred tax liabilities:
Property and equipment		—			(167	)
Operating lease right-of-use asset		(7,469	)		(3,898	)
Total deferred tax liabilities		(7,469	)		(4,065	)
Net deferred tax asset	$	—		$	—

The Company determines its valuation allowance on deferred tax assets by considering both positive and negative evidence in order to ascertain whether it is more likely than not that deferred tax assets will be realized. Realization of deferred tax assets is dependent upon the generation of future taxable income. Because of the Company's history of operating losses, the Company believes that the realization of its deferred tax assets is not more likely than not to be realized and, accordingly, has provided a valuation allowance. The valuation allowance increased by $29.4 million and $59.7 million for the years ended December 31, 2022 and 2021, respectively, primarily due to the increase in the Company's net loss and comprehensive loss.

NOLs and tax credit carryforwards as of December 31, 2022 are as follows (in thousands):


	Amount		Expiration Years
NOLs, federal (post December 31, 2017)	$	202,240	Do not expire
NOLs, federal (pre January 1, 2018)		30,901	2033 - 2037
NOLs, state		204,050	2033 to 2041
Research and development tax credits, federal		9,596	2035 to 2041
Research and development tax credits, state		7,759	Do not expire

Utilization of the NOL carryforwards and research and development tax credit carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986 as amended (Section 382) due to ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of carryforwards that can be utilized annually to offset future taxable income. In general, an ownership change, as defined by Section 382, results from transactions increasing the ownership of certain

stockholders or public groups in the stock of a corporation by more than 50% over a three-year period. The Company has not conducted a study to assess whether a change of control has occurred or whether there have been multiple changes of control since inception due to the significant complexity and cost associated with such a study. If the Company has experienced a change of control, as defined by Section 382, at any time since inception, utilization of the NOL carryforwards or research and development tax credit carryforwards would be subject to an annual limitation under Section 382, which is determined by first multiplying the value of the Company's stock at the time of the ownership change by the applicable long-term tax-exempt rate, and then could be subject to additional adjustments, as required. Any limitation may result in expiration of a portion of the NOL carryforwards or research and development tax credit carryforwards before utilization. Until a study is completed no limitations have been recorded.

Uncertain tax positions

A reconciliation of the beginning and ending balance of total gross unrecognized tax benefits is as follows (in thousands):


	December 31,
	2022		2021
Unrecognized tax benefits at the beginning of the period	$	7,244	$	4,841
Additions for current tax positions		1,729		2,403
Changes for previous tax positions		—		—
Unrecognized tax benefits at the end of the period	$	8,973	$	7,244

During the years ended December 31, 2022 and 2021, the Company recognized no interest and penalties associated with unrecognized tax benefits. There are no tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date.

The Company files income tax returns in the U.S. federal and various tax jurisdictions. The federal and state income tax returns from inception through December 31, 2022 remain subject to examination by federal and state authorities, where applicable. There are currently no pending income tax examinations.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation

Basis of presentation

Segment Information

Segment information

Use of Estimates

Use of estimates

Reclassifications

Fair Value Measurements

Fair value measurements

disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable.

•

Level 1—Quoted prices in active markets for identical assets or liabilities.

•

Cash and Cash Equivalents

Cash and cash equivalents

Restricted Cash

Restricted cash

Allowance Receivable, Net

Accounts receivable, net

Concentration of Credit Risk and Other Risks and Uncertainties

Concentration of credit risk and other risks and uncertainties

these global issues on our current and future business operations, including our expenses, clinical trials and addressable markets as well as on our industry and healthcare system.

Inventory

Property and Equipment

Property and equipment


		Estimated Useful Life (in years)
Lab equipment		5 years
Furnitures and fixtures		5 years
Office and computer equipment		3 years
Leasehold improvements		Shorter of life of the asset or remaining lease term

Impairment of Long-Lived Assets

Impairment of long-lived assets

Leases

Revenue Recognition

Product revenue, net

meaning the customer has the ability to use and obtain the benefit of the goods or service, generally at product shipment.

Contract balances

Contract costs

Grant Revenue and Receivables

Grant revenue and receivables

Costs of Product Sold

Costs of product sold

Research and Development Costs

Research and development costs

Preferred Stock

Preferred stock

Income Taxes

Income taxes

Stock-Based Compensation

Stock-based compensation

•

For awards where vesting occurs based on a service condition only, the Company recognizes compensation expense using the straight-line method over the requisite service period.

•

The Company recognizes stock-based compensation expense for the portion of awards that have vested. Forfeitures are accounted for as they occur.

Net Loss Per Share Attributable to Common Stockholders

Net loss per share attributable to common stockholders

Comprehensive Loss

Comprehensive loss

Emerging Growth Company Status

Emerging growth company status

New Accounting Pronouncements

There is no accounting guidance currently pending that we expect to have a material impact on our consolidated financial statements or disclosures.

Recently Adopted Accounting Standards

January 1, 2022 with no impact on its accumulated deficit, current financial position, results of operations and comprehensive loss or cash flows.

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Option Activity

A summary of option activity during the year ended December 31, 2022 is as follows:


	Number of Units Outstanding			Weighted Average Exercise Price per Unit		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2021		8,590,411		$	5.48		8.8	$	6,196
Granted		4,367,446		$	1.08
Exercised		(65,862	)	$	1.50
Forfeited		(3,030,143	)	$	4.86
Expired		(1,459,226	)	$	5.03
Outstanding at December 31, 2022		8,402,626		$	3.52		8.6	$	—
Options vested and expected to vest at December 31, 2022		8,402,626		$	3.52		8.6	$	—
Options vested and exercisable at December 31, 2022		2,831,700		$	4.97		8.0	$	—

Summary of Weighted-average Assumptions Used to Determine Grant Date Fair Value of Stock Options


	Year ended December 31,
	2022	2021
Expected term (in years)	8.3	5.8
Expected Volatility	71.3%	73.1%
Risk-free interest rate	2.9%	1.1%
Expected Dividend yield	—%	—%

Summary of Restricted Stock Unit Activity

A summary of RSU activity during the year ended December 31, 2022 is as follows:


	Number of Units Outstanding			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021		407,720		$	5.72
Granted		351,900		$	1.20
Vested		(61,760	)	$	5.70
Forfeited		(371,496	)	$	4.06
Outstanding at December 31, 2022		326,364		$	2.75

Components of Stock-based Compensation Expense

The following table summarizes the components of stock-based compensation expense recorded in the Company’s statement of operations and comprehensive loss (in thousands):


	Year ended December 31,
	2022		2021
Research and development	$	1,313	$	2,388
Selling, general and administrative		4,055		6,819
Total stock-based compensation	$	5,368	$	9,207

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Reconciliation of Statutory Federal Income Tax Rate Effective Tax

The following is a reconciliation of the statutory federal income tax rate to the Company's effective tax rate:


	December 31,
Effective income tax rate:	2022			2021
Expected income tax benefit at the federal statutory rate		21.0	%		21.0	%
State taxes, net of federal benefit		6.0			7.7
Research and development tax credits		0.9			0.8
Permanent differences		(0.5	)		(0.2	)
Change in valuation allowance		(27.4	)		(29.3	)
Total provision for income taxes	—%			—%

Significant Components of Deferred Income Taxes

Significant components of the Company's deferred income taxes are as follows (in thousands):


	December 31,
	2022			2021
Deferred tax assets:
Federal and state operating loss carryforwards	$	66,709		$	60,966
Research and development tax credits		8,384			6,655
Lease liabilities		9,420			4,221
Manufacturing line and production equipment		27,875			29,153
Inventory related costs		12,669			11,076
Compensation related items		2,838			2,877
Capitalized research and development costs		17,880			—
Property and equipment		1,200			—
Other		905			141
Total gross deferred tax asset		147,880			115,089
Valuation allowance		(140,411	)		(111,024	)
Net deferred tax asset		7,469			4,065
Deferred tax liabilities:
Property and equipment		—			(167	)
Operating lease right-of-use asset		(7,469	)		(3,898	)
Total deferred tax liabilities		(7,469	)		(4,065	)
Net deferred tax asset	$	—		$	—

Summary of NOLs and Tax Credit Carryforwards

NOLs and tax credit carryforwards as of December 31, 2022 are as follows (in thousands):


	Amount		Expiration Years
NOLs, federal (post December 31, 2017)	$	202,240	Do not expire
NOLs, federal (pre January 1, 2018)		30,901	2033 - 2037
NOLs, state		204,050	2033 to 2041
Research and development tax credits, federal		9,596	2035 to 2041
Research and development tax credits, state		7,759	Do not expire

Reconciliation of Beginning and Ending Balance of Total Gross Unrecognized Tax Benefits

A reconciliation of the beginning and ending balance of total gross unrecognized tax benefits is as follows (in thousands):


	December 31,
	2022		2021
Unrecognized tax benefits at the beginning of the period	$	7,244	$	4,841
Additions for current tax positions		1,729		2,403
Changes for previous tax positions		—		—
Unrecognized tax benefits at the end of the period	$	8,973	$	7,244

Organization and Nature of Business - Additional Information (Details) - USD ($)		12 Months Ended
	Feb. 17, 2021	Dec. 31, 2022	Dec. 31, 2021
Organization And Nature Of Business [Line Items]
Net loss		$ 113,012,000	$ 192,036,000
Cash and cash equivalents		130,191,000	$ 232,545,000
Restricted cash		1,800,000
Remaining obligation		0
March 2022 RIF Member
Organization And Nature Of Business [Line Items]
Expense related to reduction in force		1,000,000.0
August 2022 RIF Member
Organization And Nature Of Business [Line Items]
Expense related to reduction in force		1,500,000
Convertible Preferred Stock
Organization And Nature Of Business [Line Items]
Conversion of Stock, Amount Converted	$ 225,400,000	$ 225,400,000
IPO \| Series 1 Convertible Preferred Stock
Organization And Nature Of Business [Line Items]
Preferred shares converted	29,863,674
Common Stock
Organization And Nature Of Business [Line Items]
Common stock issued and sold			15,870,000
Proceeds received from IPO	$ 232,500,000
Common Stock \| IPO
Organization And Nature Of Business [Line Items]
Common stock issued and sold	15,870,000
Shares issued, price per share	$ 16.00
Common stock, net of issuance costs	$ 21,300,000
Preferred shares converted	7,555,432

Summary of Significant Accounting Policies - Additional Information (Details)	12 Months Ended
	Dec. 31, 2022 USD ($) Segment	Dec. 31, 2021 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Number of operating segment \| Segment	1
Depreciation expense	$ 6,600,000
Inventory reserve	4,400,000
Asset impairment	$ 3,600,000	$ 0
Net revenues collection period	30 days
Inflation Reduction Act, Income Tax Expense (Benefit)	$ 1,000,000,000
Research and development	$ 70,831,000	157,591,000
Inside U.S
Summary Of Significant Accounting Policies [Line Items]
Amortaization of research and development cost	5 years
Outside U.S
Summary Of Significant Accounting Policies [Line Items]
Amortaization of research and development cost	15 years
Talis One Cartridges \| High Capacity Production Equipment \| COVID-19
Summary Of Significant Accounting Policies [Line Items]
Research and development		69,600,000
Pre launch inventory relating to cartridges		11,800,000
Pre launch inventory to instrument components research and development expense		$ 21,700,000
Minimum
Summary Of Significant Accounting Policies [Line Items]
Percentage of tax benefit realized upon uncertain resolution of contingency	50.00%
ASU 2016-13
Summary Of Significant Accounting Policies [Line Items]
Change in accounting principle, accounting standards update, early adoption	true
Change in accounting principle, accounting standards update, adoption date	Jan. 01, 2022
Change in accounting principle, accounting standards update, immaterial effect	true
Change in accounting principle, accounting standards update, adopted	true

Commitments and Contingencies - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) Option	Dec. 31, 2021 USD ($)	Jun. 30, 2022 USD ($)	Jan. 31, 2022 USD ($)	Jan. 31, 2021 USD ($)
Commitments And Contingencies [Line Items]
Operating lease right-of-use-assets	$ 30,920	$ 12,907
Impairment of long-lived assets	$ 3,593	0
Standby Letters of Credit
Commitments And Contingencies [Line Items]
Line of Credit		$ 1,000
Letter of Credit
Commitments And Contingencies [Line Items]
letter of credit facility					$ 800
Cash collateral for line of credit facility				$ 1,000
Chicago, IL \| Letter of Credit
Commitments And Contingencies [Line Items]
Cash collateral for line of credit facility					$ 800
Redwood City, CA \| Letter of Credit
Commitments And Contingencies [Line Items]
letter of credit facility				$ 1,000
Laboratory and Office Space \| Chicago, IL
Commitments And Contingencies [Line Items]
Renewal term					11 years
Annual minimum commitment					$ 1,700
Fixed escalations percentage per annum					2.50%
Laboratory and Office Space \| Redwood City, CA
Commitments And Contingencies [Line Items]
Operating lease right-of-use-assets			$ 23,900
Initial term of operating lease	10 years 6 months
Existence of option to extend operating lease	true
Renewal term	5 years
Annual minimum commitment	$ 2,600
Fixed escalations percentage per annum	3.00%
Impairment of long-lived assets	$ 3,600
Number of options to extend Lease term \| Option	2
Payment to landlord	$ 4,700

Stockholders' Equity - Additional Information (Details)		1 Months Ended	12 Months Ended
Stockholders' Equity - Additional Information (Details)	Feb. 17, 2021 USD ($)	Feb. 28, 2021 $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Jul. 27, 2022 $ / shares	Dec. 31, 2021 USD ($) $ / shares shares
Class Of Stock [Line Items]
Preferred stock dividend declared or accrued \| $			$ 0
Common stock, shares authorized		200,000,000	200,000,000		200,000,000
Common stock, par value \| $ / shares		$ 0.0001	$ 0.0001		$ 0.0001
Minimum bid price \| $ / shares				$ 1.00
Common stock, voting rights		one vote per share
Common Stock
Class Of Stock [Line Items]
Shares issued on conversion of convertible preferred shares			7,555,432
Preferred stock dividend declared or accrued \| $			$ 0		$ 0
Series 1 Convertible Preferred Stock
Class Of Stock [Line Items]
Convertible preferred stock outstanding			29,863,674		29,863,674
Shares issued on conversion of convertible preferred shares			29,863,674
Liquidation preference of convertible preferred stock \| $ / shares			$ 0.0001		$ 0.0001
Series 1 Convertible Preferred Stock \| Conversion Into Series2 Non-voting Convertible Preferred Stock
Class Of Stock [Line Items]
Conversion ratio			1
Series 1 Convertible Preferred Stock \| Conversion Into Common Stock
Class Of Stock [Line Items]
Conversion ratio			1
Series 2 Non-voting Convertible Preferred Stock
Class Of Stock [Line Items]
Convertible preferred stock outstanding			0		0
Conversion ratio			1
Notice period			61 days
Liquidation preference of convertible preferred stock \| $ / shares			$ 0.0001
Series 2 Non-voting Convertible Preferred Stock \| Maximum
Class Of Stock [Line Items]
Percentage of number of issued and outstanding shares of common stock beneficially owned by holder			4.99%
Increase in percentage of number of issued and outstanding shares of common stock beneficially owned by holder			19.99%
Convertible Preferred Stock
Class Of Stock [Line Items]
Shares issued on conversion of convertible preferred shares			10,804,295
Conversion of Stock, Amount Converted \| $	$ 225,400,000		$ 225,400,000
Convertible Preferred Stock \| IPO
Class Of Stock [Line Items]
Shares issued on conversion of convertible preferred shares			42,705,056

Stock-Based Compensation - Summary of Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]
Number of Units Outstanding, Beginning Balance	8,590,411
Number of Units, Granted	4,367,446
Number of Units, Exercised	(65,862)
Number of Units, Forfeited	(3,030,143)
Number of Units, Expired	(1,459,226)
Number of Units Outstanding, Ending Balance	8,402,626	8,590,411
Number of Units Outstanding, Options vested and expected to vest	8,402,626
Number of Units Outstanding, Options vested and exercisable	2,831,700
Number of Units Outstanding, Weighted Average Strike Price per Unit, Beginning Balance	$ 5.48
Number of Units, Granted, Weighted Average Strike Price per Unit	1.08
Number of Units, Exercised, Weighted Average Strike Price per Unit	1.50
Number of Units, Forfeited, Weighted Average Exercise Price per Unit	4.86
Number of Units, Expired, Weighted Average Exercise Price per Unit	5.03
Number of Units Outstanding, Weighted Average Strike Price per Unit, Ending Balance	3.52	$ 5.48
Number of Units, Options vested and expected to vest, Weighted Average Exercise Price per Unit	3.52
Number of Units, Options vested and exercisable, Weighted Average Exercise Price per Unit	$ 4.97
Number of Units Outstanding, Weighted Average Remaining Contractual Term (in years)	8 years 7 months 6 days	8 years 9 months 18 days
Number of Units, Options vested and expected to vest, Weighted Average Remaining Contractual Term (in years)	8 years 7 months 6 days
Number of Units, Options vested and exercisable, Weighted Average Remaining Contractual Term (in years)	8 years
Number of Units Outstanding, Aggregate Intrinsic Value	$ 0	$ 6,196

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income tax expense	$ 0	$ 0
Net loss	113,012,000	192,036,000
Valuation allowance increased	$ 29,400,000	59,700,000
Percentage of NOLs and tax credit carryforwards utilization subject to substantial annual limitation	50.00%
NOLs and tax credit carryforwards utilization period	3 years
Interest and penalties associated with unrecognized tax benefits	$ 0	$ 0
Pending income tax examination	$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

- Definition

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

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+ Details

Income Taxes - Significant Components of Deferred Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Federal and state operating loss carryforwards	$ 66,709	$ 60,966
Research and development tax credits	8,384	6,655
Lease liabilities	9,420	4,221
Manufacturing line and production equipment	27,875	29,153
Inventory related costs	12,669	11,076
Compensation related items	2,838	2,877
Capitalized research and development costs	17,880	0
Property and equipment	1,200	0
Other	905	141
Total gross deferred tax asset	147,880	115,089
Valuation allowance	(140,411)	(111,024)
Net deferred tax asset	7,469	4,065
Deferred tax liabilities:
Property and equipment	0	(167)
Operating lease right-of-use asset	(7,469)	(3,898)
Total deferred tax liabilities	(7,469)	(4,065)
Net deferred tax asset	$ 0	$ 0

Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Numerator:
Net loss	$ (113,012)	$ (192,036)
Denominator:
Weighted-average number of shares of common stock outstanding - basic	26,633,241	22,655,339
Weighted-average number of shares of common stock outstanding - diluted	26,633,241	22,655,339
Net loss per share - basic	$ (4.24)	$ (8.48)
Net loss per share - diluted	$ (4.24)	$ (8.48)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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- Definition

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

+ References

+ Details

Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Statement of Cash Flows [Abstract]
Cash and cash equivalents	$ 130,191	$ 232,545
Restricted cash - other long term assets	1,776	767
Total cash, cash equivalent and restricted cash	$ 131,967	$ 233,312

Summary of Significant Accounting Policies - Useful Lives of Assets (Details)	12 Months Ended
	Dec. 31, 2022
Lab Equipment
Property Plant And Equipment [Line Items]
Estimated Useful Life (in years)	5 years
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Estimated Useful Life (in years)	5 years
Office and Computer Equipment
Property Plant And Equipment [Line Items]
Estimated Useful Life (in years)	3 years
Leasehold Improvements
Property Plant And Equipment [Line Items]
Estimated Useful Life (in years)	Shorter of life ofthe asset or remaininglease term

Fair Value Measurements - Summary of Financial Assets Carried at Fair Value and Measured on Recurring Basis (Details) - Fair Value Measurements, Recurring - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets:
Total assets measured at fair value	$ 127,404	$ 205,071
Level 1
Assets:
Total assets measured at fair value	127,404	205,071
Money Market Funds
Assets:
Cash equivalents	127,404	205,071
Money Market Funds \| Level 1
Assets:
Cash equivalents	$ 127,404	$ 205,071

Balance Sheet Components - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Property and equipment	$ 15,150	$ 9,805
Less accumulated depreciation	(12,822)	(3,992)
Total	2,328	5,813
Construction in progress	984	4,715
Property and equipment, net	3,312	10,528
Lab Equipment
Property Plant And Equipment [Line Items]
Property and equipment	12,521	8,077
Office and Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment	548	507
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment	828	407
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment	$ 1,253	$ 814

Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Accrued Liabilities, Current [Abstract]
Accrued research and development costs	$ 351	$ 5,303
Other liabilities	638	1,080
Total accrued liabilities	$ 989	$ 6,383

Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares, issued	26,795,800	26,408,031
Common stock, shares, outstanding	26,795,800	26,408,031
Series 1 Convertible Preferred Stock
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	60,000,000	60,000,000
Preferred stock, shares issued	29,863,674	29,863,674
Convertible preferred stock outstanding	29,863,674	29,863,674
Preferred stock, aggregate liquidation preference	$ 3	$ 3

Revenue - Additional Information (Details) $ in Millions	1 Months Ended		12 Months Ended
Revenue - Additional Information (Details) $ in Millions	Oct. 31, 2021 USD ($)	Jul. 31, 2021 USD ($)	Dec. 31, 2022 USD ($) Segment	Dec. 31, 2021 USD ($)	Apr. 30, 2022 USD ($)
Disaggregation Of Revenue [Line Items]
Number of reportable segments \| Segment			1
Revenues			$ 0.0
RADx Initiative
Disaggregation Of Revenue [Line Items]
Revenue received in completion of second stage			0.7	$ 7.7
Potential milestone payment	$ 2.0	$ 4.0
Term of contract	Jan. 30, 2022
NIH
Disaggregation Of Revenue [Line Items]
Additional funding available under extension					$ 1.2
Grant revenue recognized			$ 0.5	$ 0.5
Minimum [Member]
Disaggregation Of Revenue [Line Items]
Percentage of product revenue			10.00%

Commitments and Contingencies - Summary of Lease Costs and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Lease Costs
Operating lease costs	$ 4,100	$ 1,984
Variable lease costs	834	110
Total operating lease costs	4,934	2,094
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used for operating leases	$ 1,360	$ 1,050

Commitments and Contingencies - Summary of Weighted-Average Remaining Lease Terms and Discount Rates (Details)	Dec. 31, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Weighted-average remaining lease term	9 years 9 months 18 days	10 years 2 months 12 days
Weighted-average discount rate	7.00%	5.20%

Commitments and Contingencies - Schedule of Undiscounted Future Lease Payments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
2023	$ 3,832
2024	4,381
2025	4,503
2026	4,628
2027	4,757
2028 and thereafter	24,988
Total future minimum lease payments	47,089
Less: imputed interest	(13,507)
Present value of operating lease liabilities	33,582
Less: current portion of lease liabilities	(3,703)	$ (1,232)
Noncurrent portion of lease liabilities	$ 29,879	$ 12,745

Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Nov. 30, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 5,368	$ 9,207
Weighted-average grant date fair value per share for options granted	$ 0.79	$ 4.51
Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock based compensation related to stock options	$ 9,900
Expected weighted-average period for recognition of compensation expense related	3 years
Total options vested	1,812,221
Fair value of options vested	$ 6,000
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock based compensation related to restricted stock units	$ 800
Expected weighted-average period for recognition of compensation expense related	3 years
RSUs that were vested, but not yet delivered	5,075
2021 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Purchase price of common stock, as a percentage of fair market value	85.00%
Maximum percentage of gross compensation to be invested by employees through payroll deductions	15.00%
Maximum number of shares an employee may purchase	4,750
Stock-based compensation expense	$ 300	$ 400
2021 Inducement Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved			3,000,000

Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Outstanding at December 31, 2021 \| shares	407,720
Granted \| shares	351,900
Vested \| shares	(61,760)
Forfeited \| shares	(371,496)
Outstanding at December 31, 2022 \| shares	326,364
Outstanding at December 31, 2021 \| $ / shares	$ 5.72
Granted \| $ / shares	1.20
Vested \| $ / shares	5.70
Forfeited \| $ / shares	4.06
Outstanding at December 31, 2022 \| $ / shares	$ 2.75

Stock-Based Compensation - Components of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 5,368	$ 9,207
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	1,313	2,388
Selling, General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 4,055	$ 6,819

Related-Party Transactions - Additional Information (Details) $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($)
Majority Shareholder, The Baker Funds, Six Officers and Two Members of the Board of Directors
Related Party Transaction [Line Items]
Proceeds From Related Parties In Initial Public Offering	$ 106.2

Income Taxes - Schedule of Reconciliation of Statutory Federal Income Tax Rate Effective Tax (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Effective income tax rate:
Expected income tax benefit at the federal statutory rate	21.00%	21.00%
State taxes, net of federal benefit	6.00%	7.70%
Research and development tax credits	0.90%	0.80%
Permanent differences	(0.50%)	(0.20%)
Change in valuation allowance	(27.40%)	(29.30%)

Income Taxes - Summary of NOLs and Tax Credit Carryforwards (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Federal \| Research and Development Tax Credits
Operating Loss Carryforwards [Line Items]
Tax credits, Amount	$ 9,596
Federal \| Minimum \| Research and Development Tax Credits
Operating Loss Carryforwards [Line Items]
Tax credits, Expiration Years	2035
Federal \| Maximum \| Research and Development Tax Credits
Operating Loss Carryforwards [Line Items]
Tax credits, Expiration Years	2041
Federal \| Post December 31, 2017
Operating Loss Carryforwards [Line Items]
NOLs, Amount	$ 202,240
NOLs, Expiration Years	Do not expire
Federal \| Pre January 1, 2018
Operating Loss Carryforwards [Line Items]
NOLs, Amount	$ 30,901
Federal \| Pre January 1, 2018 \| Minimum
Operating Loss Carryforwards [Line Items]
NOLs, Expiration Years	2033
Federal \| Pre January 1, 2018 \| Maximum
Operating Loss Carryforwards [Line Items]
NOLs, Expiration Years	2037
State
Operating Loss Carryforwards [Line Items]
NOLs, Amount	$ 204,050
State \| Research and Development Tax Credits
Operating Loss Carryforwards [Line Items]
Tax credits, Amount	$ 7,759
Tax credits, Expiration Years	Do not expire
State \| Minimum
Operating Loss Carryforwards [Line Items]
NOLs, Expiration Years	2033
State \| Maximum
Operating Loss Carryforwards [Line Items]
NOLs, Expiration Years	2041

Net Loss Per Share - Schedule of Potentially Dilutive Securities Not Included in Diluted Per Share Calculations (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of diluted net loss per share	38,844,469	39,058,363
Series 1 Convertible Preferred Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of diluted net loss per share	29,863,674	29,863,674
Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of diluted net loss per share	8,402,626	8,590,411
Unvested RSUs
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of diluted net loss per share	326,364	407,720
Shares Estimated to be Purchased Under 2021 ESPP
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of diluted net loss per share	251,805	196,558

Subsequent Events (Details) - Forecast $ in Millions	1 Months Ended
Subsequent Events (Details) - Forecast $ in Millions	Mar. 31, 2023 USD ($)
Subsequent Event [Line Items]
License fee	$ 3.2
Redwood City, CA
Subsequent Event [Line Items]
Letter of credit amount	0.7
Redwood City, CA \| Laboratory and Office Space
Subsequent Event [Line Items]
Annual minimum commitment	$ 1.0
Fixed escalations percentage per annum	3.50%
Sublease term	7 years
Option to extend	no option to extend