XML 90 R70.htm IDEA: XBRL DOCUMENT
v3.23.3

Preferred Stock (Tables) | 9 Months Ended | 12 Months Ended
--- | --- | ---
Sep. 30, 2023 | Dec. 31, 2022
Equity [Abstract] |  |
Schedule of Convertible Preferred Stock | Convertible preferred stock at September 30, 2023, August 10, 2023, and December 31, 2022, is as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | September 30, |  | August 10, |  | December 31,
Series | ​ | 2023 | ​ | 2023 | ​ | 2022
Series A-1 preferred stock, $0.001 par value per share. Issued, and outstanding 0 and 131,797 shares at September 30, 2023, and December 31, 2022, respectively | ​ | $ | — | ​ | $ | 6,065 | ​ | $ | 6,065
Series A-2 preferred stock, $0.001 par value per share. Issued, and outstanding 0 and 576,126 shares at September 30, 2023, and December 31, 2022, respectively |  | ​ | — |  | ​ | 8,976 |  | ​ | 8,976
Series A-3 preferred stock, $0.001 par value per share. Issued, and outstanding 0 and 612,822 shares at September 30, 2023, and December 31, 2022, respectively |  | ​ | — |  | ​ | 10,611 |  | ​ | 10,611
Series A-4 preferred stock, $0.001 par value per share. Issued, and outstanding 0 and 127,787 shares at September 30, 2023, and December 31, 2022, respectively |  | ​ | — |  | ​ | 1,993 |  | ​ | 1,993
Series A-5 preferred stock, $0.001 par value per share. Issued and outstanding 0 shares at September 30, 2023;authorized 734,533, issued and outstanding 730,320 and December 31, 2022 |  | ​ | — |  | ​ | 12,858 |  | ​ | 12,858
Series A-6 preferred stock, $0.001 par value per share. Issued and outstanding 0 shares at September 30, 2023; authorized 805,848, issued and outstanding 800,657 at December 31, 2022 |  | ​ | — |  | ​ | 15,476 |  | ​ | 15,476
Series B preferred stock, $0.001 par value per share. Issued and outstanding 0 shares at September 30, 2023; authorized 7,021,678, issued and outstanding 6,984,971 at December 31, 2022, respectively |  | ​ | — |  | ​ | 84,637 |  | ​ | 84,528
Series B-1 preferred stock, $0.001 par value per share. Issued, and outstanding 0 shares at September 30, 2023, authorized, issued and outstanding 1,659,672 at and December 31, 2022 |  | ​ | — |  | ​ | 23,500 |  | ​ | 23,499
Series B-2 preferred stock, $0.001 par value per share. Issued and outstanding 0 and 706,243 shares at September 30, 2023, and December 31, 2022, respectively |  | ​ | — |  | ​ | — |  | ​ | —
Series B-3 preferred stock, $0.001 par value per share. Issued and outstanding 0 and 0 shares at September 30, 2023, and December 31, 2022, respectively |  | ​ | — |  | ​ | 39,858 |  | ​ | —
Total convertible preferred stock | ​ | $ | — | ​ | $ | 203,974 | ​ | $ | 164,006
​ The following table summarizes activity in convertible preferred stock in the nine months ended September 30, 2023, and 2022. ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Balance at | ​ | ​ |  | Retirements / |  | Balance at
Series | ​ | December 31, 2022 |  | Issuances |  | Conversions |  | September 30, 2023
Series A-1 | ​ | $ | 6,065 | ​ | $ | — | ​ | $ | (6,065) | ​ | $ | —
Series A-2 |  | ​ | 8,976 |  | ​ | — |  | ​ | (8,976) |  | ​ | —
Series A-3 |  | ​ | 10,611 |  | ​ | — |  | ​ | (10,611) |  | ​ | —
Series A-4 |  | ​ | 1,993 |  | ​ | — |  | ​ | (1,993) |  | ​ | —
Series A-5 |  | ​ | 12,858 |  | ​ | — |  | ​ | (12,858) |  | ​ | —
Series A-6 |  | ​ | 15,476 |  | ​ | — |  | ​ | (15,476) |  | ​ | —
Series B |  | ​ | 84,528 |  | ​ | 109 |  | ​ | (84,637) |  | ​ | —
Series B-1 |  | ​ | 23,499 |  | ​ | 1 |  | ​ | (23,500) |  | ​ | —
Series B-2 |  | ​ | — |  | ​ | — |  | ​ | — |  | ​ | —
Series B-3 |  | ​ | — |  | ​ | 39,858 |  | ​ | (39,858) |  | ​ | —
Total convertible preferred stock | ​ | $ | 164,006 | ​ | $ | 39,968 | ​ | $ | (203,974) | ​ | $ | —
​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Balance at |  | ​ | ​ |  | Balance at
Series | ​ | December 31, 2021 | ​ | Issuances | ​ | September 30, 2022
Series A-1 | ​ | $ | 6,065 | ​ | $ | — | ​ | $ | 6,065
Series A-2 | ​ |  | 8,976 | ​ |  | — | ​ |  | 8,976
Series A-3 | ​ |  | 10,611 | ​ |  | — | ​ |  | 10,611
Series A-4 | ​ |  | 1,993 | ​ |  | — | ​ |  | 1,993
Series A-5 | ​ |  | 12,858 | ​ |  | — | ​ |  | 12,858
Series A-6 | ​ |  | 15,476 | ​ |  | — | ​ |  | 15,476
Series B | ​ |  | 84,528 | ​ |  | — | ​ |  | 84,528
Series B-1 | ​ |  | 20,000 | ​ |  | 3,499 | ​ |  | 23,499
Total convertible preferred stock | ​ | $ | 160,507 | ​ | $ | 3,499 | ​ | $ | 164,006
| Convertible preferred stock, net of issuance costs, at December 31, 2022 and 2021, is as follows:
​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | December 31,
Series | ​ | 2022 |  | 2021
Series A‑1 preferred stock, $0.001 par value per share. Authorized, issued, and outstanding 131,797 shares at December 31, 2022 and 2021 | ​ | $ | 6,065 | ​ | $ | 6,065
Series A‑2 preferred stock, $0.001 par value per share. Authorized, issued, and outstanding 576,126 shares at December 31, 2022 and 2021 | ​ |  | 8,976 | ​ |  | 8,976
Series A‑3 preferred stock, $0.001 par value per share. Authorized, issued, and outstanding 612,822 shares at December 31, 2022 and 2021 | ​ |  | 10,611 | ​ |  | 10,611
Series A‑4 preferred stock, $0.001 par value per share. Authorized, issued, and outstanding 127,787 shares at December 31, 2022 and 2021 | ​ |  | 1,993 | ​ |  | 1,993
Series A‑5 preferred stock, $0.001 par value per share. Authorized 734,533 shares; issued and outstanding 730,320 shares at December 31, 2022 and 2021 | ​ |  | 12,858 | ​ |  | 12,858
Series A‑6 preferred stock, $0.001 par value per share. Authorized 805,848 shares; issued and outstanding 800,657 shares at December 31, 2022 and 2021 | ​ |  | 15,476 | ​ |  | 15,476
Series B preferred stock, $0.001 par value per share. Authorized 7,021,678 shares; issued and outstanding 6,984,971 and 6,984,971 shares at December 31, 2022 and 2021, respectively | ​ |  | 84,528 | ​ |  | 84,528
Series B‑1 preferred stock, $0.001 par value per share. Authorized 1,659,672 shares; issued and outstanding 1,659,672 and 1,412,487 shares at December 31, 2022 and 2021, respectively | ​ |  | 23,499 | ​ |  | 20,000
Series B‑2 preferred stock, $0.001 par value per share. Authorized 1,765,609 shares; issued and outstanding 706,243 and 0 shares at December 31, 2022 and 2021, respectively | ​ |  | — | ​ |  | —
Series B‑3 preferred stock, $0.001 par value per share. Authorized 8,474,924 shares; issued and outstanding 0 at shares at December 31, 2022 and 2021 | ​ |  | — | ​ |  | —
Total convertible preferred stock | ​ | $ | 164,006 | ​ | $ | 160,507
​
Schedule of Warrants Outstanding | Warrants outstanding at September 30, 2023, and December 31, 2022, are as follows: ​
​ | ​ | ​ | ​ | ​
​ |  | September 30, |  | December 31,
​ | ​ | 2023 | ​ | 2022
Public Warrants | ​ | 8,333,272 | ​ | —
Private Placement Warrants |  | 5,933,333 |  | —
Series B-3 Warrants |  | — |  | 15,819,000
Total warrants |  | 14,266,605 |  | 15,819,000
Warrants to purchase convertible preferred stock at September 30, 2023, and December 31, 2022, are as follows: ​
​ | ​ | ​ | ​ | ​
​ |  | September 30, |  | December 31,
Series | ​ | 2023 | ​ | 2022
Series A-5 preferred stock, $17.81 exercise price | ​ | — | ​ | 4,213
Series A-6 preferred stock, $20.23 exercise price |  | — |  | 5,190
Series B preferred stock, $0.41 exercise price |  | — |  | 36,707
Series B-3 preferred stock, $2.03 exercise price |  | — |  | 2,824,974
Total warrants |  | — |  | 2,871,084
​ The following table summarizes activity in warrants to purchase preferred stock in the nine months ended September 30, 2023. There was no activity in the nine months ended September 30, 2022. ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Balance at |  | ​ |  | ​ |  | Retirements / |  | Balance at
Series | ​ | December 31, 2022 | ​ | Exercises | ​ | Issuances | ​ | Conversions | ​ | September 30, 2023
Series A-5 | ​ | 4,213 | ​ | — | ​ | — | ​ | (4,213) | ​ | —
Series A-6 |  | 5,190 |  | — |  | — |  | (5,190) |  | —
Series B |  | 36,707 |  | (11,123) |  | — |  | (25,584) |  | —
Series B-3 |  | 2,824,974 |  | (4,771,642) |  | 2,595,777 |  | (649,109) |  | —
| ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Issue Date |  | Equity Class |  | Quantity |  | Exercise Price |  | Initial Fair Value
08‑26‑2015 |  | Series A‑5 Preferred Stock |  | 3,370 | ​ | $ | 17.81 | ​ | $ | 54
10‑27‑2016 |  | Series A‑5 Preferred Stock |  | 842 | ​ | $ | 17.81 | ​ | $ | 10
06‑30‑2017 |  | Series A‑6 Preferred Stock |  | 4,449 | ​ | $ | 20.23 | ​ | $ | 102
11‑20‑2018 |  | Series A‑6 Preferred Stock |  | 741 | ​ | $ | 20.23 | ​ | $ | 12
​
Fair Value Measurement Inputs and Valuation Techniques | The fair value of the Series B-2 Tranche Liability was determined using a Binomial Tranche Model. Both models incorporated the following significant assumptions for the respective valuation dates: |

X
- References No definition available. + Details
Name: | us-gaap_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of input and valuation technique used to measure fair value and change in valuation approach and technique for each separate class of asset and liability measured on recurring and nonrecurring basis. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (bbb) -SubTopic 10 -Topic 820 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-2 + Details
Name: | us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisValuationTechniquesTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-1 + Details
Name: | us-gaap_ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of temporary equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. If convertible, the issuer does not control the actions or events necessary to issue the maximum number of shares that could be required to be delivered under the conversion option if the holder exercises the option to convert the stock to another class of equity. If the security is a warrant or a rights issue, the warrant or rights issue is considered to be temporary equity if the issuer cannot demonstrate that it would be able to deliver upon the exercise of the option by the holder in all cases. Includes stock with put option held by ESOP and stock redeemable by holder only in the event of a change in control of the issuer. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 480 -SubTopic 10 -Section S99 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480244/480-10-S99-1 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (27) -SubTopic 10 -Topic 210 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1 + Details
Name: | us-gaap_TemporaryEquityTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration