0001564590-21-027091 | 10-Q | XBRL Viewer

Property Plant And Equipment [Abstract]

Lessor Sales-Type Leases

Note 6—Lessor Sales-Type Leases

The Company recognizes revenue and costs, as well as a lease receivable, at the time embedded sales-type leases within its deferred equipment agreements commence. Lease revenue related to sales-type leases for the three months ended March 31, 2021 was $0.9 million and is included within revenue in the accompanying condensed consolidated statements of operations and comprehensive loss. There was no lease revenue for the three months ended March 31, 2020. Costs related to embedded leases within the Company’s deferred equipment agreements are included in cost of products sold in the accompanying condensed consolidated statements of operations and comprehensive loss.

The Company has a short-term lease receivable of $0.4 million included in prepaid expenses and other current assets as of each of March 31, 2021 and December 31, 2020. The Company has a long-term lease receivable of $0.5 million and $0.4 million included in other assets, as of March 31, 2021 and December 31, 2020, respectively.

As of March 31, 2021, estimated future maturities of sales-type lease receivables for each of the following years are as follows (in thousands):

Nine months ending December 31, 2021	$	304
Year ending December 31, 2022		378
Year ending December 31, 2023		149
Year ending December 31, 2024		72
Year ending December 31, 2025		22
Lease receivable	$	925

Property and Equipment, Net

3 Months Ended

Mar. 31, 2021

Property and Equipment, Net

Note 7—Property and Equipment, Net

The Company’s property and equipment, net, consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

	March 31,			December 31,
	2021			2020
	(unaudited)
Medical diagnostic equipment	$	15,360		$	13,242
Furniture and fixtures		426			388
Office equipment		1,494			1,392
Laboratory equipment and software		3,699			3,491
Leasehold improvements		661			608
Construction in process		1,468			468
Total property and equipment		23,108			19,589
Less: accumulated depreciation		(8,460	)		(7,233	)
Property and equipment, net	$	14,648		$	12,356

Property and equipment includes certain medical diagnostic equipment, including AcQMap Systems, located at customer premises. The Company retains the ownership of the equipment and has the right to remove the equipment if it is not being used according to expectations.

Depreciation expense was $1.2 million and $0.4 million for the three months ended March 31, 2021 and 2020, respectively.

Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Note 8—Goodwill and Intangible Assets

The table below summarizes goodwill and intangible assets activities as of March 31, 2021 and December 31, 2020 (in thousands):

	Goodwill		Intangible Assets
Balance, December 31, 2020	$	12,026	$	5,653
Amortization expense		—		(160	)
Balance, March 31, 2021 (unaudited)	$	12,026	$	5,493

	Estimated Useful	Weighted Average Remaining
	Life (in years)	Life (in years)		Intangible Assets		Accumulated Amortization			March 31, 2021
									(unaudited)
Developed technology	10		8.3	$	4,200	$	(705	)	$	3,495
Customer-related intangible	5		3.3		100		(35	)		65
Licensed intangibles	10		9.7		2,000		(67	)		1,933
Total				$	6,300	$	(807	)	$	5,493

	Estimated Useful	Weighted Average Remaining
	Life (in years)	Life (in years)	Intangible Assets		Accumulated Amortization			December 31, 2020
Developed technology	10	8.6	$	4,200	$	(600	)	$	3,600
Customer-related intangible	5	3.5		100		(30	)		70
Licensed intangibles	10	9.9		2,000		(17	)		1,983
Total			$	6,300	$	(647	)	$	5,653

Acquired in-process technology was classified as an indefinite-lived intangible asset until the receipt of FDA approval for the technology in January 2020. Once the FDA approval was received, the in-process technology was reclassified as developed technology and amortization began. The Company recorded amortization expense related to the above intangible assets of $0.2 million and $0.1 million for the three months ended March 31, 2021 and 2020, respectively.

The following table shows the remaining amortization expense associated with amortizable intangible assets as of March 31, 2021 (in thousands):

	Developed Technology		Customer- Related Intangible		Licensed Intangibles		Total Amortization
Nine months ending December 31, 2021	$	315	$	15	$	150	$	480
Year ending December 31, 2022		420		20		200		640
Year ending December 31, 2023		420		20		200		640
Year ending December 31, 2024		420		10		200		630
Year ending December 31, 2025		420		—		200		620
Thereafter		1,500		—		983		2,483
Total	$	3,495	$	65	$	1,933	$	5,493

Accrued Liabilities

3 Months Ended

Mar. 31, 2021

Payables And Accruals [Abstract]

Accrued Liabilities

Note 9—Accrued Liabilities

Accrued liabilities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

	March 31,		December 31,
	2021		2020
	(unaudited)
Compensation and related expenses	$	6,957	$	6,250
Professional fees		304		120
Deferred revenue		479		301
Sales and use tax		206		169
Other		862		468
Total accrued liabilities	$	8,808	$	7,308

Debt

3 Months Ended

Mar. 31, 2021

Debt Disclosure [Abstract]

Debt

Note 10—Debt

Outstanding debt as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands):

	March 31,			December 31,
	2021			2020
	(unaudited)
2019 Credit Agreement ⁽¹⁾	$	44,550		$	44,550
Total debt, gross		44,550			44,550
Less: Unamortized debt discount and fees		(5,211	)		(5,539	)
Total long-term debt	$	39,339		$	39,011

(1)The 2019 Credit Agreement includes final payment fees of $4.6 million.

2019 Credit Agreement

On May 20, 2019, the Company entered into a Credit Agreement (the “2019 Credit Agreement”). The 2019 Credit Agreement provided the Company with a senior term loan facility in aggregate principal amount of $70.0 million, of which the Company borrowed $40.0 million upon closing. Of the remaining $30.0 million, none is available for borrowing. The 2019 Credit Agreement bears interest per annum at 7.75% plus LIBOR for such interest period and the principal amount of term loans outstanding under the 2019 Credit Agreement is due on May 20, 2024. The 2019 Credit Agreement provides for final payment fees of an additional $4.6 million that are due upon prepayment or on the maturity date or upon acceleration.

Upon the occurrence and during an event of default, which includes but is not limited to payment default, covenant default or the occurrence of a material adverse change, the lenders may declare all outstanding principal and accrued and unpaid interest immediately due and payable, all unfunded commitments would be terminated, there would be an increase in the applicable interest rate by 10% per annum, and the lenders would be entitled to exercise their other rights and remedies provided for under the 2019 Credit Agreement. Additionally, the lenders may request repayment of a portion of obligations outstanding under the 2019 Credit Agreement to the extent of the Company’s receipt of any (i) net casualty proceeds or (ii) net asset sales proceeds, as defined. These acceleration and early payment features are an embedded derivative that is separately measured from the loan host instrument and classified with the loan host instrument.

In connection with the issuance of the 2019 Credit Agreement, the Company issued liability-classified warrants with a fair value of $0.9 million to purchase 419,992 shares of Series C convertible preferred stock at $16.67 per share. These warrants were subsequently automatically converted into warrants to purchase an equal number of shares of the Company’s Series D convertible preferred stock at $16.67 per share and then were automatically converted into warrants to purchase an equal number of shares of common stock at $16.67 per share. The initial recognition of the warrant liability and direct fees of $1.2 million and final payment fees of $4.6 million for the 2019 Credit Agreement resulted in a discount of $6.7 million, which is being amortized to interest expense over the term of the 2019 Credit Agreement using the effective interest method.

The Company’s obligations under the 2019 Credit Agreement are secured by substantially all of its assets, including its intellectual property, and is guaranteed by Acutus NV. The 2019 Credit Agreement contains customary affirmative and negative covenants, including with respect to the Company’s ability to enter into fundamental transactions, incur additional indebtedness, grant liens, pay any dividend or make any distributions to its holders, make investments and merge or consolidate with any other person or engage in transactions with its affiliates, but does not include any financial covenants, other than a minimum liquidity requirement. As of and for the three months ended March 31, 2021 and the year ended December 31, 2020, the Company was in compliance with all such covenants.

Operating Leases

3 Months Ended

Mar. 31, 2021

Commitments And Contingencies Disclosure [Abstract]

Operating Leases

Note 11—Operating Leases

The Company leases approximately 50,800 square feet of office space for its corporate headquarters and manufacturing facility in Carlsbad, California under a noncancelable operating lease that expires on December 31, 2022. The lease is subject to variable charges for common area maintenance and other costs that are determined annually based on actual costs. The base rent is subject to an annual increase each year. The Company has a renewal option for an additional five-year term upon the expiration date of the lease, which has been excluded from the calculation of the right-of-use asset as it is not reasonably certain to be exercised.

The Company also leases approximately 3,900 square feet of office space in Zaventem, Belgium under a noncancelable operating lease that expires on December 31, 2021. The lease is subject to variable charges that are determined annually for common area maintenance and other costs based on actual costs, and base rent is subject to an annual increase each year based on an index rate. The Company has a renewal option for an additional three-year term upon the expiration date of the lease, which has been included in the calculation of the right-of-use asset as it is reasonably certain to be exercised.

The following table summarizes quantitative information about the Company’s operating leases for the three months ended March 31, 2021 and 2020 (dollars in thousands):

	Three Months Ended March 31,			Three Months Ended March 31,
	2021			2020
	(unaudited)
Operating cash flows from operating leases	$	261		$	253
Right-of-use assets exchanged for operating lease liabilities	$	-		$	-
Weighted average remaining lease term – operating leases (in years)		1.4			1.9
Weighted average discount rate – operating leases		7.0	%		7.0	%

	Three Months Ended March 31,		Three Months Ended March 31,
	2021		2020
	(unaudited)
Operating leases
Operating lease cost	$	216	$	216
Variable lease cost		83		73
Total rent expense	$	299	$	289

As of March 31, 2021, future minimum payments under the non-cancelable operating leases under ASC 842 were as follows (in thousands):

Nine months ending December 31, 2021	$	791
Year ending December 31, 2022		1,074
Year ending December 31, 2023		51
Year ending December 31, 2024		51
Year ending December 31, 2025		—
Total		1,967
Less: present value discount		(136	)
Operating lease liabilities	$	1,831

Commitments and Contingencies

3 Months Ended

Mar. 31, 2021

Commitments and Contingencies

Note 12—Commitments and Contingencies

The Company is not a party to any material legal proceedings and is not aware of any pending or threatened claims. From time to time however, the Company may be subject to various legal proceedings and claims that arise in the ordinary course of its business activities.

Warrants

3 Months Ended

Mar. 31, 2021

Warrants And Rights Note Disclosure [Abstract]

Warrants

Note 13—Warrants

As of March 31, 2021 and December 31, 2020, the outstanding warrants to purchase the Company’s common stock were comprised of the following:

	Equity Upon
	Exercise				March 31,		December 31,
	(After Conversion)	Exercise Price		Expiration Date	2021		2020
					(unaudited)
Warrants issued in 2015	Common stock	$	5.25	1/30/25		3,808		3,808
Warrants issued with 2018 Convertible Notes	Common stock	$	0.10	6/7/28		373,810		373,810
Warrants issued with 2018 Term Loan	Common stock	$	16.67	7/31/28		26,998		26,998
Warrants issued with 2019 Credit Agreement	Common stock	$	16.67	5/20/29		419,992		419,992
Total Warrants						824,608		824,608

The Company had no warrant activity for the three months ended March 31, 2021. The remaining weighted average contractual life is 7.2 years as of March 31, 2021.

Warrants Classified as Liabilities

The Company’s warrants provide the holder the option to purchase a specified number of shares for a specified price. The holder may exercise the warrant in cash or exercise pursuant to a cashless exercise whereby a calculated number of shares are withheld upon exercise to satisfy the exercise price. The warrants do not provide the holder any voting rights until the warrants are exercised.

Prior to the IPO, in accordance with ASC 815, other than the warrants issued in 2015, the warrants were recorded as liabilities at fair value at the issuance date. Changes in the fair value were recognized in change in fair value of warrant liability in the condensed consolidated statements of operations and comprehensive loss at the end of each reporting period. On August 10, 2020, in connection with the closing of the IPO, the warrants recorded as liabilities no longer met the definition of a derivative. Accordingly, the fair value of the common and preferred stock warrant liability of $14.5 million was reclassified to stockholders’ equity (deficit) in the condensed consolidated balance sheet.

Warrants Classified as Equity

In accordance with ASC 815, the warrants issued in 2015 do not meet the definition of a derivative and are classified in stockholders’ equity (deficit) in the condensed consolidated balance sheets.

Convertible Preferred Stock

3 Months Ended

Mar. 31, 2021

Temporary Equity [Abstract]

Convertible Preferred Stock

Note 14—Convertible Preferred Stock

In February 2020, the Company issued 119,993 shares of its Series D convertible preferred stock with an implied value of $2.2 million in connection with a contingent consideration payment related to the Rhythm Xience Acquisition.

In February 2020, the Company issued 273,070 shares of its Series D convertible preferred stock with an implied value of $5.0 million for the stock issuance portion of the purchase consideration of the Biotronik Asset Acquisition.

On August 10, 2020, in connection with the closing of the IPO, all of the 391,210 shares of Series A, 3,088,444 shares of Series B, 4,499,921 shares of Series C and 8,593,360 shares of Series D convertible preferred stock, respectively, automatically converted into an equal number of shares of common stock.

Redemption

The convertible preferred stock was not unconditionally redeemable at the option of the holder thereof. However, the convertible preferred stock was contingently redeemable upon certain liquidation events. As redemption by the holders was not solely within the control of the Company, all of the outstanding convertible preferred stock was classified as temporary equity in the condensed consolidated balance sheets, prior to the conversion to common stock on August 10, 2020.

Dividends

The holders of shares of convertible preferred stock were entitled to receive dividends, out of any assets legally available therefore, prior and in preference to any declaration or payment of any dividend on the common stock of the Company, at the applicable dividend rate, payable on a pro rata, pari passu basis when, as and if declared by the Company’s board of directors. The dividend rate was $0.68 per annum for each share of Series A convertible preferred stock, $1.07 per annum for each share of Series B convertible preferred stock and $1.36 per annum for each share of Series C convertible preferred stock and Series D convertible preferred stock, as adjusted. The dividend rights were not cumulative.

Liquidation

The holders of the Series D convertible preferred stock were entitled to receive a liquidation preference prior to any distribution to the holders of Series A convertible preferred stock, Series B convertible preferred stock and Series C convertible preferred stock (collectively the “Junior Preferred Stock”) and the holders of common stock, in the amount of the original issue price plus declared but unpaid dividends on such shares (the “Series D Liquidation Preference”). The holders of the Junior Preferred Stock were entitled to receive a liquidation preference prior to any distribution to the holders of common stock, after payment of the Series D Liquidation Preference, in the amount of the applicable original issue price plus declared but unpaid dividends on such shares.

Voting Rights

Holders of convertible preferred stock had the right to one vote for each share of common stock into which such preferred stock could then be converted, and with respect to such vote, such holder had full voting rights and powers equal to the voting rights and powers of the holders of common stock.

As long as any shares of Series D convertible preferred stock were outstanding, the holders of such shares of Series D convertible preferred stock (voting exclusively as a separate series) were entitled to elect one director. As long as any shares of Series C convertible preferred stock were outstanding, the holders of such shares of Series C convertible preferred stock (voting exclusively as a separate series) were entitled to elect three directors. As long as any shares of Series A convertible preferred stock or Series B convertible preferred stock were outstanding, the holders of such shares (voting together as a single class and not as separate series, and on an as converted basis) were entitled to elect four directors. The holders of outstanding common stock were entitled to elect one director. The holders of convertible preferred stock and common stock (voting together as a single class and not as separate series, and on an as-converted basis) were entitled to elect any remaining directors.

Conversion

Each share of preferred stock was convertible, at the option of the holder thereof, at any time after the date of issuance of such share, into such number of fully paid and nonassessable shares of the Company’s common stock as was determined by dividing the original issue price, as adjusted, for such series by the applicable conversion price for such series in effect on the date the certificate is surrendered for conversion. The initial conversion price per share for each series of convertible preferred stock was the original issue price applicable to such series as follows:

Series	Conversion Price
Series A convertible preferred stock	$	8.295
Series B convertible preferred stock	$	13.370
Series C convertible preferred stock	$	16.667
Series D convertible preferred stock	$	16.667

Each share of convertible preferred stock was automatically convertible into fully-paid, non-assessable shares of common stock at the conversion rate at the time in effect for such series of preferred stock immediately upon: (i) the date, or the occurrence of an event, specified by vote or written consent or agreement of the requisite investors; or (ii) the closing of the sale of shares of common stock to the public, at a price of at least $50.00 per share, as adjusted, in a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, resulting in at least $50.0 million of net proceeds to the Company. As noted above, on August 10, 2020, all shares of Series A, Series B, Series C and Series D convertible preferred stock were converted into common stock.

Stockholders Equity

3 Months Ended

Mar. 31, 2021

Equity [Abstract]

Stockholders Equity

Note 15—Stockholders’ Equity

On August 10, 2020, the Company issued 10,147,058 shares of common stock in its IPO, which included 1,323,529 shares of common stock issued upon the underwriters’ exercise in full of an option to purchase, at the public offering price less underwriting discounts and commissions, up to an additional 1,323,529 shares. The price to the public for each share was $18.00. The Company received gross proceeds of $182.6 million from the IPO. Net of underwriting discounts and commission and other offering expenses, the Company received net proceeds of $166.3 million from the IPO.

On August 10, 2020, in connection with the closing of the IPO, the Company filed an amended and restated certificate of incorporation (the “A&R Certificate”) with the Secretary of State of the State of Delaware. The A&R Certificate amended and restated the Company’s authorized shares of common stock to 260,000,000 and authorized shares of undesignated preferred stock to 5,000,000.

During the three months ended March 31, 2021, stock options to acquire 27,509 shares were exercised for shares of common stock. The Company received $0.2 million for the exercise price of the stock options for the three months ended March 31, 2021. No stock options were exercised for shares of common stock during the three months ended March 31, 2020.

Stock-Based Compensation

3 Months Ended

Mar. 31, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

Note 16—Stock-Based Compensation

2020 Equity Incentive Plan

The 2020 Equity Incentive Plan (the “2020 Plan”) which permits the granting of nonstatutory stock options, RSAs, RSUs, stock appreciation rights, PSUs, performance shares and other equity-based awards to employees, directors and consultants became effective on August 5, 2020. As of March 31, 2021, 3,313,017 shares of common stock were authorized for issuance under the 2020 Plan and 2,132,646 shares remain available for issuance under the 2020 Plan.

2011 Equity Incentive Plan

The Company’s 2011 Equity Incentive Plan (the “2011 Plan”) permits the granting of incentive stock options, non-statutory stock options, RSAs, RSUs and other stock-based awards to employees, directors, officers and consultants. As of March 31, 2021, 2,636,188 shares of common stock were authorized for issuance under the 2011 Plan and no shares remain available for issuance under the 2011 Plan. No additional awards will be granted under the 2011 Plan. Shares that become available for issuance from the outstanding awards under the 2011 Plan due to forfeiture, or otherwise, will become available for issuance of future awards under the 2020 Plan.

Stock Options

The stock options generally vest over four years and have a ten-year contractual term. The fair value of each employee and non-employee stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The Company became publicly traded in August 2020 and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a set of publicly traded peer companies. Due to the lack of historical exercise history, the expected term of the Company’s stock options has been determined using the “simplified” method for 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 zero 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.

The following assumptions were used to estimate the fair value of stock option for the three months ended March 31, 2021 and 2020:

	Three Months Ended March 31,
	2021		2020
	(unaudited)
Risk-free interest rate	0.76% - 1.28%		0.90%
Expected dividend yield	—		—
Expected term in years		7.0		7.0
Expected volatility	60% - 75%		70%

The following table summarizes stock option activity during the three months ended March 31, 2021:

	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2020		3,403,607		$	13.32		8.1	$	52,866
Options granted		32,749			23.02
Options exercised		(27,509	)		6.15			$	323
Options forfeited		(29,272	)		17.03
Outstanding as of March 31, 2021		3,379,575		$	13.45		7.9	$	6,252
Options vested and exercisable as of March 31, 2021 (unaudited)		1,564,993		$	10.19		6.6	$	5,672

The aggregate intrinsic value for options outstanding in the above table represents the product of the number of options outstanding multiplied by the difference between the per share fair value of the Company’s stock on the last day of the fiscal period, which was $13.37 and $28.81 as of March 31, 2021 and December 31, 2020, respectively, and the exercise price. The aggregate intrinsic value for options exercised in the above table represents the product of the number of options exercised multiplied by the difference between the per share fair value of the Company’s stock on the date of exercise and the exercise price. The weighted average grant date fair value per share for the stock option awards granted during the three months ended March 31, 2021 was $13.89. As of March 31, 2021, the total unrecognized compensation related to unvested stock option awards granted was $25.7 million, which the Company expects to recognize over a weighted-average period of approximately 2.6 years.

Performance-Based Restricted Stock Units and Restricted Stock Units

In June 2019, the Company granted 567,509 PSUs, with a grant date fair value of $13.37. Vesting of the PSUs was dependent upon the satisfaction of both a service condition and a performance condition, which is an IPO or a change of control. The Company began recording compensation expense related to the PSUs upon the registration statement used in connection with the Company’s IPO being declared effective on August 5, 2020, as the performance conditions were satisfied. The compensation expense was determined using the original grant date fair value and is being recognized over the remaining service period.

The Company’s PSU and RSU activity for the three months ended March 31, 2021 was as follows:

	Number of Shares			Weighted Average Grant Price
Unvested as of December 31, 2020		545,466		$	16.53
Granted		23,375			23.88
Forfeited		(8,011	)		18.39
Vested		(94,045	)		13.37
Unvested as of March 31, 2021 (unaudited)		466,785		$	17.50

Restricted Stock

The Company’s RSA activity for the three months ended March 31, 2021 was as follows:

	Number of Shares			Weighted Average Grant Price
Unvested as of December 31, 2020		-		$	-
Granted		186			14.75
Vested		(186	)		14.75
Unvested as of March 31, 2021 (unaudited)		-		$	-

The following table summarizes the total stock-based compensation expense for the stock options, PSUs, RSUs and RSAs recorded in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020 (in thousands):

	Three Months Ended March 31,
	2021		2020
	(unaudited)
Cost of products sold	$	144	$	108
Research and development		417		211
Selling, general and administrative		2,268		1,422
Total stock-based compensation	$	2,829	$	1,741

Employee Stock Purchase Plan

The 2020 Employee Stock Purchase Plan (the “2020 ESPP”), which permits employees to purchase shares of the Company’s common stock, became effective on August 10, 2020 and 387,063 shares of common stock were authorized for sale under the 2020 ESPP.

The 2020 ESPP will be implemented by consecutive offering periods with a new offering period commencing on the first trading day on or after February 1 and August 1 of each year and terminating on the last trading day on or before July 31 and January 31 respectively. The first offering period began on February 1, 2021. On each purchase date, which falls on the last date of each offering period, 2020 ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the 2020 ESPP are subject to the determinations of the Compensation Committee of the Company’s Board of Directors, in its sole discretion.

The fair value of the 2020 ESPP shares is estimated using the Black-Scholes option pricing model. The Company recorded $0.1 million of stock-based compensation expense related to the 2020 ESPP for the three months ended March 31, 2021. No expense was recorded for the three months ended March 31, 2020.

Net Loss Per Common Share

3 Months Ended

Mar. 31, 2021

Earnings Per Share [Abstract]

Net Loss Per Common Share

Note 17—Net Loss Per Common Share

Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net loss per common share excludes the potential impact of the Company’s convertible preferred stock, common stock options and warrants because their effect would be anti-dilutive due to the Company’s net loss. Since the Company had a net loss in the periods presented, basic and diluted net loss per common share are the same.

The table below provides potentially dilutive securities not included in the calculation of the diluted net loss per common share because to do so would be anti-dilutive:

	Three Months Ended March 31,
Shares issuable upon:	2021		2020
	(unaudited)
Conversion of Series A preferred stock		—		391,210
Conversion of Series B preferred stock		—		3,088,444
Conversion of Series C preferred stock		—		4,499,921
Conversion of Series D preferred stock		—		8,593,360
Exercise of stock options		3,379,575		2,746,088
Exercise of common stock warrants		824,608		509,562
Exercise of preferred stock warrants		—		446,990
Vesting of PSUs and RSUs		466,785		—
Total		4,670,968		20,275,575

401(k) Retirement Plan

3 Months Ended

Mar. 31, 2021

Compensation And Retirement Disclosure [Abstract]

401(k) Retirement Plan

Note 18—401(k) Retirement Plan

The Company has a 401(k) retirement savings plan that provides retirement benefits to substantially all full-time U.S. employees. Eligible employees may contribute a percentage of their annual compensation, subject to Internal Revenue Service limitations. The Company did not provide any contributions to the 401(k) retirement savings plan for the three months ended March 31, 2021 and 2020.

The entire disclosure for retirement benefits.

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 55
-Paragraph 17
-URI http://asc.fasb.org/extlink&oid=118257860&loc=d3e4179-114921

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section S99
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=21916913&loc=d3e273930-122802

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)(i)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (o)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (p)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 70
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=49170846&loc=d3e28014-114942

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-URI http://asc.fasb.org/topic&trid=2235017

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 60
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=6414203&loc=d3e39689-114964

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)(iv)(03)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (q)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (r)(1)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)(iii)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (l)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (r)(2)
-URI http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920

Related Party Transactions

Related Party Transactions

3 Months Ended

Mar. 31, 2021

Note 19—Related Party Transactions

The Company licenses certain patent rights from a former director and shareholder. The license agreement provides for royalty payments to the shareholder of 3% of net product sales, as defined in the agreement. Royalties earned prior to the director’s resignation were less than $0.1 million for the three months ended March 31, 2020. Additionally, the former director and shareholder also works for one of the Company’s customers and can significantly influence the customer to purchase the Company’s product. Prior to the director’s resignation, the Company recorded sales to this customer of $0.3 million for the three months ended March 31, 2020.

The Company has a consulting agreement with a director and chairman of the Company’s board of directors. The Company recorded less than $0.1 million in SG&A expense in the condensed consolidated statements of operations and comprehensive loss for the consulting services for each of the three months ended March 31, 2021 and 2020.

Multiple preferred stock shareholders entered into the 2018 and 2019 Convertible Notes that also contained detached warrants. Additionally, Orbimed Royalty Opportunities II, LP and Deerfield Private Design Fund II, L.P. entered into the 2019 Credit Agreement with the Company in 2019 for a total of $70.0 million, with $40.0 million being drawn as of March 31, 2021 and December 31, 2020. The Company recorded $1.4 million and $1.3 million for the three months ended March 31, 2021 and 2020, respectively, in interest expense related to these debt agreements.

Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Basis of Presentation

Principles of Consolidation

Use of Estimates and Assumptions

Segments

Cash and Cash Equivalents and Restricted Cash

	March 31,		December 31,
	2021		2020
	(unaudited)
Cash and cash equivalents	$	8,631	$	25,234
Restricted cash		150		150
Total cash, cash equivalents and restricted cash	$	8,781	$	25,384

Marketable Securities

Concentrations of Credit Risk and Off-Balance Sheet Risk

Revenue from Contracts with Customers

•Step 1: Identify the contract with the customer.

•Step 2: Identify the performance obligations in the contract.

•Step 3: Determine the transaction price.

•Step 4: Allocate the transaction price to the performance obligations in the contract.

•Step 5: Recognize revenue when, or as, the company satisfies a performance obligation.

The following table sets forth the Company’s revenue for disposables, systems, and service/other for the three months ended March 31, 2021 and 2020 (in thousands):

	Three Month Ended March 31,
	2021		2020
	(unaudited)
Acutus Direct
Disposables	$	1,783	$	1,017
Systems		613		520
Service/Other		35		10
Total Acutus direct revenue		2,431		1,547
Distribution agreements		1,160		36
Total revenue	$	3,591	$	1,583

The following table provides revenue by geographic location for the three months ended March 31, 2021 and 2020 (in thousands):

	Year Ended December 31,
	2021		2020
	(unaudited)
Acutus Direct
United States	$	1,468	$	770
Europe		963		777
Total Acutus direct revenue		2,431		1,547
Distribution Agreements
United States		113		—
Europe		1,047		36
Total revenue through distribution		1,160		36
Total revenue	$	3,591	$	1,583

Inventory

Accounts Receivable

Property and Equipment, Net

Intangible Assets

Goodwill

Impairment of Long-Lived Assets

Foreign Currency Translation and Transactions

Lessee Leases

Cost of Products Sold

Research and Development

Selling, General and Administrative

Fair Value Measurements

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

Level 2—Observable inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace.

	Fair Value Measured as of March 31, 2021
	(unaudited)
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at March 31, 2021
Assets included in:
Cash and cash equivalents
Money market securities	$	7,569	$	—	$	—	$	7,569
Marketable securities at fair value
Corporate debt securities		—		34,359		—		34,359
U.S. treasury securities		—		20,354		—		20,354
Commercial paper		—		32,175		—		32,175
Asset-backed securities		—		11,225		—		11,225
Total fair value	$	7,569	$	98,113	$	—	$	105,682

Liabilities included in:
Contingent consideration	$	—	$	—	$	5,600	$	5,600
Total fair value	$	—	$	—	$	5,600	$	5,600

	Fair Value Measured as of December 31, 2020
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at December 31, 2020
Assets included in:
Cash and cash equivalents
Money market securities	$	19,070	$	—	$	—	$	19,070
Marketable securities at fair value
Corporate debt securities		—		31,353		—		31,353
Asset-backed securities		—		8,726		—		8,726
U.S. treasury securities		—		20,531		—		20,531
Commercial paper		—		53,955		—		53,955
Total fair value	$	19,070	$	114,565	$	—	$	133,635

Liabilities included in:
Contingent consideration	$	—	$	—	$	9,300	$	9,300
Total fair value	$	—	$	—	$	9,300	$	9,300

The fair value of the Company’s money market funds is determined using quoted market prices in active markets for identical assets.

The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021 (in thousands):

	Contingent Consideration
Balance, December 31, 2020	$	9,300
Payment of contingent consideration		(2,547	)
Change in fair value		(1,153	)
Balance, March 31, 2021 (unaudited)	$	5,600

	March 31, 2021	December 31, 2020
	(unaudited)
Risk-free interest rate	0.30%	0.20%
Expected term in years	1.0 - 2.0	1.0 - 2.0
Expected volatility	20.6%	17.2%

Stock-Based Compensation

Income Taxes

Warrant Liability

Business Combinations

Recently Adopted Accounting Pronouncements and Accounting Pronouncements to Be Adopted

Recently Adopted Accounting Pronouncements

Accounting Pronouncements to Be Adopted

Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Summary of Cash and Cash Equivalents and Restricted Cash

The following table reconciles cash, cash equivalents and restricted cash in the condensed consolidated balance sheets to the total shown on the condensed consolidated statement of cash flows (in thousands):

	March 31,		December 31,
	2021		2020
	(unaudited)
Cash and cash equivalents	$	8,631	$	25,234
Restricted cash		150		150
Total cash, cash equivalents and restricted cash	$	8,781	$	25,384

Summary of Disaggregation of Revenue

The following table sets forth the Company’s revenue for disposables, systems, and service/other for the three months ended March 31, 2021 and 2020 (in thousands):

	Three Month Ended March 31,
	2021		2020
	(unaudited)
Acutus Direct
Disposables	$	1,783	$	1,017
Systems		613		520
Service/Other		35		10
Total Acutus direct revenue		2,431		1,547
Distribution agreements		1,160		36
Total revenue	$	3,591	$	1,583

Summary of Revenue from External Customers by Geographic Areas

The following table provides revenue by geographic location for the three months ended March 31, 2021 and 2020 (in thousands):

	Year Ended December 31,
	2021		2020
	(unaudited)
Acutus Direct
United States	$	1,468	$	770
Europe		963		777
Total Acutus direct revenue		2,431		1,547
Distribution Agreements
United States		113		—
Europe		1,047		36
Total revenue through distribution		1,160		36
Total revenue	$	3,591	$	1,583

Summary of Fair Value, Liabilities Measured on Recurring Basis

	Fair Value Measured as of March 31, 2021
	(unaudited)
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at March 31, 2021
Assets included in:
Cash and cash equivalents
Money market securities	$	7,569	$	—	$	—	$	7,569
Marketable securities at fair value
Corporate debt securities		—		34,359		—		34,359
U.S. treasury securities		—		20,354		—		20,354
Commercial paper		—		32,175		—		32,175
Asset-backed securities		—		11,225		—		11,225
Total fair value	$	7,569	$	98,113	$	—	$	105,682

Liabilities included in:
Contingent consideration	$	—	$	—	$	5,600	$	5,600
Total fair value	$	—	$	—	$	5,600	$	5,600

	Fair Value Measured as of December 31, 2020
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at December 31, 2020
Assets included in:
Cash and cash equivalents
Money market securities	$	19,070	$	—	$	—	$	19,070
Marketable securities at fair value
Corporate debt securities		—		31,353		—		31,353
Asset-backed securities		—		8,726		—		8,726
U.S. treasury securities		—		20,531		—		20,531
Commercial paper		—		53,955		—		53,955
Total fair value	$	19,070	$	114,565	$	—	$	133,635

Liabilities included in:
Contingent consideration	$	—	$	—	$	9,300	$	9,300
Total fair value	$	—	$	—	$	9,300	$	9,300

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

The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021 (in thousands):

	Contingent Consideration
Balance, December 31, 2020	$	9,300
Payment of contingent consideration		(2,547	)
Change in fair value		(1,153	)
Balance, March 31, 2021 (unaudited)	$	5,600

Weighted-average Unobservable Inputs to Measure Contingent Consideration

The weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the contingent consideration from the acquisition of Rhythm Xience as of March 31, 2021 and December 31, 2020 were as follows:

	March 31, 2021	December 31, 2020
	(unaudited)
Risk-free interest rate	0.30%	0.20%
Expected term in years	1.0 - 2.0	1.0 - 2.0
Expected volatility	20.6%	17.2%

Marketable Securities (Tables)

3 Months Ended

Mar. 31, 2021

Investments Debt And Equity Securities [Abstract]

Summary of Marketable Securities

Marketable securities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

	March 31, 2021 (unaudited)
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Available-for-sale securities - short-term:
Corporate debt securities	$	34,366	$	—	$	(7	)	$	34,359
U.S. treasury securities		20,350		4		—			20,354
Commercial paper		32,175		—		—			32,175
Total available-for-sale securities - short-term		86,891		4		(7	)		86,888

Asset-backed securities, long-term		11,224		1		—			11,225
Total available-for-sale securities	$	98,115	$	5	$	(7	)	$	98,113

	December 31, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Available-for-sale securities - short-term:
Corporate debt securities	$	31,359	$	—	$	(6	)	$	31,353
U.S. treasury securities		20,533		—		(2	)		20,531
Commercial paper		53,955		—		—			53,955
Total available-for-sale securities - short-term		105,847		—		(8	)		105,839

Asset-backed securities, long-term		8,726		—		—			8,726
Total available-for-sale securities	$	114,573	$	—	$	(8	)	$	114,565

Inventory (Tables)

3 Months Ended

Mar. 31, 2021

Inventory Disclosure [Abstract]

Summary of Inventory

Inventory as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands):

	March 31,		December 31,
	2021		2020
	(unaudited)
Raw materials	$	7,114	$	7,960
Work in process		2,362		1,267
Finished goods		4,361		3,731
Total inventory	$	13,837	$	12,958

Lessor Sales-Type Leases (Tables)

3 Months Ended

Mar. 31, 2021

Estimated Future Maturities of Sales-Type Lease Receivables

As of March 31, 2021, estimated future maturities of sales-type lease receivables for each of the following years are as follows (in thousands):

Nine months ending December 31, 2021	$	304
Year ending December 31, 2022		378
Year ending December 31, 2023		149
Year ending December 31, 2024		72
Year ending December 31, 2025		22
Lease receivable	$	925

Property and Equipment, Net (Tables)

3 Months Ended

Mar. 31, 2021

Property Plant And Equipment [Abstract]

Summary of Property and Equipment, Net

The Company’s property and equipment, net, consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

	March 31,			December 31,
	2021			2020
	(unaudited)
Medical diagnostic equipment	$	15,360		$	13,242
Furniture and fixtures		426			388
Office equipment		1,494			1,392
Laboratory equipment and software		3,699			3,491
Leasehold improvements		661			608
Construction in process		1,468			468
Total property and equipment		23,108			19,589
Less: accumulated depreciation		(8,460	)		(7,233	)
Property and equipment, net	$	14,648		$	12,356

Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Summary Of Goodwill And Intangible Assets Activities

The table below summarizes goodwill and intangible assets activities as of March 31, 2021 and December 31, 2020 (in thousands):

	Goodwill		Intangible Assets
Balance, December 31, 2020	$	12,026	$	5,653
Amortization expense		—		(160	)
Balance, March 31, 2021 (unaudited)	$	12,026	$	5,493

Summary of Finite Lived Intangible Assets

	Estimated Useful	Weighted Average Remaining
	Life (in years)	Life (in years)		Intangible Assets		Accumulated Amortization			March 31, 2021
									(unaudited)
Developed technology	10		8.3	$	4,200	$	(705	)	$	3,495
Customer-related intangible	5		3.3		100		(35	)		65
Licensed intangibles	10		9.7		2,000		(67	)		1,933
Total				$	6,300	$	(807	)	$	5,493

	Estimated Useful	Weighted Average Remaining
	Life (in years)	Life (in years)	Intangible Assets		Accumulated Amortization			December 31, 2020
Developed technology	10	8.6	$	4,200	$	(600	)	$	3,600
Customer-related intangible	5	3.5		100		(30	)		70
Licensed intangibles	10	9.9		2,000		(17	)		1,983
Total			$	6,300	$	(647	)	$	5,653

Summary Of Remaining Amortization Expense

The following table shows the remaining amortization expense associated with amortizable intangible assets as of March 31, 2021 (in thousands):

	Developed Technology		Customer- Related Intangible		Licensed Intangibles		Total Amortization
Nine months ending December 31, 2021	$	315	$	15	$	150	$	480
Year ending December 31, 2022		420		20		200		640
Year ending December 31, 2023		420		20		200		640
Year ending December 31, 2024		420		10		200		630
Year ending December 31, 2025		420		—		200		620
Thereafter		1,500		—		983		2,483
Total	$	3,495	$	65	$	1,933	$	5,493

Accrued Liabilities (Tables)

3 Months Ended

Mar. 31, 2021

Payables And Accruals [Abstract]

Summary Of Accrued Liabilities

Accrued liabilities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

	March 31,		December 31,
	2021		2020
	(unaudited)
Compensation and related expenses	$	6,957	$	6,250
Professional fees		304		120
Deferred revenue		479		301
Sales and use tax		206		169
Other		862		468
Total accrued liabilities	$	8,808	$	7,308

Debt (Tables)

3 Months Ended

Mar. 31, 2021

Debt Instruments [Abstract]

Summary of Outstanding Debt

Outstanding debt as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands):

	March 31,			December 31,
	2021			2020
	(unaudited)
2019 Credit Agreement ⁽¹⁾	$	44,550		$	44,550
Total debt, gross		44,550			44,550
Less: Unamortized debt discount and fees		(5,211	)		(5,539	)
Total long-term debt	$	39,339		$	39,011

(1)The 2019 Credit Agreement includes final payment fees of $4.6 million.

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

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=119993939&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=119993939&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

Operating Leases (Tables)

3 Months Ended

Mar. 31, 2021

Summary Of Quantitative Information About Operating Leases

The following table summarizes quantitative information about the Company’s operating leases for the three months ended March 31, 2021 and 2020 (dollars in thousands):

	Three Months Ended March 31,			Three Months Ended March 31,
	2021			2020
	(unaudited)
Operating cash flows from operating leases	$	261		$	253
Right-of-use assets exchanged for operating lease liabilities	$	-		$	-
Weighted average remaining lease term – operating leases (in years)		1.4			1.9
Weighted average discount rate – operating leases		7.0	%		7.0	%

Summary Of Components Of Lease Cost

	Three Months Ended March 31,		Three Months Ended March 31,
	2021		2020
	(unaudited)
Operating leases
Operating lease cost	$	216	$	216
Variable lease cost		83		73
Total rent expense	$	299	$	289

Summary Of Future Minimum Payments Under The Non-cancelable Operating Leases

As of March 31, 2021, future minimum payments under the non-cancelable operating leases under ASC 842 were as follows (in thousands):

Nine months ending December 31, 2021	$	791
Year ending December 31, 2022		1,074
Year ending December 31, 2023		51
Year ending December 31, 2024		51
Year ending December 31, 2025		—
Total		1,967
Less: present value discount		(136	)
Operating lease liabilities	$	1,831

Warrants (Tables)

3 Months Ended

Mar. 31, 2021

Warrants And Rights Note Disclosure [Abstract]

Schedule of Outstanding Warrants to Purchase the Company's Common Stock

As of March 31, 2021 and December 31, 2020, the outstanding warrants to purchase the Company’s common stock were comprised of the following:

	Equity Upon
	Exercise				March 31,		December 31,
	(After Conversion)	Exercise Price		Expiration Date	2021		2020
					(unaudited)
Warrants issued in 2015	Common stock	$	5.25	1/30/25		3,808		3,808
Warrants issued with 2018 Convertible Notes	Common stock	$	0.10	6/7/28		373,810		373,810
Warrants issued with 2018 Term Loan	Common stock	$	16.67	7/31/28		26,998		26,998
Warrants issued with 2019 Credit Agreement	Common stock	$	16.67	5/20/29		419,992		419,992
Total Warrants						824,608		824,608

Convertible Preferred Stock (Tables)

3 Months Ended

Mar. 31, 2021

Temporary Equity [Abstract]

Schedule of Initial Conversion Price per Share for each Series of Convertible Preferred Stock

The initial conversion price per share for each series of convertible preferred stock was the original issue price applicable to such series as follows:

Series	Conversion Price
Series A convertible preferred stock	$	8.295
Series B convertible preferred stock	$	13.370
Series C convertible preferred stock	$	16.667
Series D convertible preferred stock	$	16.667

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Schedule of Estimate of the Fair Value of Stock Option

The following assumptions were used to estimate the fair value of stock option for the three months ended March 31, 2021 and 2020:

	Three Months Ended March 31,
	2021		2020
	(unaudited)
Risk-free interest rate	0.76% - 1.28%		0.90%
Expected dividend yield	—		—
Expected term in years		7.0		7.0
Expected volatility	60% - 75%		70%

Summary of Stock Option Activity

The following table summarizes stock option activity during the three months ended March 31, 2021:

	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2020		3,403,607		$	13.32		8.1	$	52,866
Options granted		32,749			23.02
Options exercised		(27,509	)		6.15			$	323
Options forfeited		(29,272	)		17.03
Outstanding as of March 31, 2021		3,379,575		$	13.45		7.9	$	6,252
Options vested and exercisable as of March 31, 2021 (unaudited)		1,564,993		$	10.19		6.6	$	5,672

Schedule of PSU and RSA Activity

The Company’s PSU and RSU activity for the three months ended March 31, 2021 was as follows:

	Number of Shares			Weighted Average Grant Price
Unvested as of December 31, 2020		545,466		$	16.53
Granted		23,375			23.88
Forfeited		(8,011	)		18.39
Vested		(94,045	)		13.37
Unvested as of March 31, 2021 (unaudited)		466,785		$	17.50

Schedule of RSA Activity

The Company’s RSA activity for the three months ended March 31, 2021 was as follows:

	Number of Shares			Weighted Average Grant Price
Unvested as of December 31, 2020		-		$	-
Granted		186			14.75
Vested		(186	)		14.75
Unvested as of March 31, 2021 (unaudited)		-		$	-

Summary of the Total Stock-Based Compensation Expense for the Stock Options, PSUs and RSAs Recorded in the Condensed Consolidated Statements of Operations and Comprehensive Loss

	Three Months Ended March 31,
	2021		2020
	(unaudited)
Cost of products sold	$	144	$	108
Research and development		417		211
Selling, general and administrative		2,268		1,422
Total stock-based compensation	$	2,829	$	1,741

Net Loss Per Common Share (Tables)

3 Months Ended

Mar. 31, 2021

Earnings Per Share [Abstract]

Summary of Calculation of the Diluted Net Loss per Common Share

The table below provides potentially dilutive securities not included in the calculation of the diluted net loss per common share because to do so would be anti-dilutive:

	Three Months Ended March 31,
Shares issuable upon:	2021		2020
	(unaudited)
Conversion of Series A preferred stock		—		391,210
Conversion of Series B preferred stock		—		3,088,444
Conversion of Series C preferred stock		—		4,499,921
Conversion of Series D preferred stock		—		8,593,360
Exercise of stock options		3,379,575		2,746,088
Exercise of common stock warrants		824,608		509,562
Exercise of preferred stock warrants		—		446,990
Vesting of PSUs and RSUs		466,785		—
Total		4,670,968		20,275,575

Organization and Description of Business - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Date of incorporation	Mar. 25, 2011
Accumulated deficit	$ 390,196	$ 361,015
Working capital deficit	$ 97,600	$ 129,500

Summary of Significant Accounting Policies - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2021 USD ($) Segment ReportingUnit	Mar. 31, 2020 USD ($)	Dec. 31, 2020 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Number of operating segment \| Segment	1
Other-than-temporary impairments related to marketable securities	$ 0	$ 0
Cash, FDIC insured amount	250,000
Inventory Write-down	100,000	100,000
Allowance for uncollectible accounts	$ 0		$ 0
Number of reporting unit \| ReportingUnit	1
Impairment of property and equipment or intangible assets	$ 0	$ 0
Interest or penalties charged in relation to the unrecognized tax benefits	$ 0
ASU No. 2019-12 [Member]
Summary Of Significant Accounting Policies [Line Items]
Change In Accounting Principle Accounting Standards Update Adopted	true
Change In Accounting Principle Accounting Standards Update Immaterial Effect	true
Minimum [Member]
Summary Of Significant Accounting Policies [Line Items]
Customers payment period	30 days
Property and equipment, estimated useful lives	3 years
Maximum [Member]
Summary Of Significant Accounting Policies [Line Items]
Customers payment period	60 days
Contracts with customers, expected duration	1 year
Property and equipment, estimated useful lives	5 years
Deferred Equipment Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Cash, FDIC insured amount	$ 0
Deferred Equipment Agreements [Member] \| Minimum [Member]
Summary Of Significant Accounting Policies [Line Items]
Contract term	2 years
Deferred Equipment Agreements [Member] \| Maximum [Member]
Summary Of Significant Accounting Policies [Line Items]
Contract term	4 years

Summary of Significant Accounting Policies - Summary of Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Cash and cash equivalents	$ 8,631	$ 25,234
Restricted cash	150	150
Total cash, cash equivalents and restricted cash	$ 8,781	$ 25,384	$ 21,150	$ 9,602

Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Summary Of Significant Accounting Policies [Line Items]
Total revenue	$ 3,591	$ 1,583	$ 1,583
Distribution Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue	1,160	36
Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue	2,431	1,547	$ 1,547
Acutus Direct Revenue [Member] \| Disposables [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue	1,783	1,017
Acutus Direct Revenue [Member] \| Systems [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue	613	520
Acutus Direct Revenue [Member] \| Product and Service, Other [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue	$ 35	$ 10

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130545-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130543-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

Summary of Significant Accounting Policies - Summary of Revenue from External Customers by Geographic Areas (Detail) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020
Summary Of Significant Accounting Policies [Line Items]
Total revenue	$ 3,591	$ 1,583		$ 1,583
Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue	$ 2,431	$ 1,547		1,547
Distribution Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue				36
Scenario Forecast [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			$ 3,591
Scenario Forecast [Member] \| Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			2,431
Scenario Forecast [Member] \| Distribution Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			1,160
United States [Member] \| Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue				770
United States [Member] \| Scenario Forecast [Member] \| Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			1,468
United States [Member] \| Scenario Forecast [Member] \| Distribution Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			113
Europe [Member] \| Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue				777
Europe [Member] \| Distribution Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue				$ 36
Europe [Member] \| Scenario Forecast [Member] \| Acutus Direct Revenue [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			963
Europe [Member] \| Scenario Forecast [Member] \| Distribution Agreements [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenue			$ 1,047