GUARDANT HEALTH, INC., 10-Q filed on 5/9/2023
Quarterly Report
v3.23.1
Cover - shares
 3 Months Ended
Mar. 31, 2023
May 05, 2023
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2023  
Document Transition Report false  
Entity File Number 001-38683  
Entity Registrant Name GUARDANT HEALTH, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 45-4139254  
Entity Address, Address Line One 3100 Hanover Street  
Entity Address, City or Town Palo Alto  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 94304  
City Area Code 855  
Local Phone Number 698-8887  
Title of 12(b) Security Common Stock, $0.00001 par value per share  
Trading Symbol GH  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   102,764,840
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001576280  
Current Fiscal Year End Date --12-31  
v3.23.1
Condensed Consolidated Balance Sheets (unaudited) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 223,640 $ 141,647
Short-term marketable debt securities 713,380 869,584
Accounts receivable, net 87,204 97,256
Inventory, net 46,474 51,598
Prepaid expenses and other current assets, net 33,762 31,509
Total current assets 1,104,460 1,191,594
Property and equipment, net 163,229 167,920
Right-of-use assets, net 170,651 174,001
Intangible assets, net 11,047 11,727
Goodwill 3,290 3,290
Other assets, net 58,954 61,453
Total Assets 1,511,631 1,609,985
Current liabilities:    
Accounts payable and accrued liabilities 190,534 175,817
Deferred revenue 13,621 17,403
Total current liabilities 204,155 193,220
Convertible senior notes, net 1,138,034 1,137,391
Long-term operating lease liabilities 204,857 210,015
Other long-term liabilities 9,136 9,179
Total Liabilities 1,556,182 1,549,805
Commitments and contingencies (Note 9)
Stockholders’ (deficit) equity:    
Preferred stock, par value of $0.00001 per share; 10,000,000 shares authorized, no shares issued and outstanding as of March 31, 2023 and December 31, 2022 0 0
Common stock, par value of $0.00001 per share; 350,000,000 shares authorized as of March 31, 2023, and December 31, 2022; 102,708,305 and 102,619,383 shares issued and outstanding as of March 31, 2023, and December 31, 2022, respectively 1 1
Additional paid-in capital 1,763,544 1,742,114
Accumulated other comprehensive loss (12,150) (19,522)
Accumulated deficit (1,795,946) (1,662,413)
Total Stockholders’ (Deficit) Equity (44,551) 60,180
Total Liabilities and Stockholders’ (Deficit) Equity $ 1,511,631 $ 1,609,985
v3.23.1
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - $ / shares
Mar. 31, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Preferred stock, par value (in usd per share) $ 0.00001 $ 0.00001
Preferred stock, shares authorized (in shares) 10,000,000 10,000,000
Preferred stock issued (in shares) 0 0
Preferred stock outstanding (in shares) 0 0
Common stock, par value (in usd per share) $ 0.00001 $ 0.00001
Common stock, shares authorized (in shares) 350,000,000 350,000,000
Common stock, shares issued (in shares) 102,708,305 102,619,383
Common stock, shares outstanding (in shares) 102,708,305 102,619,383
v3.23.1
Condensed Consolidated Statements of Operations (unaudited) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Revenue:    
Precision oncology testing $ 113,393 $ 84,136
Development services and other 15,321 11,963
Total revenue 128,714 96,099
Costs and operating expenses:    
Cost of precision oncology testing 45,106 30,684
Cost of development services and other 7,967 1,297
Research and development expense 93,128 81,757
Sales and marketing expense 76,123 64,432
General and administrative expense 40,445 41,267
Total costs and operating expenses 262,769 219,437
Loss from operations (134,055) (123,338)
Interest income 3,060 778
Interest expense (644) (644)
Other income (expense), net (1,654) (48)
Loss before provision for (benefit from) income taxes (133,293) (123,252)
Provision for (benefit from) income taxes 240 (24)
Net loss $ (133,533) $ (123,228)
Net loss per share, basic (in usd per share) $ (1.30) $ (1.21)
Net loss per share, diluted (in usd per share) $ (1.30) $ (1.21)
Weighted-average shares used in computing net loss per share , basic (in shares) 102,663 101,853
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, diluted (in shares) 102,663 101,853
v3.23.1
Condensed Consolidated Statements of Comprehensive Loss (unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Statement of Comprehensive Income [Abstract]    
Net loss $ (133,533) $ (123,228)
Other comprehensive income (loss):    
Unrealized gain (loss) on available-for-sale securities 7,535 (12,758)
Foreign currency translation adjustments (163) (792)
Other comprehensive income (loss) 7,372 (13,550)
Comprehensive loss $ (126,161) $ (136,778)
v3.23.1
Condensed Consolidated Statements of Stockholders’ (Deficit) Equity (unaudited) - USD ($)
$ in Thousands
Total
Common Stock 
Additional Paid-in Capital
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2021   101,767,446      
Beginning balance at Dec. 31, 2021 $ 645,005 $ 1 $ 1,657,593 $ (4,764) $ (1,007,825)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Issuance of common stock upon exercise of stock options (in shares)   105,218      
Issuance of common stock upon exercise of stock options 963   963    
Vesting of restricted stock units (in shares)   23,171      
Vesting of common stock exercised early 8   8    
Taxes paid related to net share settlement of restricted stock units (957)   (957)    
Stock-based compensation 24,799   24,799    
Other comprehensive income (loss) (13,550)     (13,550)  
Net loss (123,228)       (123,228)
Ending balance (in shares) at Mar. 31, 2022   101,895,835      
Ending balance at Mar. 31, 2022 533,040 $ 1 1,682,406 (18,314) (1,131,053)
Beginning balance (in shares) at Dec. 31, 2022   102,619,383      
Beginning balance at Dec. 31, 2022 $ 60,180 $ 1 1,742,114 (19,522) (1,662,413)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Issuance of common stock upon exercise of stock options (in shares) 21,049 21,049      
Issuance of common stock upon exercise of stock options $ 157   157    
Vesting of restricted stock units (in shares)   67,873      
Taxes paid related to net share settlement of restricted stock units (993)   (993)    
Stock-based compensation 22,266   22,266    
Other comprehensive income (loss) 7,372     7,372  
Net loss (133,533)       (133,533)
Ending balance (in shares) at Mar. 31, 2023   102,708,305      
Ending balance at Mar. 31, 2023 $ (44,551) $ 1 $ 1,763,544 $ (12,150) $ (1,795,946)
v3.23.1
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
OPERATING ACTIVITIES:    
Net loss $ (133,533) $ (123,228)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 10,345 7,201
Operating lease costs 7,339 6,949
Contingent consideration (300) 2,390
Stock-based compensation 22,266 24,799
Amortization of debt issuance costs 644 642
Amortization of (discount) premium on marketable debt securities (1,009) 2,449
Unrealized gains on marketable equity securities (3,882) 0
Impairment of non-marketable equity securities 5,485 0
Other 0 21
Changes in operating assets and liabilities:    
Accounts receivable, net 12,349 13,299
Inventory, net 5,125 (5,937)
Prepaid expenses and other current assets, net (3,354) 21,882
Other assets, net 1,765 3,846
Accounts payable and accrued liabilities 13,886 20,931
Operating lease liabilities (7,422) (3,106)
Deferred revenue (4,145) (757)
Net cash used in operating activities (74,441) (28,619)
INVESTING ACTIVITIES:    
Purchase of marketable debt securities (63,252) (163,742)
Maturity of marketable debt securities 228,000 310,000
Purchase of non-marketable equity securities and other related investments 0 (12,750)
Purchase of property and equipment (7,524) (22,700)
Net cash provided by investing activities 157,224 110,808
FINANCING ACTIVITIES:    
Payments made on finance lease obligations (18) (18)
Proceeds from issuance of common stock upon exercise of stock options 157 963
Taxes paid related to net share settlement of restricted stock units (993) (957)
Net cash used in financing activities (854) (12)
Net effect of foreign exchange rate changes on cash, cash equivalents and restricted cash (163) (792)
Net increase in cash, cash equivalents and restricted cash 81,766 81,385
Cash, cash equivalents and restricted cash—Beginning of period 141,948 492,288
Cash, cash equivalents and restricted cash—End of period 223,714 573,673
Supplemental Disclosures of Cash Flow Information:    
Operating lease liabilities arising from obtaining right-of-use assets 1,964 3,940
Supplemental Disclosures of Noncash Investing and Financing Activities:    
Purchase of property and equipment included in accounts payable and accrued liabilities 8,016 19,751
Reconciliation of cash, cash equivalents and restricted cash:    
Cash and cash equivalents 223,640 573,604
Restricted cash – included in other assets, net 74 69
Total cash, cash equivalents and restricted cash $ 223,714 $ 573,673
v3.23.1
Description of Business
 3 Months Ended
Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business Description of Business
Guardant Health, Inc., or the Company, is a leading precision oncology company focused on helping conquer cancer globally through the use of its proprietary tests, vast data sets and advanced analytics. The Company believes its tests can transform cancer care by unlocking insights that will help patients at all stages of the disease, including at its earliest stages, when it’s most treatable. For patients with advanced stage cancer, the Company has commercially launched Guardant360 LDT and Guardant360 CDx, the first comprehensive liquid biopsy test approved by the U.S. Food and Drug Administration, or the FDA, to provide tumor mutation profiling with solid tumors and to be used as a companion diagnostic in connection with non-small cell lung cancer, or NSCLC, and breast cancer. The Company has also launched the Guardant360 TissueNext tissue test for advanced-stage cancer, Guardant Reveal blood test to detect residual and recurring disease in early-stage colorectal, breast and lung cancer patients, and Guardant360 Response blood test to predict patient response to immunotherapy or targeted therapy eight weeks earlier than current standard-of-care imaging. In addition, the Company has developed Guardant Galaxy suite of advanced analytical technologies to enhance the performance and clinical utility of its portfolio of cancer tests, and to power the next generation of biomarker and drug discovery.
The Company also collaborates with biopharmaceutical companies in clinical studies by providing the above-mentioned tests, as well as the GuardantOMNI blood test for advanced-stage cancer, and the GuardantINFINITY blood test, a next-generation smart liquid biopsy that provides new, multi-dimensional insights into the complexities of tumor molecular profiles and immune response to advance cancer research and therapy development. Using data collected from its tests, the Company has also developed its GuardantINFORM platform to help biopharmaceutical companies accelerate precision oncology drug development through the use of this in-silico research platform to unlock further insights into tumor evolution and treatment resistance across various biomarker-driven cancers.
For early cancer detection, the Company has launched the Shield LDT test to address the needs of individuals eligible for colorectal cancer screening. From a simple blood draw, Shield uses a novel multimodal approach to detect colorectal cancer signals in the bloodstream, including DNA that is shed by tumors. In December 2022, the Company announced that the ECLIPSE study, an over 20,000 patient registrational study evaluating the performance of its Shield blood test for detecting colorectal cancer in average-risk adults, met co-primary endpoints. In addition, in March 2023, the Company submitted a premarket approval application for its Shield blood test to the FDA in March 2023.
The Company was incorporated in Delaware in December 2011 and is headquartered in Palo Alto, California.
v3.23.1
Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2023
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Basis of Presentation
The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP. The accompanying condensed consolidated financial statements include the accounts of Guardant Health, Inc., its consolidated Joint Venture (see Note 3, Joint Venture), and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications of prior period amounts were made to conform with the current period presentation.
The Company believes that its existing cash and cash equivalents and marketable debt securities as of March 31, 2023, will be sufficient to allow the Company to fund its current operating plan through at least a period of one year after the date the accompanying condensed consolidated financial statements are issued. As the Company continues to incur losses, its transition to profitability is dependent upon a level of revenues adequate to support the Company’s cost structure. If the Company’s transition to profitability is not consistent with its current operating plan, the Company may have to seek additional capital.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the condensed consolidated financial statements, as well as the reported amounts of revenues and expenses during the periods presented. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Estimates are used in several areas including, but not limited to, estimation of variable consideration, estimation of credit losses, standalone selling price allocation included in contracts with multiple performance obligations, goodwill and identifiable intangible assets, stock-based compensation, incremental borrowing rate for operating leases, contingencies, certain inputs into the provision for (benefit from) income taxes, including related reserves, valuation of non-marketable securities, among others. These estimates generally involve complex issues and require judgments, involve the analysis of historical results and prediction of future trends, can require extended periods of time to resolve and are subject to change from period to period. Actual results may differ materially from management’s estimates.
The severity of the impact of the COVID-19 pandemic on the Company's business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic, and the impact of any variants of the virus, the extent and severity of the impact on the Company's customers and suppliers, the continued disruption to demand for the Company's products and services, and the impact of the global business and economic environment on liquidity and the availability of capital, all of which are uncertain and cannot be predicted.
Unaudited Interim Condensed Financial Statements
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities Act of 1933, as amended, or the Securities Act. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring accruals that the Company believes are necessary to fairly state the financial position and the results of the Company’s operations and cash flows for interim periods in accordance with GAAP. Interim-period results are not necessarily indicative of results of operations or cash flows for a full year or any subsequent interim period.
The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
Restricted Cash
Restricted cash consists of payroll withholding related to the Company's enrollment in a voluntary disability insurance plan. Restricted cash balance was $0.1 million and $0.3 million as of March 31, 2023, and December 31, 2022, respectively, which was included in other assets, net in the accompanying condensed consolidated balance sheets.
Non-Marketable Securities
The Company acquires certain equity investments in private companies to promote business and strategic objectives. The Company's investments in non-marketable equity securities do not give the Company the ability to control or exercise significant influence over the investees. One of the investees is concluded to be a variable interest entity, or VIE, but the Company is deemed not to be the primary beneficiary as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. The Company's non-marketable equity and other related investments totaled $19.6 million and $25.0 million as of March 31, 2023, and December 31, 2022, respectively, and are included in other assets, net on the accompanying condensed consolidated balance sheets. Non-marketable securities are recorded at cost, subject to periodic impairment reviews and adjustments for observable price changes from orderly transactions. The Company's evaluation of impairment of such non-marketable securities is based on adverse changes in market conditions and the regulatory or economic environment, qualitative and quantitative analysis of the operating performance of the investee; changes in operating structure or management of the investee; additional funding requirements; and the investee’s ability to remain in business. As a result of the evaluation, the Company recorded an impairment of $5.5 million for one of its non-marketable equity security investments for the three months ended March 31, 2023 based on an independent third-party valuation. In addition, pursuant to one of the investments in non-marketable securities purchased by the Company, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the investee, on or before December 31, 2022. In September 2022, the Company decided not to exercise such rights to purchase the investee and recorded an impairment of $5.3 million based on an independent third-party valuation. No other impairment or downward adjustments to the carrying value of non-marketable securities have been otherwise recorded. In addition, pursuant to another investment in non-marketable securities purchased by the Company in October 2022, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the Company, on or before October 1, 2023.
Concentration of Risk
The Company is subject to credit risk from its portfolio of cash equivalents held at one commercial bank and investments in marketable debt securities. The Company limits its exposure to credit losses by investing in money market funds through a U.S. bank with high credit ratings. The Company’s cash may consist of deposits held with banks that may at times exceed federally insured limits, however, its exposure to credit risk in the event of default by the financial institution is limited to the extent of amounts recorded on the condensed consolidated balance sheets. The Company performs evaluations of the relative credit standing of these financial institutions to limit the amount of credit exposure.
The Company also invests in investment-grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy, in order of priority, are as follows: safety and preservation of principal and diversification of risk; liquidity of investments sufficient to meet cash flow requirements; and a competitive after-tax rate of return. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, investment type and issuer, as a result, the Company is not exposed to any significant concentrations of credit risk from these financial instruments.
The Company is subject to credit risk from its accounts receivable. The majority of the Company’s accounts receivable arises from the provision of precision oncology services, and development services and other, primarily with biopharmaceutical companies and international laboratory partners, all of which have high credit ratings. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company does not require collateral. Accounts receivable are recorded net of allowance for credit losses, if any.
A significant customer is any biopharmaceutical customer, clinical testing payer, or international laboratory partner that represents 10% or more of the Company’s total revenue or accounts receivable balance. Revenue attributable to each significant customer, including its affiliated entities, as a percentage of the Company’s total revenue, for the respective period, and accounts receivable balance attributable to each significant customers, including its affiliated entities, as a percentage of the Company’s total accounts receivable balance, at the respective condensed consolidated balance sheet date, are as follows:
RevenueAccounts Receivable, Net
Three Months Ended March 31,March 31, 2023December 31, 2022
20232022
(unaudited)(unaudited)
Customer A
***12 %
Customer B
31 %30 %13 %11 %
Customer C
**10 %*
Customer D
**12 %*
*    less than 10%
The Company is also subject to credit risk from its other receivables and other assets. The Company's other receivables and other assets include payments due from a third-party in relation to the settlement of a patent dispute reached in August 2020 for $8.0 million payable over a period of 6 years. In December 2020, 2021 and 2022, the Company received the first, second and third installment payments of $1.0 million, $1.1 million and $1.1 million, respectively. The Company has evaluated and recorded a credit loss for the remaining $4.8 million considering the third-party's credit worthiness and lack of financial history.
The following table presents the receivable and the related credit loss amounts:
March 31, 2023
December 31, 2022
(unaudited)
(in thousands)
Prepaid expenses and other current assets:
Gross Amount
$1,100 $— 
Allowance for Credit Losses
(1,100)— 
Net Amount
$— $— 
Other assets:
Gross Amount
$3,700 $4,800 
Allowance for Credit Losses
(3,700)(4,800)
Net Amount
$— $— 
The following table summarizes the allowance for credit losses activities for the three months ended March 31, 2023 and 2022:
Three Months Ended March 31,
20232022
(unaudited)
(in thousands)
Prepaid expenses and other current assets:
Allowance for credit losses—Beginning of period
$— $— 
Reclassification
1,100 1,100 
Allowance for credit losses—End of period
$1,100 $1,100 
Other assets:
Allowance for credit losses—Beginning of period
$4,800 $5,900 
Reclassification
(1,100)(1,100)
Allowance for credit losses—End of period
$3,700 $4,800 
Accounts Receivable, Net
Accounts receivable represent valid claims against commercial and governmental payers, biopharmaceutical companies, research institutes, international laboratory partners and distributors, including unbilled receivables, and royalty payments due from third parties for licensing the Company’s technologies. Unbilled receivables include balances due from biopharmaceutical customers related to development services and other revenues that are recognized upon the achievement of performance-based milestones but prior to the achievement of contractual billing rights. As of March 31, 2023, and December 31, 2022, the Company had unbilled receivables of $4.3 million and $5.4 million, respectively.
The Company evaluates the collectability of its accounts receivable based on historical collection trends, the financial condition of payment partners, and external market factors and provides for an allowance for potential credit losses based on management’s best estimate of the amount of probable credit losses. As of March 31, 2023, and December 31, 2022, the Company had an immaterial allowance for credit losses related to its accounts receivable.
Asset Acquisition
If an acquisition of an asset or group of assets does not meet the definition of a business, the transaction is accounted for as an asset acquisition rather than a business combination. An asset acquisition does not result in the recognition of goodwill and transaction costs are capitalized as part of the cost of the asset or group of assets acquired. Transaction costs allocated to in-process research and development technology with no future alternate use is expensed as incurred. The total consideration is allocated to the various intangible assets acquired on a relative fair value basis. Cash paid in connection of purchase of in-process research and development technology in an asset acquisition is presented within the investing section of the condensed consolidated statement of cash flows.
Goodwill and Intangible Assets, net
Intangible assets related to in-process research and development costs, or IPR&D, acquired in a business combination are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. Prior to completion of the research and development efforts, the assets are considered indefinite-lived. During this period, the assets will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. In connection with the launch of Shield LDT in May 2022, the Company's IPR&D of $1.6 million was reclassified as an intangible asset with a useful life of 2 years.
Goodwill represents the excess of the purchase price over the fair value of net identifiable assets and liabilities. Goodwill is not amortized but is tested for impairment at least annually during the fourth fiscal quarter, or if circumstances indicate its value may no longer be recoverable. The Company continues to operate in one segment, which is considered to be the sole reporting unit and, therefore, goodwill is tested for impairment at the enterprise level. As of March 31, 2023, there has been no impairment of goodwill.
Intangible assets are carried at cost, net of accumulated amortization. The Company does not have intangible assets with indefinite useful lives other than goodwill. Amortization is recorded on a straight-line basis over the intangible asset's useful life, which is approximately 2—12 years.
Post-acquisition Contingent Consideration
Post-acquisition contingent consideration is recognized over the service period, subject to meeting the respective service requirements and performance metrics. For the three months ended March 31, 2023, and 2022, the Company recorded post-acquisition contingent consideration expense of $0.6 million and $2.1 million, respectively, in research and development expenses on the Company's condensed consolidated statement of operations.
Leases
The Company determines if an arrangement contains a lease at inception. Operating lease right-of-use, or ROU, assets and operating leases liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received or receivable. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities, as the Company's leases generally do not provide an implicit rate. Lease terms may include options to extend or terminate when the Company is reasonably certain the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with terms of 12 months or less.
Convertible Senior Notes
Convertible senior notes are accounted for as a liability and measured at their amortized cost. Transaction costs related to the issuance of the notes are netted with the liability and are amortized to interest expense over the term of the notes, using an effective interest rate method.
Revenue Recognition
The Company derives revenue from the provision of precision oncology testing services, as well as from development services and other. Precision oncology testing services include genomic profiling and the delivery of other genomic information derived from the Company’s platform. Development services include companion diagnostic development and regulatory approval, clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. Other revenue includes amounts derived from licensing the Company's technologies, kit fulfillment and screening services. The Company currently receives payments from third-party commercial and governmental payers, certain hospitals and oncology centers and individual patients, as well as biopharmaceutical companies, research institutes, international laboratory partners and distributors.
Revenues are recognized when control of services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. FASB ASC Topic 606, Revenue from Contracts with Customers, provides for a five-step model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation.
Precision oncology testing
The Company recognizes revenue from the sale of its precision oncology tests for clinical customers, including certain hospitals, cancer centers, other institutions and patients, at the time results of the test are reported to physicians. Most precision oncology tests requested by clinical customers are sold without a written agreement; however, the Company determines an implied contract exists with its clinical customers. The Company identifies each sale of its test to a clinical customer as a single performance obligation. With the exception of certain limited contracted arrangements with insurance carriers and other institutions where the transaction price is fixed, a stated contract price does not exist and the transaction price for each implied contract with clinical customers represents variable consideration. The Company estimates the variable consideration under the portfolio approach and considers the historical reimbursement data from third-party commercial and governmental payers and patients, as well as known or anticipated reimbursement trends not reflected in the historical data. The Company monitors the estimated amount to be collected in the portfolio at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Both the estimate and any subsequent revision contain uncertainty and require the use of significant judgment in the estimation of the variable consideration and application of the constraint for such variable consideration. The Company analyzes its actual cash collections over the expected reimbursement period and compares it with the estimated variable consideration for each portfolio and any difference is recognized as an adjustment to estimated revenue after the expected reimbursement period, subject to assessment of the risk of future revenue reversal.
Revenue from sales of precision oncology tests to biopharmaceutical customers are based on a negotiated price per test or on the basis of an agreement to provide certain testing volume over a defined period. The Company identifies its promise to transfer a series of distinct tests to biopharmaceutical customers as a single performance obligation. Precision oncology tests to biopharmaceutical customers are generally billed at a fixed price for each test performed. For agreements involving testing volume to be satisfied over a defined period, revenue is recognized over time based on the number of tests performed as the performance obligation is satisfied over time. Results of the Company’s precision oncology services are delivered electronically, and as such there are no shipping or handling fees incurred by the Company or billed to customers.
Development services and other
The Company performs development services for its biopharmaceutical customers utilizing its precision oncology information platform. Development services typically represent a single performance obligation as the Company performs a significant integration service, such as analytical validation and regulatory submissions. The individual promises are not separately identifiable from other promises in the contracts and, therefore, are not distinct. However, under certain contracts, a biopharmaceutical customer may engage the Company for multiple distinct development services which are both capable of being distinct and separately identifiable from other promises in the contracts and, therefore, distinct performance obligations.
The Company collaborates with biopharmaceutical companies in the development of new drugs. As part of these collaborations, the Company provides services related to regulatory filings to support companion diagnostic device submissions for the Company’s testing panels. Under these collaborations, the Company generates revenue from achievement of milestones, as well as provision of on-going support. For the companion diagnostic development and regulatory approval services performed, the Company is compensated through a combination of an upfront fee and performance-based, non-refundable regulatory and other developmental milestone payments. The transaction price of these contracts typically represents variable consideration. Application of the constraint for variable consideration to milestone payments is an area that requires significant judgment. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be managed to achieve the respective milestone and the level of effort and investment required to achieve the respective milestone. In making this assessment, the Company considers its historical experience with similar milestones, the degree of complexity and uncertainty associated with each milestone, and whether achievement of the milestone is dependent on parties other than the Company. The constraint for variable consideration is applied such that it is probable a significant reversal of revenue will not occur when the uncertainty associated with the contingency is resolved. Application of the constraint for variable consideration is assessed and updated at each reporting period as a revision to the estimated transaction price.
The Company recognizes companion diagnostic development and regulatory approval services revenue over the period in which biopharmaceutical research and development services are provided. Specifically, the Company recognizes revenue using an input method to measure progress, utilizing costs incurred to-date relative to total expected costs as its measure of progress. The Company assesses the changes to the total expected cost estimates as well as any incremental fees negotiated resulting from changes to the scope of the original contract in determining the revenue recognition at each reporting period. For development of new products or services under these arrangements, costs incurred before technological feasibility is reached are included as research and development expenses in the Company’s condensed consolidated statements of operations, while costs incurred thereafter are recorded as cost of development services and other.
The Company also recognizes revenue from other development services, in addition to companion diagnostic development and regulatory approval services noted above, such as clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. These revenues are generally recognized over time based on an input method to measure progress in the period when the associated services have been performed.
In addition, other revenue includes amounts derived from licensing the Company's digital sequencing technologies to its domestic customers and international laboratory partners, kit fulfillment and screening services. For the licensed technology, the Company is compensated through royalty-based payments, non-refundable upfront payments, guaranteed minimum payments, and/or sample milestone payments. Depending on the nature of the technology licensing arrangements, and considering factors including but not limited to enforceable right to payment and payment terms, and if an asset with alternative use is created, these revenues are recognized in the period when royalty-bearing sales occur, when the technology transfer is complete, or over the technology transfer period. Kit fulfillment related revenues are recognized when such products are delivered.
Contracts with multiple performance obligations
Contracts with biopharmaceutical customers and international laboratory partners may include multiple distinct performance obligations, such as provision of precision oncology testing, the above-mentioned development services, and digital sequencing technology licensing, among others. The Company evaluates the terms and conditions included within its contracts with biopharmaceutical customers and international laboratory partners to ensure appropriate revenue recognition, including whether services are considered distinct performance obligations that should be accounted for separately versus together. The Company first identifies material promises, in contrast to immaterial promises or administrative tasks, under the contract, and then evaluates whether these promises are both capable of being distinct and distinct within the context of the contract. In assessing whether a promised service is capable of being distinct, the Company considers whether the customer could benefit from the service either on its own or together with other resources that are readily available to the customer, including factors such as the research, development, and commercialization capabilities of a third party as well as the availability of the associated expertise in the general marketplace. In assessing whether a promised service is distinct within the context of the contract, the Company considers whether it provides a significant integration of the services, whether the services significantly modify or customize one another, or whether the services are highly interdependent or interrelated.
For contracts with multiple performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling price by considering the historical selling price of these performance obligations in similar transactions as well as other factors, including, but not limited to, the price that customers in the market would be willing to pay, competitive pricing of other vendors, industry publications and current pricing practices, and expected costs of satisfying each performance obligation plus appropriate margin; or by using the residual approach if standalone selling price is not observable, by reference to the total transaction price less the sum of the observable standalone selling prices of other performance obligations promised in the contract.
Deferred revenue
Deferred revenue, which is a contract liability, consists primarily of payments received in advance of revenue recognition from contracts with customers. For example, development services and other contracts with biopharmaceutical customers often contain upfront payments which results in the recording of deferred revenue to the extent cash is received prior to the Company's performance of the related services. Contract liabilities are relieved as the Company performs its obligations under the contract and revenue is consequently recognized. As of March 31, 2023 and December 31, 2022, the deferred revenue balance was $17.1 million and $21.2 million, respectively, of which $3.4 million and $3.8 million is considered long-term and was recorded within other long-term liabilities on the accompanying condensed consolidated balance sheets. Revenue recognized in the three months ended March 31, 2023 that was included in the deferred revenue balance as of December 31, 2022 was $6.4 million, and revenue recognized in the three months ended March 31, 2022 that was included in the deferred revenue balance as of December 31, 2021 was $3.5 million, respectively.
Transaction price allocated to the remaining performance obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancelable amounts that will be invoiced and recognized as revenues in future periods. The Company expects to recognize substantially all of the remaining transaction price in the next 1-2 years.
Costs of Precision Oncology Testing
Cost of precision oncology testing generally consists of cost of materials, cost of labor, including bonus, benefit and stock-based compensation, equipment and infrastructure expenses associated with processing test samples (including sample accessioning, library preparation, sequencing, and quality control analyses), freight, curation of test results for physicians, phlebotomy, and license fees due to third parties. Infrastructure expenses include depreciation of laboratory equipment, lease costs, amortization of leasehold improvements, and information technology costs. Costs associated with performing the Company’s tests are recorded as the tests are performed regardless of whether revenue was recognized with respect to that test.
Cost of Development Services and Other
Cost of development services and other primarily includes costs incurred for the performance of development services requested by the Company’s biopharmaceutical customers, and costs associated with the Company's partnership agreements and screening services. For development of new products, costs incurred before technological feasibility has been achieved are reported as research and development expenses, while costs incurred thereafter are reported as cost of development services and other.
Research and Development Expenses
Research and development expenses are comprised of costs incurred to develop technology and include compensation and benefits, reagents and supplies used in research and development laboratory work, infrastructure expenses, including allocated facility occupancy and information technology costs, contract services and other outside costs. Research and development costs are expensed as incurred. Payments made prior to the receipt of goods or services to be used in research and development are deferred and recognized as expense in the period in which the related goods are received or services are rendered. Costs to develop the Company’s technology capabilities are recorded as research and development unless they meet the criteria to be capitalized as internal-use software costs.
Stock-Based Compensation
Stock-based compensation related to stock options granted to the Company’s employees, directors and nonemployees is measured at the grant date based on the fair value of the award. The fair value is recognized as expense over the requisite service period, which is generally the vesting period of the respective awards. Compensation expense for stock options with performance metrics is calculated based upon expected achievement of the metrics specified in the grant.
The Company uses the Black-Scholes option-pricing model to estimate the fair value of stock options granted under the 2012 Stock Plan (as amended and restated), or the 2012 Plan, and the 2018 Incentive Award Plan, or the 2018 Plan, and stock purchase rights granted under the 2018 Employee Stock Purchase Plan. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of an award, expected volatility, risk-free rate and expected dividend yield. Forfeitures are accounted for as they occur.
The Company measures the grant date fair value of its service-based and performance-based restricted stock units issued to employees based on the closing market price of the common stock on the date of grant. For restricted stock units with only service-based vesting conditions, compensation expense is recognized in the Company’s condensed consolidated statement of operations on a straight-line basis over the requisite service period. Compensation expense for restricted stock units with performance metrics, or PSUs, is calculated based upon expected achievement of the metrics specified in the grant, and is recognized in the Company’s condensed consolidated statement of operations using an accelerated attribution model over the requisite service period for each separately vesting portion of the award. No stock-based compensation expense is recorded for PSUs, unless it is determined to be probable that the related performance metrics will be met. Any PSUs that remain unvested at the end of the performance period will be forfeited.
Net Loss Per Share
The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period determined using the treasury stock method or the as-if converted method, as appropriate. For purposes of this calculation, stock options, restricted stock units, shares issuable pursuant to the employee stock purchase plan, shares subject to repurchase from early exercised options and contingently issuable shares under the convertible senior notes are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive.
v3.23.1
Joint Venture
 3 Months Ended
Mar. 31, 2023
Equity Method Investments and Joint Ventures [Abstract]  
Joint Venture Joint VentureIn May 2018, the Company and an affiliate of SoftBank formed and capitalized Guardant Health AMEA, Inc., the Joint Venture, for the sale, marketing and distribution of the Company’s tests generally outside the Americas and Europe, and to accelerate commercialization of its products in Asia, the Middle East and Africa. Under the terms of the joint venture agreement, each party held an approximately 50% ownership interest in the Joint Venture and two seats on the board of the Joint Venture. In June 2022, the Company purchased all of the shares of the Joint Venture, or the Joint Venture Acquisition, held by SoftBank and its affiliates in consideration for a cash payment of the aggregate purchase price of $177.8 million, which resulted in $99.8 million of fair value adjustments to the noncontrolling interest liability. In connection with the Joint Venture Acquisition, the Company also issued a tender offer to purchase the Joint Venture's Class B common stock issued and issuable upon exercise of vested Joint Venture's stock options held by the Joint Venture's employees. Prior to the completion of the Joint Venture Acquisition, the Joint Venture was deemed to be a VIE, and the Company had been identified as the VIE’s primary beneficiary. As the primary beneficiary, the Company had consolidated the financial position, results of operations and cash flows of the Joint Venture in its financial statements and all intercompany balances had been eliminated in consolidation. Upon completion of the Joint Venture Acquisition and the tender offer, Guardant Health AMEA, Inc. became the Company's wholly owned subsidiary.
v3.23.1
Condensed Consolidated Balance Sheet Components
 3 Months Ended
Mar. 31, 2023
Balance Sheet Related Disclosures [Abstract]  
Condensed Consolidated Balance Sheet Components Condensed Consolidated Balance Sheet Components
Property and Equipment, Net
Property and equipment, net consist of the following:
March 31, 2023December 31, 2022
(unaudited)
(in thousands)
Machinery and equipment
$100,688 $95,764 
Leasehold improvements
99,951 99,781 
Computer hardware
31,442 29,744 
Construction in progress
18,560 20,598 
Furniture and fixtures
8,543 8,367 
Computer software
1,797 1,797 
Property and equipment, gross
$260,981 $256,051 
Less: accumulated depreciation
(97,752)(88,131)
Property and equipment, net
$163,229 $167,920 
Depreciation expense related to property and equipment was $9.6 million and $6.7 million for the three months ended March 31, 2023, and 2022, respectively.
Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities consist of the following:
March 31, 2023December 31, 2022
(unaudited)
(in thousands)
Accounts payable$67,320 $68,911 
Accrued compensation69,423 55,788 
Operating lease liabilities
23,619 21,878 
Others
30,172 29,240 
Total accounts payable and accrued liabilities
$190,534 $175,817 
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities
 3 Months Ended
Mar. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements, Cash Equivalents and Marketable Securities Fair Value Measurements, Cash Equivalents and Marketable Securities
Financial instruments consist of cash equivalents, marketable securities, accounts receivable, net, prepaid expenses and other current assets, net, and accounts payable and accrued liabilities. Cash equivalents and marketable securities are stated at fair value. Prepaid expenses and other current assets, net, and accounts payable and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date.
Fair value is defined as the exchange price that would be received from sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The identification of market participant assumptions provides a basis for determining what inputs are to be used for pricing each asset or liability. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
A fair value hierarchy has been established which gives precedence to fair value measurements calculated using observable inputs over those using unobservable inputs. This hierarchy prioritized the inputs into three broad levels as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements were as follows:
March 31, 2023
Fair ValueLevel 1Level 2Level 3
(unaudited)
(in thousands)
Financial Assets:
Money market funds
$54,389 $54,389 $— $— 
U.S. government debt securities
$74,698 — 74,698 — 
Total cash equivalents
$129,087 $54,389 $74,698 $— 
U.S. government debt securities
$713,380 $— $713,380 $— 
Total short-term marketable debt securities
$713,380 $— $713,380 $— 
Long-term marketable equity securities
$22,174 $22,174 $— $— 
Total
$864,641 $76,563 $788,078 $— 
Financial Liabilities:
Contingent consideration
$6,130 $— $— $6,130 
Total
$6,130 $— $— $6,130 
December 31, 2022
Fair ValueLevel 1Level 2Level 3
(in thousands)
Financial Assets:
Money market funds
$3,104 $3,104 $— $— 
U.S. government debt securities
14,987 — 14,987 — 
Total cash equivalents
$18,091 $3,104 $14,987 $— 
U.S. government debt securities
$869,584 $— $869,584 $— 
Total short-term marketable debt securities
$869,584 $— $869,584 $— 
Long-term marketable equity securities
$18,291 $18,291 $— $— 
Total
$905,966 $21,395 $884,571 $— 
Financial Liabilities:
Contingent consideration
$6,430 $— $— $6,430 
Total
$6,430 $— $— $6,430 
The Company measures the fair value of money market funds based on quoted prices in active markets for identical securities. U.S. government debt securities are valued taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads; benchmark securities; prepayment/default projections based on historical data and other observable inputs.
In July 2022, one of the Company's equity investees completed its IPO, subsequent to which, the Company started to account for the investment at fair value on a recurring basis, and classified the investment within Level 1 of the fair value hierarchy as the investment is valued using the quoted market price. The Company is subject to a 2-year lock-up period from the IPO date, during which the Company shall not transfer the investee's shares between accounts, establish or cancel pledges, sell, or withdraw such shares, without approval from the local securities and exchange commission. As of March 31, 2023 and December 31, 2022, the balance of the investment was $22.2 million and $18.3 million, respectively, included in other assets, net on the accompanying condensed consolidated balance sheets.
There were no transfers between Level 1, Level 2 and Level 3 during the periods presented.
Acquisition-related contingent consideration is measured at fair value on a quarterly basis and change in estimated contingent consideration to be paid are included in operating expenses in the condensed consolidated statements of operations. The fair value of acquisition-related contingent consideration is estimated using a multiple-outcome discounted cash flow valuation technique. Contingent consideration is classified within Level 3 of the fair value hierarchy, as it is based on a probability that includes significant unobservable inputs. The significant unobservable inputs include a probability-weighted estimate of achievement of certain commercialization milestones, and discount rate to present value the expected payments. A significant change in any of these input factors in isolation could have a material impact to fair value measurement. As of March 31, 2023 and December 31, 2022, the Company's contingent consideration liability was $6.1 million and $6.4 million, respectively, of which $4.6 million and $4.9 million is considered long-term and was recorded within other long-term liabilities on the accompanying condensed consolidated balance sheets.
Prior to the completion of the Joint Venture Acquisition in June 2022, the fair value of the noncontrolling interest liability was considered to be a Level 3 measurement and was determined based on an annual internal rate of return of 20% on the initial amount of $41.0 million invested by SoftBank in May 2018, to the date of Company's exercising the call right in November 2021. The noncontrolling interest liability was fully paid by June 30, 2022 (see Note 3, Joint Venture).
The following table summarizes the activities for the Level 3 financial instruments:
Noncontrolling Interest Liability
Contingent Consideration
Three Months Ended March 31,Three Months Ended March 31,
202220232022
(unaudited)
(in thousands)
Fair value — beginning of period
$78,000 $6,430 $3,625 
Increase in fair value — (300)2,390 
Fair value — end of period
$78,000 $6,130 $6,015 
The Company considers the fair value of the Convertible Notes as of March 31, 2023, and December 31, 2022, to be a Level 2 measurement. The fair value of the Convertible Notes is primarily affected by the trading price of the Company's common stock and market interest rates. As such, the carrying value of the Convertible Notes does not reflect the market rate. See Note 7, Debt, for additional information related to the fair value of the Convertible Notes.
The following tables summarize the Company’s cash equivalents and marketable debt securities’ amortized costs, gross unrealized gains, gross unrealized losses and estimated fair values by significant investment category:
March 31, 2023
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(unaudited)
(in thousands)
Money market fund
$54,389 $— $— $54,389 
U.S. government debt securities
797,314 21 (9,257)788,078 
Total
$851,703 $21 $(9,257)$842,467 
December 31, 2022
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(in thousands)
Money market fund
$3,104 $— $— $3,104 
U.S. government debt securities
901,342 8 (16,779)884,571 
Total
$904,446 $8 $(16,779)$887,675 
The following tables present the estimated fair values and gross unrealized losses of the Company's marketable debt securities that have been in a continuous unrealized loss position as of March 31, 2023 and December 31, 2022.
March 31, 2023
Less Than 12 Months12 Months or GreaterTotal
Estimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized Loss
(unaudited)
(in thousands)
U.S. government debt securities
$99,537 $(64)$590,849 $(9,193)$690,386 $(9,257)
Total
$99,537 $(64)$590,849 $(9,193)$690,386 $(9,257)
December 31, 2022
Less Than 12 Months12 Months or GreaterTotal
Estimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized Loss
(in thousands)
U.S. government debt securities
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
Total
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
There have been no material realized gains or losses on marketable debt securities for the periods presented. The Company determined that it did have the ability and intent to hold all marketable debt securities that have been in a continuous loss position until maturity or recovery and the loss position was temporary due to market volatility, thus there has been no recognition of credit losses in the three months ended March 31, 2023, and 2022, respectively. The Company recorded $3.9 million unrealized gains on marketable equity securities for the three months ended March 31, 2023, included in other income (expense), net on the Company's condensed consolidated statement of operations. The Company did not record any unrealized gains or losses on marketable equity securities for the three months ended March 31, 2022.
v3.23.1
Intangible Assets, Net and Goodwill
 3 Months Ended
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets, Net and Goodwill Intangible Assets, Net and Goodwill
The following table presents details of purchased intangible assets as of March 31, 2023, and December 31, 2022:
March 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(unaudited)
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,852)$8,034 7.5
Non-compete agreements and other covenant rights
5,100 (2,954)2,146 2.7
Acquired technology1,600 (733)867 1.1
Total intangible assets subject to amortization
18,586 (7,539)11,047 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(7,539)$14,337 
December 31, 2022
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,579)$8,307 7.8
Non-compete agreements and other covenant rights
5,100 (2,747)2,353 2.9
Acquired technology1,600 (533)1,067 1.4
Total intangible assets subject to amortization
18,586 (6,859)11,727 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(6,859)$15,017 
Amortization of finite-lived intangible assets was $0.7 million and $0.5 million for the three months ended March 31, 2023, and 2022, respectively.
The following table summarizes estimated future amortization expense of finite-lived intangible assets, net:
Year Ending December 31,
(unaudited)
(in thousands)
Remainder of 2023
$2,067 
20242,219 
20251,670 
20261,212 
20271,107 
2028 and thereafter
2,772 
Total$11,047 
v3.23.1
Debt
 3 Months Ended
Mar. 31, 2023
Debt Disclosure [Abstract]  
Debt Debt
Convertible Senior Notes
In November 2020, the Company issued $1.15 billion principal amount of its 0% Convertible Senior Notes due 2027, or the 2027 Notes. The 2027 Notes do not bear interest, and the principal amount of the Notes will not accrete. However, special interest and additional interest may accrue on the 2027 Notes at a rate per annum not exceeding 0.50% (subject to certain exceptions) upon the occurrence of certain events such as the failure to file certain reports to the Securities and Exchange Commission, or to remove certain restrictive legends from the Notes. The Notes will mature on November 15, 2027, unless repurchased, redeemed or converted earlier.
Before August 15, 2027, holders of the 2027 Notes will have the right to convert their 2027 Notes only under the following circumstances:
•during any calendar quarter (and only during such calendar quarter) commencing after the calendar quarter ending on March 31, 2021, if the last reported sale price of the Company's common stock exceeds 130% of the conversion price for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter, or the sale price condition;
•during the five consecutive business days immediately after any ten consecutive trading day period, or the measurement period, if the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period is less than 98% of the product of the last reported sale price of the Company's common stock on such trading day and the conversion rate on such trading day; or
•upon the occurrence of specified corporate events
From and after August 15, 2027, holders of the 2027 Notes may convert their 2027 Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date.
The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election.
The initial conversion rate is 7.1523 shares of common stock per $1,000 principal amount of 2027 Notes, which represents an initial conversion price of approximately $139.82 per share of common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
The Company may not redeem the 2027 Notes at its option at any time before November 20, 2024. The Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after November 20, 2024 and on or before the 25th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the redemption date, but only if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. In addition, calling any Note for redemption will constitute a Make-Whole Fundamental Change with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if it is converted after it is called for redemption.
If certain corporate events that constitute a “Fundamental Change” occur, then, subject to a limited exception for certain cash mergers, holders of Notes may require the Company to repurchase their 2027 Notes at a cash repurchase price equal to the principal amount of the 2027 Notes to be repurchased, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s common stock.
Since the 2027 Notes were not convertible as of March 31, 2023 and December 31, 2022, the net carrying amount of the 2027 Notes was classified as a long-term liability.
The following table sets forth the net carrying amounts of the 2027 Notes as of March 31, 2023, and December 31, 2022:
March 31, 2023December 31, 2022
(unaudited)
(in thousands)
Liability component:
Principal$1,150,000 $1,150,000 
Less: debt issuance costs, net of amortization(11,966)(12,609)
Net carrying amount$1,138,034 $1,137,391 
The total estimated fair value of the 2027 Notes was $0.8 billion and $0.7 billion as of March 31, 2023, and December 31, 2022, respectively. The fair value was determined based on the closing trading price per $100 of the 2027 Notes as of the last day of trading for the period.
The interest expense recognized in relation to amortization of debt issuance costs was $0.6 million and $0.6 million for the three months ended March 31, 2023 and 2022, respectively, which represented an effective interest rate of 0.2% and 0.2% for the three months ended March 31, 2023, and 2022, respectively.
Note Hedges
To minimize the impact of potential economic dilution upon conversion of the 2027 Notes, the Company entered into convertible note hedge transactions, or the 2027 Note Hedges, with respect to its common stock concurrent with the issuance of the Notes. The 2027 Note Hedges cover, subject to customary adjustments, the number of shares of common stock initially underlying the Notes. The strike price of the 2027 Note Hedges will initially be approximately $182.60 per share, which represents a premium of 75% over the last reported sale price of the Company’s common stock of $104.34 per share on November 16, 2020, and is subject to certain adjustments under the terms of the 2027 Note Hedges.
The 2027 Note Hedges will expire upon maturity of the 2027 Notes. The 2027 Note Hedges are separate transactions and are not part of the terms of the 2027 Notes. Holders of the 2027 Notes will not have any rights with respect to the 2027 Note Hedges. The shares receivable related to the 2027 Note Hedges are excluded from the calculation of diluted earnings per share as they are anti-dilutive.
As these transactions meet certain accounting criteria, the 2027 Note Hedges are recorded in stockholders’ equity and are not accounted for as derivatives. The Company paid an aggregate amount of $90.0 million for the 2027 Note Hedges, which has been recorded as a reduction to additional paid-in capital and will not be remeasured.
v3.23.1
Leases
 3 Months Ended
Mar. 31, 2023
Leases [Abstract]  
Leases Leases
The Company has entered into various operating lease agreements for office space, data center, lab and warehouse use, with remaining terms ranging from 1 year to 11 years some of which include one or more options to renew. As leases approach maturity, the Company considers various factors such as market conditions and the terms of any renewal options that may exist to determine whether it will renew the lease, as such, the Company does not include renewal options in its lease terms for calculating its lease liability, as the renewal options allow it to maintain operational flexibility and the Company is not reasonably certain it will exercise these renewal options at the time of the lease commencement.
Operating lease expense was $7.3 million and $6.9 million for the three months ended March 31, 2023, and 2022, respectively, which includes both lease and non-lease components (primarily common area maintenance charges and property taxes).
March 31, 2023December 31, 2022
(unaudited)
Weighted-average remaining lease term (in years)
8.99.1
Weighted-average discount rate
3.93 %3.93 %
The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of March 31, 2023:
Year Ending December 31,
(unaudited)
(in thousands)
Remainder of 2023
$23,612 
202433,668 
202532,655 
202627,799 
202724,479 
2028 and thereafter
125,157 
Total operating lease payments$267,370 
Less: imputed interest(38,894)
Total operating lease liabilities$228,476 
Finance leases are not material to the Company's condensed consolidated financial statements.
v3.23.1
Commitments and Contingencies
 3 Months Ended
Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Legal Proceedings
In addition to commitments and obligations incurred in the ordinary course of business, from time to time the Company may be subject to a variety of claims and legal proceedings, including claims from customers and vendors, pending and potential legal actions for damages, governmental investigations and other matters. For example, the Company has received, and may in the future continue to receive letters, claims or complaints from others alleging false advertising, patent infringement, violation of employment practices and trademark infringement. The Company has also instituted, and may in the future institute, additional legal proceedings to enforce its rights and seek remedies, such as monetary damages, injunctive relief and declaratory relief. The Company cannot predict the results of any such disputes, and despite the potential outcomes, the existence thereof may have an adverse material impact on the Company because of diversion of management time and attention as well as the financial costs related to resolving such disputes.
The Company and its affiliates are parties to the legal claims and proceedings described below. The Company is vigorously defending itself against those claims and in those proceedings. Significant developments in those matters are described below. If the Company is unsuccessful in defending, or if it determines to settle, any of these matters, it may be required to pay substantial sums, be subject to injunction and/or be forced to change how it operates its business, which could have a material adverse impact on its financial position or results of operations.
Unless otherwise stated, the Company is unable to reasonably estimate the loss or a range of possible loss for the matters described below. Often, it is not reasonably possible for the Company to determine that a loss is probable for a claim, or to reasonably estimate the amount of loss or a range of loss, because of the limited information available and the potential effects of future events and decisions by third parties, such as courts and regulators, that will determine the ultimate resolution of the claim. Many of the matters described are at preliminary stages, raise novel theories of liability or seek an indeterminate amount of damages. It is not uncommon for claims to be resolved over a number of years. The Company reviews loss contingencies at least quarterly to determine whether the loss probability has changed and whether it can make a reasonable estimate of the possible loss or range of loss. When the Company determines that a loss from a claim is probable and reasonably estimable, it records a liability in the amount of its estimate for the ultimate loss. The Company also provides disclosure when it is reasonably possible that a loss may be incurred or when it is reasonably possible that the amount of a loss will exceed its recorded liability.
Intellectual Property Disputes
In August 2021, TwinStrand Biosciences, Inc., or TwinStrand Biosciences, and the University of Washington filed a patent infringement suit in the United States District Court for the District of Delaware alleging that the Company infringes U.S. Patent Nos. 10,287,631; 10,689,699; 10,752,951; and 10,760,127. The Company answered the complaint in October 2021, denying TwinStrand Biosciences’ allegations and asserted counterclaims of invalidity, unenforceability due to inequitable conduct and infringement of four of the Company’s patents. Discovery in the case is ongoing and trial is scheduled to commence in November 2023.
In March 2022, Illumina Inc., or Illumina, filed suit in the United States District Court for the District of Delaware against the Company and its Co-Chief Executive Officers, Drs. Helmy Eltoukhy and AmirAli Talasaz, or collectively, the Defendants, alleging that Illumina is the owner of certain of the Company’s patents and patent applications, and that the Defendants allegedly misappropriated Illumina trade secrets. Illumina also alleges that Drs. Eltoukhy and Talasaz breached various Illumina employment contracts, company policies, and implied covenants of good faith and fair dealing as part of their former employment with Illumina prior to starting the Company. Illumina is requesting unspecified compensatory and punitive damages, attorneys’ fees, and specific performance in the form of a declaration of ownership and assignment of intellectual property filed for or obtained by the Defendants that derives from the alleged misuse of Illumina confidential information. The Defendants deny the allegations of misconduct, and in March 2023, the District Court granted in part the Defendants’ motion to dismiss the complaint, without prejudice to amend, effectively staying discovery on the dismissed allegations. In April 2023, Illumina filed an amended complaint to which Defendants will respond by June 2023.
False Advertising Dispute
In May 2021, the Company also filed a lawsuit against Natera, Inc., or Natera, in the United States District Court for the Northern District of California, wherein the Company alleged that Natera is misleading healthcare providers about the performance of the Company’s new oncology test, Guardant Reveal, by suggesting the test is inaccurate and/or insensitive, and inferior to Natera’s Signatera assay. The Company is seeking an injunction to prevent Natera from continuing to make false and misleading statements and to require Natera to take corrective actions. Natera has asserted counterclaims of false and misleading statements, false advertising, unlawful trade practices and unfair competition. The Company moved to dismiss Natera’s counterclaims, and in January 2022, the court granted in part and denied in part the Company's motion to dismiss. The Company and Natera have both moved for summary judgment on various claims, with the court granting in part non-dispositive motions brought by each party. Trial is scheduled to commence in July 2023.
Civil Investigative Demand
In January 2022, the Company received a Civil Investigative Demand, or CID, from the United States Attorney for the Northern District of California in connection with an investigation under the False Claims Act. The CID requests information and documents regarding billing of government-funded programs for the Company’s panel of genetic tests known as Guardant360. The Company is fully cooperating with the investigation. At this time, the Company is unable to predict the outcome of this investigation.
v3.23.1
Common Stock
 3 Months Ended
Mar. 31, 2023
Equity [Abstract]  
Common Stock Common StockThe Company’s common stockholders are entitled to dividends if and when declared by the Company’s Board of Directors, or the Board of Directors. As of March 31, 2023, and December 31, 2022, no dividends on the Company's common stock had been declared by the Board of Directors.
The Company’s common stock has been reserved for the following potential future issuances:
March 31, 2023December 31, 2022
(unaudited)
Shares underlying outstanding stock options
3,372,5613,402,574
Shares underlying unvested restricted stock units
3,430,8213,687,888
Market-based restricted stock units2,260,7642,260,764
Performance-based restricted stock units333,275341,713
Shares available for issuance under the 2018 Incentive Award Plan9,333,8925,438,296
Shares available for issuance under the 2018 Employee Stock Purchase Plan2,144,5051,118,311
Total20,875,81816,249,546
v3.23.1
Stock-Based Compensation
 3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Stock Option Activity
A summary of the Company’s stock option activity under the 2012 Plan and the 2018 Plan and related information is as follows:
Options Outstanding
Shares
Available for Grant 		Shares Subject to Options OutstandingWeighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
(unaudited)
(in thousands)
Balance as of January 1, 2023
5,438,2963,402,574$34.34 6.8$39,749 
2018 Plan annual increase(1)
3,689,000—
Granted(40,091)40,09130.30 
Exercised—(21,049)7.43 
Canceled49,055(49,055)60.60 
Restricted stock units granted
(176,717)—— 
Restricted stock units canceled
365,911—— 
Performance-based restricted stock units canceled8,438—— 
Balance as of March 31, 2023
9,333,8923,372,561$34.08 6.6$32,766 
Vested and Exercisable as of March 31, 2023
2,091,671$21.26 5.0$32,077 
(1)Effective as of January 1, 2023, an additional 3,689,000 shares of common stock became available for issuance under the 2018 Plan, as a result of the operation of an automatic annual increase provision therein.
Aggregate intrinsic value represents the difference between the estimated fair value of the underlying common stock and the exercise price of outstanding, in-the-money options. The total intrinsic value of the options exercised was $0.4 million and $7.3 million for the three months ended March 31, 2023, and 2022, respectively.
The weighted-average grant date fair value of options granted was $19.82 and $36.32 per share for the three months ended March 31, 2023, and 2022, respectively.
Future stock-based compensation for unvested options as of March 31, 2023 was $39.7 million, which is expected to be recognized over a weighted-average period of 2.9 years.
Restricted Stock Units
A summary of the Company’s restricted stock unit activity excluding the performance-based and market-based restricted stock units under the 2012 Plan and the 2018 Plan and related information is as follows:
Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
(unaudited)
Balance as of January 1, 2023
3,687,888$60.70 
Granted176,71730.34 
Vested and released(67,873)67.10 
Canceled(365,911)57.95 
Balance as of March 31, 2023
3,430,821$59.31 
Future stock-based compensation for unvested restricted stock units as of March 31, 2023 was $161.5 million, which is expected to be recognized over a weighted-average period of 2.8 years.
Performance-based Restricted Stock Units
Since November 2020, the Compensation Committee of the Board of Directors started to approve, and the Company started to grant PSUs, under the 2018 Plan. The PSUs granted to employees consist of financial and operational metrics to be met over a performance period of 1.5 years to 4 years and an additional service period requirement of six months to one year after the performance metrics are met. The PSUs granted to a consultant consistent of operational metrics to be met over a performance period of 4 years. The PSUs are expected to be expensed over a period of approximately 2.5 years to 4.5 years subject to meeting the respective performance metrics and service requirements.
In November 2020, and as part of these PSU programs, the Company granted restricted stock units with certain performance metrics consisting of a performance period of 4 years combined with an additional service period requirement of six months should the vesting criteria be met. As of March 31, 2023, these PSUs had a grant-date fair value of approximately $28.0 million, net of forfeitures, however no compensation expense for these PSUs has been recorded to-date since the achievement of the performance metrics was not determined to be probable as of that point time.
A summary of the Company’s performance-based restricted stock unit activity under the 2018 Plan and related information is as follows:
Performance-based Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
(unaudited)
Balance as of January 1, 2023
341,713$110.64 
Canceled(8,438)122.95 
Balance as of March 31, 2023
333,275$110.33 
Stock-based compensation recorded for the PSUs was $0.3 million and $0.3 million for the three months ended March 31, 2023, and 2022, respectively. Future stock-based compensation for unvested PSUs that are probable to vest as of March 31, 2023 was $2.6 million, which is expected to be recognized over a weighted-average period of 1.8 years.
Market-based Restricted Stock Units
In May 2020, the Board of Directors approved and granted 1,695,574 market-based restricted stock units, or MSUs, under the 2018 Plan to each of the Company's Co-Chief Executive Officers, which is subject to the achievement of market-based share price goals established by the Board of Directors. The MSUs consist of three separate tranches and the vesting of each tranche is subject to the Company's common stock closing price being maintained at or above a predetermined share price goal for a period of 30 consecutive calendar days. The share price goal can be met any time during the seven-year performance period from the date of grant. Upon vesting, the MSUs must be held for a period of six to twelve months depending on the time of vesting within the seven-year performance period. The vesting of the MSUs can also be triggered upon a change in control event and achievement of a certain change in control price goal, or when there is a qualifying termination or in the event of death or disability. Any MSUs that remain unvested at the end of the seven-year performance period will automatically be forfeited and terminated without further consideration. The following table presents additional information relating to each MSU award:
TranchePrice GoalNumber of RSUs
Tranche 1
$120 per share
565,192
Tranche 2
$150 per share
565,191
Tranche 3
$200 per share
565,191
The grant date fair values of the MSUs were determined using a Monte Carlo valuation model for each tranche. The related stock-based compensation expense for each tranche was recognized based on an accelerated attribution method over the estimated derived service period. The derived service period was the median duration of the successful stock price paths to meet the price goal for each tranche as simulated in the Monte Carlo valuation model. The Monte Carlo valuation model used assumptions such as volatility, risk-free interest rate, cost of equity and dividend estimated for the performance period of the MSU. The weighted-average grant date fair value of the MSUs was $67.00 per share and the weighted-average derived service period was estimated to be in the range of 0.83 – 2.07 years.
On January 1, 2021, Tranche 1 of the MSUs became vested because it had met both service requirement and market-based performance metrics as the predetermined share price goal of $120 per share was achieved for a period of 30 consecutive calendar days. As of March 31, 2023 and December 31, 2022, 2,260,764 shares of market-based restricted stock units, with a weighted-average grant date fair value of $65.20 per share, were outstanding under the 2018 Plan. No MSUs were granted, vested or canceled during the three months ended March 31, 2023.
All three tranches of the MSUs were fully expensed as of June 30, 2022. Stock-based compensation for the MSUs was $8.5 million for the three months ended March 31, 2022, which was recorded in general and administrative expenses on the Company's condensed consolidated statement of operations.
AMEA 2020 Equity Incentive Plan
In August 2020, the board of directors of the Joint Venture approved its 2020 Equity Incentive Plan, or the AMEA 2020 Plan, under which the Joint Venture may grant equity incentive awards such as stock options, restricted stock, restricted stock units, stock appreciation rights and cash-based awards to its employees and non-employees.
In June 2022, in connection with the Joint Venture Acquisition, the Company issued a tender offer to purchase the Joint Venture's Class B common stock issued and issuable upon exercise of vested Joint Venture's stock options, at a price of $4.44 per share determined pursuant to an independent valuation. In July 2022, the Company settled the tender offer with the 39 grantees for a total amount of $13.7 million. In addition, in connection with the Joint Venture Acquisition, the unvested Joint Venture's stock options were cancelled and such grantees received replacement awards covering a number of shares of the Company's common stock. The replacement awards, valued at $4.1 million, are subject to the same vesting schedule that applied to the unvested Joint Venture's stock option immediately prior to the close of the Joint Venture Acquisition transaction, to be recognized over a weighted-average period of 2.2 years. The Company accounted for this as a modification which resulted in an immaterial incremental stock-based compensation expense. After the settlement of the tender offer in July 2022, the Company cancelled the AMEA 2020 Plan.
Stock-Based Compensation Expense
The following table presents the effect of employee and non-employee related stock-based compensation expense including the Joint Venture:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands)
Cost of precision oncology testing
$1,202 $1,164 
Cost of development services and other474 $— 
Research and development expense
8,678 5,343 
Sales and marketing expense
7,503 5,525 
General and administrative expense
4,409 12,767 
Total stock-based compensation expense
$22,266 $24,799 
Valuation of Stock Options
The grant date fair value of stock options was estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions:
Three Months Ended
March 31,
20232022
(unaudited)
Expected term (in years)
5.95 – 6.10
5.97
Expected volatility
69.5%
63.3%
Risk-free interest rate
4.1% – 4.2%
1.9%
Expected dividend yield
—%
—%
The determination of the fair value of stock options on the date of grant using a Black-Scholes option-pricing model is affected by the estimated fair value of common stock of the Company, as well as assumptions regarding a number of variables that are complex, subjective and generally require significant judgment to determine. The valuation assumptions were determined as follows:
Fair Value of Common Stock
The fair value of the Company’s common stock is determined by the closing price, on the date of grant, of its common stock, which is traded on the Nasdaq Global Select Market.
Expected Term
The expected term represents the period that the options granted are expected to be outstanding and is determined using the simplified method (based on the mid-point between the vesting date and the end of the contractual term) as the Company has concluded that its stock option exercise history does not provide a reasonable basis upon which to estimate expected term.
Expected Volatility
Prior to the commencement of trading of the Company’s common stock on the Nasdaq Global Select Market on October 4, 2018 in connection with the IPO, there was no active trading market for the Company's common stock. Due to limited historical data for the trading of the Company’s common stock, expected volatility is estimated based on the average volatility for comparable publicly traded peer group companies in the same industry plus the Company's expected volatility for the available periods. The comparable companies are chosen based on their similar size, stage in the life cycle or area of specialty.
Risk-Free Interest Rate
The risk-free interest rate is based on the U.S. Treasury rate, with maturities similar to the expected term of the stock options.
Expected Dividend Yield
The Company does not anticipate paying any dividends in the foreseeable future and, therefore, uses an expected dividend yield of zero.
2018 Employee Stock Purchase Plan
In September 2018, the Company’s Board of Directors adopted and its stockholders approved the 2018 Employee Stock Purchase Plan, or the ESPP. A total of 922,250 shares of common stock were initially reserved for issuance under the ESPP. Effective as of January 1, 2020 and March 2, 2023, an additional 942,614 and 1,026,194 shares of common stock became available for issuance under the ESPP.
Subject to any plan limitations, the ESPP allows eligible employees to contribute, normally through payroll deductions, up to 10% of their earnings for the purchase of the Company’s common stock at a discounted price per share. The price at which common 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 last day of the offering period, whichever is lower. The ESPP provides for separate six-month offering periods beginning on May 15 and November 15 of each year.
No ESPP shares were granted or purchased for the three months ended March 31, 2023, and 2022. The total compensation expense related to the ESPP was $1.6 million and $1.0 million for the three months ended March 31, 2023, and 2022, respectively.
The fair value of the stock purchase right granted under the ESPP was estimated on the first day of each offering period using the Black-Scholes option pricing model. The valuation assumptions used were substantially consistent with the assumption used to value stock options with the exception of the expected term which was based on the term of each purchase period.
As of March 31, 2023, the unrecognized stock-based compensation expense related to the ESPP was $0.8 million, which is expected to be recognized over the remaining term of the offering period of 0.1 years.
v3.23.1
Net Loss Per Share
 3 Months Ended
Mar. 31, 2023
Earnings Per Share [Abstract]  
Net Loss Per Share Net Loss Per Share
The following table sets forth the computation of the basic and diluted net loss per share:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands, except per share data)
Net loss, basic and diluted$(133,533)$(123,228)
Net loss per share, basic and diluted$(1.30)$(1.21)
Weighted-average shares used in computing net loss per share, basic and diluted102,663 101,853 
Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share, as the inclusion of all potential shares of common stock outstanding would have been anti-dilutive. The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share for the periods presented as they had an anti-dilutive effect:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands)
Stock options issued and outstanding (1)
3,3782,550
Restricted stock units3,5501,484
MSUs2,2612,261
PSUs337357
ESPP obligation26484
Convertible senior notes8,2258,225
Total18,01514,961
(1)    Excludes stock options of 2,995,200 shares of the Joint Venture's Class B common stock granted under the AMEA 2020 Plan as of March 31, 2022.
v3.23.1
Income Taxes
 3 Months Ended
Mar. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The income tax expense for the three months ended March 31, 2023 was determined based upon estimates of the Company’s effective income tax rates in various jurisdictions. The difference between the Company’s effective income tax rate and the U.S. federal statutory rate is primarily attributable to state income taxes, foreign income taxes, the effect of certain permanent differences, and full valuation allowance against net deferred tax assets.
The income tax expense for the three months ended March 31, 2023, and 2022, relates primarily to state minimum income tax and income tax on the Company’s earnings in foreign jurisdictions.
v3.23.1
Segment and Geographic Information
 3 Months Ended
Mar. 31, 2023
Segment Reporting [Abstract]  
Segment and Geographic Information Segment and Geographic Information
The Company operates as one operating segment. The Company's chief operating decision makers are its Co-Chief Executive Officers, who review financial information presented on a consolidated basis for the purposes of making operating decisions, assessing financial performance and allocating resources.
The following table sets forth the Company’s revenue by geographic areas based on the customers’ locations:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands)
United States$118,911 $90,871 
International (1)
9,803 5,228 
Total revenue
$128,714 $96,099 
(1)    No single country outside of the United States accounted for more than 10% of total revenue during the three months ended March 31, 2023, and 2022, respectively.
As of March 31, 2023, and December 31, 2022, 98% and 99%, respectively, of the Company’s long-lived assets and right-of-use assets are located in the United States.
v3.23.1
Related Party Transactions
 3 Months Ended
Mar. 31, 2023
Related Party Transactions [Abstract]  
Related Party Transactions Related Party TransactionsAs discussed in Note 3, Joint Venture, in May 2018, the Company and an affiliate of SoftBank formed and capitalized the Joint Venture to accelerate commercialization of its products in Asia, the Middle East and Africa. Prior to the completion of the Joint Venture Acquisition in June 2022, the Company had consolidated the financial position, results of operations and cash flows of the Joint Venture in its financial statements and all intercompany balances had been eliminated in consolidation.
v3.23.1
Summary of Significant Accounting Policies (Policies)
 3 Months Ended
Mar. 31, 2023
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP. The accompanying condensed consolidated financial statements include the accounts of Guardant Health, Inc., its consolidated Joint Venture (see Note 3, Joint Venture), and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications of prior period amounts were made to conform with the current period presentation.
The Company believes that its existing cash and cash equivalents and marketable debt securities as of March 31, 2023, will be sufficient to allow the Company to fund its current operating plan through at least a period of one year after the date the accompanying condensed consolidated financial statements are issued. As the Company continues to incur losses, its transition to profitability is dependent upon a level of revenues adequate to support the Company’s cost structure. If the Company’s transition to profitability is not consistent with its current operating plan, the Company may have to seek additional capital.
Use of Estimates
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the condensed consolidated financial statements, as well as the reported amounts of revenues and expenses during the periods presented. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Estimates are used in several areas including, but not limited to, estimation of variable consideration, estimation of credit losses, standalone selling price allocation included in contracts with multiple performance obligations, goodwill and identifiable intangible assets, stock-based compensation, incremental borrowing rate for operating leases, contingencies, certain inputs into the provision for (benefit from) income taxes, including related reserves, valuation of non-marketable securities, among others. These estimates generally involve complex issues and require judgments, involve the analysis of historical results and prediction of future trends, can require extended periods of time to resolve and are subject to change from period to period. Actual results may differ materially from management’s estimates.
The severity of the impact of the COVID-19 pandemic on the Company's business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic, and the impact of any variants of the virus, the extent and severity of the impact on the Company's customers and suppliers, the continued disruption to demand for the Company's products and services, and the impact of the global business and economic environment on liquidity and the availability of capital, all of which are uncertain and cannot be predicted.
Unaudited Interim Condensed Financial Statements
Unaudited Interim Condensed Financial Statements
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities Act of 1933, as amended, or the Securities Act. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring accruals that the Company believes are necessary to fairly state the financial position and the results of the Company’s operations and cash flows for interim periods in accordance with GAAP. Interim-period results are not necessarily indicative of results of operations or cash flows for a full year or any subsequent interim period.
The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
Restricted Cash Restricted CashRestricted cash consists of payroll withholding related to the Company's enrollment in a voluntary disability insurance plan.
Non-Marketable Securities Non-Marketable SecuritiesThe Company acquires certain equity investments in private companies to promote business and strategic objectives. The Company's investments in non-marketable equity securities do not give the Company the ability to control or exercise significant influence over the investees. One of the investees is concluded to be a variable interest entity, or VIE, but the Company is deemed not to be the primary beneficiary as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. The Company's non-marketable equity and other related investments totaled $19.6 million and $25.0 million as of March 31, 2023, and December 31, 2022, respectively, and are included in other assets, net on the accompanying condensed consolidated balance sheets. Non-marketable securities are recorded at cost, subject to periodic impairment reviews and adjustments for observable price changes from orderly transactions. The Company's evaluation of impairment of such non-marketable securities is based on adverse changes in market conditions and the regulatory or economic environment, qualitative and quantitative analysis of the operating performance of the investee; changes in operating structure or management of the investee; additional funding requirements; and the investee’s ability to remain in business. As a result of the evaluation, the Company recorded an impairment of $5.5 million for one of its non-marketable equity security investments for the three months ended March 31, 2023 based on an independent third-party valuation. In addition, pursuant to one of the investments in non-marketable securities purchased by the Company, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the investee, on or before December 31, 2022. In September 2022, the Company decided not to exercise such rights to purchase the investee and recorded an impairment of $5.3 million based on an independent third-party valuation. No other impairment or downward adjustments to the carrying value of non-marketable securities have been otherwise recorded. In addition, pursuant to another investment in non-marketable securities purchased by the Company in October 2022, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the Company, on or before October 1, 2023.
Concentration of Risk
Concentration of Risk
The Company is subject to credit risk from its portfolio of cash equivalents held at one commercial bank and investments in marketable debt securities. The Company limits its exposure to credit losses by investing in money market funds through a U.S. bank with high credit ratings. The Company’s cash may consist of deposits held with banks that may at times exceed federally insured limits, however, its exposure to credit risk in the event of default by the financial institution is limited to the extent of amounts recorded on the condensed consolidated balance sheets. The Company performs evaluations of the relative credit standing of these financial institutions to limit the amount of credit exposure.
The Company also invests in investment-grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy, in order of priority, are as follows: safety and preservation of principal and diversification of risk; liquidity of investments sufficient to meet cash flow requirements; and a competitive after-tax rate of return. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, investment type and issuer, as a result, the Company is not exposed to any significant concentrations of credit risk from these financial instruments.
The Company is subject to credit risk from its accounts receivable. The majority of the Company’s accounts receivable arises from the provision of precision oncology services, and development services and other, primarily with biopharmaceutical companies and international laboratory partners, all of which have high credit ratings. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company does not require collateral. Accounts receivable are recorded net of allowance for credit losses, if any.
The Company is also subject to credit risk from its other receivables and other assets.
Accounts Receivable, Net
Accounts Receivable, Net
Accounts receivable represent valid claims against commercial and governmental payers, biopharmaceutical companies, research institutes, international laboratory partners and distributors, including unbilled receivables, and royalty payments due from third parties for licensing the Company’s technologies. Unbilled receivables include balances due from biopharmaceutical customers related to development services and other revenues that are recognized upon the achievement of performance-based milestones but prior to the achievement of contractual billing rights. As of March 31, 2023, and December 31, 2022, the Company had unbilled receivables of $4.3 million and $5.4 million, respectively.
The Company evaluates the collectability of its accounts receivable based on historical collection trends, the financial condition of payment partners, and external market factors and provides for an allowance for potential credit losses based on management’s best estimate of the amount of probable credit losses. As of March 31, 2023, and December 31, 2022, the Company had an immaterial allowance for credit losses related to its accounts receivable.
Asset Acquisition
Asset Acquisition
If an acquisition of an asset or group of assets does not meet the definition of a business, the transaction is accounted for as an asset acquisition rather than a business combination. An asset acquisition does not result in the recognition of goodwill and transaction costs are capitalized as part of the cost of the asset or group of assets acquired. Transaction costs allocated to in-process research and development technology with no future alternate use is expensed as incurred. The total consideration is allocated to the various intangible assets acquired on a relative fair value basis. Cash paid in connection of purchase of in-process research and development technology in an asset acquisition is presented within the investing section of the condensed consolidated statement of cash flows.
Goodwill and Intangible Assets, net
Goodwill and Intangible Assets, net
Intangible assets related to in-process research and development costs, or IPR&D, acquired in a business combination are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. Prior to completion of the research and development efforts, the assets are considered indefinite-lived. During this period, the assets will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. In connection with the launch of Shield LDT in May 2022, the Company's IPR&D of $1.6 million was reclassified as an intangible asset with a useful life of 2 years.
Goodwill represents the excess of the purchase price over the fair value of net identifiable assets and liabilities. Goodwill is not amortized but is tested for impairment at least annually during the fourth fiscal quarter, or if circumstances indicate its value may no longer be recoverable. The Company continues to operate in one segment, which is considered to be the sole reporting unit and, therefore, goodwill is tested for impairment at the enterprise level. As of March 31, 2023, there has been no impairment of goodwill.
Intangible assets are carried at cost, net of accumulated amortization. The Company does not have intangible assets with indefinite useful lives other than goodwill. Amortization is recorded on a straight-line basis over the intangible asset's useful life, which is approximately 2—12 years.
Post-acquisition Contingent Consideration Post-acquisition Contingent Consideration Post-acquisition contingent consideration is recognized over the service period, subject to meeting the respective service requirements and performance metrics.
Leases
Leases
The Company determines if an arrangement contains a lease at inception. Operating lease right-of-use, or ROU, assets and operating leases liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received or receivable. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities, as the Company's leases generally do not provide an implicit rate. Lease terms may include options to extend or terminate when the Company is reasonably certain the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with terms of 12 months or less.
Convertible Senior Notes
Convertible Senior Notes
Convertible senior notes are accounted for as a liability and measured at their amortized cost. Transaction costs related to the issuance of the notes are netted with the liability and are amortized to interest expense over the term of the notes, using an effective interest rate method.
Revenue Recognition
Revenue Recognition
The Company derives revenue from the provision of precision oncology testing services, as well as from development services and other. Precision oncology testing services include genomic profiling and the delivery of other genomic information derived from the Company’s platform. Development services include companion diagnostic development and regulatory approval, clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. Other revenue includes amounts derived from licensing the Company's technologies, kit fulfillment and screening services. The Company currently receives payments from third-party commercial and governmental payers, certain hospitals and oncology centers and individual patients, as well as biopharmaceutical companies, research institutes, international laboratory partners and distributors.
Revenues are recognized when control of services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. FASB ASC Topic 606, Revenue from Contracts with Customers, provides for a five-step model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation.
Precision oncology testing
The Company recognizes revenue from the sale of its precision oncology tests for clinical customers, including certain hospitals, cancer centers, other institutions and patients, at the time results of the test are reported to physicians. Most precision oncology tests requested by clinical customers are sold without a written agreement; however, the Company determines an implied contract exists with its clinical customers. The Company identifies each sale of its test to a clinical customer as a single performance obligation. With the exception of certain limited contracted arrangements with insurance carriers and other institutions where the transaction price is fixed, a stated contract price does not exist and the transaction price for each implied contract with clinical customers represents variable consideration. The Company estimates the variable consideration under the portfolio approach and considers the historical reimbursement data from third-party commercial and governmental payers and patients, as well as known or anticipated reimbursement trends not reflected in the historical data. The Company monitors the estimated amount to be collected in the portfolio at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Both the estimate and any subsequent revision contain uncertainty and require the use of significant judgment in the estimation of the variable consideration and application of the constraint for such variable consideration. The Company analyzes its actual cash collections over the expected reimbursement period and compares it with the estimated variable consideration for each portfolio and any difference is recognized as an adjustment to estimated revenue after the expected reimbursement period, subject to assessment of the risk of future revenue reversal.
Revenue from sales of precision oncology tests to biopharmaceutical customers are based on a negotiated price per test or on the basis of an agreement to provide certain testing volume over a defined period. The Company identifies its promise to transfer a series of distinct tests to biopharmaceutical customers as a single performance obligation. Precision oncology tests to biopharmaceutical customers are generally billed at a fixed price for each test performed. For agreements involving testing volume to be satisfied over a defined period, revenue is recognized over time based on the number of tests performed as the performance obligation is satisfied over time. Results of the Company’s precision oncology services are delivered electronically, and as such there are no shipping or handling fees incurred by the Company or billed to customers.
Development services and other
The Company performs development services for its biopharmaceutical customers utilizing its precision oncology information platform. Development services typically represent a single performance obligation as the Company performs a significant integration service, such as analytical validation and regulatory submissions. The individual promises are not separately identifiable from other promises in the contracts and, therefore, are not distinct. However, under certain contracts, a biopharmaceutical customer may engage the Company for multiple distinct development services which are both capable of being distinct and separately identifiable from other promises in the contracts and, therefore, distinct performance obligations.
The Company collaborates with biopharmaceutical companies in the development of new drugs. As part of these collaborations, the Company provides services related to regulatory filings to support companion diagnostic device submissions for the Company’s testing panels. Under these collaborations, the Company generates revenue from achievement of milestones, as well as provision of on-going support. For the companion diagnostic development and regulatory approval services performed, the Company is compensated through a combination of an upfront fee and performance-based, non-refundable regulatory and other developmental milestone payments. The transaction price of these contracts typically represents variable consideration. Application of the constraint for variable consideration to milestone payments is an area that requires significant judgment. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be managed to achieve the respective milestone and the level of effort and investment required to achieve the respective milestone. In making this assessment, the Company considers its historical experience with similar milestones, the degree of complexity and uncertainty associated with each milestone, and whether achievement of the milestone is dependent on parties other than the Company. The constraint for variable consideration is applied such that it is probable a significant reversal of revenue will not occur when the uncertainty associated with the contingency is resolved. Application of the constraint for variable consideration is assessed and updated at each reporting period as a revision to the estimated transaction price.
The Company recognizes companion diagnostic development and regulatory approval services revenue over the period in which biopharmaceutical research and development services are provided. Specifically, the Company recognizes revenue using an input method to measure progress, utilizing costs incurred to-date relative to total expected costs as its measure of progress. The Company assesses the changes to the total expected cost estimates as well as any incremental fees negotiated resulting from changes to the scope of the original contract in determining the revenue recognition at each reporting period. For development of new products or services under these arrangements, costs incurred before technological feasibility is reached are included as research and development expenses in the Company’s condensed consolidated statements of operations, while costs incurred thereafter are recorded as cost of development services and other.
The Company also recognizes revenue from other development services, in addition to companion diagnostic development and regulatory approval services noted above, such as clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. These revenues are generally recognized over time based on an input method to measure progress in the period when the associated services have been performed.
In addition, other revenue includes amounts derived from licensing the Company's digital sequencing technologies to its domestic customers and international laboratory partners, kit fulfillment and screening services. For the licensed technology, the Company is compensated through royalty-based payments, non-refundable upfront payments, guaranteed minimum payments, and/or sample milestone payments. Depending on the nature of the technology licensing arrangements, and considering factors including but not limited to enforceable right to payment and payment terms, and if an asset with alternative use is created, these revenues are recognized in the period when royalty-bearing sales occur, when the technology transfer is complete, or over the technology transfer period. Kit fulfillment related revenues are recognized when such products are delivered.
Contracts with multiple performance obligations
Contracts with biopharmaceutical customers and international laboratory partners may include multiple distinct performance obligations, such as provision of precision oncology testing, the above-mentioned development services, and digital sequencing technology licensing, among others. The Company evaluates the terms and conditions included within its contracts with biopharmaceutical customers and international laboratory partners to ensure appropriate revenue recognition, including whether services are considered distinct performance obligations that should be accounted for separately versus together. The Company first identifies material promises, in contrast to immaterial promises or administrative tasks, under the contract, and then evaluates whether these promises are both capable of being distinct and distinct within the context of the contract. In assessing whether a promised service is capable of being distinct, the Company considers whether the customer could benefit from the service either on its own or together with other resources that are readily available to the customer, including factors such as the research, development, and commercialization capabilities of a third party as well as the availability of the associated expertise in the general marketplace. In assessing whether a promised service is distinct within the context of the contract, the Company considers whether it provides a significant integration of the services, whether the services significantly modify or customize one another, or whether the services are highly interdependent or interrelated.
For contracts with multiple performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling price by considering the historical selling price of these performance obligations in similar transactions as well as other factors, including, but not limited to, the price that customers in the market would be willing to pay, competitive pricing of other vendors, industry publications and current pricing practices, and expected costs of satisfying each performance obligation plus appropriate margin; or by using the residual approach if standalone selling price is not observable, by reference to the total transaction price less the sum of the observable standalone selling prices of other performance obligations promised in the contract.
Deferred revenue
Deferred revenue, which is a contract liability, consists primarily of payments received in advance of revenue recognition from contracts with customers. For example, development services and other contracts with biopharmaceutical customers often contain upfront payments which results in the recording of deferred revenue to the extent cash is received prior to the Company's performance of the related services. Contract liabilities are relieved as the Company performs its obligations under the contract and revenue is consequently recognized. As of March 31, 2023 and December 31, 2022, the deferred revenue balance was $17.1 million and $21.2 million, respectively, of which $3.4 million and $3.8 million is considered long-term and was recorded within other long-term liabilities on the accompanying condensed consolidated balance sheets. Revenue recognized in the three months ended March 31, 2023 that was included in the deferred revenue balance as of December 31, 2022 was $6.4 million, and revenue recognized in the three months ended March 31, 2022 that was included in the deferred revenue balance as of December 31, 2021 was $3.5 million, respectively.
Transaction price allocated to the remaining performance obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancelable amounts that will be invoiced and recognized as revenues in future periods. The Company expects to recognize substantially all of the remaining transaction price in the next 1-2 years.
Costs of Precision Oncology Testing Costs of Precision Oncology TestingCost of precision oncology testing generally consists of cost of materials, cost of labor, including bonus, benefit and stock-based compensation, equipment and infrastructure expenses associated with processing test samples (including sample accessioning, library preparation, sequencing, and quality control analyses), freight, curation of test results for physicians, phlebotomy, and license fees due to third parties. Infrastructure expenses include depreciation of laboratory equipment, lease costs, amortization of leasehold improvements, and information technology costs. Costs associated with performing the Company’s tests are recorded as the tests are performed regardless of whether revenue was recognized with respect to that test.
Cost of Development Services and Other
Cost of Development Services and Other
Cost of development services and other primarily includes costs incurred for the performance of development services requested by the Company’s biopharmaceutical customers, and costs associated with the Company's partnership agreements and screening services. For development of new products, costs incurred before technological feasibility has been achieved are reported as research and development expenses, while costs incurred thereafter are reported as cost of development services and other.
Research and Development Expenses
Research and Development Expenses
Research and development expenses are comprised of costs incurred to develop technology and include compensation and benefits, reagents and supplies used in research and development laboratory work, infrastructure expenses, including allocated facility occupancy and information technology costs, contract services and other outside costs. Research and development costs are expensed as incurred. Payments made prior to the receipt of goods or services to be used in research and development are deferred and recognized as expense in the period in which the related goods are received or services are rendered. Costs to develop the Company’s technology capabilities are recorded as research and development unless they meet the criteria to be capitalized as internal-use software costs.
Stock-Based Compensation
Stock-Based Compensation
Stock-based compensation related to stock options granted to the Company’s employees, directors and nonemployees is measured at the grant date based on the fair value of the award. The fair value is recognized as expense over the requisite service period, which is generally the vesting period of the respective awards. Compensation expense for stock options with performance metrics is calculated based upon expected achievement of the metrics specified in the grant.
The Company uses the Black-Scholes option-pricing model to estimate the fair value of stock options granted under the 2012 Stock Plan (as amended and restated), or the 2012 Plan, and the 2018 Incentive Award Plan, or the 2018 Plan, and stock purchase rights granted under the 2018 Employee Stock Purchase Plan. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of an award, expected volatility, risk-free rate and expected dividend yield. Forfeitures are accounted for as they occur.
The Company measures the grant date fair value of its service-based and performance-based restricted stock units issued to employees based on the closing market price of the common stock on the date of grant. For restricted stock units with only service-based vesting conditions, compensation expense is recognized in the Company’s condensed consolidated statement of operations on a straight-line basis over the requisite service period. Compensation expense for restricted stock units with performance metrics, or PSUs, is calculated based upon expected achievement of the metrics specified in the grant, and is recognized in the Company’s condensed consolidated statement of operations using an accelerated attribution model over the requisite service period for each separately vesting portion of the award. No stock-based compensation expense is recorded for PSUs, unless it is determined to be probable that the related performance metrics will be met. Any PSUs that remain unvested at the end of the performance period will be forfeited.
Net Loss Per Share
Net Loss Per Share
The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period determined using the treasury stock method or the as-if converted method, as appropriate. For purposes of this calculation, stock options, restricted stock units, shares issuable pursuant to the employee stock purchase plan, shares subject to repurchase from early exercised options and contingently issuable shares under the convertible senior notes are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive.
Fair Value Measurements
Financial instruments consist of cash equivalents, marketable securities, accounts receivable, net, prepaid expenses and other current assets, net, and accounts payable and accrued liabilities. Cash equivalents and marketable securities are stated at fair value. Prepaid expenses and other current assets, net, and accounts payable and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date.
Fair value is defined as the exchange price that would be received from sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The identification of market participant assumptions provides a basis for determining what inputs are to be used for pricing each asset or liability. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
A fair value hierarchy has been established which gives precedence to fair value measurements calculated using observable inputs over those using unobservable inputs. This hierarchy prioritized the inputs into three broad levels as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
v3.23.1
Summary of Significant Accounting Policies (Tables)
 3 Months Ended
Mar. 31, 2023
Accounting Policies [Abstract]  
Schedules of Concentration of Risk, by Risk Factor
A significant customer is any biopharmaceutical customer, clinical testing payer, or international laboratory partner that represents 10% or more of the Company’s total revenue or accounts receivable balance. Revenue attributable to each significant customer, including its affiliated entities, as a percentage of the Company’s total revenue, for the respective period, and accounts receivable balance attributable to each significant customers, including its affiliated entities, as a percentage of the Company’s total accounts receivable balance, at the respective condensed consolidated balance sheet date, are as follows:
RevenueAccounts Receivable, Net
Three Months Ended March 31,March 31, 2023December 31, 2022
20232022
(unaudited)(unaudited)
Customer A
***12 %
Customer B
31 %30 %13 %11 %
Customer C
**10 %*
Customer D
**12 %*
*    less than 10%
Schedule of Contractual Receivables and Related Credit Loss
The following table presents the receivable and the related credit loss amounts:
March 31, 2023
December 31, 2022
(unaudited)
(in thousands)
Prepaid expenses and other current assets:
Gross Amount
$1,100 $— 
Allowance for Credit Losses
(1,100)— 
Net Amount
$— $— 
Other assets:
Gross Amount
$3,700 $4,800 
Allowance for Credit Losses
(3,700)(4,800)
Net Amount
$— $— 
The following table summarizes the allowance for credit losses activities for the three months ended March 31, 2023 and 2022:
Three Months Ended March 31,
20232022
(unaudited)
(in thousands)
Prepaid expenses and other current assets:
Allowance for credit losses—Beginning of period
$— $— 
Reclassification
1,100 1,100 
Allowance for credit losses—End of period
$1,100 $1,100 
Other assets:
Allowance for credit losses—Beginning of period
$4,800 $5,900 
Reclassification
(1,100)(1,100)
Allowance for credit losses—End of period
$3,700 $4,800 
v3.23.1
Condensed Consolidated Balance Sheet Components (Tables)
 3 Months Ended
Mar. 31, 2023
Balance Sheet Related Disclosures [Abstract]  
Schedule of Property, Plant and Equipment
Property and equipment, net consist of the following:
March 31, 2023December 31, 2022
(unaudited)
(in thousands)
Machinery and equipment
$100,688 $95,764 
Leasehold improvements
99,951 99,781 
Computer hardware
31,442 29,744 
Construction in progress
18,560 20,598 
Furniture and fixtures
8,543 8,367 
Computer software
1,797 1,797 
Property and equipment, gross
$260,981 $256,051 
Less: accumulated depreciation
(97,752)(88,131)
Property and equipment, net
$163,229 $167,920 
Schedule of Accrued Liabilities
Accounts payable and accrued liabilities consist of the following:
March 31, 2023December 31, 2022
(unaudited)
(in thousands)
Accounts payable$67,320 $68,911 
Accrued compensation69,423 55,788 
Operating lease liabilities
23,619 21,878 
Others
30,172 29,240 
Total accounts payable and accrued liabilities
$190,534 $175,817 
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities (Tables)
 3 Months Ended
Mar. 31, 2023
Fair Value Disclosures [Abstract]  
Schedule of Fair Value Measurements, Recurring and Nonrecurring
The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements were as follows:
March 31, 2023
Fair ValueLevel 1Level 2Level 3
(unaudited)
(in thousands)
Financial Assets:
Money market funds
$54,389 $54,389 $— $— 
U.S. government debt securities
$74,698 — 74,698 — 
Total cash equivalents
$129,087 $54,389 $74,698 $— 
U.S. government debt securities
$713,380 $— $713,380 $— 
Total short-term marketable debt securities
$713,380 $— $713,380 $— 
Long-term marketable equity securities
$22,174 $22,174 $— $— 
Total
$864,641 $76,563 $788,078 $— 
Financial Liabilities:
Contingent consideration
$6,130 $— $— $6,130 
Total
$6,130 $— $— $6,130 
December 31, 2022
Fair ValueLevel 1Level 2Level 3
(in thousands)
Financial Assets:
Money market funds
$3,104 $3,104 $— $— 
U.S. government debt securities
14,987 — 14,987 — 
Total cash equivalents
$18,091 $3,104 $14,987 $— 
U.S. government debt securities
$869,584 $— $869,584 $— 
Total short-term marketable debt securities
$869,584 $— $869,584 $— 
Long-term marketable equity securities
$18,291 $18,291 $— $— 
Total
$905,966 $21,395 $884,571 $— 
Financial Liabilities:
Contingent consideration
$6,430 $— $— $6,430 
Total
$6,430 $— $— $6,430 
Schedule of Level 3 Activity
The following table summarizes the activities for the Level 3 financial instruments:
Noncontrolling Interest Liability
Contingent Consideration
Three Months Ended March 31,Three Months Ended March 31,
202220232022
(unaudited)
(in thousands)
Fair value — beginning of period
$78,000 $6,430 $3,625 
Increase in fair value — (300)2,390 
Fair value — end of period
$78,000 $6,130 $6,015 
Schedule of Cash Equivalents and Marketable Securities'
The following tables summarize the Company’s cash equivalents and marketable debt securities’ amortized costs, gross unrealized gains, gross unrealized losses and estimated fair values by significant investment category:
March 31, 2023
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(unaudited)
(in thousands)
Money market fund
$54,389 $— $— $54,389 
U.S. government debt securities
797,314 21 (9,257)788,078 
Total
$851,703 $21 $(9,257)$842,467 
December 31, 2022
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(in thousands)
Money market fund
$3,104 $— $— $3,104 
U.S. government debt securities
901,342 8 (16,779)884,571 
Total
$904,446 $8 $(16,779)$887,675 
Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value
The following tables present the estimated fair values and gross unrealized losses of the Company's marketable debt securities that have been in a continuous unrealized loss position as of March 31, 2023 and December 31, 2022.
March 31, 2023
Less Than 12 Months12 Months or GreaterTotal
Estimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized Loss
(unaudited)
(in thousands)
U.S. government debt securities
$99,537 $(64)$590,849 $(9,193)$690,386 $(9,257)
Total
$99,537 $(64)$590,849 $(9,193)$690,386 $(9,257)
December 31, 2022
Less Than 12 Months12 Months or GreaterTotal
Estimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized Loss
(in thousands)
U.S. government debt securities
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
Total
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
v3.23.1
Intangible Assets, Net and Goodwill (Tables)
 3 Months Ended
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Finite-Lived Intangible Assets
The following table presents details of purchased intangible assets as of March 31, 2023, and December 31, 2022:
March 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(unaudited)
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,852)$8,034 7.5
Non-compete agreements and other covenant rights
5,100 (2,954)2,146 2.7
Acquired technology1,600 (733)867 1.1
Total intangible assets subject to amortization
18,586 (7,539)11,047 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(7,539)$14,337 
December 31, 2022
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,579)$8,307 7.8
Non-compete agreements and other covenant rights
5,100 (2,747)2,353 2.9
Acquired technology1,600 (533)1,067 1.4
Total intangible assets subject to amortization
18,586 (6,859)11,727 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(6,859)$15,017 
Schedule of Indefinite-Lived Intangible Assets
The following table presents details of purchased intangible assets as of March 31, 2023, and December 31, 2022:
March 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(unaudited)
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,852)$8,034 7.5
Non-compete agreements and other covenant rights
5,100 (2,954)2,146 2.7
Acquired technology1,600 (733)867 1.1
Total intangible assets subject to amortization
18,586 (7,539)11,047 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(7,539)$14,337 
December 31, 2022
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,579)$8,307 7.8
Non-compete agreements and other covenant rights
5,100 (2,747)2,353 2.9
Acquired technology1,600 (533)1,067 1.4
Total intangible assets subject to amortization
18,586 (6,859)11,727 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(6,859)$15,017 
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
The following table summarizes estimated future amortization expense of finite-lived intangible assets, net:
Year Ending December 31,
(unaudited)
(in thousands)
Remainder of 2023
$2,067 
20242,219 
20251,670 
20261,212 
20271,107 
2028 and thereafter
2,772 
Total$11,047 
v3.23.1
Debt (Tables)
 3 Months Ended
Mar. 31, 2023
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instrument Components
The following table sets forth the net carrying amounts of the 2027 Notes as of March 31, 2023, and December 31, 2022:
March 31, 2023December 31, 2022
(unaudited)
(in thousands)
Liability component:
Principal$1,150,000 $1,150,000 
Less: debt issuance costs, net of amortization(11,966)(12,609)
Net carrying amount$1,138,034 $1,137,391 
v3.23.1
Leases (Tables)
 3 Months Ended
Mar. 31, 2023
Leases [Abstract]  
Lease Information
March 31, 2023December 31, 2022
(unaudited)
Weighted-average remaining lease term (in years)
8.99.1
Weighted-average discount rate
3.93 %3.93 %
Schedule of Operating Lease Liability Maturities
The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of March 31, 2023:
Year Ending December 31,
(unaudited)
(in thousands)
Remainder of 2023
$23,612 
202433,668 
202532,655 
202627,799 
202724,479 
2028 and thereafter
125,157 
Total operating lease payments$267,370 
Less: imputed interest(38,894)
Total operating lease liabilities$228,476 
v3.23.1
Common Stock (Tables)
 3 Months Ended
Mar. 31, 2023
Equity [Abstract]  
Schedule of Stock by Class
The Company’s common stock has been reserved for the following potential future issuances:
March 31, 2023December 31, 2022
(unaudited)
Shares underlying outstanding stock options
3,372,5613,402,574
Shares underlying unvested restricted stock units
3,430,8213,687,888
Market-based restricted stock units2,260,7642,260,764
Performance-based restricted stock units333,275341,713
Shares available for issuance under the 2018 Incentive Award Plan9,333,8925,438,296
Shares available for issuance under the 2018 Employee Stock Purchase Plan2,144,5051,118,311
Total20,875,81816,249,546
v3.23.1
Stock-Based Compensation (Tables)
 3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of Share-based Compensation, Stock Options, Activity
A summary of the Company’s stock option activity under the 2012 Plan and the 2018 Plan and related information is as follows:
Options Outstanding
Shares
Available for Grant 		Shares Subject to Options OutstandingWeighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
(unaudited)
(in thousands)
Balance as of January 1, 2023
5,438,2963,402,574$34.34 6.8$39,749 
2018 Plan annual increase(1)
3,689,000—
Granted(40,091)40,09130.30 
Exercised—(21,049)7.43 
Canceled49,055(49,055)60.60 
Restricted stock units granted
(176,717)—— 
Restricted stock units canceled
365,911—— 
Performance-based restricted stock units canceled8,438—— 
Balance as of March 31, 2023
9,333,8923,372,561$34.08 6.6$32,766 
Vested and Exercisable as of March 31, 2023
2,091,671$21.26 5.0$32,077 
(1)Effective as of January 1, 2023, an additional 3,689,000 shares of common stock became available for issuance under the 2018 Plan, as a result of the operation of an automatic annual increase provision therein.
Schedule of Restricted Stock Activity
A summary of the Company’s restricted stock unit activity excluding the performance-based and market-based restricted stock units under the 2012 Plan and the 2018 Plan and related information is as follows:
Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
(unaudited)
Balance as of January 1, 2023
3,687,888$60.70 
Granted176,71730.34 
Vested and released(67,873)67.10 
Canceled(365,911)57.95 
Balance as of March 31, 2023
3,430,821$59.31 
A summary of the Company’s performance-based restricted stock unit activity under the 2018 Plan and related information is as follows:
Performance-based Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
(unaudited)
Balance as of January 1, 2023
341,713$110.64 
Canceled(8,438)122.95 
Balance as of March 31, 2023
333,275$110.33 
Schedule of Performance-based Restricted Stock Units Vesting Conditions The following table presents additional information relating to each MSU award:
TranchePrice GoalNumber of RSUs
Tranche 1
$120 per share
565,192
Tranche 2
$150 per share
565,191
Tranche 3
$200 per share
565,191
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan
The following table presents the effect of employee and non-employee related stock-based compensation expense including the Joint Venture:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands)
Cost of precision oncology testing
$1,202 $1,164 
Cost of development services and other474 $— 
Research and development expense
8,678 5,343 
Sales and marketing expense
7,503 5,525 
General and administrative expense
4,409 12,767 
Total stock-based compensation expense
$22,266 $24,799 
Schedule of share-based Payment Award, Stock Options, Valuation Assumptions
The grant date fair value of stock options was estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions:
Three Months Ended
March 31,
20232022
(unaudited)
Expected term (in years)
5.95 – 6.10
5.97
Expected volatility
69.5%
63.3%
Risk-free interest rate
4.1% – 4.2%
1.9%
Expected dividend yield
—%
—%
v3.23.1
Net Loss Per Share (Tables)
 3 Months Ended
Mar. 31, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth the computation of the basic and diluted net loss per share:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands, except per share data)
Net loss, basic and diluted$(133,533)$(123,228)
Net loss per share, basic and diluted$(1.30)$(1.21)
Weighted-average shares used in computing net loss per share, basic and diluted102,663 101,853 
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share for the periods presented as they had an anti-dilutive effect:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands)
Stock options issued and outstanding (1)
3,3782,550
Restricted stock units3,5501,484
MSUs2,2612,261
PSUs337357
ESPP obligation26484
Convertible senior notes8,2258,225
Total18,01514,961
(1)    Excludes stock options of 2,995,200 shares of the Joint Venture's Class B common stock granted under the AMEA 2020 Plan as of March 31, 2022.
v3.23.1
Segment and Geographic Information (Tables)
 3 Months Ended
Mar. 31, 2023
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following table sets forth the Company’s revenue by geographic areas based on the customers’ locations:
Three Months Ended
March 31,
20232022
(unaudited)
(in thousands)
United States$118,911 $90,871 
International (1)
9,803 5,228 
Total revenue
$128,714 $96,099 
(1)    No single country outside of the United States accounted for more than 10% of total revenue during the three months ended March 31, 2023, and 2022, respectively.
v3.23.1
Description of Business (Details)
 1 Months Ended
Dec. 31, 2022
segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of patients 20,000
v3.23.1
Summary of Significant Accounting Policies - Narrative (Details)
$ in Thousands
 1 Months Ended 3 Months Ended
Dec. 31, 2022
USD ($)
Sep. 30, 2022
USD ($)
May 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Aug. 31, 2020
USD ($)
Mar. 31, 2023
USD ($)
segment
Mar. 31, 2022
USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]                
Restricted cash $ 300           $ 100  
Non-marketable equity and other investments 25,000           19,600  
Impairment of non-marketable equity securities   $ 5,300         5,500  
Impairment or adjustments of non-marketable securities             0  
Other receivables and other assets due from a third-party           $ 8,000    
Other receivables and other assets, term           6 years    
Contractual receivables, installment payment 1,100     $ 1,100 $ 1,000      
Contractual receivables, credit loss             4,800  
Contract asset 5,400           4,300  
Intangible assets, net 11,727           $ 11,047  
Number of operating segments | segment             1  
Impairment of goodwill             $ 0  
Post-acquisition contingent consideration expense             600 $ 2,100
Deferred revenue 21,200           17,100  
Deferred revenue long term $ 3,800           3,400  
Deferred revenue recognized             $ 6,400 $ 3,500
Minimum                
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]                
Useful life (years)             2 years  
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01                
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]                
Remaining performance obligation, expected recognition period             1 year  
Maximum                
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]                
Useful life (years)             12 years  
Maximum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01                
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]                
Remaining performance obligation, expected recognition period             2 years  
IPR&D                
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]                
Intangible assets, net     $ 1,600          
Useful life (years)     2 years          
v3.23.1
Summary of Significant Accounting Policies - Schedule of Concentration Risk (Details) - Credit Concentration Risk
 3 Months Ended 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Customer A | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage     12.00%
Customer B | Revenue      
Concentration Risk [Line Items]      
Concentration risk, percentage 31.00% 30.00%  
Customer B | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage 13.00%   11.00%
Customer C | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage 10.00%    
Customer D | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage 12.00%    
v3.23.1
Summary of Significant Accounting Policies - Receivable and Related Credit Loss (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Accounting Policies [Abstract]      
Financing receivable, gross amount, current $ 1,100   $ 0
Financing receivable, allowance for credit losses, current (1,100) $ (1,100) 0
Financing receivable, net amount, current 0   0
Financing receivable, net amount, noncurrent 3,700   4,800
Financing receivable, allowance for credit losses, noncurrent (3,700) (4,800) (4,800)
Financing receivable, net amount, noncurrent 0   $ 0
Financing Receivable, Allowance for Credit Loss [Roll Forward]      
Beginning balance, financing receivable, allowance for credit loss, current 0 0  
Reclassification, allowance for credit loss, current 1,100 1,100  
Ending balance, financing receivable, allowance for credit loss, current 1,100 1,100  
Beginning balance, financing receivable, allowance for credit loss, noncurrent 4,800 5,900  
Reclassification, allowance for credit loss, noncurrent (1,100) (1,100)  
Ending balance, financing receivable, allowance for credit loss, noncurrent $ 3,700 $ 4,800  
v3.23.1
Joint Venture (Details)
$ in Thousands
 1 Months Ended 3 Months Ended
Jun. 30, 2022
USD ($)
Mar. 31, 2022
USD ($)
Mar. 31, 2023
shares
Dec. 31, 2022
shares
May 31, 2018
seat
Schedule of Equity Method Investments [Line Items]          
Common stock, shares reserved for future issuance (in shares) | shares     20,875,818 16,249,546  
Level 3 | Fair Value, Measurements, Recurring | Noncontrolling Interest Liability          
Schedule of Equity Method Investments [Line Items]          
Settlement $ 177,800        
Increase in fair value $ 99,800 $ 0      
Guardant Health AMEA, Inc          
Schedule of Equity Method Investments [Line Items]          
Equity method investment, ownership percentage         50.00%
Number of seats | seat         2
v3.23.1
Condensed Consolidated Balance Sheet Components - Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 260,981 $ 256,051
Less: accumulated depreciation (97,752) (88,131)
Property and equipment, net 163,229 167,920
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 100,688 95,764
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 99,951 99,781
Computer hardware    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 31,442 29,744
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 18,560 20,598
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 8,543 8,367
Computer software    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 1,797 $ 1,797
v3.23.1
Condensed Consolidated Balance Sheet Components - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Balance Sheet Related Disclosures [Abstract]    
Depreciation and amortization expense $ 9.6 $ 6.7
v3.23.1
Condensed Consolidated Balance Sheet Components - Accrued Expenses (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Balance Sheet Related Disclosures [Abstract]    
Accounts payable $ 67,320 $ 68,911
Accrued compensation 69,423 55,788
Operating lease liabilities $ 23,619 $ 21,878
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accounts payable and accrued liabilities Accounts payable and accrued liabilities
Others $ 30,172 $ 29,240
Total accounts payable and accrued liabilities $ 190,534 $ 175,817
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities - Measured on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents $ 129,087 $ 18,091
Debt securities, short-term 713,380 869,584
Long-term marketable debt securities 22,174 18,291
Total assets 864,641 905,966
Contingent consideration 6,130 6,430
Financial and nonfinancial liabilities, fair value disclosure 6,130 6,430
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 54,389 3,104
Debt securities, short-term 0 0
Long-term marketable debt securities 22,174  
Total assets 76,563 21,395
Contingent consideration 0 0
Financial and nonfinancial liabilities, fair value disclosure 0 0
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 74,698 14,987
Debt securities, short-term 713,380 869,584
Long-term marketable debt securities 0 0
Total assets 788,078 884,571
Contingent consideration 0 0
Financial and nonfinancial liabilities, fair value disclosure 0 0
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Debt securities, short-term 0 0
Long-term marketable debt securities 0 0
Total assets 0 0
Contingent consideration 6,130 6,430
Financial and nonfinancial liabilities, fair value disclosure 6,130 6,430
U.S. government debt securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, short-term 713,380 869,584
U.S. government debt securities | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, short-term 0 0
U.S. government debt securities | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, short-term 713,380 869,584
U.S. government debt securities | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, short-term 0 0
Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 54,389 3,104
Money market funds | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 54,389 3,104
Money market funds | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Money market funds | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
U.S. government debt securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 74,698 14,987
U.S. government debt securities | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
U.S. government debt securities | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 74,698 14,987
U.S. government debt securities | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents $ 0 $ 0
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities - Narrative (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended
Jul. 31, 2022
May 31, 2018
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Realized gain (loss) on marketable debt securities     $ 0 $ 0  
Recognition of credit losses     0 0  
Unrealized (loss) gain on marketable equity securities     3,900 $ 0  
SoftBank          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Threshold percentage of fair value that is no less than internal rate of return   20.00%      
Equity Investee With IPO          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Lock up period 2 years        
Guardant Health AMEA, Inc | SoftBank          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Redeemable noncontrolling interest, redemption value   $ 41,000      
Fair Value, Measurements, Recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     22,174   $ 18,291
Contingent consideration     6,130   6,430
Level 1 | Fair Value, Measurements, Recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     22,174    
Contingent consideration     0   0
Level 1 | Fair Value, Measurements, Recurring | Equity Investee With IPO          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     22,200   18,291
Level 3 | Fair Value, Measurements, Recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     0   0
Contingent consideration     6,130   6,430
Contingent consideration liability, noncurrent     $ 4,600   $ 4,900
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities - Activity In Level 3 Instruments (Details) - Fair Value, Measurements, Recurring - Level 3 - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended
Jun. 30, 2022
Mar. 31, 2023
Mar. 31, 2022
Noncontrolling Interest Liability      
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]      
Fair value — beginning of period     $ 78,000
Increase in fair value $ 99,800   0
Fair value — end of period     78,000
Contingent Consideration      
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]      
Fair value — beginning of period   $ 6,430 3,625
Increase in fair value   (300) 2,390
Fair value — end of period   $ 6,130 $ 6,015
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities - Cash Equivalents and Marketable Securities (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Mar. 31, 2022
Debt Securities, Available-for-sale [Line Items]      
Amortization cost, cash and cash equivalents $ 223,640 $ 141,647 $ 573,604
Amortized cost, cash and cash equivalents and debt securities available-for-sale 851,703 904,446  
Gross Unrealized Gain 21 8  
Gross Unrealized Loss (9,257) (16,779)  
Cash, cash equivalents and debt securities, fair value 842,467 887,675  
Money market fund      
Debt Securities, Available-for-sale [Line Items]      
Amortization cost, cash and cash equivalents 54,389 3,104  
Gross Unrealized Gain 0 0  
Gross Unrealized Loss 0 0  
Estimated fair value, cash and cash equivalents 54,389 3,104  
U.S. government debt securities      
Debt Securities, Available-for-sale [Line Items]      
Amortized cost, debt securities, available-for-sale 797,314 901,342  
Gross Unrealized Gain 21 8  
Gross Unrealized Loss (9,257) (16,779)  
Estimated fair value, debt securities $ 788,078 $ 884,571  
v3.23.1
Fair Value Measurements, Cash Equivalents and Marketable Securities - Schedule of Unrealized Loss Position, Fair Value (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Estimated Fair Value    
Less Than 12 Months $ 99,537 $ 170,975
12 Months or Greater 590,849 685,754
Total 690,386 856,729
Gross Unrealized Loss    
Less Than 12 Months (64) (2,958)
12 Months or Greater (9,193) (13,821)
Total (9,257) (16,779)
U.S. government debt securities    
Estimated Fair Value    
Less Than 12 Months 99,537 170,975
12 Months or Greater 590,849 685,754
Total 690,386 856,729
Gross Unrealized Loss    
Less Than 12 Months (64) (2,958)
12 Months or Greater (9,193) (13,821)
Total $ (9,257) $ (16,779)
v3.23.1
Intangible Assets, Net and Goodwill - Schedule of Intangible Assets by Class (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount $ 18,586 $ 18,586
Intangible assets subject to amortization, accumulated amortization (7,539) (6,859)
Intangible assets subject to amortization, net 11,047 11,727
Goodwill 3,290 3,290
Gross Carrying Amount 21,876 21,876
Net Carrying Amount 14,337 15,017
Acquired license    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount 11,886 11,886
Intangible assets subject to amortization, accumulated amortization (3,852) (3,579)
Intangible assets subject to amortization, net $ 8,034 $ 8,307
Remaining Weighted-Average Useful Life 7 years 6 months 7 years 9 months 18 days
Non-compete agreements and other covenant rights    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount $ 5,100 $ 5,100
Intangible assets subject to amortization, accumulated amortization (2,954) (2,747)
Intangible assets subject to amortization, net $ 2,146 $ 2,353
Remaining Weighted-Average Useful Life 2 years 8 months 12 days 2 years 10 months 24 days
Acquired technology    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount $ 1,600 $ 1,600
Intangible assets subject to amortization, accumulated amortization (733) (533)
Intangible assets subject to amortization, net $ 867 $ 1,067
Remaining Weighted-Average Useful Life 1 year 1 month 6 days 1 year 4 months 24 days
v3.23.1
Intangible Assets, Net and Goodwill - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]    
Amortization of intangible assets $ 0.7 $ 0.5
v3.23.1
Intangible Assets, Net and Goodwill - Schedule of Future Amortization (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]    
Remainder of 2023 $ 2,067  
2024 2,219  
2025 1,670  
2026 1,212  
2027 1,107  
2028 and thereafter 2,772  
Intangible assets subject to amortization, net $ 11,047 $ 11,727
v3.23.1
Debt - Narrative (Details)
 1 Months Ended 3 Months Ended
Nov. 30, 2020
USD ($)
d
$ / shares
Mar. 31, 2023
USD ($)
Mar. 31, 2022
USD ($)
Dec. 31, 2022
USD ($)
Nov. 16, 2020
$ / shares
Debt Instrument [Line Items]          
Amortization of debt issuance costs | $   $ 644,000 $ 642,000    
Strike price (in dollars per share) | $ / shares         $ 182.60
Share price, premium         75.00%
Common stock share price (in dollars per share) | $ / shares         $ 104.34
Purchase of convertible senior note hedges | $ $ 90,000,000        
Senior Notes Due 2027 | Convertible Debt          
Debt Instrument [Line Items]          
Principal amount | $ $ 1,150,000,000 1,150,000,000   $ 1,150,000,000  
Stated interest rate 0.00%        
Maximum special interest rate percentage 0.50%        
Conversion ratio 0.0071523        
Conversion price (in dollars per share) | $ / shares $ 139.82        
Estimated fair value | $   800,000,000   $ 700,000,000  
Amortization of debt issuance costs | $   $ 600,000 $ 600,000    
Effective interest rate of the liability component   0.20%      
Senior Notes Due 2027 | Convertible Debt | Valuation, Market Approach | Measurement Input, Quoted Price          
Debt Instrument [Line Items]          
Debt, measurement input denominator | $   100      
Senior Notes Due 2027 | Convertible Debt | Conversion Period One          
Debt Instrument [Line Items]          
Threshold percentage of common stock price trigger 130.00%        
Threshold of common stock trading days | d 20        
Threshold of consecutive common stock trading days | d 30        
Senior Notes Due 2027 | Convertible Debt | Conversion Period Two          
Debt Instrument [Line Items]          
Threshold of common stock trading days | d 5        
Threshold of consecutive common stock trading days | d 10        
Minimum percentage of common stock price trigger 98.00%        
Senior Notes Due 2027 | Convertible Debt | Conversion Period Three          
Debt Instrument [Line Items]          
Threshold percentage of common stock price trigger 130.00%        
Threshold of common stock trading days | d 20        
Threshold of consecutive common stock trading days | d 30        
Senior Notes Due 2027 | Convertible senior notes          
Debt Instrument [Line Items]          
Effective interest rate of the liability component     0.20%    
v3.23.1
Debt - Components of Convertible Senior Notes (Details) - Convertible Debt - Senior Notes Due 2027 - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Nov. 30, 2020
Debt Instrument [Line Items]      
Principal $ 1,150,000 $ 1,150,000 $ 1,150,000
Less: debt issuance costs, net of amortization (11,966) (12,609)  
Net carrying amount $ 1,138,034 $ 1,137,391  
v3.23.1
Leases - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Lessee, Lease, Description [Line Items]    
Operating lease expense $ 7.3 $ 6.9
Minimum    
Lessee, Lease, Description [Line Items]    
Lease term 1 year  
Maximum    
Lessee, Lease, Description [Line Items]    
Lease term 11 years  
v3.23.1
Leases - Lease Information (Details)
Mar. 31, 2023
Dec. 31, 2022
Leases [Abstract]    
Weighted-average remaining lease term (in years) 8 years 10 months 24 days 9 years 1 month 6 days
Weighted-average discount rate 3.93% 3.93%
v3.23.1
Leases - Schedule of Operating Liability Maturities (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
Leases [Abstract]  
Remainder of 2023 $ 23,612
2024 33,668
2025 32,655
2026 27,799
2027 24,479
2028 and thereafter 125,157
Total operating lease payments 267,370
Less: imputed interest (38,894)
Total operating lease liabilities $ 228,476
v3.23.1
Commitments and Contingencies (Details)
 1 Months Ended
Oct. 31, 2021
patent
TwinStrand Biosciences And University Of Washington vs. Guardant Health, Inc.  
Other Commitments [Line Items]  
Gain contingency, patents allegedly infringed upon, number 4
v3.23.1
Common Stock (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Class of Stock [Line Items]    
Dividends on common stock $ 0 $ 0
Common stock, shares reserved for future issuance (in shares) 20,875,818 16,249,546
Shares underlying outstanding stock options    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 3,372,561 3,402,574
Shares underlying unvested restricted stock units    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 3,430,821 3,687,888
Market-based restricted stock units    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 2,260,764 2,260,764
Performance-based restricted stock units    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 333,275 341,713
Shares available for issuance under the 2018 Incentive Award Plan    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 9,333,892 5,438,296
Shares available for issuance under the 2018 Employee Stock Purchase Plan    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 2,144,505 1,118,311
v3.23.1
Stock-Based Compensation - Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Jan. 01, 2022
Mar. 31, 2023
Dec. 31, 2022
Shares Available for Grant       
Beginning number of shares, available for grant (in shares)   5,438,296  
2018 Plan annual increase (in shares) 3,689,000 3,689,000  
Ending number of shares, available for grant (in shares)   9,333,892 5,438,296
Shares Subject to Options Outstanding      
Beginning number of shares, outstanding (in shares)   3,402,574  
Granted (in shares)   40,091  
Exercised (in shares)   (21,049)  
Canceled (in shares)   (49,055)  
Ending number of shares, outstanding (in shares)   3,372,561 3,402,574
Options vested and exercisable, number of options (in shares)   2,091,671  
Weighted-Average Exercise Price       
Beginning balance of options outstanding (in usd per share)   $ 34.34  
Granted (in usd per share)   30.30  
Exercised (in usd per share)   7.43  
Canceled (in usd per share)   60.60  
Ending balance of options outstanding (in usd per share)   34.08 $ 34.34
Options vested and exercisable, weighted average exercise price per share (in usd per share)   $ 21.26  
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value      
Options outstanding, weighted average remaining contractual term (in years)   6 years 7 months 6 days 6 years 9 months 18 days
Options outstanding, aggregate intrinsic value   $ 32,766 $ 39,749
Options vested and exercisable, weighted average remaining contractual term (in years)   5 years  
Options vested and exercisable, aggregate intrinsic value   $ 32,077  
2018 plan annual increase (in shares) 3,689,000 3,689,000  
Equity Option      
Shares Available for Grant       
Granted (in shares)   (40,091)  
Canceled (in shares)   49,055  
Restricted Stock Units      
Shares Available for Grant       
Granted (in shares)   (176,717)  
Canceled (in shares)   365,911  
Performance-based restricted stock units      
Shares Available for Grant       
Canceled (in shares)   8,438  
v3.23.1
Stock-Based Compensation - Narrative (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 3 Months Ended
Mar. 02, 2023
shares
Jun. 30, 2022
tranche
Jan. 01, 2020
shares
Jul. 31, 2022
USD ($)
grantee
Jun. 30, 2022
$ / shares
Nov. 30, 2020
USD ($)
May 31, 2020
tranche
$ / shares
shares
Mar. 31, 2023
USD ($)
$ / shares
shares
Mar. 31, 2022
USD ($)
$ / shares
shares
Dec. 31, 2022
$ / shares
shares
Sep. 30, 2018
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Weighted average grant date fair value, grants in period (in usd per share) | $ / shares               $ 19.82 $ 36.32    
Stock based compensation not recognized, options | $               $ 39,700      
Stock based compensation not recognized, period for recognition (years)               2 years 10 months 24 days      
Stock-based compensation | $               $ 22,266 $ 24,799    
Common stock, shares reserved for future issuance (in shares)               20,875,818   16,249,546  
Granted (in usd per share) | $ / shares               $ 30.30      
Guardant Health AMEA, Inc | Class B | AMEA 2020 Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Stock based compensation not recognized, options | $       $ 4,100              
Stock based compensation not recognized, period for recognition (years)       2 years 2 months 12 days              
Granted (in usd per share) | $ / shares         $ 4.44            
Issuance of exercise of vested stock option granted | grantee       39              
Settled of tender, amount | $       $ 13,700              
Stock options issued and outstanding                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Exercises in period, intrinsic value | $               $ 400 $ 7,300    
Common stock, shares reserved for future issuance (in shares)               3,372,561   3,402,574  
Expected dividend yield               0.00% 0.00%    
Shares underlying unvested restricted stock units                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Stock based compensation not recognized, period for recognition (years)               2 years 9 months 18 days      
Stock based compensation not recognized, other than options | $               $ 161,500      
Weighted average grant date fair value of MSU (in usd per share) | $ / shares               $ 30.34      
Unvested balance (in shares)               3,430,821   3,687,888  
Weighted average grant date fair value (in usd per share) | $ / shares               $ 59.31   $ 60.70  
Granted (in shares)               176,717      
Vested (in shares)               (67,873)      
Canceled (in shares)               (365,911)      
Common stock, shares reserved for future issuance (in shares)               3,430,821   3,687,888  
Performance-based restricted stock units                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Stock based compensation not recognized, period for recognition (years)               1 year 9 months 18 days      
Stock based compensation not recognized, other than options | $               $ 2,600      
Weighted-average derivative service period           4 years          
Stock-based compensation | $           $ 0   $ 300 $ 300    
Unvested balance (in shares)               333,275   341,713  
Weighted average grant date fair value (in usd per share) | $ / shares               $ 110.33   $ 110.64  
Canceled (in shares)               (8,438)      
Common stock, shares reserved for future issuance (in shares)               333,275   341,713  
Performance-based restricted stock units | Minimum                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Weighted-average derivative service period           1 year 6 months          
Additional service period requirement           6 months          
Market-based stock unit vesting period           2 years 6 months          
Performance-based restricted stock units | Maximum                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Weighted-average derivative service period           4 years          
Additional service period requirement           1 year          
Market-based stock unit vesting period           4 years 6 months          
Phantom Share Units                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Weighted-average derivative service period           4 years          
Market-based stock unit vesting period           6 months          
Forfeitures value | $               $ 28,000      
MSUs                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Market-based stock unit vesting period             7 years        
Stock-based compensation | $                 8,500    
Market-based restricted stock share price goal             30 days        
Weighted average grant date fair value of MSU (in usd per share) | $ / shares               $ 67.00      
Unvested balance (in shares)               2,260,764   2,260,764  
Weighted average grant date fair value (in usd per share) | $ / shares               $ 65.20      
Granted (in shares)               0      
Vested (in shares)               0      
Canceled (in shares)               0      
Common stock, shares reserved for future issuance (in shares)               2,260,764   2,260,764  
MSUs | Tranche 1 - $120 per share                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Price goal (in dollars per share) | $ / shares             $ 120 $ 120      
MSUs | Chief Executive Officer                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Total market-based restricted stock units approved and granted (in shares)             1,695,574        
Number of tranches | tranche   3         3        
MSUs | Minimum                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Weighted-average derivative service period               9 months 29 days      
Market-based stock units holding period during vesting             6 months        
MSUs | Maximum                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Weighted-average derivative service period               2 years 25 days      
Market-based stock units holding period during vesting             12 months        
Shares available for issuance under the 2018 Employee Stock Purchase Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Stock based compensation not recognized, period for recognition (years)               1 month 6 days      
Stock based compensation not recognized, other than options | $               $ 800      
Stock-based compensation | $               $ 1,600 $ 1,000    
Purchase price of common stock (as a percent of the fair value of common stock)               85.00%      
Common stock, shares reserved for future issuance (in shares)               2,144,505   1,118,311  
Shares authorized (in shares) 1,026,194   942,614                
Maximum employee subscription rate, ESPP               10.00%      
Purchase period               6 months      
Common stock issued under employee stock purchase plan (in shares)               0 0    
Shares available for issuance under the 2018 Employee Stock Purchase Plan | 2018 Employee Stock Purchase Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Number of shares approved (in share)                     922,250
v3.23.1
Stock-Based Compensation - Restricted Stock Activity (Details)
 3 Months Ended
Mar. 31, 2023
$ / shares
shares
Shares underlying unvested restricted stock units  
Restricted Stock Units Outstanding  
Beginning unvested balance (in shares) | shares 3,687,888
Granted (in shares) | shares 176,717
Vested and released (in shares) | shares (67,873)
Canceled (in shares) | shares (365,911)
Ending unvested balance (in shares) | shares 3,430,821
Weighted-Average Grant Date Fair Value  
Beginning balance of options outstanding (in usd per share) | $ / shares $ 60.70
Weighted average grant date fair value of MSU (in usd per share) | $ / shares 30.34
Vested and released (in usd per share) | $ / shares 67.10
Canceled (in usd per share) | $ / shares 57.95
Ending balance of options outstanding (in usd per share) | $ / shares $ 59.31
Performance-based restricted stock units  
Restricted Stock Units Outstanding  
Beginning unvested balance (in shares) | shares 341,713
Canceled (in shares) | shares (8,438)
Ending unvested balance (in shares) | shares 333,275
Weighted-Average Grant Date Fair Value  
Beginning balance of options outstanding (in usd per share) | $ / shares $ 110.64
Canceled (in usd per share) | $ / shares 122.95
Ending balance of options outstanding (in usd per share) | $ / shares $ 110.33
v3.23.1
Stock-Based Compensation - Market-based Restricted Stock Units (Details) - MSUs - $ / shares
 1 Months Ended 3 Months Ended
May 31, 2020
Mar. 31, 2023
Tranche 1 - $120 per share    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Price goal (in dollars per share) $ 120 $ 120
Number of MSUs (in shares)   565,192
Tranche 2 - $150 per share    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Price goal (in dollars per share)   $ 150
Number of MSUs (in shares)   565,191
Tranche 3 - $200 per share    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Price goal (in dollars per share)   $ 200
Number of MSUs (in shares)   565,191
v3.23.1
Stock-Based Compensation - Stock Based Compensation Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total stock-based compensation expense $ 22,266 $ 24,799
Cost of precision oncology testing    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total stock-based compensation expense 1,202 1,164
Cost of development services and other    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total stock-based compensation expense 474 0
Research and development expense    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total stock-based compensation expense 8,678 5,343
Sales and marketing expense    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total stock-based compensation expense 7,503 5,525
General and administrative expense    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total stock-based compensation expense $ 4,409 $ 12,767
v3.23.1
Stock-Based Compensation - Valuation of Stock Options (Details) - Stock options issued and outstanding
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected dividend yield 0.00% 0.00%
Minimum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected term (in years) 5 years 11 months 12 days 5 years 11 months 19 days
Expected volatility 69.50% 63.30%
Risk-free interest rate 4.10% 1.90%
Maximum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected term (in years) 6 years 1 month 6 days  
Risk-free interest rate 4.20%  
v3.23.1
Net Loss Per Share - Schedule of Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Earnings Per Share [Abstract]    
Net loss, basic $ (133,533) $ (123,228)
Net loss, diluted $ (133,533) $ (123,228)
Net loss per share , basic (in usd per share) $ (1.30) $ (1.21)
Net loss per share , diluted (in usd per share) $ (1.30) $ (1.21)
Weighted-average shares used in computing net loss per share , basic (in shares) 102,663 101,853
Weighted-average shares used in computing net loss per share , diluted (in shares) 102,663 101,853
v3.23.1
Net Loss Per Share - Schedule of Antidilutive Securities (Details) - shares
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 18,015,000 14,961,000  
Stock options outstanding (in shares) 3,372,561   3,402,574
AMEA 2020 Plan | Class B      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Stock options outstanding (in shares)   2,995,200  
Stock options issued and outstanding      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 3,378,000 2,550,000  
Restricted stock units      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 3,550,000 1,484,000  
MSUs      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 2,261,000 2,261,000  
PSUs      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 337,000 357,000  
ESPP obligation      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 264,000 84,000  
Convertible senior notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 8,225,000 8,225,000  
v3.23.1
Segment and Geographic Information (Details)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2023
USD ($)
segment
Mar. 31, 2022
USD ($)
Dec. 31, 2022
Segment Reporting Information [Line Items]      
Number of operating segments | segment 1    
Total revenue $ 128,714 $ 96,099  
Assets | Geographic Concentration Risk | Net Assets, Geographic Area      
Segment Reporting Information [Line Items]      
Concentration risk, percentage 98.00%   99.00%
United States      
Segment Reporting Information [Line Items]      
Total revenue $ 118,911 90,871  
International      
Segment Reporting Information [Line Items]      
Total revenue $ 9,803 $ 5,228